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 December 31, 2005

[ ]  Transition  Report  Pursuant  to  Section  13 or  15(d)  of The  Securities
     Exchange Act of 1934

                        Commission File Number: 000-31187

                              BIG FLASH CORPORATION
                 (Name of small business issuer in its charter)

           Delaware                                            87-0638336
-------------------------------                             ------------------
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                              Identification No.)

            19 East 200 South, Suite 1080, Salt Lake City, Utah 84111
               (Address of principal executive offices) (Zip Code)

Issuer's telephone no.:  (801) 322-3401

Securities registered pursuant to Section 12(b) of the Exchange Act:   None

Securities registered pursuant to Section 12(g) of the Exchange Act:   Common

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

         Check if there is no  disclosure  of  delinquent  filers in response to
Item 405 of  Regulation  S-B contained in this form,  and no disclosure  will be
contained,  to the best of the  Registrant's  knowledge,  in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ ]

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

         State the issuer's revenues for its most recent fiscal year.  $ -0-

         State  the  aggregate   market  value  of  the  voting  stock  held  by
non-affiliates  computed by  reference to the price at which the stock was sold,
or the average bid and ask prices of such stock as of a specified date within 60
days. $ -0-

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practicable date.

          Class                             Outstanding as of December 31, 2005
-----------------------                     ------------------------------------
Common Stock, Par Value                                 1,500,000
    $.00001 par value

                       DOCUMENTS INCORPORATED BY REFERENCE

A description of "Documents Incorporated by Reference" is contained in Part III,
Item 14.


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

                                       -1-

<PAGE>



                              BIG FLASH CORPORATION

                                TABLE OF CONTENTS

                                                                            Page
                                     PART I

Item 1.    Description of Business .........................................  3

Item 2.    Description of Property.......................................... 10

Item 3.    Legal Proceedings................................................ 10

Item 4.    Submission of Matter to a Vote of Security Holders............... 10

                              PART II

Item 5.    Market for Common Equity and Related Stockholder Matters......... 10

Item 6.    Management's Discussion and Analysis or Plan of Operation........ 15

Item 7.    Financial Statements............................................. 15

Item 8.    Changes in and Disagreements with Accountants on Accounting
             and Financial Disclosure....................................... 15

Item 8A.   Controls and Procedures.......................................... 15

Item  8B   Other Information................................................ 15

                             PART III

Item 9.    Directors, Executive Officers, Promoters and Control Persons;
              Compliance with Section 16(a) of the Exchange Act............. 15

Item 10.   Executive Compensation........................................... 18

Item 11.   Security Ownership of Certain Beneficial Owners and Management... 19

Item 12.   Certain Relationships and Related Transactions................... 19

Item 13.   Exhibits......................................................... 20

Item 14.   Principal Accountant Fees and Services........................... 20

           Signatures....................................................... 21

                                       -2-

<PAGE>

                                     PART I

Item 1.       Description of Business

History

     Big Flash  Corporation was  incorporated on July 27, 1999 under the laws of
the State of Delaware,  for the purpose of actively seeking potential  operating
businesses  and/or business  opportunities,  with the intent to acquire or merge
with such businesses.  Following its  organization,  Big Flash issued a total of
1.5 million shares of its common stock.

     On November 16, 1999,  we filed a  registration  statement  with the SEC on
Form SB-2 under the Securities  Act of 1933, for the purpose of registering  for
resale  the 1.5  million  shares  of our  common  stock  then  outstanding.  The
registration  statement  was  subsequently  withdrawn  and, on July 28, 2000, we
filed a registration  statement on Form 10-SB under the Securities  Exchange Act
of 1934. The registration statement became effective automatically 60 days after
filing with the SEC.

Recent Events

         On April  10,  2006 Big Flash  Corporation  entered  into an  agreement
("Share Exchange  Agreement") to acquire,  indirectly  though a Canadian holding
corporation,  all of the  issued  and  outstanding  shares  of  Intelgenx  Corp.
("Intelgenx"),  a Canadian corporation based in Quebec.  Following completion of
the  acquisition,  Intelgenx  will  continue  its  operations  as  a  controlled
subsidiary of Big Flash (the "Intelgenx Acquisition").

     Business of Intelgenx
     ---------------------

     Intelgenx is a drug delivery company  established in 2003 and headquartered
in   Montreal   (Quebec),   which   focuses   on   the   development   of   oral
controlled-release  products  for the generic  pharmaceutical  market as well as
novel buccal delivery systems.

     Intelgenx currently has two unique,  proprietary platform technologies that
it uses to develop products:  a Tri-Layer Tablet technology which allows for the
development  of oral  controlled  release  products,  and a Quick  Release Wafer
technology for the rapid delivery of  pharmaceutically  active substances to the
oral cavity. Intelgenx's Tri-layer technology is aimed at reducing manufacturing
costs  significantly as compared to competing delivery  technologies.  The wafer
technology  allows  for the  instant  delivery  of  pharmaceuticals  to the oral
mucosa.

     Intelgenx's business strategy is to develop  pharmaceutical  products based
on its proprietary drug delivery  technologies and license the commercial rights
to  competent  partner  companies  once the  viability  of the  product has been
demonstrated.

     Terms of Share Exchange Agreement
     ---------------------------------

     Pursuant to the Share Exchange Agreement, the Intelgenx acquisition will be
completed  through a series of  agreements  among Big Flash,  its  wholly  owned
subsidiary 6544631 Canada Inc.  ("Exchangeco") and Horst Zerbe, Ingrid Zerbe and
Joel Cohen (the  "Principals")  and Equity  Transfer  Services Inc.  ("Equity").
Under the Share Exchange  Agreement,  Exchangeco  will acquire all of the issued
and  outstanding  common shares of Intelgenx in exchange for 10,991,000  Class A
Special Shares of Exchangeco  ("Exchangeable  Shares").  At closing of the Share
Exchange Agreement, Big Flash, Exchangeco,  the Principals and Equity will enter
into an Exchange  and Voting Trust  Agreement  (the  "Exchange  and Voting Trust
Agreement")  pursuant to which 10,991,000  shares of Big Flash common stock (the
"Trust  Shares") shall be issued to Equity,  as trustee for the  Principals,  as
security for Big Flash's  covenants  under the  provisions  of the  Exchangeable
Shares.  Big  Flash,  Exchangeco  and  Equity  will  also  enter  into a support
agreement  ("Support  Agreement") which will, among other things,  set forth the
terms and conditions  upon which the  Principals  may exchange the  Exchangeable
Shares  for a  corresponding  number of Big Flash  common  stock.  Big Flash may
satisfy  its  obligations  by  instructing  the Trustee to deliver one Big Flash
common share for each such Exchangeable Share. Big Flash, Exchangeco, Equity and
the Principals will also enter into an escrow agreement (the "Escrow Agreement")
pursuant to which the  Principals  shall  deposit  into escrow with  Equity,  as

                                       -3-
<PAGE>

escrow agent, all of the Exchangeable  Shares and any Trust Shares for which the
Exchangeable  Shares may be exchanged from time to time,  over a term of 3 years
following closing.  The Escrow Agreement  provides that the Exchangeable  Shares
and Trust Shares held in escrow may not be sold, assigned or transferred, except
as expressly  permitted under the Escrow  Agreement,  and shall be released from
escrow at the end of the 3-year term.

     The Trustee, as the holder of record of the Trust Shares, shall be entitled
to all of the voting  rights,  including the right to vote in person or by proxy
the Trust Shares on any matters, questions, proposals or propositions whatsoever
that may properly come before the  stockholders  of Big Flash or at a meeting of
Big Flash  stockholders  or in connection  with respect to all written  consents
sought by Big Flash from its  stockholders  (the  "Voting  Rights").  The Voting
Rights shall be and remain  vested in and  exercised by the Trustee.  As further
particularized  in the Exchange and Voting Trust  Agreement,  the Trustee  shall
exercise the Voting Rights only on the basis of  instructions  received from the
Principals entitled to instruct the Trustee as to the voting thereof at the time
at which the stockholders meeting is held or a stockholders'  consent is sought.
To the extent that no instructions are received from a Principal with respect to
the Voting  Rights to which such  Principal is entitled,  the Trustee  shall not
exercise or permit the exercise of such Voting Rights.

     Under the terms of the  Exchangeable  Shares,  the Principals will have the
right to exchange the Exchangeable  Shares for a corresponding  number of shares
of Big Flash common stock at any time after closing of the transaction. Prior to
the exercise of such exchange rights,  Equity will be the owner of record of the
Trust Shares and will retain power to vote the Trust Shares or grant  consent in
regard to any and all matters presented for approval by the holders of Big Flash
common  stock.  Under the terms of the  Exchange  and  Voting  Trust  Agreement,
Equity,  in its capacity as trustee,  will act in regard to such matters only in
accordance with instructions given by the Principals, respectively.

     In its capacity as trustee,  Equity does not have any powers of disposition
over the Trust Shares except as expressly required under the Exchange and Voting
Trust Agreement and the Support Agreement.

     All of such  Exchangeable  Shares and the Trust Shares were issued pursuant
to the exemptions from  registration  provided under National  Instrument 45-106
under Canadian  securities laws and will be exempt from  registration  under the
Securities  Act of 1933,  as amended,  pursuant to Section  4(2) of that Act and
Regulation D - Rule 506 and/or Regulation S promulgated thereunder.

     Intelgenx  proposes  to issue  additional  common  shares and  warrants  to
investors  ("Investors")  pursuant to private placements prior to the closing of
the Share Exchange Agreement. On or before the completion of the purchase of the
Intelgenx  shares  by  Exchangeco  from the  Principals  pursuant  to the  Share
Exchange  Agreement,  it is contemplated  that the Investors will enter into and
complete  agreements with Big Flash for the sale of their shares and warrants of
Intelgenx to Big Flash in exchange  for an  aggregate of up to 3,525,000  common
shares of Big Flash and 100,000 common share purchase warrants of Big Flash.

     After giving effect to the proposed  issuance of the  10,991,000  shares of
Big Flash common stock in  connection  with the  Intelgenx  acquisition  and the
3,525,000  shares of Big Flash  stock and  100,000  warrants  of Big Flash to be
issued  to the  Investors,  the  number of Trust  Shares  that will be issued to
Equity as trustee for the Vendors in the aggregate will constitute  68.7% of the
approximately  16 million  shares of Big Flash  common stock that will be issued
and outstanding.  After giving effect to the issuance of the shares of Big Flash
in connection with the Intelgenx acquisition, Horst Zerbe, Ingrid Zerbe and Joel
Cohen will,  pursuant to rights attached to the Exchangeable Shares to be issued
to them  under  the  Share  Exchange  Agreement,  be  entitled  to  acquire  and
beneficially own, respectively, 4,709,643, 4,709,643 and 1,571,713 shares of Big
Flash common stock constituting,  respectively, 29.4%, 29.4% and 9.8% of the Big
Flash common stock that will be issued and outstanding.

                                      -4-
<PAGE>

     Prior to the  completion  of the Intelgenx  acquisition  and except for the
Share Exchange Agreement and the transactions  contemplated thereunder,  neither
Intelgenx  nor the  shareholders  of  Intelgenx  are or have been engaged in any
direct or indirect  transaction with Big Flash and the Intelgenx  acquisition is
not considered a related party transaction.

     Pursuant  to the  terms  of  the  Support  Agreement,  the  holders  of the
Exchangeable  Shares  will  economically  benefit  to the same  extent as direct
shareholders of Big Flash in the event of any dividend or other distribution.

     Exchangeco  shall  on any  day  ("Redemption  Date")  to be  determined  by
Exchangeco's  board of directors after the tenth  anniversary of the date of the
Intelgenx  acquisition,  redeem the then outstanding  Exchangeable Shares for an
amount per Exchangeable Share (the "Redemption  Price") equal to (i) the current
market price of a Big Flash  common share on the last  business day prior to the
Redemption  Date  (which  may be  satisfied  in full by  Exchangeco  causing  an
instruction  to be  given  to  the  Trustee  to  deliver,  in  respect  of  each
Exchangeable Share held by each respective holder thereof,  one Big Flash common
share, and obtaining written confirmation of such delivery by the Trustee), plus
(ii) the unpaid dividend amount, if any, on each such Exchangeable Share held by
such holder on any dividend  record date which  occurred prior to the Redemption
Date.

