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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-QSB

|(Mark One)
|----------
|[X]       
|          
|          
|          
|[ ]       
|          
|          

COMMISSION FILE NUMBER000-51573

|GA COMPUTER SCIENCES INC.                                              
|-----------------------------------------------------------------------
|(Exact name of small business issuer as specified in its
      charter)

|NEVADA                                           | 20-0848675                       
|------------------------------------------------ | ---------------------------------
|(State or other jurisdiction of incorporation or | (IRS Employer Identification No.)
|organization)                                    |                                  

|349  6540 East Hastings Street                                                         
|----------------------------------------------------------------------------------------
|Burnaby, British Columbia, Canada V5B 4Z5                                               
|(Address of principal executive offices)                                                
|                                                                                        
|(775) 881-3390                                                                          
|Issuer's telephone number                                                               
|                                                                                        
|Not Applicable                                                                          
|(Former name, former address and former fiscal year, if changed
      since last report)

Check whether the issuer (1) filed all reports required
  to be filed by Section 13 or 15(d) of the Exchange Act during the past twelve
  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 [
  ]

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

State the number of shares outstanding of each of
  the issuer's classes of common equity, as of the latest practicable date:As
  of September 11, 2006, the Issuer had 74,363,235 Shares of Common Stock outstanding.

Transitional Small Business Disclosure Format (check
  one): Yes [ ]No [X]

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PART I - FINANCIAL INFORMATION

|ITEM 1. | FINANCIAL
      STATEMENTS.
|------- | ---------------------------

The accompanying unaudited financial statements
have been prepared in accordance with the instructions to Form 10-QSB and Item
310(b) of Regulation S-B, and, therefore, do not include all information and
footnotes necessary for a complete presentation of financial position, results
of operations, cash flows, and stockholders' equity in conformity with generally
accepted accounting principles. In the opinion of management, all adjustments
considered necessary for a fair presentation of the results of operations and
financial position have been included and all such adjustments are of a normal
recurring nature. Operating results for the nine months ended July 31, 2006 are
not necessarily indicative of the results that can be expected for the year
ending October 31, 2006.

As used in this Quarterly Report, the terms "we,
"us, "our, the Company and GA Computer mean GA Computer Sciences Inc.
unless otherwise indicated. All dollar amounts in this Quarterly Report are in
U.S. dollars unless otherwise stated.

2

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GA Computer Sciences Inc.(A Development Stage Company)

July 31, 2006

IndexBalance Sheets
      F-1Statements of Operations
      F-2Statements of Cash Flows
      F-3Notes to the Financial Statements
      F-4


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GA Computer Sciences Inc.(A Development Stage Company)
  Balance Sheets
  (Expressed in U.S. dollars)
  (unaudited)

|                                                               |  | July 31, |   |  | October 31, |  
|-------------------------------------------------------------- |  | -------- | - |  | ----------- | -
|                                                               |  | 2006     |   |  | 2005        |  
|                                                               |  | $        |   |  | $           |  
|                                                               |  |          |   |  |             |  
|ASSETS                                                         |  |          |   |  |             |  
|                                                               |  |          |   |  |             |  
|Current Assets                                                 |  |          |   |  |             |  
|                                                               |  |          |   |  |             |  
|Cash                                                           |  | 55,920   |   |  | 49,241      |  
|Inventory (Note 3)                                             |  | 225      |   |  |            |  
|Prepaid
      expenses                                         |  |         |   |  | 100         |  
|Total Current Assets                                           |  | 56,145   |   |  | 49,341      |  
|                                                               |  |          |   |  |             |  
|Intangible Assets
      (Note 4)                               |  | 1,111    |   |  | 1,611       |  
|Total Assets                                                   |  | 57,256   |   |  | 50,952      |  
|                                                               |  |          |   |  |             |  
|LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)                 |  |          |   |  |             |  
|                                                               |  |          |   |  |             |  
|Current Liabilities                                            |  |          |   |  |             |  
|                                                               |  |          |   |  |             |  
|Accounts payable                                               |  | 11,588   |   |  | 200         |  
|Accrued liabilities                                            |  | 1,549    |   |  | 4,700       |  
|Due to related party (Note 5(b))                               |  |         |   |  | 2,657       |  
|Note
      payable (Note 6)                                    |  | 75,000   |   |  |            |  
|Total Liabilities                                              |  | 88,137   |   |  | 7,557       |  
|                                                               |  |          |   |  |             |  
|Contingencies (Note 1)                                         |  |          |   |  |             |  
|                                                               |  |          |   |  |             |  
|Subsequent Events (Note 7)                                     |  |          |   |  |             |  
|                                                               |  |          |   |  |             |  
|Stockholders Equity (Deficit)                                 |  |          |   |  |             |  
|Common Stock, 750,000,000 shares authorized, $ 0.001 par value |  |          |   |  |             |  
|73,775,000 shares issued and outstanding                       |  | 73,775   |   |  | 73,775      |  
|                                                               |  |          |   |  |             |  
|Additional Paid in Capital (Discount)                          |  | (1,775   | ) |  | (1,775      | )
|                                                               |  |          |   |  |             |  
|Donated Capital (Note 5(a))                                    |  | 21,375   |   |  | 14,625      |  
|                                                               |  |          |   |  |             |  
|Deficit Accumulated
      During the Development Stage         |  | (124,256 | ) |  | (43,230     | )
|Total Stockholders
      Equity (Deficit)                     |  | (30,881  | ) |  | 43,395      |  
|Total Liabilities
      and Stockholders Equity (Deficit)     |  | 57,256   |   |  | 50,952      |  

F-1

(The accompanying notes are an integral part of these
  financial statements)

