SECURITIES AND EXCHANGE
COMMISSIONWashington, D.C. 20549

FORM 10-QSB

| | QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT           OF 1934.
| | --------------------------------------------------------------------------------------------------

For the Quarter ended
September 30, 2006

| | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934.
| | -----------------------------------------------------------------------------------------

For the transition period from
____________________ to _____________________

Commission File No.
0-15862

|                                                                 
|-----------------------------------------------------------------
|GVC VENTURE CORP.                                                
|                                                                 
|(Exact name of small business issuer as specified in its charter)

|                                | 
|------------------------------- | 
|Delaware                        | 
|                                | 
|(State or other jurisdiction of | 
|incorporation or organization)  | 

|                                                                      |           
|--------------------------------------------------------------------- | ----------
|The Chrysler Building, 405 Lexington Avenue, Suite 2600, New York, NY | 10174     
|                                                                      |           
|(Address of principal executive offices)                              | (Zip Code)

Registrant's telephone number,
including area code:  (212) 907-6610

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 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days. Yes      No

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

State
the number of shares outstanding of each of the issuers classes of common equity, as
of latest practicable date: As of October 27, 2006, there were 14,194,516 shares of Common
Stock, $.01 par value per share outstanding.

Transitional
Small Business Disclosure Format:       Yes        No

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|Item
 1. | Financial Statements
|-------- | --------------------

# GVC VENTURE CORP. AND
SUBSIDIARIES

# CONSOLIDATED BALANCE
SHEETS(Dollars in thousands)

|                                             |  | 
|-------------------------------------------- |  | 
|                                             |  | 
|                                             |  | 
|                                             |  | 
|                                             |  | 
|ASSETS                                       |  | 
|Current assets:                              |  | 
|Cash and cash equivalents                    |  | 
|                                             |  | 
|Total current assets                         |  | 
|                                             |  | 
|Other assets                                 |  | 
|                                             |  | 
|TOTAL ASSETS                                 |  | 
|                                             |  | 
|LIABILITIES AND STOCKHOLDERS' EQUITY         |  | 
|Current liabilities:                         |  | 
|Accounts payable and other accrued expenses  |  | 
|                                             |  | 
|Total current liabilities                    |  | 
|                                             |  | 
|TOTAL LIABILITIES                            |  | 
|                                             |  | 
|Commitments and contingencies                |  | 
|Stockholders' equity:                        |  | 
|Common stock, $.01 par value,  authorized    |  | 
|50,000,000 shares, issued and outstanding    |  | 
|14,194,516 shares                            |  | 
|Preferred stock, $.01 par value, authorized  |  | 
|1,000,000 shares, none issued or outstanding |  | 
|Additional paid-in capital                   |  | 
|Accumulated deficit                          |  | 
|                                             |  | 
|Total stockholders' deficit                  |  | 
|                                             |  | 
|TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY   |  | 
|                                             |  | 

See notes to
consolidated financial statements.

2

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# GVC VENTURE CORP. AND
SUBSIDIARIES

# CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (Dollars in thousands,
except share data)

|                                                                       |  | 
|---------------------------------------------------------------------- |  | 
|                                                                       |  | 
|                                                                       |  | 
|                                                                       |  | 
|                                                                       |  | 
|                                                                       |  | 
|Fee income                                                             |  | 
|Expense:                                                               |  | 
|Corporate office, legal, audit and
            administrative expenses |  | 
|                                                                       |  | 
|Total expense                                                          |  | 
|                                                                       |  | 
|Income (loss) from operations                                          |  | 
|Income tax expense                                                     |  | 
|                                                                       |  | 
|Net income (loss)                                                      |  | 
|                                                                       |  | 
|Basic and diluted income (loss) per share                              |  | 
|                                                                       |  | 
|Weighted average common shares outstanding:                            |  | 
|Basic and diluted                                                      |  | 

See notes to
consolidated financial statements.

3



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# GVC VENTURE CORP. AND
SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY

# (Dollars in thousands)

|                                                                   | Common Stock |  | Paid-in |            | Accumulated |   |        
|------------------------------------------------------------------ | ------------ |  | ------- | ---------- | ----------- | - | -------
|                                                                   | Shares       |  | Amount  |            | Capital     |   | Deficit
|Balance, June 30, 2006 (audited)                                   |              |  |         | 14,194,516 |             | $ | 142    
|Net loss (unaudited) for the three
months ended September 30, 2006 |              |  |         | -          |             |   | -      
|                                                                   |              |  |         |            |             |   |        
|Balance, September 30, 2006 (unaudited)                            |              |  |         | 14,194,516 |             | $ | 142    
|                                                                   |              |  |         |            |             |   |        

See notes to
consolidated financial statements.