     The  Exchangeable  Shares may, at any time prior to the Redemption Date, be
exchanged by any of the  Principals in exchange for the same number of shares of
Big Flash  common  stock.  The number of shares of Big Flash  common stock to be
transferred to the holders of the Exchangeable Shares upon such exchange will be
subject to  corresponding  adjustment  in the event of any Big Flash  securities
dividend,  forward split,  reverse split,  or similar event.  The holders of the
Exchangeable  Shares will also benefit to an  identical  extent as all other Big
Flash shareholders in the event of a tender offer or other similar transaction.

     All Big Flash  events  related  to  payment  of  dividends,  redemption  or
purchase or any capital  distribution  in respect of Big Flash common  shares or
any shares other than the  Exchangeable  Shares,  redemption  or purchase of any
shares other than the Exchangeable Shares, or issuance of any other exchangeable
shares,  shall in each case be subject to  approval  by holders of not less than
66.6% of  then-outstanding  Exchangeable  Shares.  In  addition,  Big Flash must
obtain the same consent prior to any action to reclassify,  subdivide, re-divide
or make any similar change to the outstanding  shares of Big Flash, or effect an
amalgamation,  merger,  reorganization  or other  transaction  affecting the Big
Flash shares of common stock.

Current Business Activities

     Since our inception,  we have engaged in only sporadic business  operations
and are deemed a development  stage  company.  Pending the  finalization  of the
Intelgenx  transaction,  our  only  business  is to  seek  out  and  investigate
potential  operating  businesses  and  business  opportunities  with the goal of
potentially  acquiring  or  merging  with  one or more of these  businesses.  No
representation  is made,  nor is any intended,  that we will be able to carry on
future business activities successfully. Further, there can be no assurance that
we will  have the  ability  to  acquire  or merge  with an  operating  business,
business opportunity or property that will be of material value to us.

     Management  plans to investigate,  research and, if justified,  potentially
acquire  or  merge  with  one or  more  businesses  or  business  opportunities.
Management will have broad  discretion in its search for and  negotiations  with
any potential business or business opportunity.

     Our  principal  executive  offices are located at 19 East 200 South,  Suite
1080, Salt Lake City, Utah 84111, and our telephone number is (801) 322-3401.

                                      -5-
<PAGE>

     Sources of Business Opportunities
     ---------------------------------

     Management  uses  various  resources in its search for  potential  business
opportunities  including,  but not  limited  to,  our  officers  and  directors,
consultants,  special advisors, securities broker-dealers,  venture capitalists,
members of the financial  community and others who may present  management  with
unsolicited  proposals.  Because of our lack of  capital,  we may not be able to
retain, on a fee basis, professional firms specializing in business acquisitions
and  reorganizations.  Rather,  we will  most  likely  have  to rely on  outside
sources,  not otherwise  associated with us, that will accept their compensation
only after we have finalized a successful acquisition or merger.

     If we elect to  engage  an  independent  consultant,  we will  look only to
consultants that have experience in working with small companies in search of an
appropriate business  opportunity.  Also, the consultant must have experience in
locating  viable merger and/or  acquisition  candidates  and have a proven track
record of finalizing such business  consolidations.  Further, we would prefer to
engage a  consultant  that  will  provide  services  for only  nominal  up-front
consideration  and is  willing  to be fully  compensated  only at the close of a
business consolidation.

     We do not  intend to limit our  search to any  specific  kind of  industry,
business or geographical  location.  We may investigate and ultimately acquire a
venture  that  is in  its  preliminary  or  development  stage,  is  already  in
operation,  or in various  stages of its corporate  existence  and  development.
Management  cannot  predict at this time the status or nature of any  venture in
which we may participate.  A potential venture might need additional  capital or
merely desire to have its shares publicly traded. The most likely scenario for a
possible business arrangement would involve the acquisition of or merger with an
operating  business  that does not need  additional  capital,  but which  merely
desires to establish a public trading market for its shares. Management believes
that we could provide a potential public vehicle for a private entity interested
in becoming a publicly held corporation  without the time and expense  typically
associated with an initial public offering.

     Evaluation
     ----------

     Once we identify a particular  entity as a potential  acquisition or merger
candidate,  management will seek to determine  whether  acquisition or merger is
warranted,  or whether further  investigation is necessary.  Such  determination
will generally be based on management's  knowledge and  experience,  or with the
assistance  of outside  advisors  and  consultants  evaluating  the  preliminary
information   available  to  them.   Management  may  elect  to  engage  outside
independent  consultants to perform  preliminary  analysis of potential business
opportunities.  However,  because  of our  lack of  capital  we may not have the
necessary  funds for a complete and exhaustive  investigation  of any particular
opportunity.

     In evaluating such potential business  opportunities,  we will consider, to
the extent relevant to the specific opportunity, several factors including:

     *   potential benefits to us and our stockholders;
     *   working capital;
     *   financial requirements and availability of additional financing;
     *   history of operation, if any;
     *   nature of present and expected competition;
     *   quality and experience of management;
     *   need for further research, development or exploration;
     *   potential for growth and expansion;
     *   potential for profits; and
     *   other factors deemed relevant to the specific opportunity.

                                      -6-
<PAGE>

     Because  we  are a  reporting  company  subject  to the  provisions  of the
Securities  Exchange  Act of  1934,  we are  required  to file  certain  annual,
periodic  and  other  reports  with  the SEC.  These  requirements  include  the
affirmative duty to file independent  audited financial  statements  annually as
part of our Form  10-KSB.  Further,  any  business  or entity that we acquire or
merge with must also have independent audited financial  statements for at least
the two most recent fiscal years, or from the date of their  inception,  if less
than two years. Upon consummation of a merger or acquisition, we are required to
file with the SEC on Form 8-K or other report,  audited financial  statements of
the business or entity acquired.  If such audited  financial  statements are not
available at the closing of the acquisition or merger, or within time parameters
set  forth by  various  regulations  of the  SEC,  or if the  audited  financial
statements provided do not conform to the  representations  made by the business
to be acquired, we may not be able to finalize the transaction.  Accordingly, we
intend to consider as potential acquisitions or mergers only those businesses or
entities that can provide the requisite financial statements.

     There can be no assurance that following consummation of any acquisition or
merger,  the acquired  business venture will develop into a going concern or, if
the  business  is  already   operating,   that  it  will   continue  to  operate
successfully.  Many potential business opportunities available to us may involve
new  and  untested  products,  processes  or  market  strategies  which  may not
ultimately prove successful.

     Form of Potential Acquisition or Merger
     ---------------------------------------

     Each separate potential opportunity will be reviewed and, upon the basis of
that  review,  a suitable  legal  structure or method of  participation  will be
chosen.  The particular  manner in which we  participate in a specific  business
opportunity  will depend  upon the nature of that  opportunity,  the  respective
needs and desires of our management and management of the  opportunity,  and the
relative negotiating strength of the parties involved. Actual participation in a
business venture may take the form of an asset purchase,  lease,  joint venture,
license, partnership,  stock purchase,  reorganization,  acquisition,  merger or
consolidation.  We may act  directly  or  indirectly  through an  interest  in a
partnership,  corporation,  or other form of  organization,  however,  we do not
intend to participate in an opportunity through the purchase of a minority stock
position.

     Because we have no assets and a limited operating history,  in the event we
successfully  acquire or merge with an  operating  business  opportunity,  it is
likely that our present stockholders will experience substantial dilution. It is
also probable that there will be a change in control of our company.  The owners
of any  business  opportunity  which we acquire  or merge with will most  likely
acquire control following such  transaction.  Management has not established any
guidelines  as to the amount of control  it will offer to  prospective  business
opportunities, but rather management will attempt to negotiate the best possible
agreement for the benefit of our stockholders.

     Presently,  management  does not intend to borrow funds to  compensate  any
person,  consultant,  promoter or affiliate in relation to the consummation of a
potential  merger or acquisition.  However,  if we engage any outside advisor or
consultant in our search for business opportunities,  it may be necessary for us
to attempt to raise  additional  funds. As of the date hereof,  we have not made
any arrangements or definitive agreements to use outside advisors or consultants
or to raise any capital.  In the event we do need to raise capital,  most likely
the only method  available  to us would be the private  sale of our  securities.
These  possible  private  sales would most likely have to be to persons known by
our  directors  or to  venture  capitalists  that would be willing to accept the

                                      -7-
<PAGE>

risks associated with investing in a company with no current operation.  Because
of our nature as a development stage company,  it is unlikely that we could make
a public sale of securities or be able to borrow any significant sum from either
a commercial or private lender.  Management will attempt to acquire funds on the
best available terms. However, there can be no assurance that we will be able to
obtain  additional  funding  when  and if  needed,  or  that  such  funding,  if
available,  can be obtained on  reasonable  or  acceptable  terms.  Although not
presently  anticipated,  there  is a  remote  possibility  that  we  could  sell
securities to our management or affiliates.

     There  exists a  possibility  that the terms of any future  acquisition  or
merger  transaction  might  include  the sale of  shares  presently  held by our
officers  and/or  directors  to parties  affiliated  with or  designated  by the
potential business  opportunity.  Presently,  management has no plans to seek or
actively negotiate such terms. However, if this situation does arise, management
is  obligated  to  follow  our  Articles  of  Incorporation  and all  applicable
corporate  laws in  negotiating  such an  arrangement.  Under this scenario of a
possible sale by officers and  directors,  it is unlikely that similar terms and
conditions would be offered to all other stockholders or that stockholders would
be given the opportunity to approve such a transaction.

Rights of Stockholders

     Management  anticipates  that  prior to  consummating  any  acquisition  or
merger, if required by relevant state laws and regulations, we will seek to have
the transaction  ratified by stockholders  in the appropriate  manner.  However,
under Delaware law,  certain  actions that would routinely be taken at a meeting
of stockholders, may be taken by written consent of stockholders having not less
than the minimum  number of votes that would be  necessary  to authorize or take
the  action  at a meeting  of  stockholders.  Thus,  if  stockholders  holding a
majority of the  outstanding  shares decide by written  consent to consummate an
acquisition  or  a  merger,   minority  stockholders  would  not  be  given  the
opportunity  to  vote on the  issue.  The  board  of  directors  will  have  the
discretion to consummate an  acquisition  or merger by written  consent if it is
determined to be in our best interest to do so.  Regardless of whether an action
to acquire or merge is ratified by written consent or by holding a stockholders'
meeting,  we will  provide to  stockholders  complete  disclosure  documentation
concerning a potential  target  business  opportunity  including the appropriate
audited   financial   statements  of  the  target.   This  information  will  be
disseminated by proxy statement in the event a stockholders' meeting is held, or
by an  information  statement  pursuant to Regulation 14C of the Exchange Act if
the action is taken by written consent.

     Under  Delaware  corporate  laws,  stockholders  may be  entitled to assert
appraisal  or  dissenters'  rights  if we  acquire  or  merge  with  a  business
opportunity. Stockholders will be entitled to dissent from and obtain payment of
the fair value of their shares in the event of  consummation of a plan of merger
to which we are a party,  if approval  by the  stockholders  is  required  under
applicable Delaware law. Also, stockholders will be entitled to appraisal rights
if we enter into a share  exchange  whereby  our shares  are to be  acquired.  A
stockholder who is entitled to assert appraisal rights and obtain the fair value
for  their  shares,  may  not  challenge  the  corporate  action  creating  this
entitlement,  unless the action is unlawful or  fraudulent  with  respect to the
stockholder or the company.  A dissenting  stockholder shall refrain from voting
their shares in approval of the  corporate  action.  If the  proposed  action is
approved  by the  required  vote of  stockholders,  we must  give  notice to all
stockholders who delivered to us their written notice of dissent.