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GA Computer Sciences Inc.(A Development Stage Company)
  Statements of Operations
  (Expressed in U.S. dollars)
  (unaudited)

|                                             | Accumulated         |   |              |   |              |   |             |   |             |  
|-------------------------------------------- | ------------------- | - | ------------ | - | ------------ | - | ----------- | - | ----------- | -
|                                             | From                |   | For the      |   | For the      |   | For the     |   | For the     |  
|                                             | March 10, 2004      |   | Three Months |   | Three Months |   | Nine Months |   | Nine Months |  
|                                             | (Date of Inception) |   | Ended        |   | Ended        |   | Ended       |   | Ended       |  
|                                             | to July 31,         |   | July 31,     |   | July 31,     |   | July 31,    |   | July 31,    |  
|                                             | 2006                |   | 2006         |   | 2005         |   | 2006        |   | 2005        |  
|                                             | $                   |   | $            |   | $            |   | $           |   | $           |  
|                                             |                     |   |              |   |              |   |             |   |             |  
|                                             |                     |   |              |   |              |   |             |   |             |  
|Revenue                                      | 892                 |   | 22           |   | 453          |   | 22          |   | 453         |  
|                                             |                     |   |              |   |              |   |             |   |             |  
|Cost of goods sold                           | 2,907               |   | 275          |   | 152          |   | (275        | ) | 152         |  
|                                             |                     |   |              |   |              |   |             |   |             |  
|Gross Profit                                 | (2,015              | ) | (253         | ) | 301          |   | (253        | ) | 301         |  
|                                             |                     |   |              |   |              |   |             |   |             |  
|Expenses                                     |                     |   |              |   |              |   |             |   |             |  
|                                             |                     |   |              |   |              |   |             |   |             |  
|Amortization                                 | 1,147               |   | 167          |   | 222          |   | 500         |   | 363         |  
|Donated rent (Note 5(a))                     | 7,125               |   | 750          |   | 750          |   | 2,250       |   | 2,250       |  
|Donated services
      (Note 5(a))           | 14,250              |   | 1,500        |   | 1,500        |   | 4,500       |   | 4,500       |  
|General and administrative                   | 22,052              |   | 12,621       |   | 468          |   | 18,612      |   | 785         |  
|Impairment loss
      on equipment           | 306                 |   |             |   |             |   |            |   | 306         |  
|Professional fees                            | 77,361              |   | 32,647       |   | 3,950        |   | 54,911      |   | 9,450       |  
|                                             |                     |   |              |   |              |   |             |   |             |  
|Total Expenses                               | 122,241             |   | 47,685       |   | 6,890        |   | 80,773      |   | 17,654      |  
|                                             |                     |   |              |   |              |   |             |   |             |  
|Net Loss For the Period                      | (124,256            | ) | (47,938      | ) | (6,589       | ) | (81,026     | ) | (17,353     | )
|                                             |                     |   |              |   |              |   |             |   |             |  
|Net Loss Per Share
       Basic and Diluted |                     |   |             |   |             |   |            |   |            |  
|                                             |                     |   |              |   |              |   |             |   |             |  
|Weighted Average Shares
      Outstanding    |                     |   | 73,775,000   |   | 7,078,000    |   | 73,775,000  |   | 7,120,000   |  

F-2

(The accompanying notes are an integral part of these
  financial statements)

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GA Computer Sciences Inc.(A Development Stage Company)
  Statements of Cash Flows
  (Expressed in U.S. dollars)
  (unaudited)

|                                             |  | For the     |   |  | For the     |  
|-------------------------------------------- |  | ----------- | - |  | ----------- | -
|                                             |  | Nine Months |   |  | Nine Months |  
|                                             |  | Ended       |   |  | Ended       |  
|                                             |  | July 31,    |   |  | July 31,    |  
|                                             |  | 2006        |   |  | 2005        |  
|                                             |  | $           |   |  | $           |  
|                                             |  |             |   |  |             |  
|                                             |  |             |   |  |             |  
|Operating Activities                         |  |             |   |  |             |  
|                                             |  |             |   |  |             |  
|Net loss for the period                      |  | (81,026     | ) |  | (17,353     | )
|                                             |  |             |   |  |             |  
|Adjustments to reconcile net loss to cash:   |  |             |   |  |             |  
|Amortization                                 |  | 500         |   |  | 363         |  
|Donated services
      and expenses          |  | 6,750       |   |  | 6,750       |  
|Impairment loss on equipment                 |  |            |   |  | 306         |  
|Write off
      of inventory                 |  | 250         |   |  |            |  
|                                             |  |             |   |  |             |  
|Change in operating assets and liabilities:  |  |             |   |  |             |  
|Inventory                                    |  | (475        | ) |  | 69          |  
|Prepaid expenses                             |  | 100         |   |  | (100        | )
|Accounts payable and accruals                |  | 8,237       |   |  | 200         |  
|Due to related party                         |  | (2,657      | ) |  | (2          | )
|                                             |  |             |   |  |             |  
|Net Cash Used in Operating Activities        |  | (68,321     | ) |  | (9,767      | )
|                                             |  |             |   |  |             |  
|Investing Activities                         |  |             |   |  |             |  
|Purchase of equipment                        |  |            |   |  |            |  
|Website development costs                    |  |            |   |  | (2,000      | )
|                                             |  |             |   |  |             |  
|Net Cash Used In Investing Activities        |  |            |   |  | (2,000      | )
|                                             |  |             |   |  |             |  
|Financing Activities                         |  |             |   |  |             |  
|Proceeds from Note payable                   |  | 75,000      |   |  |            |  
|Proceeds from issuance
      of common stock |  |            |   |  | 13,000      |  
|                                             |  |             |   |  |             |  
|Net Cash Provided By Financing Activities    |  | 75,000      |   |  | 13,000      |  
|                                             |  |             |   |  |             |  
|Increase in Cash                             |  | 6,679       |   |  | 1,233       |  
|                                             |  |             |   |  |             |  
|Cash - Beginning of Period                   |  | 49,241      |   |  | 7,011       |  
|                                             |  |             |   |  |             |  
|Cash - End of Period                         |  | 55,920      |   |  | 8,244       |  
|                                             |  |             |   |  |             |  
|Supplemental Disclosures                     |  |             |   |  |             |  
|                                             |  |             |   |  |             |  
|Interest paid                                |  |            |   |  |            |  
|Income taxes paid                            |  |            |   |  |            |  

F-3

(The accompanying notes are an integral part of the
  financial statements)

