================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                ----------------

                                   Form 10-QSB

                                ----------------

               Quarterly Report Pursuant to Section 13 of 15(d) of
                     The Securities and Exchange Act of 1934

                 For the quarterly period ended: March 31, 2007

                         Commission File Number: 0005468

                                ----------------

                          ANGELCITI ENTERTAINMENT, INC.
             (Exact name of registrant as specified in its charter)

                                ----------------

                           ICHANCE INTERNATIONAL, INC.
                           (Former name of registrant)

                 Nevada                                 52-2043569
     State or other jurisdiction of                  (I.R.S. Employer
     Incorporation or organization)                 Identification No.)


             9000 Sheridan Street, Suite 7 Pembroke Pines, FL 33024
           (Address of Principal Executive Offices including zip code)


                                 (800) 908-9574
                           (Issuers Telephone Number)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 of 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or such shorter period of that the registrant was
required to file such reports), and (2) has been subject to the filing
requirements for at least the past 90 days.                   Yes [X]   No [ ]

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the exchange Act after the distribution of
securities under a plan confirmed by a court.

         N/A

As of March 31, 2007, there were 9,606,985 shares of the Registrant's Common
Stock, par value $0.00025 per share, issued and outstanding.

Transitional Small Business Disclosure Format                 Yes [ ]   No [X]

================================================================================

<PAGE>


                          ANGELCITI ENTERTAINMENT, INC.

                                TABLE OF CONTENTS

                                                                         Page(s)
                                                                         -------
Part I. FINANCIAL INFORMATION

        Item 1.  Financial Statements

                 Balance Sheet at March 31, 2007 (Unaudited)                 1

                 Statements of Operations  for the three months ended
                    March 31, 2007 and 2006 (Unaudited)                      2

                 Statements of Cash Flows for the three months ended
                    March 31, 2007 and 2006 (Unaudited)                      3

                 Notes to Financial Statements at March 31, 2007
                    (Unaudited)                                             4-6


<PAGE>

                         PART I. FINANCIAL INFORMATION


Item 1.  Financial Statements


                          ANGELCITI ENTERTAINMENT, INC.
                                  BALANCE SHEET
                                 MARCH 31, 2007
                                   (UNAUDITED)

<TABLE>

                                      ASSETS
<S>                                                                    <C>
CURRENT ASSETS
  Cash                                                                 $     8,726
  Prepaid expenses and other current assets                                  9,991
                                                                       -----------
TOTAL CURRENT ASSETS                                                        18,717
                                                                       -----------

OTHER ASSETS
  Investment - non-marketable securities, at cost                          164,667
                                                                       -----------

TOTAL ASSETS                                                           $   183,384
                                                                       ===========

                       LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable                                                     $     1,734
  Loans payable - related party                                             29,955
                                                                       -----------
TOTAL CURRENT LIABILITIES                                                   31,689
                                                                       -----------

STOCKHOLDERS' EQUITY
  Preferred stock, Series A, $0.001 par value, 50,000
      shares authorized, 20,000 issued and outstanding                          20
  Convertible preferred stock, Series B, $0.001 par value, 100,000
      shares authorized, none issued and outstanding                            --
  Common stock, $0.00025 par value, 300,000,000 shares authorized
      9,606,985 shares issued and outstanding                                2,400
  Additional paid in capital                                             6,275,874
  Accumulated deficit                                                   (6,126,599)
                                                                       -----------
TOTAL STOCKHOLDERS' EQUITY                                                 151,695
                                                                       -----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                             $   183,384
                                                                       ===========
</TABLE>


                 See accompanying notes to financial statements

                                       1
<PAGE>


                       ANGELCITI ENTERTAINMENT, INC.
                         STATEMENTS OF OPERATIONS
                                (UNAUDITED)

<TABLE>
<CAPTION>
                                                        THREE MONTHS ENDED MARCH 31,
                                                            2007             2006
                                                        -----------      -----------
<S>                                                     <C>              <C>
CASINO REVENUES, NET                                    $        --      $   104,893
                                                        -----------      -----------

OPERATING EXPENSES
Bad debts                                                        --           21,645
Legal & Professional fees                                    17,676           41,155
General and Administrative                                    3,183          160,976
                                                        -----------      -----------
TOTAL OPERATING EXPENSES                                     20,859          223,776
                                                        -----------      -----------