Competition

     Because we have not finalized an  acquisition  or merger,  we are unable to
evaluate the type and extent of our likely competition.  We are aware that there
are  several  other  public  companies  with only  nominal  assets that are also

                                      -8-
<PAGE>

searching for operating businesses and other business opportunities as potential
acquisition  or merger  candidates.  In addition to  competing  with these other
public  companies,  we are also in  direct  competition  with  many  established
venture capital and financial concerns that have significantly greater financial
and personnel  resources and technical expertise than us. In view of our limited
financial  resources  and  limited  experience,  we  will  be  at a  significant
competitive disadvantage compared to our competitors.

Employees

     As of the date hereof,  we do not have any  employees and have no plans for
retaining  employees  until such time as our business  warrants the expense,  or
until we successfully  acquire or merge with an operating business.  We may find
it necessary to periodically hire part-time clerical help on an as-needed basis.

Facilities

     We currently use as our  principal  place of business the offices of one of
our directors,  Geoff Williams,  located in Salt Lake City, Utah. The facilities
are shared with other businesses.

     Although we have no written agreement and currently pay no rent for the use
of these  facilities,  it is contemplated that at such future time as we acquire
or merge with an operating business, we will secure commercial office space from
which we will conduct our business.  However,  until such time as we complete an
acquisition or merger,  the type of business in which we will be engaged and the
type of office and other facilities that will be required,  is unknown.  We have
no current plans to secure such commercial office space.

Industry Segments

     No information is presented regarding industry segments. We are presently a
development  stage company  seeking a potential  acquisition of or merger with a
yet to be identified business  opportunity.  Reference is made to the statements
of income  included  herein in  response  to Part F/S of this Form  10-KSB for a
report of our operating history for the past two fiscal years.

Risk Factors Related to Our Business

     We are and may be subject to  substantial  risks  specific to a  particular
business or business  opportunity,  which  specific  risks cannot be ascertained
until a potential acquisition or merger candidate has been identified.  However,
at a minimum,  our  present  and  proposed  business  operations  will be highly
speculative  and be subject to the same  types of risks  inherent  in any new or
unproven venture, and will include the types of risk factors outlined below.

     We have no assets and no source of revenue
     ---------------------------------------------------------------------------

     We currently have no assets and have had no revenues for several years.  It
is unlikely that we will receive any revenues  until we complete an  acquisition
or merger. There can be no assurance that any acquired business will produce any
material  revenues for us or our  stockholders  or that any such  business  will
operate on a profitable basis.

     Our auditors have expressed a going concern opinion
     ---------------------------------------------------------------------------

     Our  independent   auditors  discuss  in  their  report  significant  doubt
regarding our ability to continue as a going  concern.  They include a statement
in the notes to our financial statements as follows:

         "The ability of the Company to continue as a going concern is dependent
         on the Company  obtaining  adequate  capital to fund  operating  losses
         until it  becomes  profitable.  If the  Company  is  unable  to  obtain
         adequate capital, it could be forced to cease operations."

                                      -9-
<PAGE>

     If we  are  not  able  to  secure  necessary  funding  or to  consummate  a
successful  acquisition or merger,  our business could fail and our stockholders
could  lose  their  entire  investment.  You are  encouraged  to read  note 2 to
financial statements included herewith.

     Although we have entered into an agreement to acquire Intelgenx,  there can
be no assurance that the  transaction  will be finalized or that the acquisition
of Intelgenx will result in a future successful business venture.
--------------------------------------------------------------------------------

     As set forth  above,  on April 10,  2006 we entered  into an  agreement  to
acquire  Intelgenx,  a drug  delivery  that focuses on the  development  of oral
controlled-release  products  for the generic  pharmaceutical  market as well as
novel buccal delivery  systems.  Management is confident that we will be able to
fulfill  the terms and  conditions  set forth in the  agreements  related to the
acquisition and that we will consummate the transaction.  However,  there can be
no assurance that the  transaction  will be completed or that the acquisition of
Intelgenx will result in a successful operating business for our company. If the
acquisition is not completed,  or if our business  following the  acquisition is
not adequate to provide sufficient capital, we may have to cease operations.

     Discretionary use of proceeds
     ---------------------------------------------------------------------------

     Except for the Intelgenx  transaction,  we are not currently engaged in any
substantive  business  activities  other  than  looking  for  and  investigating
business  opportunities.  Accordingly,  management  has  broad  discretion  with
respect to the potential acquisition of any business, assets, property. Although
management  intends to apply any  proceeds  it may  receive  through  the future
issuance of stock or debt to a suitable  acquired  business,  we will have broad
discretion in applying  these funds.  There can be no assurance  that our use or
allocation of such proceeds will allow it to achieve its business objectives.

     No substantive disclosure relating to prospective acquisitions
     ---------------------------------------------------------------------------

     Except for the information concerning Intelgenx included herein,  potential
investors in our securities have no substantive information upon which to base a
decision whether to invest in our securities.  Prospective  investors  currently
have only limited  information with which to evaluate the comparative  risks and
merits  of  investing  in the  industry  or  business  in which we may  acquire.
Potential  investors would have access to  significantly  more information if we
had finalized the Intelgenx transaction.

     Future acquisition or merger may result in substantial dilution
     ---------------------------------------------------------------------------

     We are currently authorized to issued 20 million shares of common stock, of
which 1.5 million shares are outstanding as of the date hereof.  The issuance of
additional  shares in connection with any  acquisition or merger  transaction or
the raising of capital  may result in  substantial  dilution of the  holdings of
current stockholders.

     Management will devote only minimal time to our business
     ---------------------------------------------------------------------------
     Presently,  our directors have other full time  obligations and will devote
only such time to our business as necessary  to maintain  our  viability.  Thus,
because of management's  other time commitments,  together with the fact that we
have no business operations,  management  anticipates that it will devote only a
minimal  amount of time to our  activities,  at least until such time as we have
identified a suitable acquisition candidate.

                                      -10-
<PAGE>

     Effective voting control held by directors
     ---------------------------------------------------------------------------

     Our directors own in the aggregate  approximately  59.2% of our outstanding
voting securities.  Only one stockholder owns in excess of 5%. Accordingly,  our
current  directors will have the ability to elect all of our  directors,  who in
turn  elect  all  executive  officers,  without  regard  to the  votes  of other
stockholders.

     No public market for our common stock
     ---------------------------------------------------------------------------

     Management  currently  anticipates that within 12 months from the filing of
this  report,  we will apply for listing of our common stock on the OTC Bulletin
Board. However,  there is currently no market for our shares and there can be no
assurance that any such market will ever develop or be  maintained.  Any trading
market that may develop in the future  will most  likely be very  volatile,  and
numerous factors beyond our control may have a significant effect on the market.
Only  companies that report their current  financial  information to the SEC may
have their  securities  included on the OTC Bulletin Board.  Therefore,  we must
keep current in our filing  obligations with the SEC, including our periodic and
annual reports and the financial  statements required thereby. In the event that
we become delinquent in our filings or otherwise lose our status as a "reporting
issuer," any future  quotation  of our shares on the OTC  Bulletin  Board may be
jeopardized.

Item 2.       Description of Property

     We do not presently own any property.

Item 3.       Legal Proceedings

     There are no material  pending legal  proceedings to which our company,  or
any  subsidiary  thereof,  is a party or to which any of our property is subject
and, to the best of our knowledge,  no such actions against us are  contemplated
or threatened.

Item 4.       Submission of Matters to a Vote of Security Holders

     No matters were  submitted to a vote of our  securities  holders during the
fourth quarter of the fiscal year ended December 31, 2005.

                                     PART II

Item 5.       Market for Common Equity and Related Stockholder Matters

     There is not  currently,  nor has there ever been, a public  trading market
for our common stock.  We have made an initial  application  to the NASD to have
our shares quoted on the OTC Bulletin Board. Our application consists of current
corporate  information,  financial statements and other documents as required by
Rule 15c2-11 of the Securities Exchange Act of 1934.

     Inclusion on the OTC Bulletin Board permits price quotations for our shares
to be published by that service.  Although we have  submitted an  application to
the OTC Bulletin  Board,  we do not  anticipate a public  trading  market in our
shares in the immediate  future.  Any future secondary trading of our shares may
be subject to certain state imposed restrictions.  Except for the application to
the  OTC  Bulletin  Board,  there  are  no  plans,  proposals,  arrangements  or
understandings with any person concerning the development of a trading market in
any of our  securities.  There  can be no  assurance  that  our  shares  will be
accepted for trading on the OTC Bulletin Board or any other  recognized  trading
market.  Also,  there can be no  assurance  that a public  trading  market  will
develop  following  acceptance by the OTC Bulletin Board or at any other time in
the future or, that if such a market does develop, that it can be sustained.

                                      -11-
<PAGE>

     The  ability  of  individual  stockholders  to  trade  their  shares  in  a
particular  state may be subject to various rules and regulations of that state.
A number of states  require that an issuer's  securities  be registered in their
state or  appropriately  exempted from  registration  before the  securities are
permitted  to trade in that state.  Presently,  we have no plans to register our
securities in any particular state.

     It is most unlikely that our  securities  will be listed on any national or
regional  exchange  or on The Nasdaq  Stock  Market.  Therefore  our shares most
likely will be subject to the  provisions of Section 15(g) and Rule 15g-9 of the
Exchange Act, commonly referred to as the "penny stock" rule. Section 15(g) sets
forth certain  requirements for  broker-dealer  transactions in penny stocks and
Rule 15g-9(d)(1) incorporates the definition of penny stock as that used in Rule
3a51-1 of the Exchange Act.

     The SEC generally  defines penny stock to be any equity security that has a
market  price  less than $5.00 per share,  subject to certain  exceptions.  Rule
3a51-1  provides  that any equity  security  is  considered  to be a penny stock
unless that security is:

     *   registered  and  traded  on  a  national  securities  exchange  meeting
         specified criteria set by the SEC;
     *   authorized for quotation on The NASDAQ Stock Market;
     *   issued by a registered investment company;
     *   excluded from the  definition on the basis of price (at least $5.00 per
         share) or the issuer's net tangible assets; or
     *   exempted from the definition by the SEC.

     Broker-dealers  who sell  penny  stocks to persons  other than  established
customers and accredited  investors  (generally persons with assets in excess of
$1,000,000 or annual income exceeding $200,000,  or $300,000 together with their
spouse), are subject to additional sales practice  requirements.  Broker-dealers
must also make a special  suitability  determination  for the  purchase  of such
securities  and must  have  received  the  purchaser's  written  consent  to the
transaction prior to the purchase. Additionally, for any transaction involving a
penny stock,  unless exempt, the rules require the delivery,  prior to the first
transaction, of a risk disclosure document relating to the penny stock market. A
broker-dealer   also  must  disclose  the   commissions   payable  to  both  the
broker-dealer and the registered representative,  and current quotations for the
securities.  Finally,  monthly  statements  must be sent to  clients  disclosing
recent  price  information  for  the  penny  stocks  held  in  the  account  and
information on the limited market in penny stocks.

     Consequently,  these rules may  restrict the ability of  broker-dealers  to
trade and/or maintain a market in our common stock and may affect the ability of
stockholders  to  sell  their  shares.  These  requirements  may  be  considered
cumbersome by  broker-dealers  and could impact the  willingness of a particular
broker-dealer to make a market in our shares,  or they could affect the value at
which our shares trade.  Classification  of the shares as penny stocks increases
the risk of an investment in our shares.

     As of December 31, 2005,  there were  approximately 35 holders of record of
our common  stock.  Because all of our  outstanding  shares of common stock were
issued  pursuant  to  exemptions  under the 1933  Act,  we have  considered  all
outstanding shares as restricted securities. Corporate records indicate that all
of  the  issued  and   outstanding   shares  were  issued  in  1999  in  private
transactions.  We have relied upon the exemption provided by Section 4(2) of the
1933 Act in the private  issuance of shares.  To the best of our  knowledge,  no
private placement memorandum was used in relation to the issuance of shares.