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GA Computer Sciences Inc.(A Development Stage Company)
  Notes to the Financial Statements
  July 31, 2006
  (Expressed in U.S. dollars)
  (unaudited)

|1. | Development Stage Company                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   | The Company was incorporated in the State
        of Nevada on March 10, 2004. The Company is a Development Stage Company,
        as defined by Statement of Financial Accounting Standard (SFAS)
        No.7 Accounting and Reporting for Enterprises in the Development
        Stage.The Company is located in British Columbia, Canada and
        its principal business is the sale of software created by Open Office
        in pre-packaged shrink-wrapped standard compact disk jewel cases. The
        software included on the compact disks is also available directly over
        the Internet.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   | These financial statements have been prepared
        on a going concern basis, which implies the Company will continue to realize
        its assets and discharge its liabilities in the normal course of business.
        The Company has not generated significant revenues since inception and
        has never paid any dividends and is unlikely to pay dividends or generate
        significant earnings in the immediate or foreseeable future. The continuation
        of the Company as a going concern is dependent upon the continued financial
        support from its shareholders, the ability of the Company to obtain necessary
        equity financing to continue operations and the attainment of profitable
        operations. As at July 31, 2006, the Company has accumulated losses of
        $124,256 since inception. These financial statements do not include any
        adjustments to the recoverability and classification of recorded asset
        amounts and classification of liabilities that might be necessary should
        the Company be unable to continue as a going concern. These factors raise
        substantial doubt regarding the Companys ability to continue as
        a going concern.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   | The Company filed an SB-2 Registration Statement
        (SB-2) with the United States Securities and Exchange Commission
        that was declared effective October 13, 2005, to register 30,550,000 shares
        of common stock for resale by existing shareholders of the Company. The
        Company did not receive any proceeds from the resale of shares of common
        stock by the selling stockholders. Also pursuant to the SB-2, the Company
        offered up to 5,000,000 common shares at a price of $0.02 per share for
        maximum proceeds of $100,000 to the Company. In October 2005, the Company
        issued 2,575,000 shares of common stock at $0.02 per share for cash proceeds
        of $51,500 pursuant to the SB-2.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|2. | Summary of Significant Accounting Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
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|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
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|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   | c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
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|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   | d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           

F-4

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GA Computer Sciences Inc.(A Development Stage Company)
  Notes to the Financial Statements
  July 31, 2006
  (Expressed in U.S. dollars)
  (unaudited)

|2. | Summary of Significant Accounting Policies
        (continued)
|-- | --------------------------------------------------------------
|   |                                                               
|   | e)                                                            
|   |                                                               
|   |                                                               
|   |                                                               
|   | f)                                                            
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|   | g)                                                            
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|   | h)                                                            
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|   |                                                               
|   | i)                                                            
|   |                                                               
|   |                                                               
|   |                                                               
|   | j)                                                            
|   |                                                               
|   |                                                               

F-5

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GA Computer Sciences Inc.(A Development Stage Company)
  Notes to the Financial Statements
  July 31, 2006
  (Expressed in U.S. dollars)
  (unaudited)

|2. | Summary of Significant Accounting Policies
        (continued)
|-- | --------------------------------------------------------------
|   |                                                               
|   | k)                                                            
|   |                                                               
|   |                                                               
|   |                                                               
|   | l)                                                            
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|   |                                                               
|   | m)                                                            
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|   |                                                               
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|   |                                                               
|   | n)                                                            
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|   |                                                               

F-6

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GA Computer Sciences Inc.(A Development Stage Company)
  Notes to the Financial Statements
  July 31, 2006
  (Expressed in U.S. dollars) (unaudited)

|3. | Inventory                                                                                                                                                                                                                                         
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                   
|   | As at July 31, 2006, Version 2.0 of the
        pre-packaged software products became obsolete with the development of
        Version 2.02 of the same software. Version 2.0 inventory of $250 was written-off
        and charged to operations.
|   |                                                                                                                                                                                                                                                   
|4. | Intangible Assets                                                                                                                                                                                                                                 

| |                           |       |              | July 31,     | October 31, 
| | ------------------------- | ----- | ------------ | ------------ | ------------
| |                           |       |              | 2006         | 2005        
| |                           |       | Accumulated  | Net Carrying | Net Carrying
| |                           | Cost  | Amortization | Value        | Value       
| |                           | $     | $            | $            | $           
| |                           |       |              |              |             
| | Website development costs | 2,000 | 889          | 1,111        | 1,611       

|5. | Related Party Transactions                                                                                                                                                                                                                                                                                                                                                
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                           
|   | a)                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                           
|   | b)                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                           
|6. | Notes Payable                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                           
|   | On May 16, 2006, the Company
        received $75,000 pursuant to a loan agreement. The principle sum of $75,000,
        together with interest accrued at the rate of 8% per annum, is unsecured,
        and due on November 16, 2006. During the period ended July 31, 2006, the
        Company accrued interest of $1,249, which is included in accrued liabilities.
|   |                                                                                                                                                                                                                                                                                                                                                                           
|7. | Subsequent Events                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                           
|   | a)                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                           
|   | b)                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                           
|   | c)                                                                                                                                                                                                                                                                                                                                                                        

F-7

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

Cautionary Statement Regarding Forward-Looking
Statements

Certain statements contained in this Quarterly
Report constitute "forward-looking statements. These statements, identified by
words such as plan, "anticipate," "believe," "estimate," "should," "expect"
and similar expressions include our expectations and objectives regarding our
future financial position, operating results and business strategy. These
statements reflect the current views of management with respect to future events
and are subject to risks, uncertainties and other factors that may cause our
actual results, performance or achievements, or industry results, to be
materially different from those described in the forward-looking statements.
Such risks and uncertainties include those set forth under the caption
"Management's Discussion and Analysis or Plan of Operation" and elsewhere in
this Quarterly Report. We advise you to carefully review the reports and
documents we file from time to time with the United States Securities and
Exchange Commission (the SEC), particularly our Annual Reports on Form 10-KSB
and our Current Reports on Form 8-K.

OVERVIEW

We are currently in the business of producing,
marketing and selling OpenOffice computer software on CD-ROM media. OpenOffice
is open-source software that is competitive software to Microsoft Office.
OpenOffice contains word processor, spreadsheet, presentation, drawing and
database tools.

On August 4, 2006, we entered into a share
purchase agreement (the Share Purchase Agreement) to acquire all of the
outstanding shares of Vitavea AG (Vitavea), a company based in Germany and
engaged in the business of manufacturing, marketing and distributing nutritional
supplements. If we are successful in completing the acquisition of Vitavea, of
which there are no assurances, we may discontinue our software business in order
to focus our resources on the development of Vitaveas business.

The Vitavea Share Purchase
Agreement

Pursuant to the terms of the Share Purchase
Agreement, we have agreed to pay an aggregate EUR 300,000 and issue an aggregate
of 34,350,000 shares of our common stock in exchange for all of the outstanding
shares of Vitavea. The Share Purchase Agreement originally called for us to make
the EUR 300,000 payment by August 15, 2006, however the payment date has been
extended to September 15, 2006.

Closing of the acquisition of Vitavea is subject
to a number of conditions, including the completion of our due diligence
investigations.

