UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                                   FORM 10-KSB
 (Mark  one)
[X]     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT OF  1934

                    FOR THE FISCAL YEAR ENDED: JUNE 30, 2006
                    ----------------------------------------

[ ]     TRANSITION  REPORT  PURSUANT  TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT  OF  1934

Commission  file  number:  33-19598-D

                                    VYTA CORP
                                    ---------
                (FORMERLY KNOWN AS NANOPIERCE TECHNOLOGIES, INC.)
                    Exact name of registrant as specified in
                                   its charter

                  Nevada                              84-0992908
      -------------------------------      -------------------------------
      (State of other jurisdiction of      (I.R.S. employer identification
       incorporation or organization)                  number)

                       370 Seventeenth Street, Suite 3640
                             Denver, Colorado 80202
              ----------------------------------------------------
              (Address and zip code of principal executive office)

              ----------------------------------------------------
                 (Former address of principal executive office)

Registrant's  telephone  number,  including  area  code:  (303)  592-1010
Securities  registered  pursuant  to  Section  12(b)  of  the  Act:  None
Securities  registered  pursuant  to  Section  12(g)  of  the  Act:  None

                (Title of Class)        Name of Each
                                     Exchange On Which
                                         Registered
              -------------------------------------------
                   Common Stock,         NASDAQ:BB
                $0.0001 Par Value     Berlin Exchange
                                     Frankfurt Exchange
                                      Munich Exchange
                                    Xetra Stock Exchange


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

Yes  X      No
    ---        ---


<PAGE>
     Indicate  by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-B is not contained herein, and will not be contained, to the
best  of  registrant's  knowledge,  in definitive proxy or information statement
incorporated  by  reference  in  Part  III  or this Form 10-KSB or any amendment
hereto.  [X]

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

     As of the close of trading on October 11, 2006 there were 22,643,512 shares
outstanding,  13,713,341  of  which  were  held by non-affiliates. The aggregate
market  value  of the common shares held by non-affiliates, based on the average
closing  bid and asked prices on October 11, 2006, was approximately $5,622,470.

     The  registrant's  revenue  for the fiscal year ended June 30, 2006 was $0.

Transitional  Small  Business  Disclosure     Yes        No  X
                                                   ---      ---


<PAGE>
                        TABLE OF CONTENTS

                                                          PAGE NUMBER
PART I
------

ITEM 1    Description of Business                              1
ITEM 2    Description of Property                             11
ITEM 3    Legal Proceedings                                   11
ITEM 4    Submission of Matters to A Vote of
            Security Holders                                  12

PART II
-------

ITEM 5    Market For Common Equity, Related
             Stockholder Matters                              13
ITEM 6    Management's Discussion and Analysis                14
ITEM 7    Financial Statements                                19

ITEM 8    Changes In and Disagreements with
            Accountants and Financial
            Disclosure                                        17
ITEM 8A   Controls and Procedures                             20
ITEM 8B   Other Information                                   20

PART III
---------
ITEM 9    Directors and Executive Officers of
            the Company                                       20
ITEM 10   Executive Compensation                              23
ITEM 11   Security Ownership of Certain
            Beneficial Owners and Management
            and Related Stockholder Matters                   26
ITEM 12   Certain Relationships and Related
            Transactions                                      27

PART IIV
--------

ITEM 13   Exhibits                                            28
ITEM 14   Principal Accountant Fees and
            Services                                          29
          Signatures                                          30


<PAGE>
                                     PART I

ITEM  1.          DESCRIPTION  OF  BUSINESS

COMPANY OVERVIEW

     Vyta Corp (the "Company") (formerly known as NanoPierce Technologies, Inc.)
is  a  Nevada  corporation  that  was incorporated on June 22, 1996, as Sunlight
Systems,  Ltd.  From  June 22, 1996 through November 1996 the Company engaged in
limited  activities  as a dealer and distributor of sun tunnels.  This business,
however,  was discontinued and substantially all assets were sold in November of
1996.  From  that  time  until February 1998, the Company was generally inactive
and  reported  no  significant  operating  revenues.

     Prior  to  2004,  the  Company had primarily been involved in semiconductor
technology.  The  Company  does  not  plan, at this time, to continue efforts to
manufacture  or develop products that utilize the Company's particle technology,
it  may  however  license the technology to others. The Company does continue to
own  a  minority  interest in ExypnoTech, Gmbh ("ExypnoTech"), a company that is
manufacturing  and  developing  inlay  components  used in the manufacturing of,
among  other  things,  smart  labels  (often  referred  to  as  radio  frequency
identification  tags  or  "RFID").

     During  2004 and 2005, the Company instituted steps to change the principal
business  of  the  Company  from  the  semiconductor  technology industry to the
biotechnology  industry.  In  August  2005,  the  Company purchased a 50% equity
interest  in  BioAgra, LLC; a Georgia limited liability company ("BioAgra") (for
more  information  on  BioAgra  see  "Subsidiaries  and  Investments").

     In January 2006, the Company completed a corporate restructuring consisting
of  a  private  placement  of a new series of convertible preferred stock, which
also  resulted  in a change of who controlled the Company, a reverse stock split
of  the  common  stock,  a  subsequent  increase  in the authorized capital, and
changing  the  Company's  name  from NanoPierce Technologies, Inc. to Vyta Corp.

SUBSIDIARIES  AND  INVESTMENTS

     BIOAGRA,  LLC  ("BIOAGRA").  In  August  2005,  the Company purchased a 50%
equity  interest  in  BioAgra,  a  Georgia  limited  liability  company  for
approximately $905,000 in cash and a note payable of $595,000, which was paid in
full  on  September  15,  2005.  BioAgra  is located in Hinesville, Georgia. The
remaining  50%  was purchased by Xact Resources International and later assigned
to Justin Holdings, Inc. for the contribution of rights, a license, intellectual
properties,  purchase  orders  and  similar  items.  The Company does not have a
controlling  interest in BioAgra and the Company is not obligated to fund losses
beyond  its  investment.  BioAgra  holds  a  license  for  the  production  of
AgraStim(TM)  (trademark pending) (formerly marketed as YBG-2000). AgraStim is a
natural,  all-organic,  non-toxic  beta  glucan  feed  additive  used to replace
artificial  antibiotics,  currently  in  use  in  the  animal feed industry. The
license,  dated  April  18,  2005,  has  a  term  expiring


                                        1
<PAGE>
October  18,  2024.  Under the license BioAgra was granted the right and license
to  produce,  process,  make  or  otherwise  manufacture  and  sell the licensed
products  in  the  United  States.  BioAgra  has begun to manufacture and market
AgraStim,  for  sale  in  the  poultry  industry.

     In  June  2006, BioAgra completed construction of its first production line
and  began  manufacturing and shipping AgraStim in limited amounts for potential
customers  for  testing  purposes.

     BioAgra's  management includes, Mr. Bartoletta, President and Manager.  Mr.
Metzinger, Vice President and Manager and Ms. Kampmann, Chief Financial Officer.

     Mr.  Neal  Bartoletta  has served as the President and a Manager of BioAgra
since  December  2004. From 1980 to 1991, Mr. Bartoletta served as the President
of  Bart Warehousing Corp in South Kearny, New Jersey. From 1978 to 1999, as the
President  of N.J. Bart Corp, Elizabeth, New Jersey. From 1998 to present he has
served  as  the  President  of  Xact Resource International, Inc. of Boca Raton,
Florida. In 2006, Mr. Bartoletta was appointed the President of Justin Holdings,
Inc.  of  Boca  Raton,  Florida.  Justin  Holdings in the owner of the other 50%
equity  interest  in  BioAgra.  Mr.  Bartolleta  is a graduate of the Academy of
Advanced  Traffic.  In  January  2002,  Mr.  Bartoletta plead guilty to a felony
violation under 18 USC SEC. 1001 (STATEMENTS OR ENTRIES GENERALLY) AND SEC. 1002
(POSSESSION OF FALSE PAPERS TO DEFRAUD UNITED STATES). Mr. Bartoletta was put on
a  three  year  probation  program.  He was required to pay civil restitution of
$2,500  and  a  Special Assessment of $50.00. Mr Bartoletta served the probation
without  incident  thus  terminating  the  case.

     EXYPNOTECH,  GMBH  ("EXYPNOTECH"). ExypnoTech, which is located in Germany,
was organized in February 2002. ExypnoTech produces inlay components used in the
manufacturing  of,  among other things, smart labels (often referred to as radio
frequency  identification  tags or "RFID"). ExypnoTech, in addition to the inlay
components,  plans  to  manufacture  and sell other types of RFID components. In
December  2003  ExypnoTech  sold  a  controlling  51%  interest in ExypnoTech to
TagStar Systems, GmbH for $98,000 in cash. As a result of this sale, the Company
does  not  have  a  controlling  interest  in ExypnoTech and the Company is only
entitled  to  49% of the net income, if any, generated by ExypnoTech, and shares
in 49% of any net losses. The Company is not obligated to fund losses beyond its
investment.  ExypnoTech, if  able,  will  pay  dividends on an annual basis. The
Company  is  entitled  to  49% of the dividends, if any, paid as a result of any
future  profits  of  ExypnoTech.

     ExypnoTech's  management  is  Bernhard Maier, Michael Kober and Peter Hahn.

     NANOPIERCE  CONNECTION  SYSTEMS, INC. ("NANOPIERCE CONNECTION"). NanoPierce
Connection,  a wholly-owned Nevada corporation, was located in Colorado Springs,
Colorado.  Beginning  business  in  January  2002, NanoPierce Connection was the
center  for  research  and  development activities. During the fiscal year ended
June  30,  2006,  NanoPierce Connection had no operations. The Company is in the
process  of  dissolving  NanoPierce  Connection.

     SCIMAXX  SOLUTIONS,  LLC  ("SCIMAXX SOLUTIONS"). On September 15, 2003, the
Company  entered into a joint venture with Scimaxx, LLC (Dr. Neuhaus, a director
of  the  Company  is a part owner of Scimaxx, LLC - See Item 12). The purpose of
the  joint  venture  was  to  provide  the  electronics  industry with technical
solutions  to  manufacturing  problems  based  on  the  need  for  electrical
connectivity.  The  Company  received  a  50%  interest  in the joint venture in
exchange for a contribution of the equipment owned by NanoPierce Connection. The
Company  also  granted  Scimaxx Solutions a ten-year, non-exclusive, non-royalty
bearing  worldwide  license to use the Company's intellectual property. In April
2005,  Scimaxx  Solutions, LLC discontinued operations. The Company and Scimaxx,
LLC  intend  to  terminate  Scimaxx  Solutions,  at  which time the license will
terminate.  The  Company  is not obligated to fund losses beyond its investment.


                                        2
<PAGE>
     EXYPNOTECH,  LLC  ("EXYPNOTECH,  LLC").  On  June  18,  2004,  the  Company
organized  ExypnoTech,  LLC as a wholly-owned subsidiary to market, primarily in
the  United  States  of America, the RFID components manufactured by ExypnoTech,
GmbH,  in  Germany.  During the fiscal year ended June 30, 2006, ExypnoTech, LLC
did  not  have  active  operations.  The  Company  is  in the process dissolving
ExypnoTech,  LLC.

THE NCS(TM) TECHNOLOGY

     NCS(TM)  is  a  method  where  metallized,  hard, microscopic particles are
deposited onto one of two contact surfaces, through electrolytic or electro-less
plating  methods  or other methods.  When the two surfaces are pressed together,
the  conductive  particles  penetrate  the  second contact surface and create an
electrical  connection.  Bonding  of  the contact surfaces can be achieved using
nonconductive  adhesives  or  ultrasonic  welding.

     The  Company  has  extended  NCS  to  permit  the  direct  attachment  of
semiconductor  chips  to  a  substrate,  a  process  called  WaferPierce(TM).
WaferPierce  is  comprised of two parts:  (1) the electroless application of NCS
to  the  contact  pads of chips while still in wafer form; and (2) a proprietary
chip attachment process in which chips are bonded to a substrate face down using
the  core  NCS  method.

     The  Company  currently holds 13 Patents with the U.S. Patent and Trademark
Office.  Further,  the Company has filed several patent applications both in the
United  States  and  internationally  in  order  to  continue  to  protect  its
intellectual  property.  To  reduce expenses, during the fiscal years ended June
30, 2006 and 2005, the Company abandoned several of its patent applications. The
Company also holds several trademarks with the U.S. Patent and Trademark Office,
in  connection  with  the  Company's  name,  logo  and  services.

BUSINESS STRATEGY

     The  Company,  through  its  joint  venture,  BioAgra and its investment in
ExypnoTech,  is  targeting  the  following  business  activities:

     1.   BETA GLUCAN  ADDITIVE.  AgraStim,  manufactured  by  BioAgra,  is  a
          beta glucan feed additive produced from spent yeast. The additive is a
          combination  of  bioactive  nutrients and B-glucans that are extracted
          from  the  cell  walls  of  the  yeast  using  steam  injection  and a
          centrifuging  extraction  process.  The beta glucan additive is an all
          natural,  organic  compound  that  has been proven to stimulate immune
          systems,  thereby  eliminating  the  usage  of  antibiotics and growth
          hormone  supplements  in  animal, poultry and other feeds. AgraStim is
          designed  to  achieve  two  purposes.  For  example,  in  the  poultry
          industry,  the  first  is  to enhance the avian immune system to fight
          bacterial  and  viral infections more effectively and efficiently, and
          secondly,  to  promote  accelerated  growth. Currently, animals in the
          cattle,  poultry,  swine,  equine,  and  shrimp  industries  are  fed
          artificial  antibiotics,  in  order to prevent the spread of bacterial
          and  viral  infections  and  steroids  to  promote  growth. Initially,
          BioAgra  has  been  targeting  customers  in  the  poultry  processing
          industry.

          Currently,  governments  are  urging,  if  not, directing producers to
          remove  artificial  antibiotics  from  the  human food chain supply to
          reduce the development in humans of increasingly powerful and virulent
          strains  of  antibiotic  resistant bacteria, which makes treatment for
          illnesses and diseases more difficult and expensive. In addition, food
          service  providers  are  demanding  natural,  organic, antibiotic free
          foods.


                                        3
<PAGE>
     2.   RFID COMPONENTS.  RFID  components,  manufactured  by  ExypnoTech, are
          used  to identify objects, by short-range radio over a few millimeters
          to  distances  as  great  as  a  meter. RFID inlays consist of a small
          transponder  chip bonded onto a metal foil antenna on an exceptionally
          thin  and small plastic or paper sheet. NCS can be used to provide the
          connection  between the transponder chip and the antenna. In addition,
          NCS  can  be  used  to  connect the chip to the chip module in contact
          smart  cards  or  the  chip  module  to  the  antenna  in  the case of
          contactless  smart  cards. ExypnoTech currently offers RFID components
          using  the  Company's  intellectual  property,  relating to ultrasonic
          bonding.

RESEARCH AND DEVELOPMENT

     The  Company's  research and development activities were formerly conducted
through  NanoPierce  Connection,  with  additional  activities  occurring  at
ExypnoTech.  During  the  fiscal years ended June 30, 2006 and 2005, the Company
did  not  incur  expenses  related  to  research  and  development.

     The  Company  does  anticipate  that  a  substantial  level of research and
development  activities  will  occur  at  BioAgra.

COMPETITION

     Competition, at present, for beta glucan products in the market targeted by
BioAgra is limited.  The United States and many other countries in the world are
in  the  process of eliminating or plan to eliminate the usage of antibiotics in
the  feed of animals in the human food chain supply.  There are a limited number
of  alternatives to antibiotics.  Such alternatives include organic acids, plant
extracts  (ex.  oregano  oil),  and  mannoproteins.  These alternatives have not
experienced  a  great  success  rate.

     Other potential competitors include those already producing beta glucan for
human  consumption.  This  type  of  "purified"  beta  glucan  is considered too
expensive  to  use  in  markets  other than for direct human consumption.  Other
competitors are those producing beta glucan with a 60% or less bioactivity level
for  the  markets addressed by BioAgra.  Based upon data provided to the Company
beta  glucan  having  less  than 80% bioactivity is not effective in the markets
chosen  by  BioAgra.  BioAgra  intends  to  produce  an  80%  pure  beta glucan.

     Competition  will  also  consist  of  established  producers  of artificial
antibiotic  growth  promotion  products.  These  are  large  companies with vast
resources  allocated to the protection of the brand recognition and market share
of  their  products.

SOURCES  OF  RAW  MATERIALS

     Production  of  the  beta glucan additive requires spent brewer's, baker's,
distiller's  or  ethanol  refiner's  yeast.  Arrangements  are  being  made with
commercial  firms that produce and distribute these types of yeast.  There is an
adequate  supply of these raw materials for the foreseeable future for BioAgra's
activities.

CUSTOMERS

     BioAgra  is  in  the  initial  stages of marketing and contacting potential
customers  of  its  product,  AgraStim.  Initial  customers  are  expected to be
poultry


                                        4
<PAGE>
producers  located  in  the United States and abroad and feed milling and mixing
companies.

GOVERNMENT REGULATION

     The  Company  believes  that it is in compliance with all federal and state
laws  and  regulations  governing  its limited operations.  Further, the Company
believes that it is in compliance with all German laws and regulations governing
its  limited  operations  in  Germany.  Compliance  with  federal  and  state
environmental  laws  and  regulations  did  not  have  a  material effect on the
Company's  capital  expenditures,  earnings  or  competitive position during the
fiscal  year  ended  June  30,  2006.

     To  the  knowledge of the Company, the AgraStim beta glucan product planned
to  be  produced by BioAgra is not subject to the regulations of either the U.S.
Food  and  Drug  Administration  ("FDA")  or  the U.S. Department of Agriculture
("USDA") because it is considered to satisfy the criteria set forth for products
"generally  regarded  as  safe" ("GRAS").  BioAgra has applied for official GRAS
designation  with  the  FDA,  which  it  anticipates  to  receive.

EMPLOYEES

     On  June 30, 2006, the Company and its subsidiaries had two employees.  Mr.
Metzinger  and  Ms.  Kampmann,  key  officers  of  the  Company and the only two
employees  of  the  Company, have signed employment agreements with the Company.
(See-  ITEM  9-  "Directors and Officers of the Company")  None of the Company's
employees  are  represented  by  a  labor  union  or are subject to a collective
bargaining  agreement.  The  Company  believes  that  its  relations  with  its
employees  are  excellent.

FACTORS  AFFECTING  FUTURE  OPERATING  RESULTS

     Our  future  results  may  be  affected  by various risks and uncertainties
including  the  following:

     WE  HAVE  A  HISTORY  OF  LOSSES

     Developing  our  particle  technology  and its applications has been and we
expect  will continue to be expensive.  Our operating expenses have consistently
exceeded  our  revenues.  We  reported  a  net loss of $2,407,821, $997,616, and
$1,558,083  for  the  fiscal  years  ended  June  30,  2006,  2005  and  2004,
respectively.

     WE  MAY  NOT  BE  ABLE  TO  CONTINUE  AS  A  GOING  CONCERN

     Our  independent  registered  public  accounting  firm's  report  on  our
consolidated financial statements as of June 30, 2006, and for each of the years
in  the two year period then ended, includes an explanatory paragraph expressing
substantial  doubt  about  our ability to continue as a going concern. If we are
unable  to  secure  significant additional financing, and/or generate cash flows
from  our  equity  investments  we may be obligated to seek protection under the
bankruptcy  laws,  and  our  shareholders  may  lose  their  investment.