                                      -12-
<PAGE>

     Under Rule 144(k) of the 1933 Act, the requirements of paragraphs (c), (e),
(f),  and (h) of Rule 144 do not  apply to  restricted  securities  sold for the
account of a person who is not an affiliate of an issuer at the time of the sale
and has not been an affiliate  during the preceding  three months,  provided the
securities have been  beneficially  owned by the seller for a period of at least
two years prior to their sale.  Thus,  in reliance on Rule  144(k),  we consider
15,800  shares  to be free  of  restriction,  unless  held  by an  affiliate  or
controlling  stockholder.  For  purposes  of this  report  only,  a  controlling
stockholder is considered to be a person owning ten percent (10%) or more of our
total  outstanding  shares,  or is otherwise deemed an affiliate.  No individual
person owning a portion of the 15,800 shares owns more than five percent (5%) of
the total outstanding shares.

     The remaining  1,484,200  shares are considered  restricted  securities and
presently  held  by  four  stockholders.  All of  these  restricted  shares  are
presently  eligible for sale pursuant to the provisions of Rule 144,  subject to
the volume and other limitations set forth under that Rule.

     Under the provisions of Rule 144 of the Securities Act of 1933,  restricted
securities may be sold into the public market, subject to holding period, volume
and other  limitations  set forth under the Rule. In general,  under Rule 144 as
currently in effect,  a person (or persons whose shares are  aggregated) who has
beneficially owned restricted shares for at least one year, including any person
who may be deemed to be an "affiliate" (as the term "affiliate" is defined under
the Securities  Act), is entitled to sell,  within any  three-month  period,  an
amount of shares that does not exceed the greater of

     *   the average  weekly  trading  volume in the common  stock,  as reported
         through  the  automated  quotation  system of a  registered  securities
         association, during the four calendar weeks preceding such sale, or
     *   1% of the shares then outstanding.

     In order  for a  stockholder  to rely on Rule 144,  we must have  available
adequate  current public  information with respect to our business and financial
status.  A person  who is not  deemed to be an  "affiliate"  and has not been an
affiliate for the most recent three months,  and who has held restricted  shares
for at least two years would be  entitled to sell such shares  under Rule 144(k)
without regard to the various resale limitations of Rule 144.

Dividend Policy

     We have not declared or paid cash  dividends or made  distributions  in the
past on our  common  stock,  and we do not  anticipate  that we  will  pay  cash
dividends or make  distributions in the foreseeable  future. We currently intend
to retain and invest future earnings to finance operations.

Item 6.       Management's Discussion and Analysis or Plan of Operation

     The following  information should be read in conjunction with the financial
statements and notes thereto appearing elsewhere in this Form 10-KSB.

     We are considered a development stage company with no assets or capital and
with no material  operations or income.  The costs and expenses  associated with
the  preparation  and  filing of this and  other  reports  and  other  corporate
expenses have been paid for by advances  from  stockholders.  It is  anticipated
that we will require only nominal  capital to maintain our  corporate  viability
and  necessary  funds will most likely be provided by our officers and directors
in  the  immediate  future.  However,  unless  we  are  able  to  facilitate  an
acquisition  of or  merger  with an  operating  business  or are able to  obtain
significant  outside financing,  there is substantial doubt about our ability to
continue as a going concern.

                                      -13-
<PAGE>

     In the  opinion  of  management,  inflation  has not and  will  not  have a
material effect on our operations until such time as we successfully complete an
acquisition  or merger.  At that time,  management  will  evaluate  the possible
effects of inflation related to our business and operations.

Plan of Operation

     If we do not  consummate  the  Intelgenx  acquisition,  during  the next 12
months we will actively seek out and investigate possible business opportunities
with the intent to acquire or merge with one or more business  ventures.  In our
search  for  business  opportunities,  management  will  follow  the  procedures
outlined in Item 1 above.  Because we lack funds,  it may be  necessary  for our
officers and directors to either advance funds to us or to accrue expenses until
such time as a successful business consolidation can be made. Management intends
to hold expenses to a minimum and to obtain services on a contingency basis when
possible.  Further, our directors will defer any compensation until such time as
an  acquisition  or  merger  can be  accomplished  and will  strive  to have the
business  opportunity  provide their  remuneration.  However,  if engage outside
advisors or  consultants  in our search for  business  opportunities,  it may be
necessary for us to attempt to raise additional funds. As of the date hereof, we
have not made any arrangements or definitive  agreements to use outside advisors
or  consultants  or to  raise  any  capital.  In the  event  we do need to raise
capital,  most likely the only method  available to us would be the private sale
of our securities.  Because of our nature as a development stage company,  it is
unlikely that we could make a public sale of securities or be able to borrow any
significant  sum from either a  commercial  or private  lender.  There can be no
assurance that we will be able to obtain additional  funding when and if needed,
or that such funding, if available, can be obtained on acceptable terms.

     We do not  intend to use any  employees,  with the  possible  exception  of
part-time  clerical  assistance  on an  as-needed  basis.  Outside  advisors  or
consultants  will be used only if they can be obtained  for minimal cost or on a
deferred payment basis.  Management is confident that it will be able to operate
in this manner and to continue its search for business  opportunities during the
next twelve months.

Net Operating Loss

     We  have   accumulated   approximately   $23,012  of  net  operating   loss
carryforwards  as of December 31,  2005.  This loss  carryforward  may be offset
against  taxable income and income taxes in future years and expires in the year
2025.  The use of these losses to reduce  future income taxes will depend on the
generation  of  sufficient  taxable  income prior to the  expiration  of the net
operating loss carryforwards.  In the event of certain changes in control, there
will be an annual limitation on the amount of net operating loss carryforwards
which can be used. No tax benefit has been reported in the financial  statements
for the year ended  December  31,  2005  because  it has been fully  offset by a
valuation  reserve.  The use of future tax benefit is undeterminable  because we
presently have no operations.

Forward-Looking and Cautionary Statements

     This report on Form 10-KSB includes "forward-looking statements" within the
meaning of Section  27A of the  Securities  Act of 1933,  and Section 21E of the
Securities Exchange Act of 1934. These forward-looking  statements may relate to
such matters as anticipated financial performance,  future revenues or earnings,
business prospects,  projected ventures, new products and services,  anticipated
market  performance  and similar  matters.  When used in this report,  the words
"may,"  "will,"  expect,"  anticipate,"   "continue,"   "estimate,"   "project,"
"intend,"  and similar  expressions  are  intended  to identify  forward-looking
statements  within the meaning of Section 27A of the  Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934 regarding events, conditions,


                                      -14-
<PAGE>
and financial  trends that may affect our future plans of  operations,  business
strategy,  operating results, and financial position.  We caution readers that a
variety of factors could cause our actual results to differ  materially from the
anticipated  results or other matters expressed in  forward-looking  statements.
These risks and uncertainties, many of which are beyond our control, include:

     *   the sufficiency of existing capital  resources and our ability to raise
         additional capital to fund cash requirements for future operations;
     *   uncertainties following any successful acquisition or merger related to
         the  future  rate of  growth  of our  business  and  acceptance  of our
         products and/or services;
     *   volatility  of the stock  market,  particularly  within the  technology
         sector; and
     *   general economic conditions.

     Although we believe the  expectations  reflected  in these  forward-looking
statements are reasonable,  such  expectations  cannot guarantee future results,
levels of activity, performance or achievements.

Recent Accounting Pronouncements
--------------------------------

     In January 2003, the Financial  Accounting Standards Board, or FASB, issued
Interpretation  No. 46 ("FIN 46"),  Consolidation of Variable Interest Entities,
which addresses the  consolidation of business  enterprises  (variable  interest
entities),  to  which  the  usual  condition  of  consolidation,  a  controlling
financial  interest,  does not apply.  FIN 46  requires  an entity to assess its
business  relationships to determine if they are variable interest entities.  As
defined  in FIN 46,  variable  interests  are  contractual,  ownership  or other
interests in an entity that change with changes in the entity's net asset value.
Variable  interests in an entity may arise from financial  instruments,  service
contracts,  guarantees,  leases or other arrangements with the variable interest
entity.  An entity that will absorb a majority of the variable interest entity's
expected  losses  or  expected  residual  returns,  as  defined  in FIN  46,  is
considered the primary  beneficiary of the variable interest entity. The primary
beneficiary must include the variable interest entity's assets,  liabilities and
results  of  operations  in its  consolidated  financial  statements.  FIN 46 is
immediately  effective for all variable  interest entities created after January
31,  2003.  For  variable  interest  entities  created  prior to this date,  the
provisions  of FIN 46 were  originally  required to be applied no later than our
first  quarter of Fiscal  2004.  On October 8, 2003,  the FASB issued FASB Staff
Position  (FSP)  FIN  46-6,  Effective  Date  of  FASB  Interpretation  No.  46,
Consolidation of Variable Interest Entities. The FSP provides a limited deferral
(until the end of our second  quarter of 2004) of the  effective  date of FIN 46
for certain  interests  of a public  entity in a variable  interest  entity or a
potential variable interest entity. We will continue to evaluate FIN 46, but due
to the complex nature of the analysis required by FIN 46, we have not determined
the impact on our consolidated results of operations or financial position.

     In April 2003, the FASB issued Statement of Financial  Accounting Standards
(SFAS) SFAS No. 149,  Amendment of Statement 133 on Derivative  Instruments  and
Hedging Activities.  SFAS No. 149 amends and clarifies accounting for derivative
instruments,   including  certain  derivative   instruments  embedded  in  other
contracts,  and for hedging  activities under SFAS No. 133. In particular,  this
Statement  clarifies  under what  circumstances  a contract  with an initial net
investment  meets  the  characteristic  of a  derivative  and when a  derivative
contains a financing  component that warrants special reporting in the statement
of cash flows.  We adopted this standard for contracts  entered into or modified
after June 30, 2003. The adoption of SFAS No. 149 did not have a material impact
on our consolidated results of operations or financial position.

                                      -13-
<PAGE>

     In May 2003, the FASB issued SFAS No. 150, Accounting for Certain Financial
Instruments with  Characteristics of both Liabilities and Equity. This Statement
requires certain financial instruments that embody obligations of the issuer and
have  characteristics  of  both  liabilities  and  equity  to be  classified  as
liabilities.  We adopted this standard for financial instruments entered into or
modified  after  May 31,  2003.  The  adoption  of SFAS  No.  150 did not have a
material impact on our consolidated results of operations or financial position.

     On December 16, 2004 the FASB issued SFAS No. 123(R),  Share-Based Payment,
which is an amendment to SFAS No. 123, Accounting for Stock-Based  Compensation.
This new standard eliminates the ability to account for share-based compensation
transactions   using  Accounting   Principles  Board  ("APB")  Opinion  No.  25,
Accounting  for  Stock  Issued  to  Employees,   and  generally   requires  such
transactions  to be  accounted  for  using  a  fair-value-based  method  and the
resulting  cost  recognized  in our financial  statements.  This new standard is
effective  for awards that are  granted,  modified or settled in cash in interim
and annual periods beginning after June 15, 2005. In addition, this new standard
will apply to unvested  options  granted  prior to the  effective  date. We will
adopt this new standard  effective  for the fourth fiscal  quarter of 2005,  and
have not yet  determined  what impact this  standard  will have on our financial
position or results of operations.

     In  November  2004,  the FASB issued  SFAS No.  151,  Inventory  Costs - an
amendment of ARB No. 43,  Chapter 4. This  Statement  amends the guidance in ARB
No. 43, Chapter 4,  "Inventory  Pricing," to clarify the accounting for abnormal
amounts of idle facility expense,  freight,  handling costs, and wasted material
(spoilage).  Paragraph  5 of ARB 43,  Chapter 4,  previously  stated that ". . .
under  some  circumstances,  items  such as  idle  facility  expense,  excessive
spoilage,  double freight, and rehandling costs may be so abnormal as to require
treatment as current period charges.  . . ." This Statement  requires that those
items be recognized as  current-period  charges  regardless of whether they meet
the  criterion of "so  abnormal."  In addition,  this  Statement  requires  that
allocation of fixed production  overheads to the costs of conversion be based on
the normal  capacity of the production  facilities.  This statement is effective
for inventory  costs incurred during fiscal years beginning after June 15, 2005.
Management  does not  believe  the  adoption  of this  Statement  will  have any
immediate material impact on the company.