In addition to our acquisition of Vitavea, the
Share Purchase Agreement provides for the sale by Peter Hoyle, a member of our
Board of Directors and currently our sole executive officer, and Lina Zhou, a
former member of our Board of Directors, of an aggregate of 40,650,000 shares of
our common stock to WKB Beteiligungsgesellschaft mbH (WKB), the principal
shareholder of Vitavea, at an aggregate sale price of $10,000. Upon completion
of the transactions set out in the Share Purchase Agreement, it is expected that
WKB will be the holder of a majority of our outstanding common stock.

3

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The shares to be issued by us under the Share
Purchase Agreement will be issued pursuant to Regulation S of the Securities Act
of 1933 based upon representations made by the shareholders of Vitavea that they
are not U.S. persons as defined in Regulation S.

RECENT CORPORATE DEVELOPMENTS

In addition to entering into the Share Purchase
Agreement to acquire Vitavea, the following significant developments have
occurred since the completion of our last fiscal quarter:

|1. | Effective May 16, 2006, we entered into a
      loan agreement with Blackpointe Holdings Inc, a Turks and Caicos Islands
      company, for $75,000, with interest payable at a rate of 8% per annum. The
      loan is unsecured and is repayable by November 16, 2006.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|2. | On May 30, 2006, Lina Zhou resigned as a
      member of our Board of Directors. John Boschert was appointed as a member
      of the Board of Directors of the Company in her place.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|3. | On August 29, 2006, we completed a private
        placement of 588,235 units at a price of $1.70 per unit for total proceeds
        of $1,000,000. Each unit was comprised of one share of our common stock
        and one share purchase warrant. Each share purchase warrant entitles the
        holder to purchase one additional share of our common stock at a price
        of $1.70 per share for a period of two years from the date of closing.
        This private placement was completed pursuant to the provisions of Regulation
        S promulgated under the Securities Act of 1933. We did not engage in a
        distribution of this offering in the United States. The investor represented
        to us that it was not a US person as defined in Regulation S, and provided
        representations indicating that it was acquiring our securities for investment
        purposes only and not with a view towards distribution. No underwriting
        discounts or commissions were involved.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|4. | On August 31, 2006, we used the funds
      obtained from the above private placement to advance a loan in the amount
      of $1,000,000 to Vitavea. The loan is repayable in two years and accrues
      interest at a rate of 8% per annum. The loan to Vitavea is
      unsecured.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

PLAN OF OPERATION

Although we are currently still pursuing the
following plan of operation, if we are successful in completing the acquisition
of Vitavea, of which there are no assurances, we may discontinue our software
business in order to focus our resources on developing the business of
Vitavea.

We are currently in the business of producing,
marketing and selling OpenOffice computer software on CD-ROM media. We have
earned only minimal revenues to date. We do not anticipate earning significant
revenues until such time as we further complete the marketing, promotion and
production of our product. We estimate that we will be required to spend an
additional $8,000 to market and manufacture our product over the next twelve
months.

The following is a brief summary of our plan of
operation for our software business for the next twelve months:

|1. | Give away all remaining copies of OpenOffice
      version 1.1 CD-ROMs in inventory for promotional
  purposes;
|-- | ---------------------------------------------------------------------------------------------------------------

4

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|2. | Further market and promote OpenOffice
      version 2.0.2; and                                
|-- | ----------------------------------------------------------------------------------------------
|   |                                                                                               
|3. | Produce additional copies of OpenOffice
      version 2.0.2 CD-ROMs as demanded and
necessary.

In April, 2006, we had our manufacturer, Aacom
Communications Corp., produce 20 copies of OpenOffice version 2.0.2 CD-ROMs. We
will have them produce additional batches of version 2.0.2 CD-ROMs, or follow up
releases, as demand requires.

We anticipate that we will incur the following
expenses in operating our software business over the next twelve
months:

Category
      Planned Expenditures Over The Next
      12 Months (US$)Legal and Accounting
      Fees
    $17,000Office Expenses
    $12,000Marketing and
      Manufacturing
    $8,000TOTAL
    $37,000


In addition to the above, under the terms of the
Share Purchase Agreement, we need to pay EUR 300,000 to WKB by September 15,
2006. Our cash on hand as of July 31, 2006 was $55,920. Although we have
sufficient funds to cover the anticipated costs of operating our business over
the next three months, we will need additional financing to make the EUR payment
to WKB and to repay the loan from Blackpointe Holdings. As such, we are in need
of substantial financing.

Any additional financing is expected to be in the
form of equity financing as we do not expect to be able to obtain long term debt
financing on terms that are sufficiently favorable to us. However, we do not
have any additional financing arrangements in place and there are no assurances
that we will be able to obtain additional financing when required.

RESULTS OF OPERATIONS

Revenues

We have only earned nominal revenues to date and
we do not anticipate earning significant revenues in the near future.

Expenses

Our expenses for the three months and nine months
ended July 31, 2006 were $47,685 and $80,773 respectively. These amounts were a
significant increase over our expenses of $6,890 and $17,654 for the respective
three and nine month periods ended July 31, 2005. This increase is largely
attributable to increases in the amounts incurred by us in respective of
administrative expenses and professional fees related to meeting our ongoing
reporting obligations under the Securities Exchange Act of 1934.

5

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LIQUIDITY AND CAPITAL RESOURCES

|Working Capital           |   |                  |   |   |                     |   |  |                       | 
|------------------------- | - | ---------------- | - | - | ------------------- | - |  | --------------------- | 
|                          |   |                  |   |   |                     |   |  | Percentage            | 
|                          |   | At July 31, 2006 |   |   | At October 31, 2005 |   |  | Increase / (Decrease) | 
|Current Assets            | $ | 56,145           |   | $ | 49,341              |   |  | 13.7%                 | 
|Current Liabilities       | $ | (88,137          | ) | $ | (7,557              | ) |  | 1,066.3%              | 
|Working Capital (Deficit) | $ | (31,992          | ) | $ | 41,784              |   |  | (176.6)%              | 

|Cash Flows                                     |   |                   |   |   |                   |  
|---------------------------------------------- | - | ----------------- | - | - | ----------------- | -
|                                               |   | Nine months Ended |   |   | Nine months Ended |  
|                                               |   | July 31, 2006     |   |   | July 31, 2005     |  
|Cash Flows from (used in) Operating Activities | $ | (68,321           | ) | $ | (9,767            | )
|Cash Flows from (used in) Investing Activities |   | --                |   | $ | (2,000            | )
|Cash Flows from (used in) Financing Activities | $ | 75,000            |   | $ | 13,000            |  
|Net Increase (decrease) in Cash During Period  | $ | 6,679             |   | $ | 1,233             |  

As at July 31, 2006, we had cash of $55,920 and a
working capital deficit of $31,992. Over the next twelve months, we anticipate
spending approximately $37,000 in pursuing our plan of operation for our
software business and in meeting the costs of operating our business and meeting
our ongoing reporting obligations under US securities laws. In addition, once we
have completed our twelve month plan for developing and marketing our products,
depending on the success of our initial marketing efforts, we will require
additional funds to implement an advertising campaign to establish and enhance
awareness of OpenOffice 2.0.2.