LOSS FROM OPERATIONS                                        (20,859)        (118,883)
                                                        -----------      -----------

OTHER INCOME
Interest income                                                  --              178
Other income                                                     --            3,644
                                                        -----------      -----------
TOTAL OTHER INCOME                                               --            3,822
                                                        -----------      -----------

OTHER EXPENSE
Loss on sale of subsidiaries                                     --           53,225
                                                        -----------      -----------
TOTAL OTHER EXPENSE                                              --           53,225
                                                        -----------      -----------

TOTAL OTHER INCOME (EXPENSE), NET                                --          (49,403)
                                                        ===========      ===========

NET LOSS                                                $   (20,859)     $  (168,286)
                                                        ===========      ===========

NET LOSS PER SHARE - BASIC AND DILUTED                  $     (0.00)     $     (0.02)
                                                        ===========      ===========

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING
  during the period - basic and diluted                   9,606,985        9,504,596
                                                        ===========      ===========
</TABLE>


                 See accompanying notes to financial statements

                                        2

<PAGE>


                            ANGELCITI ENTERTAINMENT, INC.
                               STATEMENTS OF CASH FLOWS
                                     (UNAUDITED)

<TABLE>
<CAPTION>
                                                                               THREE MONTHS ENDED MARCH 31,
                                                                                  2007            2006
                                                                                ---------      ---------
<S>                                                                             <C>            <C>
CASH FLOWS FROM OPERATIANG ACTIVITIES:
Net loss                                                                        $ (20,859)     $(168,286)
Adjustments to reconcile net loss to net cash used in operating activities:
Loss on sale of subsidiary                                                             --         53,225
Amortization of stock based deferred expenses                                          --         38,492
Changes in operating assets and liabilities:
  (INCREASE) DECREASE IN:
    Accounts receivable                                                                --         29,000
    Other receivable related party                                                     --            100
    Prepaid and other assets                                                       (9,683)         1,090
  INCREASE (DECREASE) IN:
    Accounts payable                                                               (2,282)        48,371
    Accounts Payable - related party                                                   --         (4,424)
                                                                                ---------      ---------
NET CASH USED IN OPERATING ACTIVITIES                                             (32,824)        (2,432)
                                                                                ---------      ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Cash sold as part of  subsidiary                                                     --        (73,889)
                                                                                ---------      ---------
NET CASH USED IN INVESTING ACTIVITIES                                                  --        (73,889)
                                                                                ---------      ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from issuance of common stock - net of offering costs                       --          1,875
  Proceeds from loans payable - related party                                      29,955             --
  Repayment of loan payable - related party                                            --           (199)
                                                                                ---------      ---------
NET CASH PROVIDED BY FINANCING ACTIVITIES                                          29,955          1,676
                                                                                ---------      ---------

NET DECREASE IN CASH                                                            $  (2,869)     $ (74,645)

Cash at Beginning of Year                                                          11,595        118,895
                                                                                ---------      ---------

CASH AT END OF PERIOD                                                           $   8,726      $  44,250
                                                                                =========      =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Cash Paid for:
  Taxes                                                                         $      --      $      --
                                                                                =========      =========
  Interest                                                                      $      --      $      --
                                                                                =========      =========
</TABLE>




                 See accompanying notes to financial statements

                                        3

<PAGE>


                          ANGELCITI ENTERTAINMENT, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2007
                                   (UNAUDITED)


NOTE 1 - BASIS OF PRESENTATION AND CHANGE IN NATURE OF OPERATIONS

         The accompanying unaudited financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America and the rules and regulations of the United States Securities and
Exchange Commission for interim financial information. Accordingly, they do not
include all the information and footnotes necessary for a comprehensive
presentation of financial position and results of operations.

         It is management's opinion, however, that all material adjustments
(consisting of normal recurring adjustments) have been made which are necessary
for a fair financial statement presentation. The results for the interim period
are not necessarily indicative of the results to be expected for the year.

         For further information, refer to the audited financial statements and
footnotes of the Company for the year ending December 31, 2006 included in the
Company's Form 10-KSB.