     In December 2004, the FASB issued SFAS No. 152,  Accounting for Real Estate
Time-sharing  Transactions,  which amends FASB statement No. 66,  Accounting for
Sales of Real Estate,  to  reference  the  financial  accounting  and  reporting
guidance  for real estate  time-sharing  transactions  that is provided in AICPA
Statement  of Position  (SOP)  04-2,  Accounting  for Real  Estate  Time-Sharing
Transactions.  This statement also amends FASB Statement No. 67,  Accounting for
Costs and Initial Rental  Operations of Real Estate Projects,  to state that the
guidance  for (a)  incidental  operations  and (b) costs  incurred  to sell real
estate  projects does not apply to real estate  time-sharing  transactions.  The
accounting  for those  operations  and costs is subject to the  guidance  in SOP
04-2.  This  Statement is effective  for financial  statements  for fiscal years
beginning  after  June  15,  2005.  Management  believes  the  adoption  of this
Statement will have no impact on the financial statements of the company.

     In December  2004,  the FASB issued SFAS  No.153,  Exchange of  Nonmonetary
Assets.  This  Statement  addresses the  measurement of exchanges of nonmonetary
assets.  The  guidance  in  APB  Opinion  No.  29,  Accounting  for  Nonmonetary
Transactions,  is based on the principle that  exchanges of  nonmonetary  assets
should be measured based on the fair value of the assets exchanged. The guidance
in that Opinion,  however,  included certain exceptions to that principle.  This
Statement amends Opinion 29 to eliminate the exception for nonmonetary exchanges
of  similar  productive  assets and  replaces  it with a general  exception  for
exchanges  of  nonmonetary  assets  that do not  have  commercial  substance.  A
nonmonetrary  exchange has commercial  substance if the future cash flows of the
entity are expected to change  significantly  as a result of the exchange.  This
Statement is effective for financial statements for fiscal years beginning after
June 15, 2005. Earlier  application is permitted for nonmonetary asset exchanges
incurred  during  fiscal  years  beginning  after the date of this  statement is
issued.  Management  believes the adoption of this Statement will have no impact
on the financial statements of the company.

                                      -15-
<PAGE>

Item 7.        Financial Statements

     Financial  statements for the fiscal years ended December 31, 2005 and 2004
have been  examined  to the  extent  indicated  in their  reports  by  Chisholm,
Bierwolf & Nilson, LLC,  independent  certified public accountants and have been
prepared in accordance  with  accounting  principles  generally  accepted in the
United States of America and pursuant to Regulation  S-B as  promulgated  by the
SEC. The aforementioned  financial  statements are included herein starting with
page F-1.

Item 8.        Changes in and  Disagreements  with Accountants on Accounting and
               Financial Disclosure

     We have not had any  disagreements  with our certified  public  accountants
with respect to accounting practices or procedures of financial disclosures.

Item 8A.       Controls and Procedures

     As of the end of the period covered by this annual  report,  we carried out
an evaluation,  under the supervision and with the  participation of management,
including  our chief  executive  officer  and chief  financial  officer,  of the
effectiveness  of the  design  and  operation  of our  disclosure  controls  and
procedures  as  defined  in Rules  13a-15(e)  and  15d-15(e)  of the  Securities
Exchange Act of 1934. In designing and evaluating  the  disclosure  controls and
procedures,  management  recognizes  that there are inherent  limitations to the
effectiveness of any system of disclosure controls and procedures, including the
possibility of human error and the  circumvention  or overriding of the controls
and procedures.  Accordingly,  even effective disclosure controls and procedures
can only  provide  reasonable  assurance  of  achieving  their  desired  control
objectives.  Additionally,  in evaluating and implementing possible controls and
procedures, management is required to apply its reasonable judgment.

     Based upon the required  evaluation,  our chief executive officer and chief
financial officer concluded as of December 31, 2005, our disclosure controls and
procedures  are  effective  in  timely  alerting  them to  material  information
relating to the company  required to be  disclosed  by us in the reports that we
file or submit under the Exchange Act to be recorded, processed,  summarized and
reported within the time periods  specified in the SEC's rules and forms.  There
have  been no  significant  changes  in our  internal  controls  over  financial
reporting or in other factors that could significantly  affect internal controls
over financial reporting subsequent to the date we carried out our evaluation.

Item  8B.      Other Information

     Not applicable.

                                    PART III

Item 9.        Directors,  Executive  Officers,  Promoters and Control  Persons;
               Compliance with Section 16(a) of the Exchange Act

     The  following  table sets forth the names,  ages,  and offices held by our
directors and executive officers:

         Name                      Age       Position
         ----                      ---       --------
         J. Rockwell Smith          64       Chairman of the Board and Director
         Edward F. Cowle            48       President, C.E.O. and Director
         Geoff Williams             34       Secretary and Director
         -------------------

     All directors hold office until the next annual meeting of stockholders and
until  their  successors  have been duly  elected  and  qualified.  There are no


                                      -16-
<PAGE>

agreements  with respect to the election of directors.  We have not  compensated
our directors  for service on the board of directors or any  committee  thereof,
but directors are entitled to be reimbursed for expenses incurred for attendance
at meetings of the board and any  committee  of the board.  However,  due to our
lack of funds,  directors will defer their expenses and any  compensation  until
such time as we can  consummate a successful  acquisition  or merger.  As of the
date hereof, no director has accrued any expenses or compensation.  Officers are
appointed  annually  by the  board  and each  executive  officer  serves  at the
discretion of the board. We do not have any standing committees.

     None of our  directors  are  currently,  nor for the past three  years have
been, a director of a "shell" or "blank check" company or other corporation that
is actively pursuing acquisitions or mergers, except as set forth below in their
respective resumes.

     No  director,  officer,  affiliate  or promoter  has,  within the past five
years, filed any bankruptcy  petition,  been convicted in or been the subject of
any  pending  criminal  proceedings,  or is any such  person the  subject or any
order,  judgment,  or decree  involving  the  violation  of any state or federal
securities laws.

     Our present directors have other full-time  employment or sources of income
and will routinely  devote only such time to our business  necessary to maintain
our  viability.  It is estimated  that each  director  will devote less than ten
hours  per month to our  activities.  The  directors  will,  when the  situation
requires,  review potential  business  opportunities or actively  participate in
negotiations for a potential merger or acquisition on an as- needed-basis.

     Currently,  there is no  arrangement,  agreement or  understanding  between
management  and  non-  management   stockholders   under  which   non-management
stockholders  may  directly  or  indirectly  participate  in  or  influence  the
management of our affairs. Present management openly accepts and appreciates any
input or  suggestions  from  stockholders.  However,  the board of  directors is
elected by the stockholders  and the  stockholders  have the ultimate say in who
represents them on the board.  There are no agreements or understandings for any
officer or director  to resign at the request of another  person and none of the
current  offers  or  directors  are  acting  on  behalf  of,  or will act at the
direction of any other person.

     The business experience of each of the persons listed above during the past
five years is as follows:

     J.  Rockwell  Smith.  Mr. Smith has been a director and Chairman  since our
inception in July 1999.  From 1977 to 1989,  he owned and  operated  Rocky Smith
Construction,  a  construction  company  in  Park  City,  Utah  that  supervised
construction  projects in the resort  community.  Since 1990, Mr. Smith has been
semi-retired  while being active with his private  investments  and working as a
part-time  driver  for Park  City  Transportation  Company.  Mr.  Smith  studied
engineering at Seattle University and the University of Washington.

     Mr. Smith has been an executive  officer and director within the last three
years of the following companies that may also be deemed blank check companies:

     o   Calypso Financial  Services,  Inc.  (Chairman of the Board and director
         from July 1999 to the present).
     o   Consolidated  Travel  Systems,  Inc. (Vice President and director since
         February 2001).
     o   Eagle's Nest Mining  Company,  now known as  Nanoscience  Technologies,
         Inc. (director from October 1997 to March 2004).
     o   Grant Silver, Inc. (principal stockholder until September 1997).
     o   Green MT. P.S. (Principal stockholder until January 1998), now known as
         Generex Biotechnology Corporation.


                                      -17-
<PAGE>

     o   Index Daley  Mines,  now known as  International  Digital  Technologies
         (principal stockholder until June 1998).
     o   Nava Leisure,  U.S.A.,  Inc., now known as Senesco  Technologies,  Inc.
         (President and director until
         January 1999).

     The current status of each of these companies is set forth below:
<TABLE>
<CAPTION>

Name of Company                         Date of Registration           Status
---------------                         --------------------           ------

<S>                                     <C>                            <C>

Calypso Financial Services, Inc.        11-17-1999 (SB-2)              Delinquent in filings with SEC
                                        7-31-2000 (10-SB)              Seeking merger and/or acquisition

Consolidated  Travel  Systems,   Inc.   11-9-2001 (10-SB)              Active and current  with SEC Pending  acquisition
                                                                       by way of merger with Knobias Holdings, Inc.

Eagles Nest Mining Company              5-14-1999 (10-SB)              Active and current with SEC Entered into research
                                                                       and license agreement with New York University in
                                                                       September 2003 to develop certain technologies

Grant Ventures, Inc.                    12-20-2002 (10-SB)             Active and current with SEC Completed merger with
                                                                       Impact Diagnostics, Inc. in July 2004

Green Mt. Labs., Inc.                   1-8-2004 (10-SB)               Active and current with SEC
                                                                       Seeking merger and/or acquisition

Index Daley Mines                       None                           Current status unknown
                                                                       Acquired Overlook Health Care Systems
                                                                       in 1998 and became International Digital
                                                                       Technologies in 1999

Nava Leisure, U.S.A., Inc.              3-27-1997 (10-SB)              Active and current with SEC
(n.k.a. Senesco Technologies, Inc.)                                    Merged with Senesco, in January 1999
                                                                       and change its domicile to New Jersey in
                                                                       September 1999
</TABLE>

     Edward F. Cowle.  Mr. Cowle has been  President and a Director of Big Flash
since our inception in July 1999.  Mr. Cowle has been self employed in financial
public  relations  from 1994 to the present,  assisting  public  companies  with
financial and  investment  banking  activities.  From 2000 to December 2003, Mr.
Cowle served as a director of Laser Technology, Inc., a public company listed on
the American  Stock  Exchange  that designs,  manufactures  and markets of pulse
laser  measuring  instruments  and  systems.  Mr.  Cowle was a principal  of LTI
Acquisition  Corp., a stockholder  group that took Laser  Technology  private in
December  2003.  From 1992 to 1994,  Mr.  Cowle was a Senior Vice  President  --
Investments  with Paine Webber in New York City and from 1991 to 1992,  he was a
Registered  Representative  with Bear Stearns & Company,  also in New York City.
Mr. Cowle graduated from Fairleigh Dickinson  University in Madison,  New Jersey
in 1978 with a B.A. Degree in English, American Studies. Mr. Cowle also attended
Vermont Law School in South Royalton,  Vermont from 1978 to 1979. Mr. Cowle is a
principal stockholder of LTI Acquisition.

     Mr.  Cowle has been an  executive  officer and  director  of the  following
companies that may be deemed blank check companies:

     o   Calypso Financial Services, Inc. (President and director from July 1999
         to the present);

                                      -18-
<PAGE>

     o   Eastgate  Acquisition  Corp.,  now known as Talavera's  Fine  Furniture
         (Secretary  and director from 1999 to 2001 and  President  from 2001 to
         the present); and

     o   Westgate  Acquisitions Corp.  (Secretary and director from 1999 to 2001
         and President from 2001 to the present).