Effective May 16, 2006, we obtained short-term
debt financing in the amount of $75,000. The loan matures on November 16, 2006
and earns interest at a rate of 8% per annum. As a result, we have sufficient
funds to finance our operations for at least the fiscal quarter. However, we do
not anticipate earning sufficient revenues over the next fiscal quarter to repay
this loan or to pay for our anticipated financial needs.

We completed a private placement financing of
$1,000,000 on August 29, 2006. The proceeds of this financing were used to
advance a loan in the amount of $1,000,000 to Vitavea. The loan to Vitavea earns
interest at a rate of 8% per annum and matures on August 31, 2008.

We require substantial financing. We anticipate
that any additional funding will come from equity financing from the sale of our
common stock. If we are successful in obtaining equity financing, our existing
shareholders will experience dilution of their interests in our company. We do
not have any financing arranged and we cannot provide investors with any
assurances that we will be able to raise sufficient financing to complete our
business plan. In the absence of such financing, our business will
fail.

Since our inception, we have used our common stock
to raise money for our operations and related expenses. We have not attained
profitable operations and are dependent upon obtaining financing to pursue our
plan of operation. For these reasons, our auditors stated in their report to our
audited financial statements for the year ended October 31, 2005 that there is
substantial doubt that we will

6

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be able to continue as a going concern. This may
negatively impact our ability to obtain additional financing.

OFF-BALANCE SHEET ARRANGEMENTS

We have no significant off-balance sheet
arrangements that have or are reasonably likely to have a current or future
effect on our financial condition, changes in financial condition, revenues or
expenses, results of operations, liquidity, capital expenditures or capital
resources.

CRITICAL ACCOUNTING POLICIES

The financial statements presented with this
Quarterly Report on Form 10-QSB have been prepared in accordance with generally
accepted accounting principles in the United States of America for interim
financial information. These financial statements do not include all information
and footnote disclosures required for an annual set of financial statements
prepared under United States generally accepted accounting principles. In the
opinion of our management, all adjustments (consisting solely of normal
recurring accruals) considered necessary for a fair presentation of the
financial position, results of operations and cash flows as at July 31, 2006 and
for all periods presented in the attached financial statements, have been
included. Interim results for the three month period ended July 31, 2006 are not
necessarily indicative of the results that may be expected for the fiscal year
as a whole.

We have identified certain accounting policies,
described below, that are most important to the portrayal of our current
financial condition and results of operations. Our significant accounting
policies are disclosed in the notes to our interim financial statements for the
period ended July 31, 2006 included in this Quarterly Report.

Long-Lived Assets

In accordance with Financial Accounting Standards
Board (FASB) Statement of Financial Accounting Standards (SFAS) No. 144,
Accounting for the Impairment or Disposal of Long-Lived Assets, the carrying
value of intangible assets and other long-lived assets is reviewed on a regular
basis for the existence of facts or circumstances that may suggest impairment.
We recognize an impairment when the sum of the expected undiscounted future cash
flows is less than the carrying amount of the asset. Impairment losses, if any,
are measured as the excess of the carrying amount of the asset over its
estimated fair value.

Revenue Recognition

We recognize revenue from the sale of pre-packaged
software products in accordance with SEC Staff Accounting Bulletin No. 104 (SAB
104), Revenue Recognition in Financial Statements. Revenue consists of the
sale of pre-packaged software products and is recognized only when the price is
fixed or determinable, persuasive evidence of an arrangement exists, the product
is shipped, and collectibility is reasonably assured.

Foreign Currency Translation

Our functional and reporting currency is the
United States dollar. Monetary assets and liabilities denominated in foreign
currencies are translated in accordance with SFAS No. 52 Foreign Currency
Translation using the exchange rate prevailing at the balance sheet date. Gains
and

7

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losses arising on translation or settlement of
foreign currency denominated transactions or balances are included in the
determination of income. Foreign currency transactions are primarily undertaken
in Canadian dollars. We have not, to the date of our July 31, 2006 financial
statements, entered into derivative instruments to offset the impact of foreign
currency fluctuations.

Website Development Costs

We recognize the costs associated with developing
a website in accordance with the American Institute of Certified Public
Accountants (AICPA) Statement of Position (SOP) No. 98-1, Accounting for
the Costs of Computer Software Developed or Obtained for Internal Use. Relating
to website development costs, we follow the guidance pursuant to the Emerging
Issues Task Force (EITF) No. 00-2, Accounting for Website Development
Costs.

Costs associated with the website consist
primarily of website development costs paid to a third party. These capitalized
costs are amortized based on their estimated useful life over three years.
Internal costs related to the development of website content will be charged to
operations as incurred.

RISKS AND UNCERTAINTIES

We Have Yet To Attain Profitable Operations And
Because We Will Need Additional Financing To Fund Continued Funding And The
Successful Production, Marketing And Sales Of The OpenOffice Software
Product.

We have incurred an accumulated net loss of
$124,256 for the period from inception to July 31, 2006, and have earned only
nominal revenues to date. We expect to lose more money as we spend additional
capital to continue to produce and market the OpenOffice software product, and
establish our infrastructure and organization to support anticipated operations.
We cannot be certain whether we will ever earn a significant amount of revenues
or profit, or, if we do, that we will be able to continue earning such revenues
or profit. Also, any economic weakness may limit our ability to continue
development and ultimately market our products and services. Any of these
factors could cause our stock price to decline and result in investors losing a
portion or all of their investment. These factors raise substantial doubt that
we will be able to continue as a going concern. We presently do not have
sufficient cash on hand to meet our anticipated needs for the next twelve months
and will require additional financing. We currently do not have any arrangements
for financing and we may not be able to obtain financing when
required.