         The Company discontinued its operations on February 23, 2006 through
the sale of its operating subsidiaries (See Note 7). The accompanying financial
statements are not presented in accordance with the accounting standards for
presenting discontinued operations, as there was only one operating segment. The
Company had been, up until February 23, 2006, a software licensor and
administered software-based games of chance through the Internet. The Company
used state-of-the-art casino gaming and sports book software under a license
arrangement with a casino software development company. The Company launched its
internet gaming operations on May 2, 2002 and on February 23, 2006 signed a sale
agreement disposing of the sole operating business of Angelciti, the Shark
Casino. The operating results for the three months ended March 31, 2007, reflect
the operations based solely on Angelciti Entertainment, Inc.'s activity.

NOTE 2 - GOING CONCERN

         As reflected in the accompanying financial statements, the Company has
a net loss of $20,859 and net cash used in operations of $32,824 for the three
months ended March 31, 2007 and a working capital deficit of $12,972 and an
accumulated deficit of $6,126,599 at March 31, 2007.

         In addition, in February 2006, the Company sold its operating
subsidiary leaving it with no operations or future revenues. The ability of the
Company to continue as a going concern is dependent on the Company's ability to
consummate an acquisition of one or more companies, or to obtain additional debt
and equity based financing. To date, all debt financing has come from a related
party. The financial statements do not include any adjustments that might be
necessary if the Company is unable to continue as a going concern.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(A) NON-MARKETABLE SECURITIES

         Certain securities that the Company may invest in can be determined to
be non-marketable. Non-marketable securities where the Company owns less than
20% of the investee are accounted for at cost pursuant to APB No. 18, "The
Equity Method of Accounting for Investments in Common Stock" ("APB 18").

                                       4

<PAGE>

                          ANGELCITI ENTERTAINMENT, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2007
                                   (UNAUDITED)


         The Company periodically reviews its investments in non-marketable
securities and impairs any securities whose value is considered non-recoverable.
There were no impairment losses charged to operations during the three months
ended March 31, 2007 and 2006, respectively.

(B) NET LOSS PER SHARE

         Basic earnings (loss) per share is computed by dividing the net income
(loss) less preferred dividends for the period by the weighted average number of
common shares outstanding. Diluted earnings per share is computed by dividing
net income (loss) less preferred dividends by the weighted average number of
common shares outstanding including the effect of share equivalents, such as
stock options and warrants. Since the Company reported a net loss at March 31,
2007 and 2006, respectively, all common stock equivalents would be
anti-dilutive; as such, there is no separate computation for diluted earnings
per share.

(C) STOCK BASED COMPENSATION

         All share-based payments to employees are recorded and are expensed in
the statements of operations as applicable under SFAS No. 123R "Share-Based
Payment". There were no stock based compensation expenses recorded during the
three months ended March 31, 2007 and 2006, respectively.

(D) RECLASSIFICATIONS

         Certain amounts in the year 2006 financial statements have been
reclassified to conform to the year 2007 presentation. The results of these
reclassifications did not materially affect the Company's financial position,
results of operations or cash flows.

NOTE 4 - INVESTMENT IN NON-MARKETABLE SECURITIES

         The Company held approximately 40,046,904 common shares of Midas
Entertainment, Inc.'s (a former related party) publicly traded common stock
prior to an August 2006 reorganization of Midas. The Midas shares held were
exchanged on a one for one basis for shares in Textechnologies Inc. Subsequent
to the reorganization, there was a reverse stock split of 1 share for 100 shares
held. The number of Textechnologies shares currently held is 400,469. The cost
basis for the investment remains at $164,667 ($0.41/share). All Textechnologies
shares are currently being treated as non-marketable securities carried at cost.

         The investment in Textechnologies Inc. securities represents 100% of
the Company's investments at March 31, 2007.

         The composition of non-marketable securities at March 31, 2007 is as
follows:

                           COST         FAIR VALUE        UNREALIZED GAIN (LOSS)
                         --------       ----------        ---------------------
         Common Stock    $164,667        $164,667                  $0

         There was no investment income or expense for the three months ended
March 31, 2007 and 2006, respectively.