     The current status of each of these companies is set forth below:
<TABLE>
<CAPTION>

Name of Company                         Date of Registration           Status
---------------                         --------------------           ------

<S>                                     <C>                            <C>
Calypso Financial Services, Inc.        11-17-1999 (SB-2)              Delinquent in filings with SEC
                                        7-31-2000 (10-SB)              Seeking merger and/or acquisition

Eastgate Acquisition Corp.              11-29-1999 (SB-2)              Not filing reports with SEC
                                                                       Seeking merger and/or acquisition

Westgate Acquisitions Corp.             11-30-1999 (SB-2)              Not filing reports with SEC
                                                                       Seeking merger and/or acquisition
</TABLE>

     Geoff  Williams.  Mr.  Williams  has been a director of Big Flash since our
inception in July 1999 and was appointed  secretary in August 1999. From 1994 to
the present,  Mr.  Williams has been a  representative  of Williams  Investments
Company,  a  Salt  Lake  City,  Utah  financial   consulting  firm  involved  in
facilitating mergers, acquisitions,  business consolidations and financings. Mr.
Williams attended the University of Utah and California Institute of the Arts.

     Mr.  Williams  has been an executive  officer and director  within the last
three  years of the  following  companies  that may also be deemed  blank  check
companies:

     o   Calypso Financial  Services,  Inc. (Secretary and director from 1999 to
         the present);
     o   Consolidated  Travel  Systems,  Inc.  (Director  since  August 1999 and
         President from February 2001 to the present);
     o   Eastgate  Acquisition  Corp.,  now known as Talavera's  Fine  Furniture
         (Secretary and director from 1999 to the present);
     o   Grant  Ventures,  Inc.  (Secretary  and director from July 2001 to July
         2004);
     o   Green Mt. Labs., Inc.,  (director since August 2002 and President since
         April 2004);
     o   Ocean Express Lines, Inc. (President and director from February 2000 to
         February 2002);
     o   RAKO Capital Corporation  (President and director from February 2001 to
         December 2002);
     o   Silver River  Ventures,  Inc.  (President and director since  September
         2004); and
     o   Westgate  Acquisitions  Corp.  (Secretary and director from 1999 to the
         present).

     The current status of each of these companies is set forth below:
<TABLE>
<CAPTION>
Name of Company                         Date of Registration           Status
---------------                         --------------------           ------
<S>                                     <C>                            <C>
Calypso Financial Services, Inc.        11-17-1999 (SB-2)              Delinquent in filings with SEC
                                        7-31-2000 (10-SB)              Seeking merger and/or acquisition
</TABLE>
                                      -19-
<PAGE>

<TABLE>
<CAPTION>
<S>                                     <C>                            <C>
Consolidated Travel Systems, Inc.       11-9-2001(10-SB)               Active and current with SEC
                                                                       Pending merger with Knobias Holdings, Inc.

Eastgate Acquisition Corp.              11-29-1999 (SB-2)              Not filing reports with SEC
                                                                       Seeking merger and/or acquisition

Talavera's Fine Furniture               None                           Inactive furniture company


Grant Ventures, Inc.                    12-20-2002 (10-SB)             Active and current with SEC
                                                                       Completed merger with Impact
                                                                       Diagnostics, Inc.  in July 2004

Green Mt. Labs., Inc.                   1-8-2004 (10-SB)               Active and current with SEC
                                                                       Seeking merger and/or acquisition

Ocean Express Lines, Inc.               7-3-2002 (10-SB)               Active and delinquent in filings
(n.k.a. Cementitious Materials, Inc.)                                  with SEC
                                                                       Acquired Cementitious Material
                                                                       Technologies, Inc. in November 2003

RAKO Capital Corporation                7-16-1998 (10-SB)              Currently delinquent in its periodic report
                                                                       filings with SEC
                                                                       Acquired Centra Industries, Inc. in
                                                                       January 2003 - currently an active
                                                                       telecommunications infrastructure
                                                                       company

Silver River Ventures, Inc.             12-13-2005 (10-SB)             Active and current with SEC
                                                                       Seeking merger and/or acquisition

Westgate Acquisitions Corp.             11-30-1999 (SB-2)              Not filing reports with SEC
                                                                       Seeking merger and/or acquisition
</TABLE>

Compliance With Section 16(a) of the Exchange Act

     Section  16(a) of the Exchange Act requires  our  directors  and  executive
officers,  and persons who own more than 10% of our common  stock,  to file with
the SEC initial  reports of ownership and reports of changes in ownership of our
common  stock and other  equity  securities.  None of these  persons  have filed
initial reports of ownership and we will endeavor to have these reports prepared
and submitted to the SEC.

Item 10.      Executive Compensation

     We have not had a bonus, profit sharing, or deferred  compensation plan for
the benefit of employees,  officers or directors.  We have not paid any salaries
or other  compensation  to officers,  directors or employees for the years ended
December  31, 2005 and 2004.  Further,  we have not entered  into an  employment
agreement  with any of our officers,  directors or any other persons and no such
agreements  are  anticipated  in the immediate  future.  It is intended that our
directors  will  defer any  compensation  until such time as an  acquisition  or
merger can be  accomplished  and will  strive to have the  business  opportunity
provide  their  remuneration.  As of the date hereof,  no person has accrued any
compensation.
                                      -20-
<PAGE>

Item 11.      Security Ownership of Certain Beneficial Owners and Management

     The following table sets forth  information,  to the best of our knowledge,
as of  December  31,  2004,  with  respect  to each  person  known  by us to own
beneficially more than 5% of the outstanding common stock, each director and all
directors and officers as a group.
<TABLE>
<CAPTION>

Name and Address                                       Amount and Nature of                 Percent
of Beneficial Owner                                    Beneficial Ownership               of Class(1)
--------------------                                   --------------------               -----------
<S>                                                               <C>                          <C>
J. Rockwell Smith *                                               4,400                        .3 %
   54 West 400 South, Suite 220
   Salt Lake City, UT 84101
Geoff Williams *                                                284,200                      18.9 %
   54 West 400 South, Suite 220
   Salt Lake City, UT 84101
Edward F. Cowle *                                               600,000                      40.0 %
   300 Park Avenue, Suite 1712
   New York, NY 10022
H. Deworth Williams                                             596,000                      39.7 %
   54 West 400 South, Suite 220
   Salt Lake City, UT 84101
All directors and officers                                      888,600                      59.2 %
   a group (3 persons)
------------------------------------
      *  Director and/or executive officer
</TABLE>

     Note:    Unless  otherwise  indicated in the footnotes  below, we have been
              advised  that each  person  above has sole  voting  power over the
              shares indicated above.

     (1) Based upon 1.5 million  shares of common stock  outstanding on December
         31, 2005.

Item 12.      Certain Relationships and Related Transactions

     During the past two fiscal years, there have been no material  transactions
between us and any officer,  director,  nominee for election as director, or any
stockholder owning greater than 5% of our outstanding  shares, nor any member of
the above referenced individuals' immediate family.

     Our  officers  and  directors  are  subject to the  doctrine  of  corporate
opportunities  only insofar as it applies to business  opportunities in which we
have indicated an interest, either through a proposed business plan or by way of
an express  statement of interest  contained in our  minutes.  If directors  are
presented with business  opportunities that may conflict with business interests
identified by us, such  opportunities must be promptly disclosed to the board of
directors  and made  available  to us. In the event  the board  shall  reject an
opportunity  so  presented  and  only  in that  event,  any of our  officers  or
directors may avail themselves of such an opportunity. Every effort will be made
to  resolve  any  conflicts  that may  arise in  favor  of us.  There  can be no
assurance, however, that these efforts will be successful.

                                      -21-
<PAGE>

     In the event of a successful  acquisition or merger, a finder's fee, in the
form of cash or securities,  may be paid to persons instrumental in facilitating
the  transaction.  We have  not  established  any  criteria  or  limits  for the
determination  of a finder's fee,  although it is likely that an appropriate fee
will be based upon negotiations by us and the appropriate  business  opportunity
and the finder.  Such fees are estimated to be customarily  between 1% and 5% of
the size of the transaction,  based upon a sliding scale of the amount involved.
Management  cannot at this time make an  estimate  as to the type or amount of a
potential  finder's fee that might be paid,  but is expected to be comparable to
consideration normally paid in like transactions. It is unlikely that a finder's
fee will be paid to an affiliate  because of the potential  conflict of interest
that might result. Any such fee would have to be approved by the stockholders or
a disinterested board of directors.


Item 13.          Exhibits

         (a)      Exhibits

Exhibit No.                 Exhibit Name
-----------                 ------------
     3.1*         Certificate of Incorporation
     3.2*         By-Laws
     4.1*         Instrument  defining rights of  stockholders  (See Exhibit No.
                  3.1, Certificate of Incorporation)
     31.1         Certification  of  C.E.O.  Pursuant  to  Section  302  of  the
                  Sarbanes-Oxley Act of 2002
     31.2         Certification  of  Principal  Accounting  Officer  Pursuant to
                  Section 302 of the Sarbanes-Oxley Act of 2002
     32.1         Certification of C.E.O. Pursuant to 18 U.S.C. Section 1350, as
                  Adopted Pursuant to Section 906 of the  Sarbanes-Oxley  Act of
                  2002
     32.2         Certification of Principal  Accounting  Officer Pursuant to 18
                  U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the
                  Sarbanes-Oxley Act of 2002
     99.1**       Share Exchange Agreement by and between Big Flash Corporation,
                  6544631 Canada Inc., Horst Zerbe, Ingrid Zerbe, Joel Cohen and
                  Intelgenx Corp. dated April 10, 2006.
----------------
     * Previously filed as an Exhibit to the Form 10-SB filed July 28, 2000.
    ** Previously filed as Exhibit to Form 8-K dated April 10, 2006 and filed
       April 13, 2006.

Item 14.      Principal Accountant Fees and Services

     We do not  have an audit  committee  and as a result  our  entire  board of
directors performs the duties of an audit committee. Our board of directors will
approve in advance the scope and cost of the engagement of an auditor before the
auditor  renders audit and non-audit  services.  As a result,  we do not rely on
pre-approval policies and procedures.

     We do not  have an audit  committee  and as a result  our  entire  board of
directors performs the duties of an audit committee. Our board of directors will
approve in advance the scope and cost of the engagement of an auditor before the
auditor  renders audit and non-audit  services.  As a result,  we do not rely on
pre-approval policies and procedures.

     Audit Fees
     ----------

     The aggregate fees billed by our independent auditors, Chisholm, Bierwolf &
Nilson, for professional services rendered for the audit of our annual financial
statements  included  in our Annual  Reports on Form  10-KSB for the years ended
December 31, 2005 and 2004, and for the review of quarterly financial statements
included in our  Quarterly  Reports on Form 10-QSB for the quarters  ended March
31, June 30 and September 30, 2005, were $3,300 for 2005 and $3,220 for 2004.

                                      -22-
<PAGE>

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

     For the years ended  December 31, 2005 and 2004,  there were no fees billed
for assurance and related  services by Chisholm,  Bierwolf & Nilson  relating to
the performance of the audit of our financial  statements which are not reported
under the caption "Audit Fees" above.

     Tax Fees
     --------

     For the years  ended  December  31,  2005 and 2004,  no fees were billed by
Chisholm, Bierwolf & Nilson for tax compliance, tax advice and tax planning.

     We do not use Chisholm,  Bierwolf & Nilson for financial information system
design  and   implementation.   These  services,   which  include  designing  or
implementing  a system that  aggregates  source data  underlying  the  financial
statements  or  generates  information  that  is  significant  to our  financial
statements,  are provided  internally or by other service  providers.  We do not
engage Chisholm, Bierwolf & Nilson to provide compliance outsourcing services.

     The board of directors has  considered the nature and amount of fees billed
by Chisholm,  Bierwolf & Nilson and believes  that the provision of services for
activities  unrelated  to the audit is  compatible  with  maintaining  Chisholm,
Bierwolf & Nilson's independence.