Our financial statements included with this
Quarterly Report have been prepared assuming that we will continue as a going
concern. If we are not able to earn revenues or obtain additional financing,
then we may not be able to continue as a going concern and our financial
condition and business prospects will be adversely affected. These factors raise
substantial doubt that we will be able to continue as a going concern and
adversely affect our ability to obtain additional financing.

Our Short Operating History Makes our Business
Difficult To Evaluate, Accordingly, We Have A Limited Operating History Upon
Which To Base An Evaluation Of Our Business And Prospects.

Our business is in the early stage of development
and we have not generated substantial revenues or profit to date. We are
presently engaged in the production, marketing and sales of OpenOffice software.
Unless we are able to secure adequate funding, we may not be able to
successfully

8

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continue production and marketing of the OpenOffice
  software product and our business will most likely fail. Because of our limited
  operating history, investors may not have adequate information on which they
  can base an evaluation of our business and prospects. To date, we have done
  the following:

| | (i)   | Completed organizational
      activities;                    
| | ----- | --------------------------------------------------------------
| | (ii)  | Developed a business plan;                                    
| | (iii) | Obtained interim funding;                                     
| | (iv)  | Engaged consultants for professional
      services;          
| | (v)   | Produced an initial version of an OpenOffice
      CD-ROM; and
| | (vi)  | Developed an Internet
  website.                              

In order to establish ourselves as a distributor
of OpenOffice software, we are dependent upon continued funding and the
successful production, marketing and sales of the OpenOffice software product.
Failure to obtain funding for continued production and marketing would result in
us having difficulty establishing sales or achieving profitability. Investors
should be aware of the increased risks, uncertainties, difficulties and expenses
we face as a development stage company and our business may fail and investors
may lose their entire investment.

We have a limited operating history upon which to
base an evaluation of our business and prospects. Our business and prospects
must be considered in light of the risks, expenses and difficulties frequently
encountered by companies in their early stage of development, particularly
companies in new and rapidly evolving markets such as electronic commerce. These
risks include: the initial completion of a developed product, the demand for the
companys product, the companys ability to adapt to rapid technological change,
the level of product and price competition, the companys success in setting up
and expanding distribution channels and whether the company can develop and
market new products and control costs.

To address these risks, we must successfully
implement our business plan and marketing strategies. We may not successfully
implement all or any of our business strategies or successfully address the
risks and uncertainties that we encounter. We have no history of earning
significant revenues and there is no assurance that we will be able to generate
revenues from sales or that the revenues generated will exceed the operating
costs of our business.

Operating Results Are Difficult To Predict,
With The Result That We May Not Achieve Profitability And Our Business May
Fail.

Our future financial results are uncertain due to
a number of factors, many of which are outside our control. These factors
include:

|(i)   | Our ability to successfully market
      OpenOffice products and attract customers;                
|----- | ---------------------------------------------------------------------------------------------------
|      |                                                                                                    
|(ii)  | Our ability to generate revenue through the
      sales of OpenOffice products;                    
|      |                                                                                                    
|(iii) | The timing, cost and availability of other
      OpenOffice distributors comparable to ours;       
|      |                                                                                                    
|(iv)  | The amount and timing of costs relating to
      expansion of our operations;                      
|      |                                                                                                    
|(v)   | The announcement or introduction of
      competing distributors and products of competitors;
  and

9

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|(vi) | General economic conditions and economic
      conditions specific to the internet and electronic
  commerce.
|---- | -------------------------------------------------------------------------------------------------------------

We believe that we can compete favorably on these
factors. However, we will have no control over how successful our competitors
are in addressing these factors. These factors could negatively impact on our
financial results, with the result that we may not achieve profitability and our
business may fail.

We Will Rely On Our Internet Service Provider
For The Operation Of Our Business, If The Quality Of Products And Services
Provided By Our Internet Service Provider Falls Below A Satisfactory Standard,
Our Business Could Be Harmed.

Our current state of technology involves utilizing
commercially available licensed technology to operate our web portal, through
Aacom Communications Corp., the host and monitor of our website and our internet
service provider.

We depend on our internet service provider for the
  following:

|- | we do not own a gateway onto the internet, but instead rely
      on an internet service provider to connect our website
      to the internet; and
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------

| | 
| | 

|- | the website depends on operating system, database, and server
      software that has been developed, produced by third
      parties.
|- | --------------------------------------------------------------------------------------------------------------------------------------

We are not substantially dependent on any third
  party. We have no formal agreements with our internet service provider and do
  not anticipate any difficulty in locating another internet service provider
  in the event we experience any disruption in service. However, if we are unable
  to locate another internet service provider within a sufficient amount of time,
  or if the quality of products and services provided by such third parties falls
  below a satisfactory standard, our business could be harmed. A disruption in
  service, whether due to internal technical or external factors, could result
  in customer dissatisfaction and loss of credibility. Also, our loss of or inability
  to maintain or obtain upgrades to certain licensed technology could result in
  delays in developing our systems until equivalent technology could be identified
  or developed, and integrated.

We Depend On Recruiting And Retaining Qualified
Personnel And The Inability To Do So Would Seriously Harm Our
Business.

Our success is dependent in part on the services
of certain key management personnel, including Peter J. Hoyle, our sole officer
and a member of our board of directors, and John Boschert, a member of our board
of directors. We presently do not have any formal or written agreements with our
key management personnel or any third parties providing services to us. The
experience of these individuals is an important factor contributing to our
success and growth and the loss of one or more of these individuals could have a
material adverse effect on our company. Our future success also depends on our
attracting, retaining and motivating highly skilled personnel and we may be
unable to retain our key personnel or attract, assimilate or retain other highly
qualified personnel in the future.

We may also experience difficulty in hiring and
retaining highly skilled consultants with appropriate qualifications. We are
materially dependent on our financial consultant. If we are unable to retain the
services of this consultant, or if we are unable to attract a qualified employee
or financial consultant, we may be unable to prepare financial statements, which
could cause our business to

10

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fail. Even if we invest significant resources to
recruit, train and retain qualified personnel, we may not be successful in our
efforts.

Because Our Directors Have Only Agreed To
Provide Their Services On A Part-Time Basis, They May Not Be Able Or Willing To
Devote A Sufficient Amount Of Time To Our Business Operations, Causing Our
Business To Fail.