                                       5

<PAGE>

                          ANGELCITI ENTERTAINMENT, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2007
                                   (UNAUDITED)


NOTE 5 - LOANS PAYABLE AND RELATED PARTY TRANSACTIONS

         During the three months ended March 31, 2007, an affiliate of the
Company's Chairman and CEO advanced $29,955 in working capital to the Company.
The loans were non-interest bearing, unsecured and due on demand.

         This related party debt financing represented 100% of all debt
financing during the three months ended March 31, 2007.

NOTE 6 - STOCKHOLDERS' EQUITY

(A) COMMON STOCK ISSUANCES

THREE MONTHS ENDED MARCH 31, 2007

         No issuances

THREE MONTHS ENDED MARCH 31, 2006

         The company issued 150,000 shares of common stock for net proceeds of
$1,875 ($0.0125/share).

(B) STOCK OPTIONS

         In May 2003, ("the Amendment Date") the Company entered into an
amendment to its software license agreement. Under the terms of the amendment,
the 450,000 options in 2002 granted were reduced to 108,000 options (split
adjusted) with a fixed exercise price of $3.68 (split adjusted). The Amendment
further defined the initial public offering as the date at which the Company's
stock became publicly traded which was January 20, 2003. As a result of the
Amendment, the 108,000 options became fully vested on the Amendment Date. There
were 18,192 and 17,564 options exercised in 2003 and 2004, respectively, leaving
72,244 options remaining at March 31, 2007. These options are expected to expire
without exercise.

(C) DEFERRED COMPENSATION

         At March 31, 2006, the Company recorded consulting expense of $38,492
pursuant to the terms of a consulting agreement expiring on April 5, 2006. The
remaining $21,569 of deferred consulting was classified as a component of equity
amortized fully during 2006.

NOTE 7 - DISCONTINUED OPERATIONS

         On February 23, 2006, the Company sold its two operating subsidiaries,
Worldwide Management, SA and First National Consulting, Inc., to Equivest
Opportunity Fund, the owner of the online gaming URL's whose operations the
Company had administered (the "Buyer"). The Company agreed to pay Equivest
$25,000 for acquiring these subsidiaries, absorbing and assuming their
respective liabilities, and indemnifying the Company against any and all
liabilities relating in any way whatsoever to and from the operations of said
these two subsidiaries. These subsidiaries have never operated at a profit. The
transaction effectively marked the Company's exit from the sublicensing of
on-line gaming software and administration of on-line gaming websites. During
the three months ended March 31, 2006, the Company recognized a loss on the sale
of subsidiaries of $53,225.

                                       6

<PAGE>


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

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATION

RESULTS OF OPERATIONS

Overview
--------

         In January of 2003, we purchased all of the shares of Worldwide
Management, SA ("Worldwide"). Worldwide commenced its operations in May of 2002
as a wholly-owned subsidiary of another entity. Worldwide had become our sole
operating business, as our previously formulated business plan had been
abandoned and all previously conducted operations had been discontinued. In
February 2006, we sold our operating subsidiaries to an unrelated third party
entity. Financial results for the quarter ending March 31, 2006 reflect our
discontinued operations through February 23, 2006.

         As a subsidiary of the Company, Worldwide sublicensed and administered
Internet casino gaming software. It did not own on-line casinos. Its operating
revenues were generated solely from its administration of the on-line casino
owned by Equivest Opportunity Fund, an unrelated third party ("Equivest"), and
the sub-licensing of gaming software to Equivest. It received a fee from
Equivest based upon the revenue generated by the Equivest casino's on-line play.
As Worldwide's operating revenues were derived as a percentage of those earned
by Equivest's on-line casino and Worldwide's expenses include those attributable
to said casino, we have described them as casino revenues and expenses to
provide a better understanding of the factors affecting such revenues and
expenses and the manner in which they are earned or incurred.

         On February 23, 2006, we sold our two operating subsidiaries, Worldwide
Management, SA and First National Consulting, Inc., to Equivest Opportunity
Fund, the owner of the online gaming URL's whose operations we had administered
(the "Buyer"). We agreed to pay Equivest $25,000 for acquiring these
subsidiaries, absorbing and assuming their respective liabilities, and
indemnifying us against any and all liabilities relating in any way whatsoever
to and from the operations of said these two subsidiaries. These subsidiaries
have never operated at a profit. The transaction effectively marked our exit
from the sublicensing of on-line gaming software and administration of on-line
gaming websites.