     OUR JOINT VENTURE INVESTMENTS COULD BE ADVERSELY AFFECTED BY OUR LACK OF
SOLE-DECISION-MAKING AUTHORITY, OUR RELIANCE ON CO-VENTURERS' FINANCIAL
CONDITION AND DISPUTES BETWEEN OUR CO-VENTURERS AND US

     Our  primary  business  is  our  50%  interest  in BioAgra, LLC and our 49%
interest  in  Exypnotech.    Investments in joint ventures may involve risks not
present  were  a  third  party  not involved, including the possibility that our
co-venturer  Justin


                                        5
<PAGE>
Holdings,  Inc.  (as assignee of Xact Resources International which assigned its
interest  in  BioAgra in February 2006) with respect to BioAgra, LLC and TagStar
Systems,  GmbH with respect to Exypnotech (each of which an entity over which we
have  no  control)  might  become bankrupt, fail to fund their share of required
capital  contributions  or  fail  to  perform  their  responsibilities under our
agreements  with them. Our co-venturers also may have economic or other business
interests  or  goals that are inconsistent with our business interests or goals,
and  may be in a position to make decisions or to take actions that are contrary
to  our  preferences,  policies,  or  objectives. We do not have decision-making
control  regarding  either  the  BioAgra  or the Exypnotech joint ventures. With
respect  to BioAgra, in which we have a 50% interest, we have the potential risk
of  impasses  on  decisions,  such  as the use and enforcement of the license to
produce AgraStim held by BioAgra or a sale of the joint venture, because neither
we  nor  Justin  Holdings,  Inc.  have  control  over  the joint venture. In the
Exypnotech joint venture, in which we have a minority interest, decisions may be
made  or  actions  taken contrary to our objections. Disputes between us and our
co-venturers  may  result  in  litigation or arbitration that would increase our
expenses  and prevent our officers and/or directors from focusing their time and
effort  exclusively  on  our business. Consequently, actions by or disputes with
our  co-venturers  might  result  in  subjecting  properties  owned by the joint
ventures  to  additional  risk.  In addition, we may in certain circumstances be
liable  for  the  actions  of  our  co-venturers.

     LICENSE TO AGRASTIM IS LIMITED

     BioAgra  has  a  license  agreement  with  Progressive Bioactives, Inc. for
AgraStim,  the  license  is  limited in geographic area and function.  Under the
license,  BioAgra was granted the right and license to produce, process, make or
otherwise  manufacture  and  sell the licensed products in the United States and
holds  a  right  of first refusal to build and operate any new plant intended to
manufacture  the  licensed  product  in  the United States.  The license is also
limited  in  function  to  the  consumption  of  animal  products,  which limits
BioAgra's  ability  to  expand  into  new  areas, such as the production of beta
glucan  for  human  consumption.

     BIOAGRA MAY LOSE THE LICENSE TO AGRASTIM OR HAVE ITS RIGHTS UNDER THE
LICENSE LIMITED IF IT FAILS TO SATISFY THE MINIMUM PRODUCTION STANDARDS REQUIRED
BY THE LICENSE

     The  license requires BioAgra to meet certain minimum production standards,
which  will begin on the first year anniversary after BioAgra produces its first
successful  batch of the licensed product, which yields a sufficient quantity of
product  made  available  for  sale.  If  BioAgra  fails  to satisfy the minimum
production  standards  provided  in  the  license, BioAgra may lose its right of
first  refusal  to  build and operate any new manufacturing plants in the United
States, and may be deemed in material breach of the license causing the licensor
to  terminate  the  license.

     IF AGRASTIM DOES NOT SATISFY CERTAIN GOVERNMENTAL REGULATIONS, BIOAGRA MAY
BE UNABLE TO OBTAIN REGULATORY APPROVAL OR MAY BE REQUIRED TO OBTAIN MULTIPLE
LICENSES TO SELL AGRASTIM

     BioAgra  is in the process of applying for a "generally recognized as safe"
(GRAS)  designation  from the U.S. Food and Drug Administration for the AgraStim
beta-glucan  product to be produced by BioAgra.  A GRAS designation would exempt
AgraStim from the regulations of the U.S. Department of Agriculture and the U.S.
Department  of Agriculture and would permit the sale of AgraStim anywhere in the
United  States  without  obtaining  a  license.  BioAgra  believes  that it will
receive  GRAS  designation  for  AgraStim based, in part, upon the fact that the
GRAS


                                        6
<PAGE>
designation  has  been  given  to other products whose main ingredients are also
based  upon  all  organic,  natural, non-toxic substances such as the yeast from
which  beta-glucan  is derived.  If a GRAS designation is not obtained, AgraStim
would  be  required to be sold as a food additive by obtaining a license to sell
from  each  individual  state in which sales would occur.  At this time, BioAgra
has  applied and obtained licenses from the States of Georgia and North Carolina
and  is  preparing licenses in other states.  There is no assurance that BioAgra
will  be able to successfully obtain or maintain licenses in all states in which
sales  are  expected  to  be made or that the costs of obtaining and maintaining
these  licenses  will  not  limit  BioAgra's  ability  to  sell  AgraStim.

     OPERATIONS OF BIOAGRA MAY BE DELAYED OR COST MORE THAN WE ANTICIPATE

     It  was  previously anticipated that the plant would commence operations in
January 2006, however operations did not commence until June 2006.  There can be
no assurances that there will not be further delays in operations, including the
time  before  we  are  able start operating on a full-scale capacity or that the
average  cost  to  operate  the  plant  will  not  be  higher  than anticipated.

     WE CANNOT GUARANTEE THE QUALITY, PERFORMANCE OR RELIABILITY OF BIOAGRA'S
PRODUCTS

     We  have no prior experience in taking AgraStim or any other product to the
manufacturing or production stage.  We are relying upon the skill and experience
of  BioAgra's  managers and our co-joint venturer to timely and cost effectively
manufacture  AgraStim.  We  expect  that  the  customers  of BioAgra will demand
quality,  performance  and  reliability.  We  cannot  assure  you that we or our
co-joint venturer will be able to meet the quality control standards that may be
established  by the poultry industry within which we are currently concentrating
our  business  activities.  BioAgra  intends  to  assure  their  customers  that
AgraStim  will  contain  at  least  80%  pure  beta  glucan.

     THERE MAY BE INSUFFICIENT DEMAND FOR AGRASTIM

     The  market  acceptance  of fairly new products and technologies, including
AgraStim,  is  subject  to  a  number  of  factors, including the ability of the
product  to meet potential customers' needs more effectively or more efficiently
than  current  products.  Antibiotics  and growth hormone supplements are widely
used  in animal, poultry and other feeds.  BioAgra must convince their potential
customers  that  their  beta-glucan  product  is  safe  and  effective as a feed
additive  and  can  be  manufactured efficiently and cost-effectively before the
poultry industry, or other animal producers will be willing to use their product
rather  than  existing  products  such  as  antibiotics  and  growth  hormone
supplements.  To  create this consumer demand, BioAgra will have to successfully
market  and  sell  their  product.  Even  after these efforts, their beta-glucan
product  may not be viewed by consumers as an improvement over existing products
and  may  not  achieve  commercial  acceptance.

     WE MAY BE UNABLE TO MEET OUR ONGOING NEEDS FOR ADDITIONAL CAPITAL

     We cannot accurately predict how much funding we will need to implement our
strategic  business  plan  or  to  continue  operations.  Our  future  capital
requirements,  the  likelihood  that  we  can  obtain money and the terms of any
financing  will  be  influenced  by  many  different  factors,  including:

     -    our  revenues  and  the  revenues  of  our  joint  venture;

     -    the  status  of  competing  products  in  the  marketplace;


                                        7
<PAGE>
     -    our  performance  in  the  marketplace;

     -    our  overall  financial  condition;

     -    our  business  prospects;

     -    the perception  of  our  growth  potential  by  the  public, including
          potential  lenders;

     -    our ability  to  enter  into  joint  venture  or  licensing
          relationships  to  achieve  a  market  presence;  and

     -    the  progress  of  BioAgra  in  developing,  marketing  and  selling
          AgraStrim.

     If we cannot obtain adequate financing or if the terms on which we are able
to acquire financing are unfavorable, our business and financial condition could
be  negatively  affected.  We may have to delay, scale back or eliminate some or
all  of  our development and marketing programs, if any.  We may also have to go
to  third  parties  to  seek  financing, and in exchange, we may have to give up
rights  to  some  of  our  technologies, patents, patent applications, potential
products  or  other  assets.

     WE MAY BE UNABLE TO HIRE AND RETAIN KEY PERSONNEL

     Our  future  success depends on our ability to attract qualified personnel.
We  may be unable to attract or retain these necessary personnel.  If we fail to
attract  or  retain  skilled employees, or if a key employee fails to perform in
his  or  her  current  position,  we  may  be  unable  to  bring AgraStim to the
marketplace  and  to generate sufficient revenues to offset our operating costs.

     WE MAY BE UNABLE TO OBTAIN AND RETAIN APPROPRIATE PATENT, COPYRIGHT AND
TRADEMARK PROTECTION OF OUR PRODUCTS OR MANUFACTURING PROCESS

     We  protect  our  intellectual property rights through patents, trademarks,
trade  names,  trade  secrets  and  a variety of other measures.  However, these
measures  may  be  inadequate  to  protect  our  intellectual  property or other
proprietary  information.

     -    TRADE SECRETS  MAY  BECOME  KNOWN  BY  THIRD  PARTIES.  Our  trade
          secrets  or  proprietary  information  may  become  known  or  be
          independently  developed  by  competitors.

     -    RIGHTS  TO  PATENTS  AND  TRADE  SECRETS  MAY BE INVALIDATED. Disputes
          may  arise  with  third parties over the ownership of our intellectual
          property  rights.  Our  patents  may  be  invalidated, circumvented or
          challenged, and the rights granted under those patents that provide us
          with  a  competitive  advantage  may  be  nullified.

     -    PROBLEMS  WITH  FUTURE  PATENT  APPLICATIONS.  Our  pending  or future
          patent  applications  may not be approved, or the scope of the granted
          patent  may  be  less  than  the  coverage  sought.

     -    INFRINGEMENT  CLAIMS  BY  THIRD  PARTIES.  Infringement,  invalidity,
          right  to  use  or  ownership  claims  by  third parties or claims for
          indemnification may be asserted by third parties in the future. If any
          claims  or actions are asserted against us, we can attempt to obtain a
          license  for  that  third


                                        8
<PAGE>
          party's intellectual property rights. However, the third party may not
          provide a license under reasonable terms, or may not provide us with a
          license  at  all.

     -    THIRD PARTIES  MAY  DEVELOP  SIMILAR  PRODUCTS  OR  MANUFACTURING
          PROCESS.  Competitors  may  develop  similar  products,  duplicate our
          products  or  may  design  around  the  patents  that are owned by us.
          Competitors may develop a similar manufacturing process, duplicate our
          manufacturing  process or may design around any patents that are owned
          by  us  in  relation  to  the  manufacturing  process.

     -    LAWS IN  OTHER  COUNTRIES  MAY  INSUFFICIENTLY  PROTECT  INTELLECTUAL
          PROPERTY  RIGHTS  ABROAD.  Foreign  intellectual property laws may not
          adequately  protect  our  intellectual  property  rights  abroad.  Our
          failure  to  protect  these rights could adversely affect our business
          and  financial  condition.

     -    LITIGATION  MAY  BE  REQUIRED  TO  PROTECT  INTELLECTUAL  PROPERTY
          RIGHTS.  Litigation  may  be  necessary  to  protect  our intellectual
          property  rights  and  trade secrets, to determine the validity of and
          scope  of  the  rights of third parties or to defend against claims of
          infringement  or invalidity by third parties. This litigation could be
          expensive, would divert resources and management's time from our sales
          and  marketing  efforts, and could have a materially adverse effect on
          our business, financial condition and results of operations and on our
          ability  to  enter  into  joint  ventures or partnerships with others.

     ECONOMIC FACTORS OUTSIDE OUR CONTROL MAY HAVE AN ADVERSE AFFECT ON
BIOAGRA'S REVENUES AND OUR INCOME

     Our  income may be impacted by economic factors that are beyond our control
such  as  fluctuations  in price of poultry feed, outbreaks of poultry diseases,
and  demand for poultry products.  Because Bio Agra's initial focus for AgraStim
is the poultry industry, the poultry industry will be a significant component of
their  revenues.  Rising  poultry  feed  prices,  increase  production  costs of
commercial  poultry  producers  may  cause  them to reduce production, which, in
turn,  could  adversely impact BioAgra's revenues.  An outbreak of disease, such
as  avian  influenza,  could  result  in  increased government regulation of the
poultry  industry,  a  serious  drop in demand for poultry products, and adverse
publicity  materially affecting the poultry industry for a significant period of
time,  which  could  adversely  impact  BioAgra's business, revenues, prospects,
financial  condition,  and results of operation.  In general, reduced demand for
poultry  products  could  adversely  impact BioAgra's revenues and therefore our
income.

     THE MARKET FOR FEED ADDITIVES IS COMPETITIVE

     The  feed  additive  market  is  competitive.  BioAgra  will  compete  with
producers  of  artificial  antibiotic and growth hormone products, many of which
are  large  companies  with  vast resources allocated to the protection of brand
recognition  and  market share of their products.  BioAgra may also compete with
companies  producing  beta-glucan for other purposes, and companies that produce
existing alternatives to antibiotic and growth hormone products, such as organic
acids,  plant  extracts,  and mannoproteins.  BioAgra is disadvantaged competing
against  some  of  these  competitors  in  several  different  areas, including:

     -    financial  resources;

     -    manufacturing  capabilities;


                                        9
<PAGE>
     -    diversity  of  revenue  sources  and  business  opportunities;

     -    personnel  and  human  resources;  and

     -    research  and  development  capabilities.

Larger  companies  have  long  term  advantages over BioAgra in research and new
product  development  and have a greater ability to withstand periodic downturns
in  the  feed  additive  market because they have diverse product lines that can
provide  revenue  even  when  there  is  a downturn in the feed additive market.

     IF BIOAGRA WAS UNABLE TO USE THEIR MANUFACTURING FACILITY, THEY MAY NOT BE
ABLE TO MANUFACTURE AGRASTIM FOR AN EXTENDED PERIOD OF TIME

     BioAgra  manufactures  at  a  single  location  in  Georgia  with  a single
production line.  Manufacturing products at a single site presents risks because
a  disaster,  such  as  a  fire  or  hurricane,  may interrupt our manufacturing
capability.  In  such  an event, they will have to resort to alternative sources
of  manufacturing  that  could  increase  their  costs  as  well  as  result  in
significant  delays.  Any increase in costs, slowdowns or shutdowns could have a
material  adverse affect on our future business, financial condition and results
of  operations.

     BIOAGRA'S USE OF A SINGLE MANUFACTURING FACILITY MAY RESTRICT THEIR ABILITY
TO ATTRACT CUSTOMERS

     Poultry  farms require a steady source of feed additives.  BioAgra's use of
a  single  manufacturing  plant  and a single production line may restrict their
ability  to  attract  large  customers  who  require certainty in the production
process.  If  BioAgra  is  successful,  they  expect  to  expand  manufacturing
operations,  but  there  is  no  assurance  that BioAgra will have the financial
resources  required  to  expand  their  production  facilities.

     MANUFACTURING CAPACITY RESTRAINTS AND LIMITED EXPERIENCE MAY HAVE AN
ADVERSE AFFECT ON BIOAGRA

     BioAgra  has  limited  manufacturing  capacity  and  experience.  We  may
encounter some difficulties, such as significant unexpected costs and delays, in
scaling  up  the  manufacturing  operations  of  BioAgra  to  produce quantities
required for us to achieve profitability.  The failure to scale-up manufacturing
operations  in  a timely and cost-effective way may adversely affect our income.
We  believe  that  BioAgra  has adequate capacity to meet anticipated demand for
2006.  However, in the event the demand for AgraStim rapidly increases or spikes
in  a  certain period, BioAgra may not have the manufacturing ability to fulfill
demand,  either  in  their  our  own facilities or through agreements with third
parties.  This  lack  of  manufacturing capacity may materially affect BioAgra's
and  our  reputation,  prospects,  revenue,  income  and  results  of operation.

     REPLACING BIOAGRA'S SOLE SOURCE OF SUPPLIERS FOR KEY MATERIALS COULD RESULT
IN UNEXPECTED DELAYS AND EXPENSES

BioAgra  obtains  some  key materials and services for AgraStim from sole source
suppliers,  primarily  with  respect to spent yeast.  All of these materials are
commercially available elsewhere.  If these materials or services were no longer
available  at  a  reasonable cost from existing suppliers, BioAgra would need to
purchase substitute materials from new suppliers.  If BioAgra needed to locate a
new  supplier, the substitute or replacement materials may need to be tested for
equivalency.  The  process  of  locating  a  new  supplier  and  any  testing of
materials,


                                       10
<PAGE>
if  necessary,  may  cause  a  delay  in production of the product and may cause
BioAgra  to  incur  additional  expense.

     WE  DO  NOT  EXPECT  TO  PAY  DIVIDENDS  IN  THE  FORESEEABLE  FUTURE

     We have never paid cash dividends on our common stock.  We do not expect to
pay  cash  dividends  on our common stock at any time in the foreseeable future.
The  future  payment  of  dividends  directly  depends upon our future earnings,
capital requirements, financial requirements and other factors that our board of
directors  will  consider.  Since  we do not anticipate paying cash dividends on
our  common  stock,  return on your investment, if any, will depend solely on an
increase,  if  any,  in  the  market  value  of  our  common  stock.

ITEM  2.     DESCRIPTION  OF  PROPERTY

     The  Company's corporate headquarters are located at 370 17th Street, Suite
3640,  Denver,  Colorado 80202.  The Company moved into its current office space
on  June  27, 2001 and currently has a 5-year lease on the property, expiring in
December  2011.  The  base rent is $3,109 per month plus certain occupancy costs
with  the  base  rent  increasing  each  year  of  the  lease.

     BioAgra  is  located  at  103  Technology Drive, Hinesville, Georgia 31313.
BioAgra  has  leased  the facility from the Liberty County Industrial Authority,
pursuant  to  an Industrial Lease Agreement, dated March 1, 2005 for a period of
10  years.  At  the  expiration  of  the  lease  term, BioAgra has the option to
purchase  the  leased premises (real estate and improvements) for $500,000.  The
facility is approximately 30,000 square feet which consists of both office space
and  a  production area and a research and development laboratory.  The facility
is  located  on  approximately  7.29  acres.

ITEM  3.     LEGAL  PROCEEDINGS

HARVEST  COURT  LITIGATION

     In  connection with a financing obtained in October 2000, the Company filed
various actions in the United States District Court for the District of Colorado
against,  among others, Harvest Court, LLC, Southridge Capital Investments, LLC,
Daniel  Pickett,  Patricia  Singer and Thomson Kernaghan, Ltd. for violations of
federal  and  state  securities laws, conspiracy, aiding and abetting and common
law  fraud  among  other  claims.  As a result of various procedural rulings, in
January  2002,  the  United  States  District Court for the District of Colorado
transferred  the  case  to  the  United  States  District Court for the Southern
District  of  New  York,  New  York City, New York.  In this litigation, Harvest
Court, LLC filed counterclaims against the Company, Mr. Metzinger, Ms. Kampmann,
Dr.  Neuhaus,  Dr.  Shaw  and  a  number  of  unrelated  third  parties.  The
counterclaims  allege  violations  of  federal  securities  laws and other laws.
Harvest Court, LLC is seeking various forms of relief including compensatory and
punitive  damages.  Responsive  pleadings  have been filed and the litigation is
currently  in  the  discovery  stage.