                                      -23-
<PAGE>

                                   SIGNATURES

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

                                     Big Flash Corporation



                                     By:     /S/   EDWARD F. COWLE
                                        ----------------------------------------
                                             Edward F. Cowle
                                             President and C.E.O.

Dated:   April 14, 2006


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

           Signature                                             Title                    Date
           ---------                                             -----                    ----
<S>                                             <C>
/S/    EDWARD F. COWLE                          President, C.E.O. and director         April 14, 2006
-----------------------------------------       (Principal Accounting Officer)
         Edward F. Cowle




/S/    J. ROCKWELL SMITH                        Chairman and Director                  April 14, 2006
-----------------------------------------
         J. Rockwell Smith



/S/    GEOFF WILLIAMS                           Secretary and Director                 April 14, 2006
-----------------------------------------
         Geoff Williams
</TABLE>

                                      -21-

<PAGE>






                              BIG FLASH CORPORATION
                          (A Development Stage Company)

                              FINANCIAL STATEMENTS

                                December 31, 2005



                                       F-1

<PAGE>



                                 C O N T E N T S


Report of Independent Registered Public Accounting Firm....................F-3

Balance Sheet..............................................................F-4

Statements of Operations...................................................F-5

Statements of Stockholders' Equity (Deficit)...............................F-6

Statements of Cash Flows...................................................F-8

Notes to the Financial Statements..........................................F-9



                                       F-2

<PAGE>



             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Shareholders and the Board of Directors
Big Flash Corporation
(A Development Stage Company)
Salt Lake City, UT

We have  audited the  accompanying  balance  sheet of Big Flash  Corporation  (a
Development Stage Company) as of December 31, 2005 and the related statements of
operations,  stockholders'  equity  (deficit) and cash flows for the years ended
December  31, 2005 and 2004.  These  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  standards  of the PCAOB  (United
States).  Those standards  require that we plan and perform the audits 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. And 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 financial  statements  referred to above present fairly, in
all  material  respects,  the  financial  position of Big Flash  Corporation  (a
Development  Stage  Company)  as of  December  31,  2005 and the  results of its
operations  and its cash flows for the years ended December 31, 2005 and 2004 in
conformity with accounting principles generally accepted in the United States of
America.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 2 to the
financial  statements,  the Company has sustained recent losses from operations,
has a deficit  in working  capital  and a  stockholders'  deficit.  This  raises
substantial  doubt about the Company's  ability to continue as a going  concern.
Management's  plans in regard to these matters are also described in Note 2. The
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.


/s/ Chisholm, Bierwolf & Nilson, LLC
------------------------------------
Bountiful, Utah
February 22, 2006

                                       F-3

<PAGE>
                              BIG FLASH CORPORATION
                          (A Development Stage Company)
                                 Balance Sheets


                                     ASSETS

                                                                    December 31,
                                                                        2005
                                                                    -----------


CURRENT ASSETS

      Cash                                                          $      --
                                                                    -----------

             Total Current Assets                                          --
                                                                    -----------

             TOTAL ASSETS                                           $      --
                                                                    ===========



                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

      Accounts payable                                              $       350
      Due to stockholder                                                 20,149
      Accrued interest - stockholder                                      1,513
                                                                    -----------

             Total Current Liabilities                                   22,012
                                                                    -----------


STOCKHOLDERS' EQUITY (DEFICIT)

      Common stock;20,000,000 shares authorized,
        at $0.00001 par value, 1,500,000 shares issued
        and outstanding                                                      15
      Additional paid-in capital                                            985
      Deficit accumulated during the development stage                  (23,012)
                                                                    -----------

             Total Stockholders' Equity (Deficit)                       (22,012)
                                                                    -----------

             TOTAL LIABILITIES AND STOCKHOLDERS'
               EQUITY (DEFICIT)                                     $      --
                                                                    ===========




   The accompanying notes are an integral part of these financial statements.


                                      F-4
<PAGE>


                              BIG FLASH CORPORATION
                          (A Development Stage Company)
                            Statements of Operations



                                                                       From
                                                                   Inception on
                                               For the            July 27, 1999
                                             Years Ended             Through
                                             December 31,          December 31,
                                     --------------------------    -----------
                                        2005           2004           2005
                                     -----------    -----------    -----------

REVENUES                             $      --      $      --      $      --

EXPENSES

       General and Administrative          9,906          7,545         21,498
                                     -----------    -----------    -----------

              Total Expenses               9,906          7,545         21,498
                                     -----------    -----------    -----------


LOSS FROM OPERATIONS                      (9,906)        (7,545)       (21,498)
                                     -----------    -----------    -----------


OTHER EXPENSES

       Interest Expense                   (1,217)          (297)        (1,514)
                                     -----------    -----------    -----------

              Total Other Expenses        (1,217)          (297)        (1,514)
                                     -----------    -----------    -----------


NET LOSS                             $   (11,123)   $    (7,842)   $   (23,012)
                                     ===========    ===========    ===========


BASIC LOSS PER SHARE                 $     (0.01)   $     (0.01)
                                     ===========    ===========


WEIGHTED AVERAGE NUMBER OF
  SHARES OUTSTANDING                   1,500,000      1,500,000
                                     ===========    ===========



   The accompanying notes are an integral part of these financial statements

                                      F-5
<PAGE>

<TABLE>
<CAPTION>

                              BIG FLASH CORPORATION
                          (A Development Stage Company)
                  Statements of Stockholders' Equity (Deficit)


                                                                                         Deficit
                                                                                       Accumulated
                                    Common Stock           Additional      Stock       During the
                                   --------------------     Paid-In     Subscription   Development
                                Shares         Amount       Capital      Receivable       Stage
                              -----------   -----------   -----------   -----------    -----------
<S>                           <C>           <C>           <C>           <C>            <C>
Balance at inception on
  July 27, 1999                      --     $      --     $      --     $      --      $      --

Common stock issued for
  cash on September 8, 1999
  at $0.0003 per share          1,500,000            15           485          (500)          --

Net loss from inception on
  July 27, 1999 through
  December 31, 1999                  --            --            --            --             --
                              -----------   -----------   -----------   -----------    -----------

Balance, December 31, 1999      1,500,000            15           485          (500)          --

Net loss for the year ended
  December 31, 2000                  --            --            --            --           (2,503)
                              -----------   -----------   -----------   -----------    -----------

Balance, December 31, 2000      1,500,000            15           485          (500)        (2,503)

Cash received on stock
  subscription receivable            --            --            --             500           --

Net loss for the year ended
  December 31, 2001                  --            --            --          (1,086)
                              -----------   -----------   -----------   -----------    -----------

Balance, December 31, 2001      1,500,000            15           485          --           (3,589)

Net loss for the year ended
  December 31, 2002                  --            --            --            --             (350)
                              -----------   -----------   -----------   -----------    -----------

Balance, December 31, 2002      1,500,000            15           485          --           (3,939)

Net loss for the year ended
  December 31, 2003                  --            --            --            --             (108)
                              -----------   -----------   -----------   -----------    -----------

Balance, December 31, 2003      1,500,000            15           485          --           (4,047)

Net loss for the year ended
  December 31, 2004                  --            --            --            --           (7,842)
                              -----------   -----------   -----------   -----------    -----------

Balance, Deccember 31, 2004     1,500,000            15           485          --          (11,889)

Services contributed by
  shareholder                        --            --             500          --             --

Net loss for the year ended
  December 31, 2005                  --            --            --            --          (11,123)
                              -----------   -----------   -----------   -----------    -----------

Balance, December 31, 2005      1,500,000   $        15   $       985   $      --      $   (23,012)
                              ===========   ===========   ===========   ===========    ===========
</TABLE>


   The accompanying notes are an integral part of these financial statements.

                                      F-6
<PAGE>

<TABLE>
<CAPTION>

                              BIG FLASH CORPORATION
                         (A Development Stage Company)
                            Statements of Cash Flows


                                                                                     From
                                                              For the            Inception on
                                                            Years Ended         July 27, 1999
                                                            December 31,            Through
                                                    --------------------------    December 31,
                                                       2005           2004           2005
                                                    -----------    -----------    -----------
CASH FLOWS FROM OPERATING ACTIVITIES

<S>                                                 <C>            <C>            <C>
      Net loss                                      $   (11,123)   $    (7,842)   $   (23,012)
      Adjustments to reconcile net loss to
        net cash used by operating activities:
             Impairment loss on mining claims              --             --             --
             Common stock issued for services              --             --             --
             Contributed services by shareholder            500           --              500
      Changes in operating assets and liabilities
             Decrease in prepaid expenses                  --             --             --
             Increase in accounts payable                (1,875)         2,224            349
             Increase in due to stockholder              12,498          5,618         21,663
                                                    -----------    -----------    -----------

                   Net Cash Used by Operating
                     Activities                            --             --             (500)
                                                    -----------    -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES                       --             --             --
                                                    -----------    -----------    -----------

CASH FLOWS FROM FINIANCING ACTIVITIES

             Sale of common stock                          --             --              500
                                                    -----------    -----------    -----------

                   Net Cash Provided by Financing
                     Activities                            --             --              500
                                                    -----------    -----------    -----------

             NET DECREASE IN CASH                          --             --             --

             CASH AT BEGINNING OF PERIOD                   --             --             --
                                                    -----------    -----------    -----------

             CASH AT END OF PERIOD                  $      --      $      --      $      --
                                                    ===========    ===========    ===========

SUPPLIMENTAL DISCLOSURES OF
      CASH FLOW INFORMATION

      CASH PAID FOR:

             Interest                               $      --      $      --      $      --
             Income Taxes                           $      --      $      --      $      --
</TABLE>

   The accompanying notes are an integral part of these financial statements.


                                      F-7
<PAGE>
                              BIG FLASH CORPORATION
                          (A Development Stage Company)
                        Notes to the Financial Statements



NOTE 1 -  ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

                a.   Business and Organization

            Big Flash  Corporation (The Company) was organized on July 27, 1999,
            under the laws of the State of  Delaware.  Pursuant to  Statement of
            Financial  Accounting  Standards No. 7, "Accounting and Reporting by
            Development  Stage  Enterprises,"  the  Company is  classified  as a
            development stage company.

            The Company's  financial  statements  are prepared using the accrual
            method  of  accounting.  The  Company  has  elected  a  December  31
            year-end.

                b.   Revenue Recognition

            The Company currently has no source of revenues. Revenue recognition
            policies will be determined when principal operations begin.

                c.   Basic Loss Per Share

            The  computation of basic loss per share of common stock is based on
            the weighted average number of shares outstanding during the period.

                                                 For the Years Ended
                                                     December 31,
                                                  2005          2004
                                              -----------    -----------

                       Loss (numerator)       $   (11,123)   $    (7,842)
                       Shares (denominator)     1,500,000      1,500,000
                                              -----------    -----------

                       Per share amount       $     (0.01)         (0.01)
                                              ===========    ===========


            d.  Provision for Taxes

            Deferred taxes are provided on a liability  method whereby  deferred
            tax assets are recognized for deductible  temporary  differences and
            operating  loss  and  tax  credit  carryforwards  and  deferred  tax
            liabilities  are  recognized  for  taxable  temporary   differences.
            Temporary  differences  are the  differences  between  the  reported
            amounts of assets and liabilities and their tax bases.  Deferred tax
            assets are reduced by a valuation  allowance when, in the opinion of
            management,  it is more likely than not that some  portion or all of
            the deferred tax assets will to be realized. Deferred tax assets and
            liabilities  are adjusted for the effects of changes in tax laws and
            rates on the date of enactment.