Our directors and officers are employed on a full
time basis by other companies. Because we are in the early stages of our
business, Mr. Hoyle, our sole officer and a member of our board of directors,
and Mr. Boschert, a member of our board of directors, are not expected to spend
a significant amount of time on our business. Mr. Hoyle expects to expend
approximately 20 hours per week and Mr. Boschert expects to expend approximately
8 hours per month on our business. Competing demands on their time may lead to a
divergence between their interests and the interests of other shareholders.
Should our business develop faster than anticipated, the officer and directors
may not be able to devote sufficient time to the operation of the business to
ensure that it continues as a going concern. Even if this lack of sufficient
time of our management is not fatal to our existence, it may result in limited
growth and success of the business.

A Disruption In Our Hosting Services, Whether
Due To Internal Technical Or External Factors, Could Result In Customer
Dissatisfaction And Loss Of Credibility.

Substantially all of our communications software
and hardware and computer hardware are expected to be hosted at a remote
facility in Vancouver, British Columbia. The hosts systems are vulnerable to
damage from earthquake, fire, floods, power loss, telecommunications failures,
break-ins and similar events. Despite the hosts implementation of network
security measures, its servers may also be vulnerable to computer viruses,
physical or electronic break-ins, attempts by third parties deliberately to
exceed the capacity of the hosts systems and similar disruptive problems. A
disruption in service, whether due to internal technical or external factors,
could result in customer dissatisfaction and loss of credibility. We do not have
property and business interruption insurance to compensate for losses that may
occur resulting from such problems.

We May Become Liable For Defects Or Licensing
Issues That Arise In The OpenOffice Software And This Could Negatively Affect
Our Business.

Since we are selling the OpenOffice software on
CD-ROM, we may become liable for any defects that exist in the OpenOffice
software, or any licensing issues that may arise, such as, but not limited to,
patent and copyright disputes. If we are deemed to be liable for any defects or
licensing issues, this will have a material adverse impact on our financial
condition and results of operation.

Because We Are Significantly Smaller And Less
Established Than Other Distributors of OpenOffice and Microsoft Office
Competitors, We May Lack The Financial Resources Necessary To Compete
Effectively And Sustain Profitability.

Our future success depends on our ability to
compete effectively with other distributors of the OpenOffice software product
and Microsoft Office. Many of these competitors are more established, offer more
products, services and features, have a greater number of clients, locations,
and employees, and also have significantly greater financial, technical,
marketing, public relations, name recognition, and other resources than we have.
While our objective is to continue to develop our products, if we do not compete
effectively with current and future competitors, we may not generate enough
revenue to be profitable. Any of these factors could cause our stock price to
decline and result in investors losing a portion or all of their
investment.

11

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Increased competition may result in increased
operating costs and the inability to generate revenues, any one of which could
materially adversely affect our business, results of operations and financial
condition. Many of our current and potential competitors have significantly
greater financial, marketing, customer support, technical and other resources
than us. As a result, such competitors may be able to attract potential
customers away from us, and they may be able to devote greater resources to the
development and promotion of their products than we can.

We Do Not Intend To Pay Dividends In The Near
Future.

Our board of directors determines whether to pay
dividends on our issued and outstanding shares. The declaration of dividends
will depend upon our future earnings, our capital requirements, our financial
condition and other relevant factors. Our board does not intend to declare any
dividends on our shares for the foreseeable future.

Because Our Stock Is A Penny Stock,
Stockholders Will Be More Limited In Their Ability To Sell Their
Stock.

The shares of our common stock constitute penny
stocks under the Exchange Act. The shares will remain classified as a penny
stock for the foreseeable future. The classification as a penny stock makes it
more difficult for a broker/dealer to sell the stock into a secondary market,
which makes it more difficult for a purchaser to liquidate his or her
investment. Any broker/dealer engaged by the purchaser for the purpose of
selling his or her shares will be subject to rules 15g-1 through 15g-10 of the
Exchange Act. Rather than having to comply with these rules, some broker-dealers
will refuse to attempt to sell a penny stock.

The "penny stock" rules adopted by the SEC under
the Exchange Act subjects the sale of the shares of our common stock to certain
regulations which impose sales practice requirements on broker/dealers. For
example, brokers/dealers selling such securities must, prior to effecting the
transaction, provide their customers with a document that discloses the risks of
investing in such securities. Included in this document are the
following:

| | (i)   | the bid and offer price quotes in and for
      the "penny stock, and the number of shares to which the quoted prices
      apply;
| | ----- | -----------------------------------------------------------------------------------------------------------------------------------
| |       |                                                                                                                                    
| | (ii)  | the brokerage firm's compensation for the
      trade; and                                                                         
| |       |                                                                                                                                    
| | (iii) | the compensation received by the brokerage
      firm's sales person for the trade.                                                

In addition, the brokerage firm must send the
investor:

| | (i)  | a monthly account statement that gives an
      estimate of the value of each "penny stock" in the investor's account;
      and
| | ---- | --------------------------------------------------------------------------------------------------------------------------------
| |      |                                                                                                                                 
| | (ii) | a written statement of the investor's
      financial situation and investment goals.                                           

Disclosure also has to be made about the risks of
investing in penny stocks in both public offerings and in secondary trading.
Generally, brokers may be less willing to execute transactions in securities
subject to the penny stock rules. This may make it more difficult for
investors to dispose of our common stock and cause a decline in the market value
of our stock.

12

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Legal remedies, which may be available to you as
an investor in "penny stocks, are as follows:

| | (i)   | if "penny stock" is sold to you in violation
      of your rights listed above, or other federal or state securities laws,
      you may be able to cancel your purchase and get your money
    back.
| | ----- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |       |                                                                                                                                                                                                      
| | (ii)  | if the stocks are sold in a fraudulent
      manner, you may be able to sue the persons and firms that caused the fraud
      for damages.                                                           
| |       |                                                                                                                                                                                                      
| | (iii) | if you have signed an arbitration agreement,
      however, you may have to pursue your claim through
    arbitration.                                                                               

If the person purchasing the securities is someone
other than an accredited investor or an established customer of the
broker/dealer, the broker/dealer must also approve the potential customer's
account by obtaining information concerning the customer's financial situation,
investment experience and investment objectives. The broker/dealer must also
make a determination whether the transaction is suitable for the customer and
whether the customer has sufficient knowledge and experience in financial
matters to be reasonably expected to be capable of evaluating the risk of
transactions in such securities. Accordingly, the SEC's rules may limit the
number of potential purchasers of the shares of our common stock.

Because Our Director And Officer Owns The
Majority Of Our Company's Common Stock, He Has The Ability To Override The
Interests Of The Other Stockholders.