     In  May  2001,  Harvest  Court,  LLC  filed suit against the Company in the
Supreme  Court  of  the State of New York, County of New York.  The suit alleges
that  the  Company breached an October 20, 2000 Stock Purchase Agreement, by not
issuing  370,945 free trading shares of the Company's common stock in connection
with the reset provisions of the Purchase Agreement due on the second reset date
and  approximately  225,012  shares due in connection with the third reset date.
Harvest  Court,  LLC  is  seeking  the delivery of such shares or damages in the
alternative.  In August 2001, the Supreme Court of the State of New York, County
of  New  York


                                       11
<PAGE>
issued a preliminary injunction ordering the Company to reserve and not transfer
the  shares  allegedly  due  to  Harvest  Court,  LLC.  The  Company  has  filed
counterclaims  seeking  various  forms  of  relief  against  Harvest Court, LLC.

DEPOSITORY  TRUST  LAWSUIT

     In  May  2004,  the  Company  filed  suit  against the Depository Trust and
Clearing  Corporation  ("DTCC"),  the  Depository Trust Company ("DTC"), and the
National  Securities  Clearing  Corporation  ("NSCC")  in  the  Second  Judicial
District  Court  of  the  County  of  Washoe, State of Nevada.  The suit alleges
multiple  claims  under  the  Nevada Revised Statutes 90.570, 90.580, 90.660 and
598A.060  and  on other legal bases.  The complaint alleges, among other things,
that  the  DTCC,  DTC  and  NSCC  acted  in concert to operate the "Stock Borrow
Program,"  originally created to address short term delivery failures by sellers
of  securities  in the stock market.  According to the complaint, the DTCC, NSCC
and  DTC  conspired  to  maintain  significant  open  fail  deliver positions of
millions of shares of the Company's common stock for extended periods of time by
using the Stock Borrow Program to cover these open and unsettled positions.  The
Company was seeking damages in the amount of $25,000,000 and treble damages.  On
April  27,  2005, the court granted a motion to dismiss the lawsuit. The Company
has  filed  an  appeal  to  overturn  the  motion  to  dismiss  the  lawsuit.

     The  Company  intends  to  vigorously prosecute all litigation and does not
believe the outcome of the litigation will have a material adverse effect on the
financial  condition,  results  of  operations  or  liquidity  of  the  Company.
However, it is too early at this time to determine the ultimate outcome of these
matters.

OTHER  LITIGATION

     Other than the above mentioned lawsuits, to the knowledge of the management
of  the  Company,  there are no material legal proceedings pending or threatened
(other  than routine litigation incidental to business) to which the Company (or
any  officer,  director,  affiliate  of  beneficial owner of more than 5% of the
Company's  voting  securities)  is party, or to which property of the Company is
subject.

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

     There  were  no  meetings  of security holders during the period covered by
this  report.

     In  January 2006, without the calling of a formal shareholder's meeting and
by  written  consent  pursuant to the provisions of Title 7, Chapter 78, Section
320  of  the  Nevada  Revised Statutes the following actions were approved, by a
majority  of  the  Company's  shareholders:

     -    a  reverse  1  for  20  split  of  the  Company's  equity;

     -    the amending  and  restatement  of  the  Company's  Articles  of
          Incorporation  to  increase the authorized capital of the Company from
          10,000,000  post-split  shares  to  200,000,000  shares;  and

     -    the change  of  the  name  of  the  Company  from  NanoPierce
          Technologies,  Inc.  to  Vyta  Corp.


                                       12
<PAGE>
                                       PART II

ITEM  5.     MARKET  FOR  REGISTRANT'S  COMMON  EQUITY  AND  RELATED STOCKHOLDER
MATTERS

PRICE RANGE OF COMMON STOCK

     The  Company's  common  stock  is  presently quoted on the over-the-counter
bulletin  board  maintained  by  the National Association of Securities Dealers,
Inc.  (the  "NASD")  under the symbol "VYTC"  The common stock of the Company is
also  traded on the Berlin Exchange, the Frankfurt Exchange, the Munich Exchange
and  the  Xetra  Exchange.

     The following table sets forth the range of high and low quotations for the
common  stock of each full quarterly period during the fiscal year or equivalent
period  for  the  fiscal  periods indicated below.  The quotations were obtained
from  information  published by the NASD and reflect interdealer prices, without
retail  mark-up, markdown or commission and may not necessarily represent actual
transactions.

<TABLE>
<CAPTION>
          2005 FISCAL YEAR         HIGH         LOW
          ------------------       -----       -----
<S>                                <C>         <C>

          September 30, 2004       $2.40       $4.20
          December 31, 2004         3.40        5.00
          March 31, 2005            2.20        6.20
          June 30, 2005             2.00        3.00

          2006 FISCAL YEAR
          ------------------
          September 30, 2005        1.80        1.60
          December 31, 2005         1.20        1.20
          March 31, 2006            1.05        1.05
          June 30, 2006             0.84        0.75
</TABLE>

     As  of June 30, 2006, there were approximately 335 holders of record of the
Company's  common  stock.

DIVIDEND POLICY

     The Company has not paid any cash dividends on its common stock in the past
and  does  not  anticipate  paying  any  dividends  in  the  foreseeable future.
Earnings,  if  any, are expected to be retained to fund future operations of the
Company.  There  can  be no assurance that the Company will pay dividends at any
time  in  the  future.

RECENT SALES OF UNREGISTERED SECURITIES

     Unregistered  sales  for the three years ended June 30, 2004, 2005 and 2006
are  set  forth  below.

<TABLE>
<CAPTION>
                             NUMBER OF
DATE           TITLE          SHARES                     HOLDER                     CONSIDERATION
<S>        <C>           <C>               <C>                               <C>
7/21/2003  Common Stock            38,462          Neptune Investments                $100,000
7/22/2003  Common Stock             5,000             Gary Thompson              Outstanding Invoice
7/22/2003  Common Stock             5,000             Charles Lowe               Outstanding Invoice
1/16/2004  Common Stock               829          Patricia Schonebaum       Cashless Exercise of Warrant
2/2/2004   Common Stock               895  Vail Valley Emergency Physicians  Cashless Exercise of Warrant


                                       13
<PAGE>
                             NUMBER OF
DATE           TITLE          SHARES                     HOLDER                     CONSIDERATION

2/26/2004  Common Stock             7,530          Hamilton Fund, LLC        Cashless Exercise of Warrant
6/27/2005  Common Stock            50,000            Lyons Capital               Consulting Agreement
</TABLE>

Exemption  From  Registration  Claimed

     The  above  issuance by the Company of its unregistered securities was made
by  the  Company in reliance upon Section 4(2) of the Securities Act of 1933, as
amended  (the  "Act").  The entities/individuals that purchased the unregistered
securities  were  known  to the Company and its management, through pre-existing
business  relationships.  The  entities/individuals  were provided access to all
material  information  which  they  requested,  and all information necessary to
verify  such information and was afforded access to management of the Company in
connection  with  the  issuance.  The  holder  of  the  unregistered  securities
acquired such securities for investment and not with a view toward distribution,
acknowledging  such  intent  to  the  Company.  All  certificates  or agreements
representing  such  securities  that  were issued contained restrictive legends,
prohibiting further transfer of the certificates or agreements representing such
securities,  without  such securities either being first registered or otherwise
exempt  from  registration  under  the Act in any further resale or disposition.

ITEM  6.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OR PLAN OF OPERATION

     Certain  statements  contained in this Form 10-KSB contain "forward-looking
statements"  within  the meaning of the Private Securities Litigation Reform Act
of  1995  and involve risks and uncertainties that could cause actual results to
differ  materially  from  the  results,  financial  or  otherwise,  or  other
expectations  described in such forward-looking statements.  Any forward-looking
statement  or statements speak only as of the date on which such statements were
made,  and  the  Company  undertakes no obligation to update any forward-looking
statement  to  reflect  events  or  circumstances  after  the date on which such
statements  are  made  or  reflect  the  occurrence  of  unanticipated  events.
Therefore, forward-looking statements should not be relied upon as prediction of
actual  future  results.

     Our independent registered public accounting firm's report on the Company's
consolidated financial statements as of June 30, 2006, and for each of the years
in  the  two-year  period  then  ended,  includes  a "going concern" explanatory
paragraph,  that  describes  substantial  doubt  about  the Company's ability to
continue  as  a  going  concern.  Management's  plans  in  regard to the factors
prompting  the  explanatory  paragraph are discussed below and also in Note 2 to
Notes  to  the  Consolidated  Financial  Statements.

RESULTS OF OPERATIONS

     During  the  years  ended  June  30,  2006  and  2005,  the Company did not
have  any  revenues  from  operations.

     The  Company  recognized  $72,307 in interest income during the fiscal year
ended  June  30,  2006 compared to $17,672 during the fiscal year ended June 30,
2005.  The  increase of $54,635 is due primarily to the interest earned on loans
to  the  Company's  equity  investee,  BioAgra.

     General  and  administrative expenses during the fiscal year ended June 30,
2006 were $893,061 compared to $872,203 for the fiscal year ended June 30, 2005.
The  increase  of  $20,858  is  mainly  attributable  to decreases in consulting
expenses,


                                       14
<PAGE>
rent  expenses,  commission expenses and public relations expenses, offset by an
increase  in  legal  expenses  and  accounting  expenses.

     During  the  fiscal  year ended June 30, 2006, the Company recognized a net
loss  of  $2,407,821  compared  to a net loss of $997,616 during the fiscal year
ended  June  30,  2005.  The  increase of $1,410,205 primarily resulted from the
increase  of  $1,253,879  in the equity losses of affiliates, as a result of the
Company  recording  100%  of  the  losses incurred by BioAgra, combined with the
$226,057  increase in interest expense resulting primarily from non-cash expense
recorded  for  warrants  and common stock issued with notes payable, offset by a
$120,788  gain on the extinguishment of liabilities during the fiscal year ended
June  30,  2006.

     The  Company  recorded  a  net  loss  applicable  to common shareholders of
$3,907,821  during  the year ended June 30, 2006.  As a result of the beneficial
conversion  feature  of  $1,500,000  related  to  preferred  stock.

LIQUIDITY AND FINANCIAL CONDITION

     Net cash used in operating activities in 2006 was $878,306, compared to net
cash  used  in  operating  activities in 2005 of $544,194. In 2006, the net cash
used  represented  a  net  loss  of  $2,407,821, adjusted certain non-cash items
consisting  of  the  amortization and depreciation expense of $34,571, equity in
losses  of  equity  investees  of  $1,398,202,  gain  on  the  extinguishment of
liabilities  of $120,788, amortization of discounts on notes payable of $213,860
and  a  loss  on  the  revaluation of derivative warrant liabilities of $74,295.

     In  2005,  the  net  cash used represented a net loss of $997,616, adjusted
certain  non-cash  items  consisting of amortization and depreciation expense of
$14,758,  equity  in  losses  of  equity  investees of $144,323, amortization of
discounts  on  notes  payable  of  $7,272  and  a provision for a loss on a note
receivable  of  $35,000.

     During  the  fiscal  year  ended June 30, 2006, the Company raised $632,372
cash  through  the  sale  of  790,467  shares of our restricted common stock and
warrants  to  purchase  746,717  shares  of  our  restricted  common  stock.

     During  the  fiscal year ended June 30, 2006, the Company raised $1,535,000
cash  through the exercise of 1,535,000 warrants with an exercise price of $1.00
per  share.

     During  the  fiscal  year  ended June 30, 2006, the Company purchased a 50%
equity  interest  in  BioAgra  for  $905,000  cash  (which includes the $405,000
advanced  to  Xact  Resources  during the fiscal year ended June 30, 2005) and a
note  payable  of  $595,000  which  was  paid  in  full  in  September  2005.

     During  the fiscal year ended June 30, 2006, the Company completed the sale
of  200,000  shares  of  our  series  A preferred stock for $1,500,000 cash.  In
February  2006,  Arizcan  converted  the  200,000 shares of preferred stock into
15,000,000  shares  of  the Company's restricted common stock.  Upon conversion,
Arizcan  held  approximately  67%  of  our  issued and outstanding common stock.

     During  the  fiscal year ended June 30, 2006, the Company loaned $1,686,570
to  BioAgra  through  a series of secured, 7.5% promissory notes, which were due
over  a  period  from June 30, 2006 through October 31, 2006.  On June 26, 2006,
the  Company  agreed to combine all of the promissory notes and accrued interest
of  $40,257  into a $1,726,827 secured, 7.5% promissory note with payments to be
made  monthly  starting  October 31, 2006.  Through October 31, 2007, the entire
loan  balance  is  classified as a non-current asset at June 30, 2006 as BioAgra
has  not  generated  cash  flow  since  its inception.  The funds were loaned to
facilitate  BioAgra's


                                       15
<PAGE>
completion  of its first production line and to support operations as product is
sold.  The  promissory  note  is  collateralized  by all equipment, furnishings,
present  and  future  accounts,  collateral securing such accounts, tangible and
intangible  personal property and any proceeds from any of the foregoing located
on  BioAgra's premises.  Additionally, the promissory note is to be paid in full
prior  to  any  disbursements being made to the members of the joint venture. At
June  30,  2006,  interest  of  $1,064  was  accrued.  During  the quarter ended
September  30, 2006, the Company has advanced an additional $191,250 to BioAgra.

     During  the fiscal year ended June 30, 2005, the Company loaned $314,000 to
a  unrelated  third  party  and  received  a  payment of $50,000, which included
interest  of  $11,442  during the same period. During the fiscal year ended June
30,  2005,  the Company loaned Intercell $35,000. In March 2005, Intercell filed
for  protection  under  Chapter  11  of the US Bankruptcy Code.  The Company has
recorded  a  provision  for  this  note  receivable  of  $35,000.

     During  the  fiscal  year  ended  June  30,  2005,  in  connection  with an
investment  in  BioAgra,  the  Company  advanced  Xact  Resources  International
$405,000  to  be used for the purchase of a 50% equity interest in BioAgra, LLC.
for  $1.5  million  cash.  The  purchase  was  completed  in  August  2005.

     During  the  fiscal year ended June 30, 2005, the Company received $112,800
(net  of  $7,200  of offering costs) in connection with the exercise of warrants
for  1,200,000  shares  of  the  Company's  common  stock.

     During the fiscal year ended June 30, 2005, the Company received $41,000 in
exchange  for  an  unsecured  5% note payable from Mr. Metzinger, an officer and
director  of  the  Company.  In  August  2005,  the  note  was  paid  in  full.

     During  the  fiscal year ended June 30, 2005, the Company received $150,000
in  exchange  for  an  unsecured 15% per quarter, note payable from an unrelated
third party.  In connection with the note the Company issued 2,000,000 shares of
its  restricted  common stock (1,000,000 shares were issued in June 2005 and the
remaining  1,000,000 shares were issued in July 2005) with a relative fair value
of  $81,718,  to be amortized over the term of the note.  The note was repaid in
full  in  September  2005.

     During the fiscal year ended June 30, 2005, the Company received $25,000 in
exchange  for  an  unsecured  %8 per annum note payable, from an unrelated third
party.  In  connection  with the note the Company issued 1,500,000 shares of its
restricted  common stock (issued in July 2005) with a relative value of $21,428,
to  be amortized over the term of the note.  The note was paid in full in August
2005.

     During  the  year  ended  June  30,  2006,  the  Company  did  not have any
significant  operations,  and  management of the Company spent a majority of the
fiscal  year,  restructuring  the  Company  and raising additional funds for the
BioAgra  investment. During the 2007 fiscal year the Company intends to continue
its  efforts  to  aid  BioAgra  with  the  continuing  development of its sales,
nationally  and internationally in other animal feed markets, such as the equine
and  the  swine  markets.

     The  Company intends to raise additional funds to support operations of the
Company  during  the  2007  fiscal  year.  Such funds are to be raised through a
private  offering  of  preferred stock, the terms of which are in the process of
being  finalized.


                                       16
<PAGE>
     To  the  extent  the  Company's  operations  are not sufficient to fund the
Company's  capital  requirements  the  Company  may  enter into a revolving loan
agreement  with  financial  institutions or attempt to raise capital through the
sale  of  additional  capital  stock  or  through  the issuance of debt.  At the
present  time  the  Company  does  not  have a revolving loan agreement with any
financial  institution nor can the Company provide any assurance that it will be
able  to  enter  into any such agreement in the future or be able to raise funds
through  the  further  issuance  of  debt  or  equity  in  the  Company.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In  December 2004, the Financial Accounting Standards Board ("FASB") issued SFAS
No.  123(R), Share-Based Payment, which addresses the accounting for share-based
payment  transactions.  SFAS  No.  123(R)  eliminates the ability to account for
share-based  compensation  transactions  using  APB  25,  and generally requires
instead  that  such transactions be accounted and recognized in the statement of
operations  based on their fair value. SFAS No. 123(R) will be effective for the
Company  beginning  with the first fiscal quarter of the fiscal year ending June
30,  2007. As the company currently has no un-vested options, the implementation
of  this  standard  is not expected to have an immediate impact on the Company's
financial  position  and  results  of  operations.

     In  February  2006, the FASB issued SFAS 155, Accounting for Certain Hybrid
Financial  Instruments,  which  amends  SFAS  133,  Accounting  for  Derivative
Instruments  and  Hedging Activities, and SFAS 140, Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities - a replacement
of  FASB  Statement  No. 125. SFAS 155 will be effective for the Company for all
financial  instruments  issued  or  acquired after the beginning its fiscal year
ending June 30, 2008. We have not yet evaluated and determined the likely effect
of  SFAS  155  on  our  future  financial  statements.

     In  June  2006,  the  FASB  issued  Interpretation  No.  48, Accounting for
Uncertainty  in Income Taxes - An Interpretation of FASB Statement No. 109, (FIN
48).  FIN 48 clarifies the accounting for uncertainty in income taxes recognized
in  an  enterprise's  financial statements in accordance with FASB Statement No.
109, Accounting for Income Taxes. FIN 48 also prescribes a recognition threshold
and  measurement  attribute  for  the  financial  statement  recognition  and
measurement of a tax position taken or expected to be taken in a tax return that
results  in  a  tax  benefit.  Additionally,  FIN  48  provides  guidance  on
de-recognition,  income  statement  classification  of  interest  and penalties,
accounting  in  interim periods, disclosure, and transition. This interpretation
is  effective  for  the  Company  for  its fiscal year ending June 30, 2008. The
Company  has  not  yet  evaluated  the effect that the application of FIN 48 may
have,  if  any,  on  its  future  results of operations and financial condition.

CRITICAL ACCOUNTING ESTIMATES AND POLICIES

     The  discussion  and  analysis  of  our  financial condition and results of
operations are based upon our consolidated financial statements, which have been
prepared  in  accordance  with  accounting  principles generally accepted in the
United States of America. The preparation of these financial statements requires
us  to  make  estimates and judgments that affect the reported amounts of assets
and  liabilities,  revenues  and  expenses and related disclosures of contingent
assets  and  liabilities.  On  an  on-going  basis,  we  evaluate our estimates,
including  those  related  to  deferred  revenues; depreciation or fixed assets,
valuation  of  intangible  assets  such  as our intellectual property, financing
operations,  currency  valuations  and contingencies and litigation. We base our
estimates  on  historical  experience  and on various other assumptions that are
believed to be reasonable under the circumstances, the results of which form the
basis  for  making judgments about the carrying values of assets and liabilities
that are not readily apparent from other sources. Actual results may differ from
these  estimates  under  different  assumptions  or  conditions.

     The  Company  believes  that the following are some of the more significant
accounting  policies  and  methods  used  by  the  Company:

          -     stock  based  compensation;
          -     value  of  long-lived  assets;
          -     equity  method  investments;
          -     international  operations;
          -     revenue  recognition  and  deferred  revenue;
          -     litigation;  and
          -     contractual  obligations.

Stock-based  compensation

     SFAS  No.  123,  Accounting  for  Stock  Based  Compensation,  defines  a
fair-value-based  method  of  accounting  for  stock-based employee compensation
plans  and  transactions  in  which  an  entity issues its equity instruments to
acquire  goods  or


                                       17
<PAGE>
services  from  non-employees,  and encourages but does not require companies to
record  compensation  cost  for  stock-based employee compensation plans at fair
value.