4



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# GVC VENTURE CORP. AND
SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

# (Unaudited)(Dollars in
thousands)

|                                                                                          | Three Months Ended September 30, | 
|----------------------------------------------------------------------------------------- | -------------------------------- | 
|
|Cash Flows from Operating Activities:                                                     |                                  | 
|                                                                                         
|Net income (loss)                                                                         |                                  | 
|                                                                                         
|Adjustments to reconcile net income (loss) to cash provided by operating
     activities: |                                  | 
|Increase (decrease) in operating assets and liabilities:                                  |                                  | 
|Increase (decrease) in accounts payable and accrued expenses                              |                                  | 
|                                                                                          |                                  | 
|Net cash used by operating activities                                                     |                                  | 
|                                                                                          |                                  | 
|Cash Flows from Investing Activities:                                                     |                                  | 
|                                                                                         
|Cash Flows from Financing Activities:                                                     |                                  | 
|                                                                                          |                                  | 
|Net increase (decrease) in cash and cash equivalents                                      |                                  | 
|Cash and cash equivalents, beginning of period                                            |                                  | 
|                                                                                          |                                  | 
|Cash and cash equivalents, end of period                                                  |                                  | 
|                                                                                          |                                  | 
|Supplemental cash flow disclosures:                                                       |                                  | 
|Cash payments of interest                                                                 |                                  | 
|Cash payments of income taxes                                                             |                                  | 

See notes to
consolidated financial statements.

5



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GVC VENTURE CORP. AND
SUBSIDIARIES NOTES TO
CONSOLIDATED FINANCIAL STATEMENTS

NOTE A    BASIS OF PRESENTATION:

The accompanying unaudited
consolidated financial statements of GVC Venture Corp. (the Company) have been
prepared in accordance with accounting principles generally accepted in the United States
of America (GAAP) for interim financial information and with the instructions to Form
10-QSB and Article 10 of Regulation S-X promulgated by the Securities and Exchange
Commission. Accordingly, they do not include all of the information and notes required by
GAAP for complete financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair presentation
have been included herein. The consolidated balance sheet presented herein as of June 30,
2006 was derived from the Companys audited consolidated financial statements as of
and for the year ended June 30, 2006. Operating results are not necessarily indicative of
the results that may be expected for the year ending June 30, 2007 or other future
periods. For further information, refer to the financial statements and notes thereto
included in the Companys Annual Report on Form 10-KSB for the fiscal year ended June
30, 2006.

NOTE B    NATURE OF OPERATIONS:

For several years, the Company has
been engaged in no operating activities other than seeking potential opportunities for an
acquisition, sale, reverse merger or other business combination with operating businesses
and other appropriate financial transactions, including a transaction with a privately
held company seeking to operate as a publicly-held company. On June 27, 2005, the Company
entered into a Merger Agreement with a development stage biopharmaceutical company that
in-licenses and develops novel therapeutics for the treatment of cancer, principally
prostate cancer. The Merger Agreement contemplated a subsidiary of the Company merging
with and into the biopharmaceutical company. On January 30, 2006, the Company notified the
biopharmaceutical company that the Company was terminating the Merger Agreement effective
on February 1, 2006. (See Managements Discussion and Analysis or Plan of
Operation  General, on page 7.)

NOTE C    ESTIMATES:

The preparation of financial
statements in conformity with U.S. generally accepted accounting principles requires
management to make estimates and assumptions that affect certain reported amounts and
disclosures. Accordingly, actual results could differ from those estimates.

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NOTE D    ACCOUNTS PAYABLE AND
ACCRUED EXPENSES:

Accounts payable and accrued expenses
consisted of the following at September 30 and June 30, 2006:

|                        |  | 
|----------------------- |  | 
|                        |  | 
|                        |  | 
|                        |  | 
|Administrative expenses |  | 
|Professional fees       |  | 
|State and local taxes   |  | 
|                        |  | 
|Total                   |  | 
|                        |  | 

|Item 2. | Managements Discussion and Analysis or Plan of Operation
|------- | ---------------------------------------------------------

# General

For several years, including the
quarters ended September 30, 2006 and 2005, the Company has engaged in no operating
activities, while seeking potential opportunities for an acquisition, sale, merger,
including a reverse merger, or other business or financial transaction.

On June 27, 2005, the Company
entered into a Merger Agreement with a development stage biopharmaceutical company that
in-licenses and develops novel therapeutics for the treatment of cancer, presently
principally prostate cancer. The Merger Agreement contemplated a subsidiary of the
Company merging with and into the biopharmaceutical company, with the Company remaining
as a publicly-held company. Had the contemplated transaction been consummated, the
stockholders of the biopharmaceutical company would have controlled the Company. On
January 30, 2006, the Company notified the biopharmaceutical company that, pursuant to
the terms of the Merger Agreement, the Company was terminating the Merger Agreement
effective February 1, 2006.