Our President owns 53.7% of our outstanding common
stock and serves as our officer. Investors may find the corporate decisions
influenced by our President are inconsistent with the interests of other
stockholders.

Although we are listed for a quotation on the OTC
Bulletin Board, buyers may be insufficient in numbers to allow for a robust
market, and it may prove impossible to sell your shares. Our common stock has no
prior market and resale of your shares may be difficult without considerable
delay or impossible.

Enforcement Of Legal Process May Be
Difficult.

All members of our board of directors and
management reside in Canada. As well, our head office is located in Canada.
Accordingly, service of process upon individuals related to us may be difficult
or impossible to obtain within the United States.

Our Business Is Exposed To Foreign Currency
Fluctuations Causing Negative Changes In Exchange Rates To Result In Greater
Costs.

A portion of our revenue, expenses and capital
spending will be transacted in Canadian dollars. We do not have a foreign
currency hedging program in place. Due to the unpredictable behavior of foreign
currency exchange rate fluctuations we cannot assure that this will not have a
material adverse impact on our financial condition and results of
operation.

Our Auditors Have Expressed Substantial Doubt
About Our Ability To Continue As A Going Concern.

The accompanying financial statements have been
prepared assuming that we will continue as a going concern. We do not have a
history of earnings. As a result, our auditors have expressed

13

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substantial doubt about our ability to continue as
a going concern. Continued operations are dependent on our ability to complete
equity or debt financings or generate profitable operations. Such financings may
not be available or may not be available on reasonable terms. Our financial
statements do not include any adjustments that may result from the outcome of
this uncertainty.

|ITEM 3. | CONTROLS AND
      PROCEDURES.
|------- | ------------------------------

Under the supervision and with the participation
of our management, including our principal executive officer and principal
financial officer, we have evaluated the effectiveness of our disclosure
controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end
of the period covered by this report. Based on that evaluation, our principal
executive officer and principal financial officer has concluded that these
disclosure controls and procedures are effective.

There were no changes in our internal control over
financial reporting during the last fiscal quarter that have materially
affected, or are reasonably likely to materially affect, our internal control
over financial reporting.

14

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PART II - OTHER INFORMATION

|ITEM 1. | LEGAL PROCEEDINGS.
|------- | ------------------

None.

|ITEM 2. | UNREGISTERED SALES OF EQUITY
      SECURITIES AND USE OF PROCEEDS.
|------- | ------------------------------------------------------------------

On August 29, 2006, we completed a private
placement financing for total proceeds of $1,000,000. A description of this
private placement is contained in Part I, Item 2 of this Form 10-QSB under the
heading Recent Corporate Developments.

|ITEM 3. | DEFAULTS UPON SENIOR
      SECURITIES.
|------- | --------------------------------------

None.

|ITEM 4. | SUBMISSION OF MATTERS TO A VOTE
      OF SECURITY HOLDERS.
|------- | ----------------------------------------------------------

None.

|ITEM 5. | OTHER INFORMATION.
|------- | ------------------

None.

|ITEM 6. | EXHIBITS.
|------- | ---------

|Exhibit |                                                                                                                                                                                                                                    
|------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description of Exhibits                                                                                                                                                                                                            
|3.1     | Articles of Incorporation.(1)                                                                                                                                                                                                      
|3.2     | Amendment to Articles of Incorporation.(1)                                                                                                                                                                                         
|3.3     | Certificate of Change to Articles
      of Incorporation.(2)                                                                                                                                                                       
|3.4     | Bylaws.(1)                                                                                                                                                                                                                         
|10.1    | GNU General Public License (GPL).(1)                                                                                                                                                                                               
|10.2    | GNU Lesser General Public License (LGPL).(1)                                                                                                                                                                                       
|10.3    | Sun Industry Standards Source License
      (SISSL).(1)                                                                                                                                                                            
|10.4    | Loan Agreement with Blackpointe Holdings Inc.(3)                                                                                                                                                                                   
|10.5    | Share Purchase Agreement among
      GA Computer Science Inc., Vitavea AG, WKB Beteiligungsgesellschaft mbH,
      Crystalwood Holdings Ltd., Peter J. Hoyle and Lina Zhou, dated for reference
      the 31stday of July, 2006.(4)
|10.6    | Letter from WKB Beteiligungsgesellshaft mbH dated
      August 23, 2006.(5)                                                                                                                                                        
|10.7    | Loan Agreement between GA Computer
      Sciences Inc. and Vitavea AG dated as of August 31, 2006.(5)                                                                                                                              

15

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|Exhibit |                                                                                                                                                       
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description of Exhibits                                                                                                                               
|10.8    | Promissory Note executed by Vitavea
      AG as of August 31, 2006.(5)                                                                                
|14.1    | Financial Code of Ethics.(1)                                                                                                                          
|31.1    | Certification
      of Chief Executive Officer and Chief Financial Officer as adopted pursuant
      to Section 302 of the Sarbanes-Oxley Act of 2002.
|32.1    | Certification of Chief
      Executive Officer and Chief Financial Officer as adopted pursuant to Section
      906 of the Sarbanes-Oxley Act of 2002.

|(1) | Filed with the SEC as an exhibit to our
      Registration Statement on Form SB-2 originally filed on May 4, 2005, as
      amended.
|--- | ------------------------------------------------------------------------------------------------------------------------------------
|(2) | Filed with the SEC as an exhibit to our
      Current Report on Form 8-K filed on January 17, 2006.                                 
|(3) | Filed with the SEC as an exhibit to our
      Quarterly Report on Form 10-QSB filed on June 14, 2006.                               
|(4) | Filed with the SEC as an exhibit to our
      Current Report on Form 8-K filed on August 9, 2006.                                   
|(5) | Filed with the SEC as an exhibit to our
      Current Report on Form 8-K filed on September 5,
  2006.                              

16

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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.

|      |                    |  | GA COMPUTER SCIENCES INC.                              
|----- | ------------------ |  | -------------------------------------------------------
|      |                    |  |                                                        
|      |                    |  |                                                        
|      |                    |  |                                                        
|Date: | September 13, 2006 |  | By:                                                    
|      |                    |  | PETER J. HOYLE                                         
|      |                    |  | Chief Executive Officer, Chief Financial
      Officer,
|      |                    |  | President, Secretary, Treasurer                        
|      |                    |  | and Director                                           
|      |                    |  | (Principal Executive Officer, Principal
      Financial
|      |                    |  | Officer and Principal Accounting Officer)              

17

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