         We are seeking other alternative business ventures. No assurance is
given that we will identify or enter into a business combination, merger or
other transaction with any other entity. A full description of our operations
can be found in our Annual Report on Form 10-KSB for the year ending December
31, 2006.

                                       7

<PAGE>

Financial Results

         For the three month period ending March 31, 2007, we processed net
casino revenues of $0, compared to $104,893 for the same period of the prior
year. The foregoing reflects the discontinuation of our on-line casino related
operations during the first calendar quarter of last year. We have never
operated at a profit. Our net loss from operations for the three month period
ending March 31, 2007 decreased to $20,859 from $118,883 for the same period of
the prior year. The sale of our operating subsidiaries resulted in our decreased
operating losses as contrasted to those suffered in the same quarter of 2006. We
anticipate that our ongoing operating expenses will be limited to those
associated with our merger or acquisition with or of one or more operating
entities, our regulatory reporting requirements and related expenses.

Government Regulation.

         Our revenues had been subject to certain uncertainties associated with,
among other things, the threat of potential regulation that could restrict or
ban online gaming by players residing in the United States or restrict a
player's ability to make payments to us through US companies or companies doing
business in the United States. An online casino's operations are generally
subject to applicable laws in the jurisdictions in which they offer services. We
believe that these regulations had a material effect on our operations. To help
mitigate these effects, we relocated our servers to the Kahnawake Reservation in
Quebec, Canada, where we felt the regulatory environment was more favorable to
our operations.

         Some of the regulatory risks that we faced were as follows:

     o    Legislation would prohibit online casino gaming in the United States,
          where the vast majority of our players resided.

     o    Laws in the United States would be interpreted to criminalize the
          processing of online gaming transactions or the advertising and
          promotion of online gaming websites

     o    That regulation in certain jurisdictions would have created certain
          advantages for our competitors

     o    That regulations, taxes or other charges would be imposed on online
          commerce in general


LIQUIDITY AND CAPITAL RESOURCES

We have never operated at a profit. We have historically been forced to rely on
additional investment capital and related party loans to remain in business. As
of March 31, 2007, we had cash of $8,726 and had a working capital deficit of
$12,972 at that date. During the quarter ending March 31, 2007, we used $32,824
of net cash for our operations. However, as of March 31, 2007, we owned 400,469
common shares of Textechnologies, Inc. ("Textechnologies"). These shares are
traded on the NASDAQ Over-the-Counter Pink Sheets, but are highly illiquid. No
assurance is given that we will be able to sell our Textechnologies common
shares at favorable terms, or at all.

                                       8


<PAGE>

     Our success will ultimately be dependent upon our ability to identify and
close a merger transaction with a suitable entity and/or acquire one or more
suitable operating businesses. No assurance is given that we will successfully
conclude such a transaction.

     We believe that we have sufficient cash on hand to remain in business over
the next three-month period. While we are hopeful that we can consummate our
current merger negotiations, we cannot be certain that we will be able to do so


FUTURE EXPENDITURES

     As we have discontinued our on-line gaming related activities, our future
capital, marketing, research and development, and other expenditures, as well as
our future staffing requirements will depend upon the entity or entities that we
acquire or merge with and our ability to generate revenues or additional
investment capital if our revenues are not sufficient.


CRITICAL ACCOUNTING POLICIES

     The preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumption that have a significant impact on the results we report
in our financial statements. Some of our accounting policies require us to make
difficult and subjective judgments, often as a result of the need to make
estimates of matters that are inherently uncertain. Actual results may differ
from these estimates under different assumptions or conditions.

     Valuation of Non-cash Capital Stock Issuances. We value our stock
transactions based upon the fair value of the equity instruments used in the
particular transaction, pursuant to the fair value accounting provisions of SFAS
No. 123R. Various methods can be used to determine the fair value of the equity
instrument. We may use the fair value, the quoted market price or the
contemporaneous cash sale price of the stock based consideration. Each of these
methods may produce a different result. We use the method that most
appropriately reflects the value of the transaction to us. If a difference
method was used it could impact the expense, deferred stock and equity stock
accounts.