Either party had the right to
terminate the Merger Agreement if a closing did not occur by July 31, 2005, with the
biopharmaceutical company having the right to extend the Merger Agreement for up to a
maximum of five months by paying the Company $5,000 for each month such termination date
was extended. Pursuant to a First Amendment to the Merger Agreement, on October 7, 2005,
the parties agreed to increase the cash payment to $10,000 for each month beyond September
30, 2005 that the biopharmaceutical company elected to extend the Merger Agreement, with
the biopharmaceutical companys right to extend the Merger Agreement expiring on
December 31, 2005. On December 30, 2005, the parties entered into a Second Amendment to
the Merger Agreement under which, among other things, the Company agreed to extend the
date after which the Company was entitled to terminate the Merger Agreement to January 31,

7



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2006 and the biopharmaceutical
company paid the Company $20,000, of which $10,000 represented the fee payable for
extending the Merger Agreement through January 31, 2006 and $10,000 represented an advance
by the biopharmaceutical company of the fee payable by it in the event the Company
terminated the Merger Agreement under the circumstances in which the Company had the right
to terminate the Merger Agreement. The Company was not obligated to make any payments to
the biopharmaceutical company in connection with the termination of the Merger Agreement.

The monthly payments that were being
received by the Company under the Merger Agreement had been sufficient to offset its
limited operating expenses. However, with the termination of the Merger Agreement, since
the Company does not expect to have active operations, unless and until another
transaction is effectuated, the Company does not expect to achieve sufficient income to
offset its operating expenses, resulting in operating losses that are expected to require
the Company to use, and thereby reduce, its cash balance.

The Company plans to continue as a
public entity and to actively seek other merger (including a reverse merger), acquisition
and business combination opportunities with operating businesses or other business or
financial transactions, including with a privately-held company seeking to operate as a
publicly-held company. However, there can be no assurance that this plan will be
successfully implemented. The Company believes it has sufficient working capital to
continue its efforts for more than one year. At this time, the Company has no other
arrangements, commitments or understandings with respect to any potential merger,
acquisition or business combination candidate. The Company has not, to date, set any
specific criteria or models for any such other transaction.

# Results of Operations

# Quarter Ended September
30, 2006 Compared to the Quarter Ended September 30, 2005

The Company received fees of $10,000
during the quarter ended September 30, 2005 under a provision of the Agreement discussed
under General on page 7 enabling the biopharmaceutical company to extend the
Agreement on a month by month basis through December 31, 2005 by paying a monthly fee of
$5,000 for August and September 2005 and $10,000 per month thereafter. The Company had no
fee income in the quarter ended September 30, 2006.

The Company incurred corporate
office, legal, audit and administrative expenses of $6,000 in the fiscal quarter ended
September 30, 2006 compared to $9,000 for the same three month period in 2005, also
primarily for corporate office, accounting, legal, reporting and stockholder expenses. The
decrease was primarily due to the absence of costs incurred in connection with the
proposed merger discussed under General on page 7 and the operations of the
Company.

8



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As a result, the Company had a net
loss of $7,000 in the quarter ended September 30, 2006 compared to net income of $1,000 in
the quarter ended September 30, 2005.

# Liquidity and Capital
Resources

The Company had cash on hand at
September 30, 2006 of $78,000 compared to $85,000 at June 30, 2006 and $45,000 at
September 30, 2005. The reduction since June 30, 2006 was due primarily to losses
sustained by the Company.

The Company has no commitment for any
capital expenditure. The Companys cash requirements for the next twelve months are
relatively modest, consisting principally of rent, legal, accounting and other expenses
relating to filings required under the Securities Exchange Act of 1934, stockholder
expenses and other expenses that are expected to be incurred in its search for an
acquisition candidate or other business or financial transaction.

The Company believes it has
sufficient working capital to continue its efforts for more than one year. The Company
does not have any arrangements with banks or other financial institutions with respect to
the availability of financing in the future.

# Off-Balance Sheet
Arrangements

The Company has no off-balance sheet
financing arrangements within the meaning of Item 303(c) of Regulation S-B.