                                      F-8
<PAGE>

                              BIG FLASH CORPORATION
                          (A Development Stage Company)
                        Notes to the Financial Statements


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

            d. Provision for Taxes (Continued)

            Net deferred tax assets  consist of the  following  components as of
            December 31, 2005 and 2004:

<TABLE>
<CAPTION>

                                                            2005                    2004
                                                       ----------------      -----------------
                       Deferred tax assets:
<S>                                                    <C>                   <C>
                         NOL carryover                 $       23,012        $       11,889
                         Valuation allowance                  (23,012)              (11,889)
                                                       ----------------      -----------------

                         Net deferred tax asset        $         --          $         --
                                                       ================      =================
</TABLE>

            The  income  tax  provision  differs  from the  amount of income tax
            determined  by applying the U.S.  federal and state income tax rates
            of 34% to pretax  income from  continuing  operations  for the years
            ended December 31, 2005 and 2004 due to the following:
<TABLE>
<CAPTION>

                                                              2005                  2004
                                                        ----------------      -----------------

<S>                                                     <C>                  <C>
                       Book Income                      $     (4,338)        $        (2,556)

                       Valuation allowance                     4,338                   2,556
                                                        ----------------      -----------------

                                                        $       --           $          --
                                                         ===============      =================
</TABLE>
            At  December  31,  2005,   the  Company  had  net   operating   loss
            carryforwards  of  approximately  $23,012 that may be offset against
            future taxable income through 2025. No tax benefit has been reported
            in the December 31, 2005  financial  statements  since the potential
            tax benefit is offset by a valuation allowance of the same amount.

            Due to the change in ownership  provisions  of the Tax Reform Act of
            1986,  net  operating  loss carry  forwards  for Federal  income tax
            reporting  purposes  are  subject  to annual  limitations.  Should a
            change in ownership occur, net operating loss  carryforwards  may be
            limited as to use in future years.

e.       Cash and Cash Equivalents

            For  purposes  of  financial  statement  presentation,  the  Company
            considers  all highly  liquid  investments  with a maturity of three
            months or less, from the date of purchase, to be cash equivalents

                                      F-9
<PAGE>
                              BIG FLASH CORPORATION
                          (A Development Stage Company)
                        Notes to the Financial Statements


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

              f. Use of Estimates

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

              g. Newly Issued Accounting Pronouncements

              In  April  2003,  the FASB  issued  SFAS No.  149,  "Amendment  of
              Statement 133 on Derivative  Instruments  and Hedging  Activities"
              which is effective  for contracts  entered into or modified  after
              June 30, 2003 and for hedging relationships  designated after June
              30, 2003. This statement amends and clarifies financial accounting
              for   derivative   instruments   embedded   in   other   contracts
              (collectively  referred to as derivatives) and hedging  activities
              under  SFAS  133.  The  adoption  of SFAS  No.  149 did not have a
              material effect on the financial statements of the Company.

              In May 2003,  the FASB issued  Statement of  Financial  Accounting
              Standards No. 150,  "Accounting for Certain Financial  Instruments
              with  Characteristics of both Liabilities and Equity" (SFAS 150").
              SFAS 150  addresses  certain  financial  instruments  that,  under
              previous guidance,  could be accounted for as equity, but now must
              be classified as liabilities in statements of financial  position.
              These  financial  instruments  include:  (i) mandatory  redeemable
              financial instruments, (ii) obligations to repurchase the issuer's
              equity shares by  transferring  assets,  and (iii)  obligations to
              issue a variable number of shares. SFAS 150 is generally effective
              for all financial  instruments  entered into or modified after May
              31, 2003,  and  otherwise  effective at the first  interim  period
              beginning  after June 15,  2003.  The adoption of SFAS 150 did not
              have any impact on the Company's  financial  position or Statement
              of Operations.

              In January  2003,  and revised in December  2003,  the FASB issued
              FASB  Interpretation  No. 46,  "Consolidation of Variable Interest
              Entities" ("FIN 46"). This  interpretation of Accounting  Research
              Bulletin No. 51, "Consolidated  Financial  Statements,"  addresses
              consolidation  by  business   enterprises  of  variable   interest
              entities, which possess certain  characteristics.  FIN 46 requires
              that if a business enterprise has a controlling financial interest
              in a  variable  interest  entity,  the  assets,  liabilities,  and
              results of the activities of the variable  interest entity must be
              included in the  consolidated  financial  statements with those of
              the business  enterprise.  FIN 46 applies  immediately to variable
              interest  entities  created after January 31, 2003 and to variable
              interest entities in which an enterprise obtains an interest after
              that date. The consolidation  requirements apply to older entities
              in the first  fiscal year or interim  period  after June 15, 2003.
              The adoption of the effective  provisions of Interpretation 46 did
              not  have  any  impact  on the  Company's  financial  position  or
              statement of operations.

                                      F-10
<PAGE>

                              BIG FLASH CORPORATION
                          (A Development Stage Company)
                        Notes to the Financial Statements


NOTE 1 -      SIGNIFICANT ACCOUNTING POLICIES (Continued)

              e. Newly Issued Accounting Pronouncements (Continued)

              In November 2004,  the FASB issued FAS 151 "Inventory  Costs" This
              Statement amends the guidance in ARB No. 43, Chapter 4, "Inventory
              Pricing," to clarify the accounting  for abnormal  amounts of idle
              facility  expense,  freight,  handling costs,  and wasted material
              (spoilage).  Paragraph 5 of ARB 43, Chapter 4,  previously  stated
              that ". . . under some circumstances,  items such as idle facility
              expense,  excessive spoilage, double freight, and rehandling costs
              may be so  abnormal  as to require  treatment  as  current  period
              charges.  . . ." This  Statement  requires  that  those  items  be
              recognized as  current-period  charges  regardless of whether they
              meet the criterion of "so  abnormal." In addition,  this Statement
              requires  that  allocation  of fixed  production  overheads to the
              costs  of  conversion  be  based  on the  normal  capacity  of the
              production facilities. This pronouncement is effective for periods
              beginning after June 15, 2005. The adoption of this  pronouncement
              did not have any impact on the  Company's  financial  position  or
              statement of operations.

              In December  2004,  the FASB issued FAS  152-"Accounting  for Real
              Estate  Time-Sharing  Transactions"  This  Statement  amends  FASB
              Statement  No.  66,  Accounting  for  Sales  of  Real  Estate,  to
              reference the financial accounting and reporting guidance for real
              estate  time-sharing   transactions  that  is  provided  in  AICPA
              Statement  of  Position  (SOP)  04-2,  Accounting  for Real Estate
              Time-Sharing   Transactions.   This  Statement  also  amends  FASB
              Statement  No.  67,   Accounting  for  Costs  and  Initial  Rental
              Operations of Real Estate Projects, to state that the guidance for
              (a)  incidental  operations  and (b) costs  incurred  to sell real
              estate  projects  does  not  apply  to  real  estate  time-sharing
              transactions.  The  accounting  for those  operations and costs is
              subject to the guidance in SOP 04-2.  This  Statement is effective
              for financial statements for fiscal years beginning after June 15,
              2005. The adoption of this  pronouncement  did not have any impact
              on the Company's financial position or statement of operations.

              In  December   2004,  the  FASB  issued  FAS   153-"Exchanges   of
              Nonmonetary   Assets".   The  guidance  in  APB  Opinion  No.  29,
              Accounting for Nonmonetary Transactions, is based on the principle
              that exchanges of  nonmonetary  assets should be measured based on
              the fair  value of the  assets  exchanged.  The  guidance  in that
              Opinion,  however,  included certain exceptions to that principle.
              This  Statement  amends  Opinion 29 to eliminate the exception for
              nonmonetary exchanges of similar productive assets and replaces it
              with a general exception for exchanges of nonmonetary  assets that
              do not have  commercial  substance.  A  nonmonetary  exchange  has
              commercial  substance  if the future  cash flows of the entity are
              expected to change significantly as a result of the exchange.  The
              provisions of this  Statement  shall be effective for  nonmonetary
              asset exchanges  occurring in fiscal periods  beginning after June
              15,  2005.  The  adoption of this  pronouncement  did not have any
              impact  on  the  Company's  financial  position  or  statement  of
              operations.

              In May 2005,  the FASB  issued  FAS  154-"Accounting  for  Certain
              Marketable  Securities".  This  Statement replaces APB Opinion No.
              20,  Accounting  Changes,  and  FASB  Statement  No. 3,  Reporting
              Accounting Changes in  Interim Financial  Statements,  and changes
              the requirements  for the accounting for and reporting of a change
              in accounting principle.  This Statement  applies to all voluntary
              changes  in  accounting  principle.  It  also  applies  to changes


                                      F-11
<PAGE>

                              BIG FLASH CORPORATION
                          (A Development Stage Company)
                        Notes to the Financial Statements


NOTE 1 -SIGNIFICANT ACCOUNTING POLICIES (Continued)

e. Newly Issued Accounting Pronouncements (Continued)

              required by an accounting  pronouncement  in the unusual  instance
              that  the  pronouncement  does  not  include  specific  transition
              provisions.  When a  pronouncement  includes  specific  transition
              provisions,  those provisions  should be followed.  This Statement
              shall be  effective  for  accounting  changes and  corrections  of
              errors made in fiscal years beginning after December 15, 2005. The
              adoption  of this  pronouncement  did not have any  impact  on the
              Company's financial position or statement of operations.

NOTE 2 - GOING CONCERN

              The Company's  financial  statements are prepared using  generally
              accepted  accounting  principles  in the United  States of America
              applicable to a going concern which  contemplates  the realization
              of assets and  liquidation  of liabilities in the normal course of
              business. The Company has not yet established an ongoing source of
              revenues  sufficient to cover its operating  costs and allow it to
              continue  as a  going  concern.  The  ability  of the  Company  to
              continue as a going concern is dependent on the Company  obtaining
              adequate  capital  to  fund  operating  losses  until  it  becomes
              profitable.  If the Company is unable to obtain adequate  capital,
              it could be forced to cease operations.

              In order to continue as a going  concern,  the Company  will need,
              among other things,  additional  capital  resources.  Management's
              plans  to  obtain  such  resources  for the  Company  include  (1)
              obtaining  capital from  management and  significant  shareholders
              sufficient to meet its minimal operating expenses, and (2) seeking
              out and  completing a merger with an existing  operating  company.
              However, management cannot provide any assurances that the Company
              will be successful in accomplishing any of its plans.

              The  ability of the  Company  to  continue  as a going  concern is
              dependent  upon its ability to  successfully  accomplish the plans
              described in the preceding  paragraph and eventually  secure other
              sources  of  financing  and  attain  profitable  operations.   The
              accompanying  financial  statements do not include any adjustments
              that might be  necessary if the Company is unable to continue as a
              going concern.


NOTE 3 -  RELATED PARTY TRANSACTIONS

              During the years ended  December  31,  2005 and 2004,  the Company
              incurred  various  general  and  administrative  expenses.  As the
              Company has not had the  wherewithal  to pay these  expenses,  the
              Company has relied on a related party to satisfy its debts.  As of
              December  31, 2005 and 2004 the Company had an  obligation  to the
              related party,  including accrued  interest,  totaling $21,662 and
              $9,165,  respectively.  This  balance  is due on  demand,  and the
              Company is accruing interest on the total at 8.0% per annum.

NOTE 4 -    SIGNIFICANT EVENT

              In  November,   2005,  the  Company   entered  into  a  Letter  of
              Understanding  with Intelgenx  Corp.  ("Intelgenx"),  an operating
              drug delivery entity  headquartered in Quebec,  Canada.  Later, on
              April 10, 2006,  the Company  entered into a formal Share Exchange
              Agreement with Intelgenx.  Pursuant to this Agreement, the Company
              formed   a   wholly-owned   subsidiary,   6544531   Canada,   Inc.
              ("Exchangeco").  The  Share  Exchange  Agreement  stipulates  that


                                      F-12
<PAGE>
                              BIG FLASH CORPORATION
                          (A Development Stage Company)
                        Notes to the Financial Statements


              NOTE 4 -   SIGNIFICANT EVENT  (Continued)

              Exchangeco will receive 10,991,000 common shares of Intelgenx,  in
              exchange for all of the  outstanding  common shares of Exchangeco.
              Upon  consummation  of the Agreement,  Intelgenx will operate as a
              controlled subsidiary of the Company.  Management  anticipated the
              Agreement  will be fully  consummated  during  the 2nd  quarter of
              2006.

                                      F-13