     Income Taxes. We continue to record a valuation allowance for the full
amount of deferred income taxes, which would otherwise be recorded for tax
benefits related to operating loss carryforwards, as realization of such
deferred tax assets cannot be determined to be more likely than not likely.

     Valuation of Investment in Non-Marketable Securities. We have determined
our investment in Textecnologies common shares to be non-marketable and have
accounted for the same at cost pursuant to APB No. 18, "The Equity Method of
Accounting for Investments in Common Stock" ("APB 18"). While there is a trading
market for these shares, the trading market is quite thin and we may never be
able to liquidate all or a portion of these shares at suitable prices or at any
price. Our ability or inability to liquidate these shares could impact our
current assets and investment in non-marketable securities-related party-at cost
account.

OFF BALANCE SHEET ARRANGEMENTS

     We have no off-balance sheet arrangements.

                                        9

<PAGE>


Item 3. Controls and Procedures

         We maintain disclosure controls and procedures designed to ensure that
information required to be disclosed in reports filed under the Securities
Exchange Act of 1934, as amended, is recorded, processed, summarized and
reported within the specified time periods. As of the end of the period covered
by this Report, our Chief Executive Officer and Chief Financial Officer
evaluated the effectiveness of our disclosure controls and procedures and
internal control over financial reporting. Based on the evaluation, which
disclosed no significant deficiencies or material weaknesses, our Chief
Executive Officer and Chief Financial Officer concluded that our disclosure
controls and procedures and internal controls over financial reporting are
effective and have been designed and are being operated in a manner that
provides reasonable assurance that the information required to be disclosed by
us in reports filed under the Securities Exchange Act of 1934, as amended, is
recorded, processed, summarized and reported within the time periods specified
in the SEC's rules and forms. A system of controls, no matter how well designed
and operated, cannot provide absolute assurance that the objectives of the
systems of controls are met, and no evaluation of controls can provide absolute
assurance that all control issues and instances of fraud, if any, within a
company have been detected. There were no changes in our disclosure controls and
procedures or internal control over financial reporting that occurred during the
quarter covered by this Report that have materially affected, or are reasonably
likely to materially affect, our internal control over financial reporting.










                                       10

<PAGE>


                           PART II. OTHER INFORMATION


Item 1   Legal Proceedings

         We are not subject to any legal proceedings.

Item 2.  Changes in Securities.

         None

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 and Reports on Form 8-K

          (a)  The following exhibits and financial statement schedules are
               filed as exhibits to this Report:

               1.   Financial Statements of the Registrant are included under
                    Part 1 Item 1, hereof.

               2.   Financial Statement Schedules - None

               3.   Exhibits:


 Exhibit No.     Description
 ----------      ---------------------------------------------------------------
   3.1           Articles of Incorporation, as amended*
   3.2           Bylaws, as amended**
   4.1           Common Stock Certificate**
  14.1           Code of Ethics***
  21.1           Names of Subsidiaries*
  31.1           Rule 13a-14(a)/15d-14(a) Certification of George Guttierez
  32.1           Certification Pursuant to 18 U.S.C Section 1350as adopted
                 pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

------------
*    Incorporated by reference to our Form 10-KSB filed with the U.S. Securities
     and Exchange Commission on April 5, 2005.

**   Incorporated by reference to our Form 10-SB12G filed with the U.S.
     Securities and Exchange Commission on April 4, 2000

***  Incorporated by reference to our Form 8-K filed on February 18, 2005.

         (b) Reports on Form 8-K Incorporated by reference.

         None











                                       11

<PAGE>


                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934,
the Registrant caused this report as amended to be signed on its behalf by the
undersigned, thereunto duly authorized.

Date:  May 17, 2007                  By: /s/ GEORGE GUTIERREZ
                                         ---------------------------------------
                                        George Gutierrez, CEO and President


In accordance with the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the Registrant and in the
capacities and on the dates indicated.

Date:  May 17, 2007                  By: /s/ GEORGE GUTIERREZ
                                         ---------------------------------------
                                         George Gutierrez, CEO, CFO and Director

Date:  May 17, 2007                  By: /s/ GRACE BUSTAMENTE
                                         ---------------------------------------
                                         Grace Bustamente, Director









                                       12