# New Accounting Pronouncements

In December 2004, the Financial
Accounting Standards Board (FASB) issued Statement of Financial Accounting
Standards (SFAS) No. 123 (Revised 2004) Share-based payment,(SFAS
123(R)). SFAS 123(R) requires compensation costs related to share-based payment
transactions to be recognized in the financial statements. This guidance became effective
for the Company with the quarter ended March 31, 2006. With limited exceptions, the
amount of compensation cost is now measured based on the grant-date fair value of the
equity or liability instruments issued. In addition, liability awards are to be
re-measured each reporting period. Compensation cost is to be recognized over the period
that an employee provides service in exchange for the award. SFAS 123(R) replaced SFAS
123, Accounting for Stock-Based Compensation and supersedes Accounting
Principles Board Opinion No. 25, Accounting for Stock Issued to Employees.  Under
Accounting Principles Board Opinion No. 25, if the exercise price of stock options granted
by the Company equaled or exceeded the market price of the underlying stock on the date
of grant, no compensation cost was recognized. SFAS 123(R) did not effect the Company for
any of the reported periods since no stock options have been granted since January 1,
2006 and no options were outstanding at January 1, 2006. SFAS 123(R) may effect the
Company in the future if it issues share-based compensation.

In July 2002, the Sarbanes-Oxley Act
of 2002 was enacted. Section 404 of the act stipulates that public companies must take
responsibility for maintaining an effective system of internal control.  The act requires
public companies to report on the effectiveness of their control over financial reporting
and obtain an attest report from their independent registered public accountant about
managements report. The

9



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Company is not required to comply
with section 404 of the act until the fiscal year ending June 30, 2008.

# Forward Looking
Statements

Certain statements in this Report are forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. When used in this Report, words such as may, should,
seek, believe, expect, anticipate,
estimate, project, plan, goal,
intend, strategy and similar expressions are intended to identify
forward-looking statements regarding events, conditions and financial trends that may
affect the Companys future plans, operations, business strategies, operating results
and financial position. Forward-looking statements are subject to a number of known and
unknown risks and uncertainties that could cause the Companys actual results,
performance or achievements to differ materially from those described or implied in the
forward-looking statements and its goals and strategies to not be achieved.

These risks and uncertainties, many
of which are not within the Companys control, include, but are not limited to:

| |  | general
economic and business conditions;
|- |  | -----------------------------------------

| |  | the Companys ability to find a candidate for, enter into an agreement with respect
to, and consummate a merger, acquisition or business combination or other financial
transaction that is acceptable, both as to the candidate and as to transaction terms and
conditions;
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | competition
for transactions of the nature the Company is seeking;
|- |  | ------------------------------------------------------------------

| |  | potential future regulatory restrictions that could limit or pose restrictions on, or make
less advantageous to potential candidates, transactions of the nature the Company is
seeking; and
| |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | the availability of additional financing on satisfactory terms if a delay is encountered
in consummating a transaction that the Company is seeking.
|- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------

You are cautioned not to place undue
reliance on forward-looking statements, which speak only as of the date of this Report. We
do not undertake any responsibility to publicly update or revise any forward-looking
statement or report.

10



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|Item 3. | Controls and Procedures
|------- | -----------------------

As
of the end of the period covered by this Report, the Companys President, who is its
principal executive officer and is also its Treasurer and principal financial officer,
evaluated the effectiveness of the Companys disclosure controls and
procedures, as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934.
Based on that evaluation, this officer concluded that, as of the date of his evaluation,
the Companys disclosure controls and procedures were effective to provide reasonable
assurance that information required to be disclosed in the Companys periodic filings
under the Securities Exchange Act of 1934 is accumulated and communicated to management,
including that officer, to allow timely decisions regarding required disclosure.

During
the period covered by this Report, there were no changes in the Companys internal
control over financial reporting that have materially affected, or are reasonably likely
to materially affect, the Companys internal control over financial reporting.

# PART II.   OTHER
INFORMATION

|Item 6. | Exhibits
|------- | --------

| | Exhibit Number |  |  | Description
| | -------------- |  |  | -----------

| | 31 |  |  | Certificate
of the Principal Executive Officer and Principal Financial Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.
| | -- |  |  | -----------------------------------------------------------------------------------------------------------------------------------------

| | 32 |  |  | Certificate
of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
| | -- |  |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

11



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# Signatures

Pursuant
to the requirements of the Securities Exchange Act of 1934, this Report has been signed
below on its behalf by the undersigned thereunto duly authorized.

|                        |                                                                                  
|----------------------- | ---------------------------------------------------------------------------------
|                        | GVC VENTURE CORP.                                                                
|                       
|                       
|Date:  November 3, 2006 | By:    
/s/  Bernard Zimmerman, President
     
     Bernard Zimmerman, President
|                        | (Principal Executive Officer) and                                                
|                        | Treasurer (Principal Financial and                                               
|                        | Accounting Officer)                                                              

12



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# EXHIBIT INDEX

| | Exhibit Number |  |  | Description
| | -------------- |  |  | -----------

| | 31 |  |  | Certificate
of the Principal Executive Officer and Principal Financial Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.
| | -- |  |  | -----------------------------------------------------------------------------------------------------------------------------------------

| | 32 |  |  | Certificate
of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
| | -- |  |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------