     The  Company  has  chosen  to account for employee stock-based compensation
using  the  intrinsic  value  method  prescribed  in Accounting Principles Board
Opinion  No.  25  (APB  No.  25),  Accounting for Stock Issued to Employees, and
related  interpretations.  Accordingly,  employee  compensation  cost  for stock
options  is  measured  as the excess, if any, of the estimated fair value of the
Company's stock at the date of the grant over the amount an employee must pay to
acquire  the  stock.

     In  December 2004, the Financial Accounting Standards Board ("FASB") issued
SFAS  No.  123(R),  Share-Based  Payment,  which  addresses  the  accounting for
share-based  payment  transactions.  SFAS  No.  123(R) eliminates the ability to
account  for  share-based  compensation transactions using APB 25, and generally
requires  instead  that  such  transactions  be  accounted and recognized in the
statement  of  operations  based  on  their fair value.  SFAS No. 123(R) will be
effective  for the Company beginning with the first fiscal quarter of the fiscal
year  ended  June 30, 2007.    Depending upon the number of and terms of options
that may be granted in future periods, the implementation of this standard could
have  a  significant  impact  on the Company's financial position and results of
operations  in  future  periods.

Valuation  of  long-lived  assets

The  Company  assesses  the  impairment  of long-lived assets whenever events or
changes  in  circumstances  indicate  that  the  carrying  value  may  not  be
recoverable.  Factors  the  Company  considers  important which could trigger an
impairment  review  include  negative  projected  operating  performance  by the
Company  and significant negative industry or economic trends.  The Company does
not  believe  that there has been any impairment to long-lived assets as of June
30,  2006.

Equity  method  investments

Entities  where the Company can exercise significant influence, but not control,
are  accounted  for  under  the equity method of accounting.  Whether or not the
Company  exercises significant influence with respect to a company depends on an
evaluation  of  several  factors  including, among others, representation on the
company's  board of directors and ownership level, generally 20% to 50% interest
in  the voting securities of the company including voting rights associated with
the Company's holdings in common, preferred and other convertible instruments in
the  company.  Under the equity method of accounting, the Company's share of the
earnings  or  losses  of these companies is included in the equity income (loss)
section  of  the  consolidated  statements  of  operations.

A  loss  in  value  of  an  investment that is other than a temporary decline is
recognized  as  a  charge  to  operations.  Evidence  of  a  loss in value might
include,  but  would  not  necessarily  be  limited to, absence of an ability to
recover  the  carrying  amount of the investment or inability of the investee to
sustain  an  earnings  capacity  that  would  justify the carrying amount of the
investment.

International  operations

     The  Company's  foreign equity investee (ExypnoTech) operations are located
in  Germany.  ExypnoTech transactions are conducted in currencies other than the
U.S.  dollar,  (the  currency  into which the subsidiaries' historical financial
statements  have  been translated) primarily the Euro.  As a result, the Company
is  exposed  to  adverse  movements  in  foreign  currency  exchange  rates.  In
addition,  foreign  political and economic environment, trade barriers, managing
foreign  operations  and  potentially  adverse  tax  consequences.  Any of these
factors  could  have  a  material


                                       18
<PAGE>
adverse  effect on the Company's financial condition or results of operations in
the  future.

Revenue  recognition  and  deferred  revenue

     The  Company's  revenue  recognition  policy  is significant because future
revenue  could be a key component of its results or operations.  Revenue results
are  difficult  to predict, and any shortfall in revenue or delay in recognizing
revenue  could  cause  operating  results  to  vary  significantly.

Litigation

     The  Company is involved in certain legal proceedings, as described in Item
3 of this report and Note 9 to the consolidated financial statements included in
this  report.

     The  Company  intends  to  vigorously prosecute these legal proceedings and
does  not  believe the outcome of these proceedings will have a material adverse
effect  on  the  financial  condition, results of operations or liquidity of the
Company.  However,  it  is  too  early  at  this  time to determine the ultimate
outcome  of  these  matters.

Contractual  obligations

     For  more information on the Company's contractual obligations on operating
leases,  refer  to  Note  9 of the consolidated financial statements included in
this  report.  At  June  30,  2006,  the  Company's  commitments  under  these
obligations  were  as  follows:

<TABLE>
<CAPTION>
                                                OPERATING LEASES
                                                -----------------
<S>                                             <C>
               Year ending June 30,
                       2007                     $          39,822
                       2008                                38,211
                       2009                                39,415
                       2010                                40,618
                       2011                                20,761
                                                -----------------
                                                $         178,827
                                                =================
</TABLE>

ITEM  7.     FINANCIAL  STATEMENTS

     The  consolidated  financial  statements  and related financial information
required  to  be  filed  are  indexed  on  page F-1 and are incorporated herein.

ITEM  8.     CHANGES  IN  AND  DISAGREEMENTS  WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL  DISCLOSURE

     None.

ITEM  8A.     CONTROLS  AND  PROCEDURES

     As  of  the end of the period covered by this Annual Report on Form 10-KSB,
the  Company  carried  out  an  evaluation,  under  the supervision and with the
participation  of  the  Company's  President and Chief Financial Officer, of the
effectiveness  of  the design and operation of the Company's disclosure controls
and  procedures  (as such term is defined in Rules 13a-14(c) and 15d-14(c) under
the  Securities  Exchange  Act  of 1934, as amended (the "Exchange Act").  Based
upon such evaluation, such officers have concluded that the Company's disclosure
controls  and  procedures  are


                                       19
<PAGE>
effective  as  of  the  end  of the period covered by this annual report on Form
10-KSB  in alerting them, on a timely basis, to material information relating to
the Company required to be included in the Company's periodic SEC filings and to
ensure  that  information required to be disclosed in the Company's periodic SEC
filings  is  accumulated and communicated to the Company's management, including
its  President  and Chief Financial Officer, to allow timely decisions regarding
required  disclosure.

     There  was  no  change  to  the  Company's internal controls over financial
reporting  during  the  fiscal  quarter  ended June 30, 2006 that has materially
affected,  or  is reasonably likely to materially affect, the Company's internal
controls  over  financial  reporting.

ITEM  8B.     OTHER  INFORMATION

None.

                                    PART III

ITEM  9.     DIRECTORS  AND  EXECUTIVE  OFFICERS  OF  THE  COMPANY

FINANCIAL  EXPERT

     The  Company's  Board  of  Directors  does  not have a designated Financial
Expert,  as  defined  by  the  SEC,  due  to  factors  including  the  Company's
operational  status,  and  the  limited  number  of  transactions,  accounts and
balances  that  the  Company maintains.  In addition, the estimates of cost that
the  Company  would  be  required  to  incur  in  identifying  and designating a
Financial  Expert  are  deemed  not  to  be in the best interest of the Company.

EXECUTIVE OFFICERS AND DIRECTORS

     The  executive officers, directors and significant employees of the Company
are  as  follows:

<TABLE>
<CAPTION>
      NAME AND AGE                    POSITION                     PERIOD
      ------------                    --------                     ------
<S>                          <C>                         <C>
Paul H. Metzinger (67)       Director, President, and    December 1998 to present
                             Chief Executive Officer,
                             Manager & Vice President    August 15, 2006 to present
                             of BioAgra
Dr. Herbert J. Neuhaus (45)  Director, Former Executive  January 1999 to present
                             Vice President of
                             Technology & Marketing

Kristi J. Kampmann (33)      Chief Financial Officer,    October 1999 to present
                             Secretary                   February 1998 to present
                             Chief Financial Officer,    August 15, 2006 to present
                             BioAgra
Dr. Robert Shaw (66)         Director                    October 2000 to present

John Hoback (66)             Director                    April 2002 to present
</TABLE>

     The directors hold office until the next annual meeting of shareholders and
until  their  successors  have  been  duly  elected and qualified.  The Board of
Directors  elects  the  officers at its annual meeting immediately following the
shareholders  annual  meeting  and  hold office until they resign or are removed
from office.  There are no family relationships that exist between any director,
executive  officer,  significant  employee  or person nominated or chosen by the
Company  to become a director of executive officer.  The Company has established
audit,  incentive  compensation  and  nominating  committees,  consisting of the
independent  directors.


                                       20
<PAGE>
    BIOGRAPHICAL INFORMATION ON OFFICERS, DIRECTORS AND SIGNIFICANT EMPLOYEES

     PAUL H. METZINGER.  Mr. Metzinger was President and Chief Executive Officer
of the Company from February 26, 1998 to May 6, 1998 and has served in that same
capacity  from  December  1,  1998  to  present.  He  has been a director of the
Company  since February 26, 1998.  He has served as a Manager and Vice President
of  BioAgra  since  August  15,  2005.  He  served  as  the  General  Manager of
NanoPierce  Card  from January 2000 to June 2003.  In addition, he served as the
President,  Chief  Executive  Officer  and a Director of Intercell International
Corporation  from June 1996 to October 2003 and from September 30, 2004 to March
16, 2005.  Prior to becoming a director and officer of the Company and Intercell
International  Corporation,  Mr. Metzinger served as Intercell's General Counsel
and  practiced  securities  law  in  Denver,  Colorado  for  over 32 years.  Mr.
Metzinger  received his J.D. degree in 1967 from Creighton University Law School
and  his  L.L.M.  from  Georgetown  University  in  1969.

     On  March 16 2005, Intercell International Corporation filed for protection
under the Chapter 11 of the United States Bankruptcy Code. In April 5, 2006, the
United  States  Bankruptcy  Court  for  the  District of Colorado, dismissed the
Chapter  11  bankruptcy  proceedings.

     HERBERT  J.  NEUHAUS,  PH.D.  Dr.  Neuhaus  has  been  the  Executive  Vice
President  of  Marketing  and  Technology  and  a  Director of the Company since
January  1,  1999.  He  has  been  the  President and Chief Executive Officer of
NanoPierce  Connection  since January 2002. Dr. Neuhaus previously served as the
Managing  Director  of Particle Interconnect Corporation from August 18, 1997 to
November  1,  1997.  From August 1989 to August 1997, he was associated with the
Electronic  Material Venture Group in the New Business Development Department of
Amoco  Chemical  Company,  Naperville,  Illinois.  While  associated  with Amoco
Chemical  Company  he  held  among  other  positions:  Business  Development
Manger/Team Leader; Project Manager --High Density Interconnect; Product Manager
MCM  Products  and  as  a  research  scientist.

     Dr.  Neuhaus  received  his  Ph.D. degree in Physics form the Massachusetts
Institute  of Technology, Cambridge, Massachusetts in 1989 and his BS in Physics
from  Clemson  University,  Clemson,  South  Carolina  in  1980.

     KRISTI J. KAMPMANN.  Ms. Kampmann was appointed the Chief Financial Officer
of  the  Company  on  October  15, 1999.  Ms. Kampmann has been Secretary of the
Company since February 1998. Ms. Kampmann has served as a manager of ExypnoTech,
LLC  since  June  2004. She has served as the Chief Financial Officer of BioAgra
since  August  15,  2005.  She  has  served  as  the  Chief Financial Officer of
Intercell  International  Corporation  since October 1, 2003 and as Secretary of
Intercell  International  Corporation since July 28, 1999.  Since June 1997, she
has  been  the administrative assistant to the Chief Executive Officer and Chief
Financial  Officer;  in  addition, during the same period she served in the same
capacity  to  the Chief Executive Officer of Intercell.  From April 1996 to June
1997,  she  served  as  a  paralegal  and  administrative  assistant for Paul H.
Metzinger,  P.C.  Ms.  Kampmann received an MBA from the University of Colorado,
Denver  in  December  2001.  Ms.  Kampmann  graduated  from the Denver Paralegal
Institute in 1996 and received a B.A. from the University of Minnesota in Morris
in  1995,  majoring  in  Political  Science with a minor in Business Management.

     On  March 16 2005, Intercell International Corporation filed for protection
under the Chapter 11 of the United States Bankruptcy Code. In April 5, 2006, the
United  States  Bankruptcy  Court  for  the  District of Colorado, dismissed the
Chapter  11  bankruptcy  proceedings.

     DR. ROBERT SHAW.  Dr. Shaw has been a director of the Company since October
31,  2000.  Dr.  Shaw currently is an Assistant Professor of Physics at Farleigh
Dickinson  University  where  he has served on the faculty since September 1988.
Dr. Shaw also performs professional research in his academic areas of specialty,
and  has  held,  among others, the positions of Research Chemist at the American
Cyanamid  Research  Laboratories,  Stamford;  Senior Research Physicist at Exxon
Research  and  Engineering Company; Manager of New Business Development at Exxon
Enterprises,  Exxon  Corporation,  New  York,  NY;  and President of Robert Shaw
Associates,  Inc.,  Chatham,  NJ.


                                       21
<PAGE>
     Dr.  Shaw  received  his  Ph.D.  in  Solid  State  Physics  form  Cambridge
University,  Cambridge,  England.  He  was  among  the first to conduct academic
research  on  electronic  conduction mechanisms in amorphous semiconductors.  He
received  a  B.S.  in  Inorganic  Chemistry with a minor in Nuclear Physics from
North  Carolina  State  University,  Raleigh,  NC.

     JOHN  HOBACK.  Mr.  Hoback  has  been a director of the Company since April
2002.  Mr.  Hoback  currently  serves  as  the  President  of  Z&H  Enterprises
Solutions,  Ltd., which position he has held since 2000.  Among other positions,
Mr.  Hoback was the Director of Marketing and Sales of CTS from 1999 to 2000 and
was  the  Venture  Manager of Electronics with Amoco Chemical from 1988 to 1999.

CODE  OF  ETHICS

     The  Company  in  January 2004 adopted a Code of Ethics that applies to the
Chief  Executive  Officer,  Chief  Financial  Officer,  Controller,  Principal
Accounting  Officer  and  those  employees  performing  similar  functions.


                                       22
<PAGE>
ITEM 10 EXECUTIVE COMPENSATION

     The  following table sets forth certain information concerning compensation
paid  by the Company to the Chief Executive Officer and the Company's three most
highly  compensated executive officers for the fiscal years ended June 30, 2006,
2005  and  2004  (the  "Named  Executive  Officers"):

<TABLE>
<CAPTION>
                                             SUMMARY COMPENSATION TABLE
                                             --------------------------
                                ANNUAL COMPENSATION                            LONG TERM COMPENSATION
                 ----------------------------------------------  ----------------------------------------------------
                                                                          AWARDS                     PAYOUTS
                                                                 -------------------------  -------------------------
                                                       OTHER                   SECURITIES
                                                      ANNUAL      RESTRICTED   UNDERLYING       LTIP       ALL OTHER
NAME & PRINCIPAL            SALARY       BONUS       COMPENSA       STOCK       OPTIONS/      PAYOUTS      COMPENSA-
    POSITION       YEAR       ($)         ($)          TION       AWARDS ($)    SARS (#)        ($)          TION
<S>              <C>       <C>        <C>           <C>          <C>           <C>          <C>           <C>
Paul H.
Metzinger,           2006  $ 105,000  $        -0-  $       -0-  $        -0-          -0-  $        -0-  $       -0-
Director,            2005  $ 136,785  $        -0-  $       -0-  $        -0-          -0-  $        -0-  $       -0-
President &          2004  $ 114,583  $        -0-  $       -0-  $        -0-          -0-  $        -0-  $       -0-
CEO(1)

Dr. Herbert J.
Neuhaus,             2006  $     -0-  $        -0-  $       -0-  $        -0-          -0-  $        -0-  $       -0-
Director, Ex. VP     2005  $     -0-  $        -0-  $       -0-  $        -0-          -0-  $        -0-  $       -0-
of Technology &      2004  $  16,668  $        -0-  $       -0-  $        -0-          -0-  $        -0-  $       -0-
Marketing, (2)

Kristi J.            2006  $  78,125  $        -0-  $       -0-  $        -0-          -0-  $        -0-  $       -0-
Kampmann, Chief      2005  $  80,625  $        -0-  $       -0-  $        -0-          -0-  $        -0-  $       -0-
Financial            2004  $  37,492  $        -0-  $       -0-  $        -0-          -0-  $        -0-  $       -0-
Officer &
Secretary(3)
------------------
(1)  Paul  Metzinger  has  served  as President & CEO since December 1998. He is
compensated  pursuant to a written Employment Agreement, dated March 15, 2004 at
an annual salary of $150,000. Over the three year period Mr. Metzinger has taken
salary  cuts  when  necessary.
(2)  Dr.  Neuhaus  has  served as the Executive Vice President of Technology and
Marketing  since  January 1999. He served as the President and CEO of NanoPierce
Connection from January 2002 to September 2003. He was compensated pursuant to a
written  Employment  Agreement,  dated  January  2002  at  an  annual  salary of
$200,000.  This  employment  agreement  was terminated in September 2003 and Dr.
Neuhaus  is  no  longer  a paid employee of the Company and/or its subsidiaries.
(3)  Kristi  Kampmann  has  served  as the Chief Financial Officer since October
1999. She is compensated pursuant to a written Employment Agreement, dated March
15,  2004.  During  the  year ended June 30, 2005, Ms. Kampmann received a gross
monthly  salary  of  $7,500 for 7 months, in March 2005 it was reduced to $6,250
per  month.
</TABLE>

     The  foregoing  compensation table does not include certain fringe benefits
made  available  on  a  nondiscriminatory basis to all Company employees such as
group  health  insurance,  dental  insurance,  long-term  disability  insurance,
vacation  and  sick  leave.  In  addition,  the  Company makes available certain
non-monetary  benefits  to  its  executive officers with a view to acquiring and
retaining  qualified  personnel  and  facilitating job performance.  The Company
considers  such  benefits  to  be  ordinary  and  incidental  business costs and
expenses.  The  aggregate  value  of such benefits in the case of each executive
officer  listed  in  the  above table, which cannot be precisely ascertained but
which  is  less  than  10%  of the cash compensation paid to each such executive
officer,  is  not  included  in  such  table.


                                       23
<PAGE>
                             OPTION/SAR GRANTS TABLE

     There  were  no grants of stock options to the Company's executive officers
during  the  fiscal  year  ended  June  30,  2006.

             AGGREGATED OPTION/SAR EXERCISES IN LAST FISCAL YEAR AND
                        FISCAL YEAR END OPTION/SAR VALUES

     The  following table provides information relating to the exercise of stock
options  during  the  fiscal year ended June 30, 2006 by the Company's executive
officers  and  the  2006  fiscal  year-end  value  of  unexercised  options.

<TABLE>
<CAPTION>
               SHARES       VALUE    NUMBER OF SECURITIES UNDERLYING        VALUE OF UNEXERCISED
            ACQUIRED ON   REALIZED      UNEXERCISED OPTIONS/SARS          IN-THE-MONEY OPTIONS/SAR
   NAME     EXERCISE (#)     ($)                AT FY-END                       AT FY-END ($)

                                        EXERCISABLE/UNEXERCISABLE         EXERCISABLE/UNEXERCISABLE
                                     -------------------------------  ---------------------------------
<S>         <C>           <C>        <C>                              <C>
Paul H.
Metzinger         0           0                 90,000/0                           $72,000/0

Dr. Herbert
J. Neuhaus        0           0                 67,500/0                           $54,000/0

Kristi
J.Kampmann        0           0                 10,000/0                            $8,000/0

(1)  The  average of the closing bid and asked price of the Common Stock on June
30,  2006  ($0.80)  was  used  to  calculate  the  option  value.
</TABLE>

EMPLOYMENT AGREEMENTS

     On  March  15,  2004, the Company entered into an employment agreement with
Paul  H.  Metzinger  to  serve  as  President and Chief Executive Officer of the
Company.  The  employment  agreement  with Mr. Metzinger expires March 14, 2008.
Pursuant to his employment agreement, the Company agreed to pay Mr. Metzinger an
annual  salary  of  $150,000.  In March 2005, Mr. Metzinger took a salary cut to
receive  an  annual  salary  of  $105,000.

     On  March  15,  2004, the Company entered into an employment agreement with
Kristi  J. Kampmann to serve as the Chief Financial Officer of the Company.  The
employment  agreement  with Ms. Kampmann expires on March 14, 2008.  Pursuant to
her  employment  agreement,  the  Company  agreed  to pay Ms. Kampmann an annual
salary of $30,000.  During the year ended June 30, 2005, Ms. Kampmann received a
salary increase for an annual salary of $90,000, but in March 2005 took a salary
cut  to  receive  an  annual  salary  of  $75,000.

     In connection with the Employment Agreements, generally, the Company or the
employee  may  terminate  the  Employment  Agreement at any time with or without
cause.  In the event the Company terminates an Employment Agreement for cause or
the employee terminates his or her Employee Agreement without cause, all of such
employee's rights to compensation would cease upon the date of such termination.
If  the  Company  terminates  an  Employment  Agreement  without cause, the such
employee  terminates  his or her Employment Agreement for cause, or in the event
of  a  change  in  control,  the Company is required to pay to such employee all
compensation  and  other benefits that would have accrued and/or been payable to
that  employee  during  the  full  term  of  the  Employment  Agreement.


                                       24
<PAGE>
     A change of control is considered to have occurred when, as a result of any
type of corporate reorganization, execution of proxies, voting trusts or similar
arrangements,  a  person  or  group  of  persons (other than incumbent officers,
directors and principal shareholders of the Company) acquires sufficient control
to  elect more than a majority of the Company's Board of Directors, acquires 50%
or  more  of  the  voting shares of the Company, or the Company adopts a plan of
dissolution of liquidation.  The Employment Agreement also include a non-compete
and  nondisclosure  provisions in which each employee agrees not to compete with
or  disclose  confidential  information  regarding  the Company and its business
during  the  term  of  the  Employment  Agreement  and  for a period of one year
thereafter.

COMPENSATION PURSUANT TO PLANS

     STOCK  OPTION PLANS. The Company has two Stock Option Plans. As of June 30,
2006,  311,127  options are outstanding under the 1998 Compensatory Stock Option
Plan and 87,000 options are outstanding under the 2000 Compensatory Stock Option
Plan, for a total of 398,127 options are outstanding. A total of 398,127 options
are  exercisable  at  June  30,  2006, under these plans. During the fiscal year
ended  June  30,  2006,  the  Company did not grant any options. The Company has
reserved 375,000 shares of common stock for issuance under the 1998 Compensatory
Stock  Option  Plan.  In January 2002, the Company's Board of Directors passed a
resolution  closing  the 1998 Compensatory Stock Option Plan for issuance of new
options.  The  Company  has reserved 250,000 shares of common stock for issuance
under  the  2000  Compensatory  Stock  Option  Plan.

     During  the  fiscal  year ended June 30, 2006, there was no action taken to
reprice  any  options  held  by  any  officers,  directors  or  employees.

COMPENSATION  OF  DIRECTORS

     The  Company  holds quarterly meetings of the board of directors.  Although
the  Company  does  not  have  any  standard  arrangements pursuant to which our
directors  are  compensated  for  any  services  provided  as  a director or for
attendance  at meetings of the board of directors, if the financial situation of
the  Company  is adequate, the Company compensates directors $1,000 per meeting,
plus  reasonable  travel  expenses.

     During the fiscal year ended June 30, 2006, the officers and directors were
not  compensated  for  attendance  at  board  meetings.


                                       25
<PAGE>
ITEM  11.     SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED  STOCK  HOLDER  MATTERS

BENEFICIAL OWNERSHIP

     The following table sets forth certain information regarding the beneficial
ownership  of  outstanding  shares  of the Company's common stock as of June 30,
2006  on  a  fully diluted basis, by (a) each person known by the Company to own
beneficially  5%  or  more  of  the  outstanding shares of common stock, (b) the
Company's  directors, Chief Executive Officer and executive officers whose total
compensation  exceeded  $100,000 for the last fiscal year, and (c) all directors
and  executive  officers  of  the  Company  as  a  group.

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------
    NAME, ADDRESS & NATURE OF
        BENEFICIAL OWNER              TITLE OF CLASS         AMOUNT          PERCENT OF CLASS (7)
----------------------------------  -----------------  ------------------  -----------------------
<S>                                 <C>                <C>                 <C>
The Paul H. Metzinger Trust            Common Stock        191,585(1)               0.64%
Paul H. Metzinger, President &
CEO, Director  370 17th Street,
Suite 3640 Denver, CO 80202
----------------------------------  -----------------  ------------------  -----------------------

The Cheri L. Metzinger Trust           Common Stock        191,585(2)               0.64%
Cheri L. Metzinger, Wife of Paul
H. Metzinger
3236 Jellison Street Wheatridge,
CO 80033
----------------------------------  -----------------  ------------------  -----------------------

Dr. Herbert J. Neuhaus, Director,      Common Stock         67,500(3)               0.23%
770 Maroonglen Court
Colorado Springs, CO 80906
----------------------------------  -----------------  ------------------  -----------------------

Kristi J. Kampmann, Chief              Common Stock         10,955(4)               0.04%
Financial Officer & Secretary
370 17th Street, Suite 3640
Denver, CO 80202
----------------------------------  -----------------  ------------------  -----------------------

Dr. Robert E. Shaw, Director            Options to          20,000(5)               0.07%
8 Nicklaus Court                     purchase Common
Florham Park, NJ 07932                    Stock
----------------------------------  -----------------  ------------------  -----------------------

John Hoback, Director  20 White         Options to          20,000(6)               0.07%
Heron Lake                           purchase Common
East Stroudsburg, PA 18301                Stock
----------------------------------  -----------------  ------------------  -----------------------
Arizcan Properties, Ltd.
77 S. Adams, Suite 906                 Common Stock       8,827,631(7)               29%
Denver, CO 80219
----------------------------------  -----------------  ------------------  -----------------------

All Officers & Directors as a          Common Stock        305,040(8)               1.02%
Group (5 persons)
--------------------------------------------------------------------------------------------------
----------------
(1)  Includes 43,640 common shares held directly and beneficially; 57,945 common
shares  that Mr. Metzinger owns beneficially though his wife and options held by
Mr. Metzinger  consisting  of  options  to purchase 15,000 shares exercisable at
$10.40  per share and options to purchase 75,000 shares exercisable at $6.50 per
share.
(2) Cheri L. Metzinger is the wife of Mr. Paul H. Metzinger, the Chief Executive
Officer  and President of the Company. This includes 57,945 shares held directly
and  beneficially and -common shares and 90,000 common shares subject to options
owned  beneficially  by  her  husband.
(3)  Based on options to purchase 25,000 shares exercisable at $42.50 per share,
options  to  purchase  5,000  shares exercisable at $55.00 per share, options to
purchase  12,500  shares exercisable at $10.40 per share and options to purchase
25,000  shares  exercisable  at  $4.00  per  share.
(4)  Based on 955 common shares and options to purchase 5,000 shares exercisable
at  $16.80 per share, options to purchase 2,500 shares exercisable at $10.40 per
share  and  options  to  purchase  2,500  shares exercisable at $6.50 per share.
(5)  Based on options to purchase 12,500 shares exercisable at $19.40 per share,
options to purchase 2,500 shares exercisable at $13.40 per share, and options to
purchase  5,000  shares  exercisable  at  $40.00  per  share.
(6)  Based  on options to purchase 15,000 shares exercisable at $14.00 per share
and  options  to  purchase  5,000  shares  exercisable  at  $14.00  per  share.
(7)  Based  on  8,327,631 shares of common shares, of which 2,500,000 shares are
held  under  warrant  by  an  unrelated  third  party.
(8)  Based  on  22,643,512 shares of common stock issued and outstanding on June
30,  2006,  assuming  exercise  of  all  398,127  presently exercisable options,
exercise  of  6,953,632 outstanding warrants, and the issuance of 832,290 shares
reserved  in  the  Harvest  Court  Litigation  there  would be 29,995,271 shares
outstanding.  Mr.  Metzinger's  and  Mrs.  Metzinger's  stock  ownership are not
duplicated  in  this  computation.
</TABLE>


                                       26
<PAGE>
SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

     The  following  table  provides  information  as of June 30, 2006 regarding
compensation  plans (including individual compensation arrangements) under which
shares  of  our  common  stock  are  authorized  for  issuance.  No class of our
securities  other  than our common stock or options to purchase our common stock
is  authorized  for  issuance  under  any  of  our  equity  compensation  plans.

<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------
                                                                    Number of securities
                     Number of securities    Weighted-average     remaining available for
                       to be issued upon     exercise price of     future issuance under
                          exercise of           outstanding      equity compensation plans
                     outstanding options,    options, warrants     (excluding securities
   Plan Category      warrants and rights       and rights        reflected in column (a)

                              (A)                   (B)                     (C)
-------------------  ---------------------  -------------------  --------------------------
<S>                  <C>                    <C>                  <C>
Equity
compensation plans
approvedby
security holders               0                     -                       0
-------------------  ---------------------  -------------------  --------------------------
Equity
compensation plans
not approved by
security holders(1)         398,127               $22.00                  226,173
-------------------  ---------------------  -------------------  --------------------------
Total                       398,127               $22.00                  226,173
-------------------------------------------------------------------------------------------
(1)  The material features of the plans not approved by the security holders are
described  herein under "ITEM 10-EXECUTIVE COMPENSATION-Compensation Pursuant to
Plans."
</TABLE>


                                       27
<PAGE>
ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

     In December 2005 and January 2006, Mr. Metzinger and Ms. Kampmann agreed to
cancel  certain  options  held  by  them.

     In  June 2005, Mr. Metzinger loaned the Company $41,000, in exchange for an
unsecured  5%  note  payable due December 31, 2005.  In August 2005, the Company
paid  the  outstanding  principal  balance of this note and all accrued interest
thereon  in  full.

     In  March  2004,  the  Company  entered  into  employment  agreements,  as
previously  discussed,  with  Mr.  Metzinger,  the President and Chief Executive
Officer  and  a  Director  of  the  Company,  and  with  Ms. Kampmann, the Chief
Financial  Officer  and  Secretary  of  the  Company.

                                    PART IV

ITEM  13.  EXHIBITS

The  following  documents  are  filed  as  a  part  of  this  Report.

     (i)  Financial  Statements.  See  Index  to  Financial  Statements  and
     Schedule  on  page  F-2  of  this  Report.

     (ii)  Exhibits.  The  following  is  a  complete  list of exhibits filed as
     part  of this Form 10-KSB. Exhibit numbers correspond to the numbers in the
     Exhibit  Table  of  Item  601  of  Regulation  S-B.

<TABLE>
<CAPTION>
  EXHIBIT NO.     DESCRIPTION
<S>               <C>
     2            Agreement dated February 26, 1998, by and among the Company,
                  Particle Interconnect Corporation and Intercell Corporation (4)
     2.02         Application and Development Agreement, dated April 15, 1999, by
                  and among the Company and Multitape & Co., Gmbh, KG. (2)
     2.03         Technology Cooperation Agreement, dated May 17, 1999, by and
                  among the Company and Meinen, Zeigel & Co. (2)
     2.04         Technology Development Agreement, dated June 11, 1999, by and
                  among the Company and ORGA Kartensysteme, GmbH. (2)
     2.05         Agreement-In-Principle, dated May 18, 1999, by and
                  among the Company and Cirrex Corporation. (2)
     4.01         The Articles of Incorporation of the Company (3)
     4.02         Amendment to the Articles of Incorporation of the Company filed
                  with the Nevada Secretary of State on March 20, 2002 (3)
     4.03         Amendment to Articles of Incorporation filed with the Nevada
                  Secretary of State on March 20, 2002
     4.04         Certificate of Designation of Rights and Preferences of the
                  Series A Preferred Stock (4)
     4.05         Certificate of Designation of Rights and Preferences of the
                  Series B Preferred Stock (5)
     4.06         Certificate of Designation of Rights and Preferences of the
                  Series C Preferred Stock (5)
     4.07         Form of Common Stock Certificate (3)
     4.08         The Amended and Restated By-laws of the Company (6)
     10.01        Employment Agreement, dated March 15, 2004, between Paul H.
                  Metzinger and the Company (7)


                                       28
<PAGE>
     10.02        Employment Agreement, dated March 15, 2004, between Kristi J.
                  Kampmann and the Company (7)
     10.03        Operating Agreement, dated August 15, 2005, between the Company
                  and Xact Resources International, Inc. for BioAgra, LLC. (8)
     21           Subsidiaries of the Company (1)
     23           Consent of Independent Registered Public Accounting Firm (1)
     31           Certifications pursuant to Section 302 of the Sarbanes-Oxley Act (1)
     32           Certifications pursuant to Section 906 of the Sarbanes-Oxley Act (1)
</TABLE>

___________________
(1)  Filed  herewith.
(2)  Incorporated by reference to the Company's Annual Report on Form 10-KSB for
     the  fiscal  year  ended  June  30,  1999.
(3)  Incorporated by reference to the Company's Annual Report on Form 10-KSB for
     the  fiscal  year  ended  June  30,  1998.
(4)  Incorporated  by  reference  to  the  Company's Current Report on Form 8-K,
     dated  February  26,  1998.
(5)  Incorporated  by  reference  to  the  Company's Current Report on Form 8-K,
     dated  July  23,  1998.
(6)  Incorporated by reference to Amendment No. 1 to the Company's Annual Report
     on  Form  10-KSB  for  the  fiscal  year  ended  June  30,  2003.
(7)  Incorporated  by reference to the Company's Quarterly Report on Form 10-QSB
     for  the  fiscal  quarter  ended  March  31,  2004.
(8)  Incorporated  by  reference  to  the  Company's Current Report on Form 8-K,
     dated  August  12,  2005.

ITEM  14.  PRINCIPAL  ACCOUNTANT  FEES  AND  SERVICES

     The  aggregate  fees  billed and expected to be billed by GHP Horwath, P.C.
(previously  known  as  Gelfond  Hochstadt  Pangburn,  P.C.),  the  Company's
independent  registered public accounting firm, for professional services in the
fiscal  years  ended  June  30,  2006  and  2005  are  as  follows:

<TABLE>
<CAPTION>
-------------------------------------
 Services Rendered    2006      2005
------------------  --------  -------
<S>                 <C>       <C>
Audit Fees          $ 84,350  $50,660

------------------  --------  -------
Audit Related Fees         0        0

------------------  --------  -------
All Other Fees             0        0

-------------------------------------
</TABLE>

     The  engagement  of  the Company's independent registered public accounting
firm  was approved by the Company's audit committee prior to the start of the
audit  for  the  fiscal  year  ended  June  30,  2006.


                                       29
<PAGE>
                                   SIGNATURES

     Pursuant  to  the  requirements  of  Section  13 or 15(d) of the Securities
Exchange  Act  of  1934,  the  registrant caused this report to be signed on its
behalf  by  the  undersigned,  thereunto  duly  authorized.

                                        VYTA  CORP
                                         (a  Nevada  corporation)


     Date:  October  12,  2006            By: /s/ Paul H. Metzinger
                                             ------------------------------
                                           Paul H. Metzinger, Director, Chief
                                           Executive Officer & President


     Date:  October  12,  2006            By: /s/ Kristi J. Kampmann
                                             ------------------------------
                                           Kristi J. Kampmann, Chief Financial
                                           Officer & Chief Accounting Officer


     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:  October  12,  2006            By: /s/ Paul H. Metzinger
                                             ------------------------------
                                           Paul H. Metzinger, Director, Chief
                                           Executive Officer & President


     Date:  October  12,  2006            By: /s/ Herbert J. Neuhaus
                                             ------------------------------
                                           Herbert J. Neuhaus, Director &
                                           Executive Vice-President of
                                           Technology & Marketing


     Date:  October  12,  2006            By:  /s/  Robert  Shaw
                                             ------------------------------
                                           Robert  Shaw,  Director


     Date:  October  12,  2006            By: /s/ John Hoback
                                             ------------------------------
                                           John  Hoback,  Director


                                       30
<PAGE>
SUPPLEMENTAL  INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(D)  OF  THE  EXCHANGE  ACT  BY  NON-REPORTING  ISSUERS

     No  annual  report  covering the Company's fiscal year ended June 30, 2006,
nor  any  proxy  material,  has  been  sent  to security holders of the Company.


                                       31
<PAGE>
<TABLE>
<CAPTION>
                           VYTA CORP AND SUBSIDIARIES
                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS


                                                                Page
                                                                ----
<S>                                                             <C>
Report of Independent Registered Public Accounting Firm          F-1

Consolidated Financial Statements:

  Consolidated Balance Sheet - June 30, 2006                     F-2

  Consolidated Statements of Operations -
    Years ended June 30, 2006 and 2005                           F-3

  Consolidated Statements of Comprehensive Loss -
    Years ended June 30, 2006 and 2005                           F-4

  Consolidated Statements of Changes in Shareholders' Equity -
    Years ended June 30, 2006 and 2005                           F-5

  Consolidated Statements of Cash Flows -
    Years ended June 30, 2006 and 2005                           F-8

  Notes to Consolidated Financial Statements                    F-10
</TABLE>


<PAGE>
             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
             -------------------------------------------------------


Board  of  Directors
Vyta  Corp
Denver,  Colorado


We  have  audited  the  accompanying  consolidated  balance  sheet  of Vyta Corp
(formerly  known  as  Nanopierce  Technologies,  Inc.)  and  subsidiaries  (the
"Company")  as  of  June  30,  2006,  and the related consolidated statements of
operations,  comprehensive  loss, changes in shareholders' equity and cash flows
for  each  of  the  years  in  the  two-year  period  ended June 30, 2006. These
financial  statements  are  the  responsibility of the Company's management. Our
responsibility  is  to express an opinion on these financial statements based on
our  audits.

We  conducted  our audits in accordance with the standards of the Public Company
Accounting  Oversight  Board  (United  States).  Those standards require that we
plan  and  perform  the  audit  to obtain reasonable assurance about whether the
financial  statements  are  free  of  material  misstatement.  An audit includes
examining,  on  a test basis, evidence supporting the amounts and disclosures in
the  financial  statements.  An  audit  also  includes  assessing the accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating  the  overall  financial  statement presentation. We believe that our
audits  provide  a  reasonable  basis  for  our  opinion.

In  our opinion, the consolidated financial statements referred to above present
fairly,  in  all  material  respects,  the  financial  position of Vyta Corp and
subsidiaries  as of June 30, 2006, and the results of their operations and their
cash  flows for each of the years in the two-year period ended June 30, 2006, in
conformity with accounting principles generally accepted in the United States of
America.

The  accompanying  consolidated financial statements have been prepared assuming
that the Company will continue as a going concern. As discussed in Note 2 to the
consolidated financial statements, the Company reported a net loss applicable to
common  shareholders of approximately $3,908,000, substantially all derived from
its  equity  in  development  stage  net losses of its principal investee, a 50%
joint  venture  whose  ability  to continue as a going concern is in substantial
doubt,  and  significant  cash outflows from operations, for the year ended June
30, 2006, and an accumulated deficit of approximately $26,037,000 as of June 30,
2006.  These  factors  raise  substantial  doubt  about the Company's ability to
continue  as  a  going  concern.  Management's plans in regard to these matters,
which  do not include any direct revenue-producing activities in the foreseeable
future,  are  also described in Note 2. The consolidated financial statements do
not  include  any  adjustments  that  might  result  from  the  outcome  of this
uncertainty.


/s/  GHP  HORWATH,  P.C.

Denver,  Colorado
October  3,  2006


                                     F-1
<PAGE>
<TABLE>
<CAPTION>
                            VYTA CORP AND SUBSIDIARIES
                 (FORMERLY KNOWN AS NANOPIERCE TECHNOLOGIES, INC.)
                            Consolidated Balance Sheet
                                   June 30, 2006


                                      Assets
                                      ------
<S>                                                                  <C>
Current assets:
  Cash and cash equivalents                                          $    192,360
  Prepaid expenses and other                                              454,214
                                                                     -------------
    Total current assets                                                  646,574
                                                                     -------------

Property and equipment:
  Office equipment and furniture                                           67,107
  Less accumulated depreciation                                           (56,283)
                                                                     -------------
                                                                           10,824
                                                                     -------------

Other assets:
  Deposits and other                                                       19,343
  Note receivable, equity investee (Note 4)                             1,726,827
  Investments in equity investees (Note 5)                                268,715
                                                                     -------------
                                                                        2,014,885
                                                                     -------------

        Total assets                                                 $  2,672,283
                                                                     =============

                       Liabilities and Shareholders' Equity
                       ------------------------------------

Current liabilities:
  Accounts payable                                                   $     78,854
  Advances payable, related party (Note 6)                                100,000
  Accrued liabilities                                                       7,063
                                                                     -------------
    Total liabilities  (all current)                                      185,917
                                                                     -------------

Commitments and contingencies (Notes 3,6,7,8 and 9)

Shareholders' equity (Note 7):
  Preferred stock; $0.0001 par value; 5,000,000 shares authorized;
     none issued and outstanding
  Common stock; $0.0001 par value; 200,000,000 shares authorized;
    22,643,512 shares issued and outstanding                                2,264
  Additional paid-in capital                                           28,390,883
  Accumulated other comprehensive income                                  130,359
  Accumulated deficit                                                 (26,037,140)
                                                                     -------------
      Total shareholders' equity                                        2,486,366
                                                                     -------------

        Total liabilities and shareholders' equity                   $  2,672,283
                                                                     =============

See notes to consolidated financial statements.
</TABLE>


                                     F-2
<PAGE>
<TABLE>
<CAPTION>
                           VYTA CORP AND SUBSIDIARIES
                (FORMERLY KNOWN AS NANOPIERCE TECHNOLOGIES, INC.)
                      Consolidated Statements of Operations
                       Years Ended June 30, 2006 and 2005

                                                 2006         2005
                                             ------------  -----------
<S>                                          <C>           <C>
Revenues                                     $         -            -
                                             ------------  -----------


General and administrative expense              (893,061)    (872,203)
                                             ------------  -----------


Loss from operations                            (893,061)    (872,203)
                                             ------------  -----------

Other income (expense):
  Other income                                         -       10,618
  Interest income, equity investee                72,307       17,672
  Extinguishment of liabilities (Note 6)         120,788            -
  Equity losses of equity investees (Note 5)  (1,398,202)    (144,323)
  Loss on revaluation of derivative
    warrant liability (Note 7)                   (74,295)           -
  Interest expense                              (235,139)      (9,301)
  Interest expense, related party                   (219)         (79)
                                             ------------  -----------
                                              (1,514,760)    (125,413)
                                             ------------  -----------

Net loss                                      (2,407,821)    (997,616)
                                             ------------  -----------

Beneficial conversion feature, preferred
  stock (Note 8)                              (1,500,000)           -
                                             ------------  -----------

Net loss applicable to common
  shareholders                               $(3,907,821)    (997,616)
                                             ============  ===========

Net loss per share, basic and diluted
  (Note 1)                                   $     (0.30)       (0.22)
                                             ============  ===========

Weighted average number of common
  shares outstanding (Note 1)                 12,984,849    4,544,980
                                             ============  ===========

See notes to consolidated financial statements.
</TABLE>


                                     F-3
<PAGE>
<TABLE>
<CAPTION>
                           VYTA CORP AND SUBSIDIARIES
                (FORMERLY KNOWN AS NANOPIERCE TECHNOLOGIES, INC.)
                  Consolidated Statements of Comprehensive Loss
                       Years Ended June 30, 2006 and 2005

                                         2006          2005
                                     ------------  ------------
<S>                                  <C>           <C>
Net loss                             $(2,407,821)     (997,616)

Change in unrealized gain (loss) on
  securities                                  59          (379)

Change in foreign currency
  translation adjustments                  7,457             -
                                     ------------  ------------

Comprehensive loss                   $(2,400,305)     (997,995)
                                     ============  ============

See notes to consolidated financial statements.
</TABLE>


                                     F-4
<PAGE>
<TABLE>
<CAPTION>

                                           VYTA CORP AND SUBSIDIARIES
                            Consolidated Statement of Changes in Shareholders' Equity
                                       Years Ended June 30, 2006 and 2005
                                                    (Note 1)


                                                                       Accumulated
                                  Common stock           Additional       other                          Total
                           --------------------------     paid-in     comprehensive   Accumulated    shareholders'
                              Shares        Amount        capital        Income         deficit         equity
                           ------------  ------------  -------------  -------------  --------------  -------------
<S>                        <C>           <C>           <C>            <C>           <C>             <C>
Balances, July 1, 2004        4,503,045  $        450     23,753,447       123,222     (22,631,703)     1,245,416

Common stock issued upon
  exercise of warrants
  (net of offering costs
  of $7,200)(Note 8)             60,000             6        112,794             -               -        112,800

Common stock issued for
  deferred consulting
  costs (Notes 1 and 8)          50,000             5         89,995             -               -         90,000

Common stock issued
  with note Payable
  (Notes 6 and 8)                50,000             5        102,891             -               -        102,896

Common stock to be
  issued (Notes 6 and 8)              -             -            250             -               -            250

Net loss                              -             -              -             -        (997,616)      (997,616)

Other comprehensive
  loss:
    Change in unrealized
      gain on securities              -             -              -          (379)              -           (379)
                           ------------  ------------  -------------  -------------  --------------  -------------
Balances,
  June 30, 2005               4,663,045  $        466     24,059,377       122,843     (23,629,319)       553,367
                           ============  ============  =============  =============  ==============  =============
<FN>
                                                    (continued)
</TABLE>


                                     F-5
<PAGE>
<TABLE>
<CAPTION>
                                               VYTA CORP AND SUBSIDIARIES
                                    (FORMERLY KNOWN AS NANOPIERCE TECHNOLOGIES, INC.)
                                Consolidated Statement of Changes in Shareholders' Equity
                                            Years Ended June 30, 2006 and 2005
                                                        (Note 1)
                                                       (continued)


                                                                                       Accumu-
                                                                                        lated
                                                                                        other                   Total
                               Preferred stock          Common stock      Additional   Compre-                  Share
                           ----------------------  ---------------------    paid-in    hensive  Accumulated    holders'
                            Shares      Amount       Shares      Amount     capital    income     deficit       equity
                           ---------  -----------  -----------  --------  -----------  -------  ------------  ----------
<S>                        <C>        <C>          <C>          <C>       <C>          <C>      <C>           <C>
Balances, July 1, 2005            -            -    4,663,045   $   466   24,059,377   122,843  (23,629,319)    553,367
Common stock issued upon
  exercise of warrants,
  net of offering costs
  (Note 8)                        -            -    1,535,000       154      734,846         -            -     735,000

Forgiveness of offering
  cost liability
  (Note 8)                        -            -            -         -      800,000         -            -     800,000

Common stock issued
  with notes payable
  (Notes 6 and 8)                 -            -      455,000        45      117,841         -            -     117,886

Common stock and
  warrants issued for
  cash (Notes 6 and 7)            -            -      790,467        79      453,067         -            -     453,146

Common stock issued as
  payment of commission
  (Note 8)                        -            -       50,000         5       89,995         -            -      90,000

Series A preferred stock
  issued for cash
  (Note 8)                  200,000    1,500,000            -         -            -         -            -   1,500,000

Common stock issued upon
  conversion of Series A
  preferred stock
  (Note 8)                 (200,000)  (1,500,000)  15,000,000     1,500    1,498,500         -            -           -

Common stock originally
  issued for services,
  returned for non-
  performance (Notes 1
  and 8)                          -            -      (50,000)       (5)     (89,995)        -            -     (90,000)
<FN>
                                                      (Continued)
</TABLE>


                                     F-6
<PAGE>
<TABLE>
<CAPTION>
                                            VYTA CORP AND SUBSIDIARIES
                                (FORMERLY KNOWN AS NANOPIERCE TECHNOLOGIES, INC.)
                            Consolidated Statement of Changes in Shareholders' Equity
                                        Years Ended June 30, 2006 and 2005
                                                     (Note 1)
                                                   (Continued)

                                                                               Accumu
                                                                                lated
                                                                                other                    Total
                            Preferred stock       Common stock     Additional  Compre                    Share
                           -----------------  -------------------   paid-in    hensive  Accumulated    holders'
                            Shares   Amount     Shares    Amount    capital    income     deficit       equity
                           --------  -------  ----------  -------  ----------  -------  ------------  -----------
<S>                        <C>       <C>      <C>         <C>      <C>         <C>      <C>           <C>
Common stock and
  warrants issued for
  services (Notes 1
  and 8)                          -        -     200,000       20     464,980        -            -      465,000

Reclassification of
  derivative warrant
  liability to equity
  (Note 7)                        -        -           -        -     253,522        -            -      253,522

Forgiveness of accrued
  payroll owed to
  officer /shareholder            -                    -        -       8,750        -            -        8,750

Net loss                          -        -           -        -           -        -   (2,407,821)  (2,407,821)

Other comprehensive
  loss:
    Change in unrealized
      gain on securities          -        -           -        -           -       59            -           59
    Change in foreign
      currency
      translation
      adjustments                 -        -           -        -           -    7,457            -        7,457
                           --------  -------  ----------  -------  ----------  -------  ------------  -----------
Balances,
  June 30, 2006                   -        -  22,643,512  $ 2,264  28,390,883  130,359  (26,037,140)   2,486,366
                           ========  =======  ==========  =======  ==========  =======  ============  ===========
</TABLE>

See  notes  to  consolidated  financial  statements.


                                     F-7
<PAGE>
<TABLE>
<CAPTION>
                                 VYTA CORP AND SUBSIDIARIES
                      (FORMERLY KNOWN AS NANOPIERCE TECHNOLOGIES, INC.)
                            Consolidated Statements of Cash Flows
                             Years Ended June 30, 2006 and 2005

                                                                   2006           2005
                                                               -------------  ------------
<S>                                                            <C>            <C>
Cash flows from operating activities:
  Net loss                                                     $ (2,407,821)     (997,616)
                                                               -------------  ------------
  Adjustments to reconcile net loss to net cash used
    in operating activities:
    Amortization                                                     28,803         7,500
    Depreciation                                                      5,768         7,258
    Equity losses of equity investees                             1,398,202       144,323
    Gain on extinguishment of liabilities                          (120,788)            -
    Amortization of discounts on notes payable                      213,860         7,272
    Provision for losses on note receivable                               -        35,000
    Loss on revaluation of derivative warrant
      liability (Note 7)                                             74,295             -
    Changes in operating assets and liabilities:
      (Increase) decrease in prepaid expenses and other             (52,777)       37,907
      (Decrease) increase in accounts payable                       (15,435)      105,935
      (Decrease) increase in accrued liabilities                     (2,413)       18,227
      Increase in other liability                                         -        90,000
                                                               -------------  ------------
  Total adjustments                                               1,529,515       453,422
                                                               -------------  ------------

        Net cash used in operating activities                      (878,306)     (544,194)
                                                               -------------  ------------

Cash flows from investing activities:
  Purchase of equipment                                                (750)            -
  Increase in notes receivable, affiliate and equity investee    (1,686,570)     (349,000)
  Increase in advance receivable, equity investee                         -      (405,000)
  Payment on note receivable, affiliate                             275,442        38,558
  Investment in joint venture (Note 3)                             (500,000)            -
                                                               -------------  ------------
    Net cash used in investing activities                        (1,911,878)     (715,442)
                                                               -------------  ------------

Cash flows from financing activities:
  Exercise of warrants, and common stock and warrants issued
    for cash                                                      2,167,372       112,800
  Proceeds from sale of preferred stock (Note 6)                  1,500,000             -
  Proceeds from subscribed preferred stock                          100,000             -
  Payment of notes payable                                         (960,663)      (61,737)
  Proceeds from issuance of notes payable and common stock          150,000       216,000
                                                               -------------  ------------
    Net cash provided by financing activities                     2,956,709       267,063
                                                               -------------  ------------

Net increase (decrease) in cash and cash equivalents                166,525      (992,573)

Cash and cash equivalents, beginning                                 25,835     1,018,408
                                                               -------------  ------------

Cash and cash equivalents, ending                              $    192,360        25,835
                                                               =============  ============
<FN>
                                         (Continued)
</TABLE>


                                     F-8
<PAGE>
<TABLE>
<CAPTION>
                               VYTA CORP AND SUBSIDIARIES
                    (FORMERLY KNOWN AS NANOPIERCE TECHNOLOGIES, INC.)
                          Consolidated Statements of Cash Flows
                           Years Ended June 30, 2006 and 2005
                                       (Continued)

                                                                   2006         2005
                                                               ------------  -----------
<S>                                                            <C>           <C>
Supplemental disclosure of cash flow information:
  Cash paid for interest                                       $    23,569            17
                                                               ============  ===========

Supplemental disclosure of non-cash investing and financing
  activities:
    Issuance of common stock in connection with notes payable  $   117,886       103,146
                                                               ============  ===========
    Issuance of common stock in exchange for deferred
      consulting costs                                         $   465,000        90,000
                                                               ============  ===========
    Issuance of common stock in exchange for accrued
      commissions                                              $    90,000             -
                                                               ============  ===========
    Offering costs recorded in accounts payable                $         -         7,200
                                                               ============  ===========
    Advances receivable applied to equity investment           $   405,000             -
                                                               ============  ===========
    Equity investment acquired in exchange for note payable    $   595,000             -
                                                               ============  ===========
    Liability recorded for offering costs of common stock
      issuance                                                 $   800,000             -
                                                               ============  ===========
    Forgiveness of offering costs owed in connection with
      common stock issuance                                    $  (800,000)            -
                                                               ============  ===========
    Forgiveness of accrued payroll owed to
      officer/shareholder                                      $     8,750             -
                                                               ============  ===========
    Conversion of Series A Preferred Stock to common stock     $ 1,500,000             -
                                                               ============  ===========
    Beneficial conversion feature                              $ 1,500,000             -
                                                               ============  ===========
    Reclassification of derivative warrant liability to
      equity                                                   $   253,522             -
                                                               ============  ===========

          See notes to consolidated financial statements.
</TABLE>


                                     F-9
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

1.     BASIS  OF  PRESENTATION,  BUSINESS, AND SUMMARY OF SIGNIFICANT ACCOUNTING
       POLICIES:

BASIS  OF  PRESENTATION:

The  accompanying consolidated financial statements include the accounts of Vyta
Corp  (formerly  known  as  NanoPierce Technologies, Inc.), a Nevada corporation
(the  Company),  which  include  its  wholly-owned  subsidiaries,  NanoPierce
Connection  Systems, Inc., a Nevada corporation (NCOS) which was incorporated in
November  2001  and  ExypnoTech,  LLC  (ET  LLC),  a  Colorado limited liability
company,  which  was formed in June 2004.  All significant intercompany accounts
and  transactions  have  been  eliminated  in  consolidation.

On  January 19, 2006, the Company's Board of Directors (the "Board") approved an
amendment  to the Company's Articles of Incorporation to effect a one-for-twenty
reverse  stock  split  effective  January  31,  2006.  All references to shares,
options, and warrants in the year ended June 30, 2006 and in prior periods, have
been  retroactively adjusted to reflect the reverse split amounts. The Company's
common stock now trades on the Over-the-Counter Bulletin Board under the trading
symbol  "VYTC".

As  a  result of the reverse split, the Company's authorized capital was reduced
from 200,000,000 shares to 10,000,000 shares.  As part of the reverse split, the
Company  amended  and  restated  its  Articles  of Incorporation to increase the
authorized  capital  of  the  Company  to  200,000,000  shares.

BUSINESS:

Through  June  30,  2006,  NCOS  had  no operations.  ET LLC business activities
included  the  marketing  and  sales  of  RFID  (Radio Frequency Identification)
products  in  North  America.  ET  LLC had no revenues or operations in 2006 and
2005.  The  Company  has  three  investments  which  are accounted for using the
equity  method  of  accounting.  These  equity  method  investments  consist  of
ExypnoTech,  GmbH  (EPT),  Scimaxx  Solutions,  LLC  (Scimaxx)  and BioAgra, LLC
(BioAgra)(Note  5).  EPT's  activities  primarily consist of manufacturing inlay
components  used  in,  among  other things, Smart Labels, which is a paper sheet
holding  a  chip-containing  module  that  is  capable  of memory storage and/or
processing.  Scimaxx  was  primarily  involved  in  research and development and
marketing  functions  through  April  2005,  at which time it ceased operations.

In  August  2005,  the  Company entered into a joint venture with Xact Resources
International,  Inc.  ("Xact Resources"), a privately held company.  The Company
purchased a 50% equity interest in the joint venture, BioAgra (a Georgia limited
liability  company)  for  $1,500,000 in cash (Note 2).  BioAgra manufactures and
plans  to  sell a beta glucan product, AgraStim(TM), to be used as a replacement
for  hormone  growth  steroids and antibiotics in products such as poultry feed.

The  Company's  equity  investees, EPT and BioAgra, operate in two segments, the
RFID  industry  and  the  animal  feed  industry,  respectively.


                                      F-10
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

SUMMARY  OF  SIGNIFICANT  ACCOUNT  POLICIES:

USE  OF  ESTIMATES  IN  THE  FINANCIAL  STATEMENTS:

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

FAIR  VALUE  OF  FINANCIAL  INSTRUMENTS:

The  fair values of the Company's cash and cash equivalents and accounts payable
approximate  their  carrying  amounts  due  to  the  short  maturities  of these
instruments.  The  fair values of the note receivable from affiliates and equity
investee  and  advances payable to a related party are not subject to reasonable
estimation,  based upon the related party nature of the underlying transactions.

CASH  AND  CASH  EQUIVALENTS:

The Company considers all highly liquid investments with an original maturity of
three  months  or  less  and  money  market  instruments to be cash equivalents.

DEFERRED  CONSULTING  COSTS:

In  June  2006,  the  Company  entered  into  a twelve-month consulting services
agreement  with  two  third  parties,  in  which  the  parties agreed to provide
lobbying  and public relation services. Compensation consisted of 200,000 shares
of  the  Company's  common  stock  with a market value of approximately $182,000
(based  on a closing market price of $0.91 per share at the date the transaction
was  entered  into)  and  a  warrant to purchase 500,000 shares of the Company's
common  stock,  with an exercise price of $0.91 per share and a term of 3 years.
The warrant was valued at $283,000 using the Black-Scholes pricing model method.
The deferred cost is being amortized on a straight-line basis as earned over the
twelve-month  period  from the date of the agreement. During the year ended June
30,  2006,  $28,803  was  expensed.

In  June  2005,  the  Company  entered  into  a twelve-month consulting services
agreement  with  a third party, in which this party agreed to provide public and
investor  relation  services  and general business services for the twelve-month
term  of the agreement. Compensation consisted of 50,000 shares of the Company's
restricted  common  stock with a market value of approximately $90,000 (based on
the  closing  market  price  of  $1.80 per share at the date the transaction was
entered  into).  The  deferred cost was being amortized on a straight-line basis
over  the  twelve-month  period  from the date of the agreement. However, in May
2006,  the  third  party  returned  the  50,000  shares  to  the  Company due to
non-performance  under  the  contract,  and  the  shares  were  cancelled by the
Company.  During  the  year  ended  June  30,  2005,  $7,500  was  expensed.


                                      F-11
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

AVAILABLE  FOR  SALE  SECURITIES

Available  for  sale  securities  consist  of  1,180  shares  of common stock of
Intercell  International Corporation ("Intercell"). These securities are carried
at  estimated fair value ($71 at June 30, 2006) based upon quoted market prices,
and  are  included  in  other  long-term  assets  in the Company's June 30, 2006
consolidated  balance  sheet.

Unrealized gains and losses are computed on the basis of specific identification
and  are  reported  as  a  separate  component  of  comprehensive income (loss),
included  as  a  separate  item in shareholders' equity.  The Company reported a
decrease  in the unrealized gain on available for sale securities of $59 in 2006
and  a  loss  of  $379  in  2005.

At  June 30, 2006, the unrealized gain on available for sale securities was $59.
Realized  gains,  realized  losses,  and  declines  in  value,  judged  to  be
other-than-temporary,  are included in other income (expense).  During the years
ended  June  30,  2006 and 2005, the Company did not sell any available for sale
securities.

The  Company's  Chief  Financial  Officer  (CFO), has served as CFO of Intercell
since 2003, and the Company's Chief Executive Officer (CEO) served as the CEO of
Intercell  from  September  2004  until  March  2005.

EQUITY  METHOD  INVESTMENTS:

Investee  entities  that the Company can exercise significant influence, but not
control,  are  accounted  for under the equity method of accounting. Whether the
Company  exercises  significant influence with respect to an investee depends on
an  evaluation of several factors including, among others, representation on the
company's  board of directors and ownership level, generally 20% to 50% interest
in  the voting securities of the company including voting rights associated with
the Company's holdings in common, preferred and other convertible instruments in
the  company.  Under the equity method of accounting, the Company's share of the
earnings  or  losses  of these companies is included in the equity income (loss)
section  of  the  consolidated  statements  of  operations.

A  loss  in  value  of  an  investment that is other than a temporary decline is
recognized  as  a  charge  to  operations.  Evidence  of  a  loss in value might
include,  but  would  not  necessarily  be  limited to, absence of an ability to
recover  the  carrying  amount of the investment or inability of the investee to
sustain  an  earnings  capacity  that  would  justify the carrying amount of the
investment.

PROPERTY  AND  EQUIPMENT:

Property  and equipment are stated at cost.  Depreciation expense is provided by
use  of accelerated and straight-line methods over the estimated useful lives of
the  assets,  which  range  from  five  to  seven  years.


                                      F-12
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

ACCOUNTING  FOR OBLIGATIONS AND INSTRUMENTS POTENTIALLY SETTLED IN THE COMPANY'S
COMMON  STOCK:

The  Company  accounts for obligations and instruments potentially to be settled
in  the  Company's  stock  in  accordance with Emerging Issues Task Force (EITF)
Issue No. 00-19, Accounting For Derivative Financial Instruments Indexed to, and
Potentially  Settled  in a Company's Own Stock. This issue addresses the initial
balance  sheet  classification and measurement of contracts that are indexed to,
and potentially settled in, the Company's stock. Under EITF 00-19, contracts are
initially  classified as equity or as either assets or liabilities, depending on
the  situation.  All  contracts  are  initially  measured  at  fair  value  and
subsequently  accounted  for based on the then current classification. Contracts
initially classified as equity do not recognize subsequent changes in fair value
as  long  as  the  contracts  continue to be classified as equity. For contracts
classified  as  assets or liabilities, the Company reports changes in fair value
in  earnings  and discloses these changes in the financial statements as long as
the  contracts  remain  classified  as  assets  or  liabilities.  If  contracts
classified  as  assets  or  liabilities  are  ultimately  settled in shares, any
previously  reported  gains or losses on those contracts continue to be included
in  earnings.  The  classification  of  a contract is reassessed at each balance
sheet  date.

LEGAL  DEFENSE  COSTS:

The  Company  does  not  accrue  for  estimated future legal and related defense
costs,  if  any,  to  be  incurred  in connection with outstanding or threatened
litigation  and  other disputed matters but rather, records such as period costs
when  the  services  are  rendered.

STOCK-BASED  COMPENSATION:

Statement of Financial Accounting Standards (SFAS) No. 123, Accounting for Stock
Based  Compensation,  allows companies to choose whether to account for employee
stock-based  compensation  on a fair value method, or to continue accounting for
such  compensation  under  the  intrinsic  value method prescribed in Accounting
Principles  Board  Opinion No. 25, Accounting for Stock Issued to Employees (APB
25).  The  Company  has  chosen  to continue to account for employee stock-based
compensation  using  APB  25.


                                      F-13
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

Had  compensation  cost  for  the Company's stock plans (Note 8) been determined
based  on  fair  value  at the grant dates for awards under the plans consistent
with  the method prescribed under SFAS No. 123, the Company's pro forma net loss
and  net  loss  per  share  would  have  been  as  indicated  below:

<TABLE>
<CAPTION>
                                              2006         2005
                                          ------------  -----------
<S>                                       <C>           <C>
Net loss, as reported                     $(2,407,821)    (997,616)
Total stock-based employee compensation,
expense determined under fair value
based method for all awards                         -            -
                                          ------------  -----------
Net loss, pro forma                       $(2,407,821)    (997,616)
                                          ============  ===========
Net loss per share as reported            $     (0.30)       (0.22)
Net loss per share pro forma              $     (0.30)       (0.22)
</TABLE>

No  options  were  granted  during  the  years  ended  June  30,  2006 and 2005.

FOREIGN  CURRENCY  TRANSLATION:

The  financial  statements  of the Company's foreign equity investment (EPT) are
measured using the local currency (the Euro) as the functional currency.  Assets
and  liabilities of EPT are translated at exchange rates as of the balance sheet
date.  Revenues  and  expenses  are  translated  at average rates of exchange in
effect during the period.  The resulting cumulative translation adjustments have
been  recorded  as  a  component  of  comprehensive income (loss), included as a
separate  item  in  shareholders'  equity.

COMPREHENSIVE  INCOME  (LOSS):

SFAS No. 130, Reporting Comprehensive Income, requires the reporting and display
of  comprehensive  income  (loss)  and  its  components.  SFAS  No. 130 requires
unrealized  gains  and  losses  on  the  Company's investment in Intercell to be
included  in  comprehensive  income  (loss).  SFAS  No.  130  also  requires the
Company's  foreign  currency  translation  adjustments  to  be  included  in
comprehensive  income  (loss).

LOSS  PER  SHARE:

Basic  loss per share of common stock is computed based on the average number of
common  shares  outstanding  during the year. Stock options and warrants are not
considered  in  the  calculation,  as  the impact of the potential common shares
(6,519,469  shares at June 30, 2006 and 3,809,089 shares at June 30, 2005) would
be to decrease loss per share (anti-dilutive). Therefore, diluted loss per share
is  equivalent  to  basic  loss  per  share.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS:

In  December 2004, the Financial Accounting Standards Board ("FASB") issued SFAS
No.  123(R), Share-Based Payment, which addresses the accounting for share-based
payment  transactions.  SFAS  No.  123(R)  eliminates the ability to account for
share-based  compensation  transactions  using  APB  25,  and generally requires
instead  that  such transactions be accounted and recognized in the statement of
operations  based on their fair value. SFAS No. 123(R) will be effective for the
Company  beginning  with  the  first  quarter of the fiscal year ending June 30,
2007. As the Company has no un-vested options outstanding, the implementation of
this  standard  is  not  expected  to  have an immediate impact on the Company's
financial  position  and  results  of  operations.

In  February  2006,  the  FASB  issued  SFAS  155, Accounting for Certain Hybrid
Financial  Instruments,  which  amends  SFAS  133,  Accounting  for  Derivative
Instruments  and  Hedging Activities, and SFAS 140, Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities - a replacement
of  FASB  Statement  No. 125. SFAS 155 will be effective for the Company for all
financial  instruments  issued  or  acquired after the beginning its fiscal year
ending  June  30,  2008. The Company not yet evaluated and determined the likely
effect  of  SFAS  155  on  future  financial  statements.

In  June 2006, the FASB issued Interpretation No. 48, Accounting for Uncertainty
in  Income Taxes - An Interpretation of FASB Statement No. 109, (FIN 48). FIN 48
clarifies  the  accounting  for  uncertainty  in  income  taxes recognized in an
enterprise's  financial  statements  in  accordance with FASB Statement No. 109,
Accounting  for Income Taxes. FIN 48 also prescribes a recognition threshold and
measurement attribute for the financial statement recognition and measurement of
a  tax  position taken or expected to be taken in a tax return that results in a
tax  benefit.  Additionally,  FIN 48 provides guidance on de-recognition, income
statement  classification  of  interest  and  penalties,  accounting  in interim
periods,  disclosure,  and  transition. This interpretation is effective for the
Company  for  its  fiscal  year  ending  June  30, 2008. The Company has not yet
evaluated  the  effect  that  the application of FIN 48 may have, if any, on its
future  results  of  operations  and  financial  condition.


                                      F-14
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

2.     GOING  CONCERN  AND  MANAGEMENT'S  PLANS:

The  Company's  financial  statements for the year ended June 30, 2006 have been
prepared  on a going concern basis, which contemplates the realization of assets
and  the  settlement  of  liabilities  and  commitments  in the normal course of
business.  The Company reported a net loss of $2,407,821 (net loss applicable to
common  shareholders  of  $3,907,821)  for  the year ended June 30, 2006, and an
accumulated  deficit  of  $26,037,140  as  of  June 30, 2006. Cash flows used in
operations for 2006 substantially exceeded its working capital remaining at year
end.  The Company has no revenues from its activities during the year ended June
30,  2006.

The  Company's  ability  to  continue as a going concern may be dependent on the
success  of  management's  plan discussed below. The financial statements do not
include  any  adjustments  relating  to the recoverability and classification of
assets  or the amounts and classification of liabilities that might be necessary
should  the  Company  be  unable  to  continue  as  a  going  concern.

During  the  2007  fiscal  year,  the Company intends to continue its efforts to
assist  BioAgra  with  the  continuing  development of its sales, nationally and
internationally  in  other animal feed markets, such as the equine and the swine
markets.

The  Company  also  intends  to raise funds to support operations of the Company
during  the  2007 fiscal year through a private offering of preferred stock, the
terms  of  which  are  being  negotiated.

To  the extent the Company's operations are not sufficient to fund the Company's
capital  requirements,  the  Company  may attempt to enter into a revolving loan
agreement  with  financial  institutions or attempt to raise capital through the
sale of additional capital stock or through the issuance of debt. At the present
time  the  Company  does  not have a revolving loan agreement with any financial
institution  nor  can  the Company provide any assurance that it will be able to
enter  into  any  such agreement in the future or be able to raise funds through
the  further  issuance  of  debt  or  equity  in  the  Company.

3.  RISK  CONSIDERATIONS:

INTERNATIONAL  OPERATIONS:

The  Company's  foreign  equity  investment's  (EPT)  operations  are located in
Germany.  EPT  transactions  are  conducted  in  currencies  other than the U.S.
dollar  (the currency into which EPT's historical financial statements have been
translated)  primarily the Euro.  As a result, the Company is exposed to adverse
movements  in  foreign  currency  exchange  rates.

In  addition,  the Company is subject to risks including adverse developments in
the foreign political and economic environment, trade barriers, managing foreign
operations  and potentially adverse tax consequences.  There can be no assurance
that  any  of  these  factors  will  not  have  a material adverse effect on the
Company's  financial  condition  or  results  of  operations  in  the  future.


                                      F-15
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

4.     NOTES  AND  ADVANCES  RECEIVABLE:

Through June 30, 2006, the Company loaned $1,686,570 to BioAgra through a series
of  secured,  7.5% promissory notes, which were due over the period from June 30
through October 31, 2006. On June 26, 2006, the Company agreed to combine all of
the  promissory notes and accrued interest of $40,257 into a $1,726,827 secured,
7.5% promissory note with payments to be made monthly starting October 31, 2006,
through  October  31,  2007.  The  funds  were  loaned  to  facilitate BioAgra's
completion  of  its  first  production  line  and  to  support  operations.  The
promissory  note  is  collateralized  by  all  BioAgra assets. Additionally, the
promissory  note  is to be paid in full prior to any distributions being made to
the  members  of  the  joint  venture.  At June 30, 2006, interest of $1,064 was
accrued.  During  the  quarter ended September 30, 2006, the Company advanced an
additional  $191,250  to  BioAgra  under  the same terms as the promissory note,
described  above.

During  the  fiscal  year  ended  June 30, 2005, the Company advanced a total of
$405,000 to Xact Resources, which was applied to the August 2005 purchase of the
50%  equity  interest  in  BioAgra  (Note  5).

In  November  2004,  the  Company  loaned  $314,000  to Arizcan Properties, Ltd.
(Arizcan).  The  sole  director  of  Arizcan  is  related  to a Board member and
officer  of  Intercell.  In  exchange  for  the  loan,  the  Company received an
unsecured,  7%  promissory note, due on October 31, 2005.  The funds were loaned
to  facilitate  Arizcan's  purchase  of  an option from certain of the Company's
warrant  holders,  to  initiate  the  exercise  of  certain existing warrants to
purchase  up  to  15,700,000 shares of the Company's common stock.  The warrants
were  initially  issued as part of a January 2004 equity placement (Note 8).  In
June 2005, the Company received a payment of $50,000, which included interest of
$11,442.  During  the  fiscal  year  ended  June  30, 2006, the Company received
payments  of  $288,718, which included interest of $13,726. The note was paid in
full  at  that  time.  In  August  2005,  Arizcan  exercised  its  option on all
15,700,000  shares  (Note  8).

In  December  2004,  the  Company  loaned  $35,000 to Intercell in return for an
unsecured, 7% promissory note, due in December 2005.  The loan was made in order
to  assist  Intercell  in its efforts to support operations.  On March 16, 2005,
Intercell  filed  for  protection  under Chapter 11 of the U.S. Bankruptcy Laws.
The  Company  does  not  believe  that  it  will  be  able to fully collect this
receivable,  and  during  the year ended June 30, 2005, recorded an allowance of
$35,000  in  connection  with  the  note  receivable.


                                      F-16
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

5.     EQUITY INVESTMENTS  IN  AFFILIATES:

INVESTMENT  IN  EPT:

At  June  30,  2006,  the  Company's  investment  in  EPT in $161,399. Financial
information  of  EPT  as of June 30, 2006, and for the years ended June 30, 2006
and  2005  is  as  follows:

<TABLE>
<CAPTION>
<S>                                          <C>
                                             June 30, 2006
                                             --------------
     Assets:
         Current assets(1)                   $      635,547
         Equipment                                   89,271
                                             --------------

       Total assets                          $      724,818
                                             ==============

     Liabilities and members' equity:
         Current liabilities(2)              $      538,441
         Members' equity                            186,377
                                             --------------

     Total liabilities and members' equity   $      724,818
                                             ==============
</TABLE>

     (1)  Current  assets include receivables in the amount of $359,343 due from
          the  51%  owner  of  EPT.
     (2)  Current  liabilities  include a payable of $40,135 to the 51% owner of
          EPT.

<TABLE>
<CAPTION>
                           Year ended      Year ended
                          June 30,2006    June 30, 2005
                         --------------  ---------------
<S>                      <C>             <C>
     Revenues(1)         $   2,492,828   $      586,480
     Expenses(2)            (2,489,249)        (676,222)
                         --------------  ---------------
     Net income (loss)   $       3,579   $      (89,742)
                         ==============  ===============
</TABLE>

     (1)  Revenues  include  $2,492,751  and $570,584, respectively, of sales to
          the  51%  owner  of  EPT  for  each  period  presented.
     (2)  Expenses include $97,155 and $60,723, respectively, of charges paid to
          the  51%  owner  of  EPT  for  each  period  presented.

INVESTMENT  IN  BIOAGRA

On  August  15,  2005,  the  Company  entered  into  a  joint  venture with Xact
Resources,  a  privately  held  company.  The  Company  purchased  a  50% equity
interest  in  the  joint  venture, BioAgra, for $905,000 in cash (which includes
$405,000  previously  advanced to Xact Resources as of June 30, 2005) and a note
payable  of  $595,000, which was paid in full on September 15, 2005.  BioAgra is
to  manufacture  and  sell  a  beta  glucan  product,  YBG-2000  also  known  as
AgraStim(TM),  to  be  used  as  a  replacement  for hormone growth steroids and
antibiotics  in  products such as poultry feed.  As of June 30, 2006, BioAgra (a
development  stage  company)  has  completed  construction of a production line.

The  terms of the joint venture provide for the Company to share in 50% of joint
venture  net  income,  if any, or net losses.  The Company is accounting for its
investment  in  BioAgra  as  an  equity  method  investment.  The  Company's


                                      F-17
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005


investment  in  BioAgra  is  $107,316, at June 30, 2006.  Net losses incurred by
BioAgra  have exceeded the underlying equity attributed to BioAgra's other joint
venture  investor.  As  a  result,  the excess of the losses attributable to the
other  joint  venture investor have been charged to the Company through June 30,
2006.

Financial  information  of  BioAgra  as of June 30, 2006 and for the period from
August  15,  2005  through  June  30,  2006,  is  as  follows:

<TABLE>
<CAPTION>
                                              June 30,
                                                2006
                                             ----------
<S>                                          <C>

     Assets:
         Current assets                      $   84,434
         Land, building and equipment, net    2,997,327
         Other assets, net                       95,644
                                             ----------
       Total assets                          $3,177,405
                                             ==========

     Liabilities and members' equity:
         Current liabilities(1)              $2,064,843
         Obligation under capital lease(2)    1,005,245
                                             ----------

       Total liabilities                      3,070,089

         Members' equity                        107,316
                                             ----------
     Total liabilities and members' equity   $3,177,405
                                             ==========
</TABLE>

     (1)  Includes  $1,726,827  owed  to  the  Company.
     (2)  BioAgra  leases land and a building under a ten-year lease expiring in
          February  2015,  which  requires  a  monthly lease payment of $12,000.

<TABLE>
<CAPTION>
                          August 15, 2005
                              through
                           June 30, 2006
                         -----------------
<S>                      <C>
          Revenues       $          5,340
          Expenses             (1,398,024)
                         -----------------
          Net loss       $     (1,392,684)
                         =================
</TABLE>

INVESTMENT  IN  SCIMAXX  SOLUTIONS

Prior  to  July  1, 2004, the Company entered into an agreement to receive a 50%
interest in a joint venture with Scimaxx, LLC. The name of the joint venture was
Scimaxx Solutions, LLC (Scimaxx Solutions). The purpose of the joint venture was
to  provide  the  electronics industry with technical solutions to manufacturing
problems based on the need for electrical connectivity. Scimaxx Solutions ceased
operations  in  April  2005. Accordingly, during the third quarter of the fiscal
year  ended June 30, 2005, the Company made the decision to write down the value
of  its  investment  in  Scimaxx  Solutions  for  impairment to $0, recording an
impairment charge in that year of $63,544, which is included in equity losses of
affiliates.


                                      F-18
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

For  the year ended June 30, 2005, Scimaxx Solutions recorded revenues of $5,773
and  expenses  of  $80,781  resulting  in  a  net  loss  of  $75,008.

6.     NOTES  AND  ADVANCES  PAYABLE:

RELATED  PARTIES:

In  June  2005, an officer/director of the Company loaned $41,000 to the Company
in  exchange  for  an  unsecured, 5% note payable due in December 2005.  In June
2005,  the  Company paid $336 plus accrued interest of $17.  In August 2005, the
Company  paid  the  remaining  $40,664  plus  accrued  interest  of  $298.

In  June  2006,  the  Company received an advance of $100,000 from Arizcan.  The
advance  is  to  be  applied to an equity placement that the Company and Arizcan
have  not  yet  finalized.  The  proceeds  were  used  to  fund  the  Company's
operations.

OTHER:

In  June  2005, an unrelated third party loaned the Company $150,000 in exchange
for an unsecured, promissory note due in September 2005 with interest at 15% per
quarter  and  100,000  shares  of  the Company's restricted common stock (50,000
shares  were  issued in June 2005 and the remaining 50,000 shares were issued in
July  2005).  At  the  date  of issuance, the common stock had a market value of
$180,000  (based  on  the closing market price of $1.80 per share on the date of
the  transaction).  The  relative  fair value of the common stock, ($81,718) was
accounted  for  as  a discount applied against the face amount of the note.  The
effective  interest  rate  on this note was 54%.  As of June 30, 2005, $7,272 of
the  discount  had  been  amortized to interest expense.  In September 2005, the
Company paid the $150,000, plus accrued interest of $22,500.  Through that date,
the  remaining  discount  of  $74,446  was  fully amortized to interest expense.

On  June  30,  2005,  an  unrelated  third  party  loaned the Company $25,000 in
exchange  for  an  unsecured, 8% promissory note due in December 2005 and 75,000
shares  of the Company's restricted common stock which were issued in July 2005.
At  the date of issuance, the common stock had a market value of $150,000 (based
on  the closing market price of $2.00 per share on the date of the transaction).
The  relative  fair  value  of the common stock ($21,428) was accounted for as a
discount  against  the  face amount of the note.  The effective interest rate on
this  note  was 85%.  In August 2005, the Company paid the $25,000, plus accrued
interest  of  $208.  Through  that  date,  the  discount  of  $21,428  was fully
amortized  to  interest  expense.

In  July and August 2005, six unrelated third parties loaned the Company a total
of  $150,000 in exchange for unsecured, 8% promissory notes due in December 2005
and  a  total  of  330,000 shares of the Company's restricted common stock.  The
common  stock  had a total market value of $574,000 (based on the closing market
prices  which  ranged  from  $1.60  to  $1.80  per  share  at  the  date of each
transaction).  The  relative  fair  value  of  the  common  stock ($117,886) was
accounted  for  as a discount applied against the face amount of the notes.  The
discount  was  amortized  over  the  terms of the promissory notes as additional
interest  expense.  The  effective  interest  rate  on  these  notes


                                      F-19
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

was  85%.  In  August 2005, the Company paid the $150,000, plus accrued interest
of  $642.  Through  that  date,  the discount of $117,886 was fully amortized to
interest  expense.

During  the  year ended June 30, 2006, four vendors agreed to forgive payment on
$120,788  of  liabilities owed, and as a result the Company recognized a gain on
the  extinguishment  of  liabilities.

7.     DERIVATIVE  WARRANT  LIABILITY:

During  the  year  ended  June  30, 2006, the Company sold 746,717 shares of its
restricted  common  stock  for  $597,372.  In  connection  with  the sale of the
restricted  common  shares, the Company issued warrants exercisable into 746,717
shares of the Company's common stock.  The common stock had a total market value
of  $1,058,153  (based  on  the closing market prices which ranged from $1.00 to
$1.60 per share at the date of each transaction).  The warrants had an aggregate
estimated  fair value of $462,965 (using the Black-Scholes model).  The relative
fair  value  of  the  warrants  ($179,227)  was  accounted for as a liability in
accordance  with  EITF  00-19,  as  the Company's authorized and unissued shares
available  to  settle the warrants (after considering all other commitments that
could  have required the issuance of stock during the maximum period the warrant
could  remain  outstanding)  were  determined  to  be  insufficient.

Through  January  2006, the Company's authorized and unissued common shares were
insufficient  to settle these warrant contracts. As a result, the value of these
warrants  was  classified  as  a  liability.  As  a result of the one-for-twenty
reverse  stock  split  in  February  2006 and the increase in authorized shares,
there  are  now sufficient authorized and unissued common shares to settle these
contracts.  Accordingly, the fair value of the warrants at the effective date of
the  stock  split  ($253,522)  was  reclassified  to additional paid-in capital.
During  the year ended June 30, 2006, the Company recorded a loss of $74,295, on
these contracts. The appropriateness of the classification of these contracts is
reassessed  at  each  balance  sheet  date.

8.     SHAREHOLDERS'  EQUITY:

COMMON  STOCK:

2006  Transactions:

In  connection with the issuance of a $150,000 promissory note in June 2005, the
Company agreed to issue 100,000 shares of its restricted common stock, valued at
$81,718, of which 50,000 shares were issued in June 2005, and 50,000 shares were
issued  in  July  2005.

In  connection  with the issuance of a $25,000 promissory note in June 2005, the
Company  agreed to issue 75,000 shares of its restricted common stock, valued at
$21,428,  which  were  issued  in  July  2005.

In  July  and  August  2005, in connection with the issuance of promissory notes
totaling  $150,000,  the  Company issued 330,000 shares of its restricted common
stock,  valued  at  $117,886.


                                      F-20
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

In  August  2005,  warrants  to  purchase  1,535,000 shares of common stock were
exercised  for  cash  of  $1,535,000  in exchange for 1,535,000 shares of common
stock.  The  exercise  price  of these warrants was lowered from $2.00 and $3.00
per  share  to $1.00 per share in connection with the exercise.  The Company had
recorded  an $800,000 payable to Arizcan, which represents the costs incurred in
connection  with  this  offering  of  equity securities.  In March 2006, Arizcan
terminated  the  agreement  and  forgave  the  payment  of this liability.  As a
result,  in  March  2006,  the  Company  reclassified  the  liability to equity.

In September 2005, the Company executed a subscription agreement with Arizcan to
sell  shares  of  the  Company's  preferred  stock.  The  subscription agreement
provided  for  the  sale  of  200,000  shares  of  Class  A  8%  cumulative  and
participating  preferred  shares  for  $7.50 per share. In January 2006, Arizcan
purchased  200,000  shares of the Company's Series A Convertible Preferred Stock
("Preferred  Stock")  for  $400,000  cash  and  an unsecured promissory note for
$1,100,000. The promissory note had an interest rate of 8% per annum and was due
in  January  2007.  In  February  2006,  Arizcan converted the 200,000 shares of
preferred stock into 15,000,000 shares of the Company's restricted common stock.
Upon  the  conversion,  Arizcan  held  approximately  67%  of  the  issued  and
outstanding  common  stock of the Company. In May 2006, Arizcan paid the Company
cash  of  $1,100,000  to  repay  the  note  in  full.

The  conversion  feature  was  deemed  beneficial  and accordingly resulted in a
beneficial  conversion  feature  of  $1,500,000.  The  intrinsic  value  of  the
beneficial  conversion  feature  is  limited to the total amount of the proceeds
received.  As a result of the beneficial conversion feature, net loss applicable
to  common  shareholders  was increased by $1,500,000 during the year ended June
30, 2006.

In  October  2005,  the  Company  issued  50,000 shares of its restricted common
stock,  valued  at  $90,000,  in satisfaction of a $90,000 liability incurred in
connection  with  the  Company's  financing  efforts.

In October 2005, the Company issued 43,750 shares of its restricted common stock
in  exchange  for  $35,000. The shares were sold for $0.80 per share (based on a
50% discount from the closing market price, $1.60 per share, on the date of each
transaction).

In  November  and  December  2005  and  January 2006, the Company issued 746,717
shares of its restricted common stock and warrants to purchase 746,717 shares of
its  restricted  common stock for $597,372.  The warrants have an exercise price
of  $1.00  per share and a term of three years.  The shares of common stock were
sold  for  $0.80  share.

In  May  2006,  50,000  shares  of the Company's restricted stock, that had been
issued  in  June  2005  to  an unrelated party for services were returned to the
Company  and  were  cancelled.

In  June  2006,  in  connection with two twelve-month consulting agreements, the
Company  issued 200,000 shares of its restricted common stock to unrelated third
parties.  The market value of the shares was $182,000 (based on a closing market
price  of  $0.91  per  share  at the date of the transaction).  In addition, the
Company  issued  a  warrant  exercisable  for  500,000  shares  of  the


                                      F-21
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

Company's common stock with an exercise price of $0.91 per share and a term of 3
years.  The  warrant  was  deemed  to  have  a  value  of  $283,000  using  the
Black-Scholes  Method.

2005  Transactions:

In  November  2004,  the  Company  issued 60,000 shares of common stock upon the
exercise  of  warrants.  The  Company received cash proceeds of $112,800 (net of
$7,200  of  offering  costs).

In June 2005, the Company issued 50,000 shares of its restricted common stock as
consideration  for  a twelve-month consulting agreement.  These shares of common
stock  had  a  market  value  of  $90,000.

In June 2005, in connection with the issuance of a $150,000 promissory note, the
Company agreed to issue 100,000 shares of its restricted common stock, valued at
$81,718, of which 50,000 shares were issued in June 2005, and 50,000 shares were
issued  in  July  2005.

STOCK  OPTIONS  AND  WARRANTS:

Stock  Options:

The  Company  has  established  two Compensatory Stock Option Plans (the "Option
Plans")  and  has reserved 625,000 shares of common stock for issuance under the
Option Plans.  Vesting provisions are determined by the Board of Directors.  All
stock  options  expire  10  years  from  the  date  of  grant.

A  summary  of  the  Option  Plans  is  as  follows:

<TABLE>
<CAPTION>
                                            2006                                 2005
                            ------------------------------------  -----------------------------------
                                               WEIGHTED AVERAGE                     WEIGHTED-AVERAGE
                                 SHARES         EXERCISE PRICE         SHARES        EXERCISE PRICE
                            -------------------------------------------------------------------------
<S>                         <C>                <C>                <C>               <C>
Outstanding, Beginning of
  Year                               439,377   $           20.00           439,377  $           20.00
  Granted                                  -                   -                 -                  -
  Cancelled                          (41,250)               2.00
  Expired                                  -                   -                 -                  -
  Exercised                                -                   -                 -                  -
                            -----------------  -----------------  ----------------  -----------------
Outstanding, End of Year             398,127   $           22.00           439,377  $           20.00
                            =================  =================  ================  =================
Options Exercisable at End
  of Year                            398,127   $           22.00           431,377  $           20.00
                            =================  =================  ================  =================
</TABLE>


                                      F-22
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

The following table summarizes information about stock options outstanding as of
June  30,  2006:

<TABLE>
<CAPTION>
                               OPTIONS OUTSTANDING                           OPTIONS EXERCISABLE
                ------------------------------------------------------  ----------------------------------
                                  WEIGHTED-AVERAGE
RANGE OF                              REMAINING
EXERCISE           NUMBER OF         CONTRACTUAL     WEIGHTED-AVERAGE      NUMBER OF      WEIGHTED-AVERAGE
PRICES              OPTIONS         LIFE (YEARS)      EXERCISE PRICE        OPTIONS        EXERCISE PRICE
----------------------------------------------------------------------------------------------------------
<S>             <C>               <C>                <C>                <C>               <C>
  $4.00-10.00           162,750               2.37  $            6.41           162,750  $            6.41
  10.20-20.00           114,777               5.92              13.65           114,777              13.36
  20.20-40.00            43,000               4.56              30.39            43,000              30.39
  40.20-60.00            77,100               2.99              62.21            77,100              62.21
100.20-120.00               500               3.66             120.00               500             120.00
               ----------------  -----------------  -----------------  ----------------  -----------------
                        398,127               4.61  $           22.00           398,127  $           22.00
               ================  =================  =================  ================  =================
</TABLE>

During  the  year  ended  June  30, 2006, officers and a director of the Company
agreed to cancel options under the Company's 1998 Compensatory Stock Option Plan
exercisable  for  41,250  shares  of  the  Company's  stock.

The  officers  and  director did not receive any consideration in return for the
cancellations.

Warrants:

At  June  30,  2006,  the  following  warrants  to  purchase  common  stock were
outstanding:

<TABLE>
<CAPTION>
     NUMBER OF COMMON
SHARES COVERED BY WARRANTS  EXERCISE PRICE  EXPIRATION DATE
--------------------------  --------------  ---------------
<S>                         <C>             <C>
              9,625              25.00      January 2007
             22,500              12.00      January 2010
          1,250,000               3.00      January 2009
             92,500               1.00      January 2009
          4,246,717               1.00      February 2009
            500,000               0.91      June 2009
         ---------
         6,121,342
         =========
</TABLE>

2006  Transactions

During  the  year  ended  June  30, 2006, warrants to purchase 202,709 shares of
common  stock  expired.

In  August  2005,  warrants  to  purchase  1,535,000 shares of common stock were
exercised  for  cash  of  $1,535,000  in exchange for 1,535,000 shares of common
stock.  The  proceeds  were  used  to purchase a 50% equity interest in BioAgra.
The warrants' exercise price was lowered from $2.00 and $3.00 per share to $1.00
per  share  in  connection  with  the  exercise.

In  December  2005,  warrants  to  purchase  238,667 shares of common stock were
canceled  by  their  holders.  The  warrants  were cancelled to reduce the total
dilutive  securities  below  the authorized share limit, to allow the Company to
enter  into  additional  equity  financing  in December 2005.  In return for the
cancellation  of such warrants, the Company agreed to issue warrants to purchase
3,500,000  common  shares.  The  warrants  have  an  exercise  price  of


                                      F-23
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

$1.00  and have a term of 3 years.  These warrants were issued in February 2006.

In  February  2006,  the  Company  issued warrants to purchase 746,717 shares of
common  stock.  The  warrants  were issued to fullfill commitments made with the
sale  of  common  stock  from  November  2005 through January 2006, as discussed
above.  The  warrants  have an exercise price of $1.00 per share and a term of 3
years.

2005  Transactions

During  the  year  ended  June  30,  2005, warrants to purchase 60,000 shares of
common stock were exercised for net cash proceeds of $112,800 (net of commission
of  $7,200).

CAPITAL  TRANSACTION:

In  August 2005, an officer/shareholder of the Company forgave $8,750 of accrued
salary,  which  has been accounted for as a capital transaction and has resulted
in  an  increase  in  additional  paid  in  capital.

9.COMMITMENTS  AND  CONTINGENCIES

LITIGATION:

Depository  Trust  Suit:

In  May  2004,  the Company filed suit against the Depository Trust and Clearing
Corporation  ("DTCC"),  the  Depository  Trust Company ("DTC"), and the National
Securities  Clearing  Corporation ("NSCC") in the Second Judicial District Court
of  the  County  of  Washoe,  State of Nevada.  The suit alleges multiple claims
under  the  Nevada  Revised  Statutes 90.570, 90.580, 90.660 and 598A.060 and on
other  legal  bases.  The  complaint alleges, among other things, that the DTCC,
DTC  and NSCC acted in concert to operate the "Stock Borrow Program," originally
created  to address short term delivery failures by sellers of securities in the
stock  market.  According  to the complaint, the DTCC, NSCC and DTC conspired to
maintain  significant  open  fail deliver positions of millions of shares of the
Company's  common  stock  for extended periods of time by using the Stock Borrow
Program  to  cover  these  open and unsettled positions.  The Company is seeking
damages  in  the amount of $25,000,000 and treble damages.  Responsive pleadings
were  filed  by  the  defendants.  In  April 2005, the court granted a motion to
dismiss  the  lawsuit. The Company has filed an appeal to overturn the motion to
dismiss  the  lawsuit.

Financing  Agreement  Suit:

In  connection  with  a  financing  obtained  in October 2000, the Company filed
various actions in the United States District Court for the District of Colorado
against,  among others, Harvest Court, LLC, Southridge Capital Investments, LLC,
Daniel  Pickett,  Patricia  Singer and Thomson Kernaghan, Ltd. for violations of
federal  and  state  securities laws, conspiracy, aiding and abetting and common
law  fraud  among  other  claims.  As a result of various procedural rulings, in
January  2002,  the  United  States  District  Court  for  the


                                      F-24
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

District  of  Colorado  transferred the case to the United States District Court
for  the  Southern  District  of  New  York,  New  York  City,  New  York.

In  this  litigation, Harvest Court, LLC filed counterclaims against the Company
and  certain  officers  and former board members of the Company, and a number of
unrelated  third  parties.  The  counterclaims  allege  violations  of  federal
securities  laws and other laws.  Harvest Court, LLC is seeking various forms of
relief  including  compensatory and punitive damages.  Responsive pleadings have
been  filed  and  the  litigation  is  currently  in  the  discovery  stage.

In  May  2001,  Harvest Court, LLC filed suit against the Company in the Supreme
Court  of  the State of New York, County of New York.  The suit alleges that the
Company  breached  an  October 20, 2000 Stock Purchase Agreement, by not issuing
370,945 free trading shares of the Company's common stock in connection with the
reset  provisions  of  the  Purchase  Agreement due on the second reset date and
approximately  225,012  shares  due  in  connection  with  the third reset date.
Harvest  Court,  LLC  is  seeking  the delivery of such shares or damages in the
alternative.  In August 2001, the Supreme Court of the State of New York, County
of  New York issued a preliminary injunction ordering the Company to reserve and
not  transfer  the  shares allegedly due to Harvest Court, LLC.  The Company has
filed  counterclaims seeking various forms of relief against Harvest Court, LLC.

The  Company intends to vigorously prosecute all litigation and does not believe
the  outcome  of  the  litigation  will  have  a  material adverse effect on the
financial  condition,  results  of  operations  or  liquidity  of  the  Company.
However, it is too early at this time to determine the ultimate outcome of these
matters.

LEASES:

The  Company  has  entered  into  certain  facilities and equipment leases.  The
leases  are  non-cancelable  operating  leases  that expire through December 31,
2011.  Future  minimum  lease  payments  under  these  operating  leases  are as
follows:

<TABLE>
<CAPTION>
                           Year ending
                             June 30,         Amount
                           -----------       --------
<S>                                          <C>
                              2007           $ 39,822
                              2008             38,211
                              2009             39,415
                              2010             40,618
                              2011             20,761
                                             --------
                                             $178,827
                                             ========
</TABLE>

Rental  expense  was  $86,783 and $113,380 for the years ended June 30, 2006 and
2005,  respectively.


                                      F-25
<PAGE>
                           VYTA CORP AND SUBSIDIARIES
                    (Formerly NanoPerce Technologies, Inc.)
                 Notes to the Consolidated Financial Statements
                       Years Ended June 30, 2006 and 2005

10.     INCOME  TAXES:

The  Company and its subsidiaries did not incur income tax expense for the years
ended  June 30, 2006 and 2005.  The reconciliation between income taxes computed
at  the  statutory  federal  tax  rate of 34% and the effective tax rate for the
years  ended  June  30,  2006  and  2005  is  as  follows:

<TABLE>
<CAPTION>
                                    2006         2005
                                 -----------  -----------
<S>                              <C>          <C>
Expected income tax benefit      $ (818,000)    (339,000)
Increase in valuation allowance     818,000      339,000
                                 -----------  -----------
                                 $        -            -
                                 ===========  ===========
</TABLE>

The  tax  effects of temporary differences that would give rise to substantially
all  deferred tax assets subject to the valuation allowance at June 30, 2006 are
as  follows:

<TABLE>
<CAPTION>
<S>                                 <C>
     Deferred tax assets:
       Net operating loss           $ 2,407,000
     Less valuation allowance        (2,407,000)
                                    ------------
     Net deferred tax assets        $         -
                                    ============
</TABLE>

As  of  June  30,  2006,  the  Company  has net operating loss carry forwards of
approximately  $18,132,000,  which  expire between 2013 and 2026.  The Company's
net  operating  loss  carry forwards may be subject to annual limitations, which
could  reduce or defer the utilization of the losses as a result of an ownership
change  as  defined  in  Section  382  of  the  Internal  Revenue  Code.


                                      F-26