**UNITED
        STATES**
 **SECURITIES
        AND EXCHANGE COMMISSION**
 WASHINGTON,
        D.C. 20549
   
   **[X]
        QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE**
 **SECURITIES
        EXCHANGE ACT OF 1934**
  For
        the
        quarterly period ended **June 30, 2007**
  OR
  **[
        ] TRANSITION REPORT UNDER SECTION 13 OF 15(d) OF THE**
 **EXCHANGE
        ACT OF 1934**
  From
        the
        transition period from __________ to ___________
  Commission
        file number 000-30074
  **PAIVIS,
        CORP.**
 (Exact
        name of registrant as specified in its charter)
  **Nevada**
              **00030074**
              **86-0871787****(State
                  or other Jurisdiction**
              **(Commission
                  File**
              **(IRS
                  Employer****of
                  Incorporation)**
              **Number)**
              **Identification
                  No.)**
  **#400-3475
        Lenox Road, Atlanta Georgia 30326**
 (Address
        of principal executive offices) (Zip Code)
 
 Registrant’s
        telephone number, including area code: **(404)
        601-2885**
 
 Indicate
        by check mark whether the registrant (1) has filed all reports required by
        Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
        12 months (or for such shorter period of time that the registrant was required
        to file such reports), and (2) has been subject to such filing requirements
        for
        the past 90 days: Yes [X] No [ ]
  Indicate
        by check mark whether the registrant is a large accelerated filer, or an
        accelerated filer. See definition of "accelerated filer and large accelerated
        filer" in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated
        filer [
        ] Accelerated filer [ ] Non-accelerated filer [X]
  Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act. Yes [ ] No [X]
  Indicate
        the number of shares outstanding of each of the issuer's classes of common
        stock, as of the latest practicable date. As of August 10,
        2007,  42,385,068shares
        of
        Common Stock of the issuer were issued and outstanding.
  -1-
  
 **PART
        I - FINANCIAL INFORMATION**
  **ITEM
        1. FINANCIAL STATEMENTS.**
 
 **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 
 **INTERIM
          CONSOLIDATED FINANCIAL STATEMENTS**
 
 
 **JUNE
          30, 2007**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
  
  F-1
  
 
 **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 **INTERIM
          CONSOLIDATED BALANCE SHEETS**
 **(Stated
          in U.S. Dollars)**
 
 **June
                    30**
                  **2007**
                  **(unaudited)**
                
                
                **September
                    30**
                  **2006****ASSETS****Current**Cash
                
                **$**
                **4,469**
                
                
                $
                88,678Goods
                    and Services Tax recoverable
                
                ****
                **7,476**
                
                
                
                7,453Accounts
                    Receivable
                
                ****
                **534,921**
                
                
                
                407,034Prepaid
                    expense, advances and other
                
                ****
                **15,777**
                
                
                
                28,009****
                **562,643**
                
                
                
                531,174**Capital
                    Assets**
                
                ****
                **47,620**
                
                
                
                100,961**Goodwill**
                
                ****
                **6,249,955**
                
                
                ****
                6,249,955**Minority
                    Interest in Subsidiaries**
                
                ****
                **(7,147**
                **)**
                
                
                (7,147
                )**$**
                **6,853,071**
                
                
                $
                6,874,943**LIABILITIES****Current**Accounts
                    payable and accrued liabilities
                
                **$**
                **6,050,880**
                
                
                $
                4,960,011Loans
                    and advances payable
                
                ****
                **2,860,112**
                
                
                
                2,655,121**8,910,992**
                
                
                
                7,615,132**STOCKHOLDERS’
                    DEFICIENCY****Capital
                    Stock**Authorized:125,000,000
                    common shares par value $0.0002 per share15,000,000
                    preferred shares, par value $0.0001 per shareIssued
                    and outstanding:41,514,739
                    common shares at June 30, 2007
                  and
                    30,558,352 at September 30, 2006
                
                ****
                **8,302**
                
                
                
                6,111No
                    Series A preferred shares at June 30, 2007,
                  and
                    792,592 at September 30, 2006
                
                ****
                **-**
                
                
                
                793,000,750
                    Series B preferred shares at June 30, 2007,
                  and
                    at September 30, 2006
                
                ****
                **300**
                
                
                
                300Additional
                    paid-in capital
                
                ****
                **16,687,832**
                
                
                
                16,448,833**Accumulated
                    Deficit**
                
                ****
                **(18,754,355**
                **)**
                
                
                (17,195,512
                )****
                **(2,057,921**
                **)**
                
                
                (740,190
                )**$**
                **6,853,071**
                
                
                $
                6,874,943
 
 The
          accompanying notes are an integral part of these consolidated financial
          statements.
  F-2
  
 **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 **INTERIM
          CONSOLIDATED STATEMENTS OF OPERATIONS**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 
 **THREE
                    MONTHS ENDED**
                  **June
                    30**
                
                
                **NINE
                    MONTHS ENDED**
                  **June
                    30****2007**
                
                
                **2006**
                ****
                ****
                **2007**
                ****
                ****
                **2006****Revenue****Telecom**
                
                $
                **1,322,439**
                
                
                $
                1,417,623
                
                
                $
                **4,559,351**
                
                
                $
                4,557,193**Cost
                    of Sales**
                
                ****
                **1,139,682**
                
                
                
                1,427,034
                
                
                ****
                **3,652,754**
                
                
                
                4,182,713****
                **182,757**
                
                
                
                (9,411
                )
                
                ****
                **906,597**
                
                
                
                374,480**Expenses**Consulting
                
                ****
                **95,171**
                
                
                
                103,000
                
                
                ****
                **353,058**
                
                
                
                503,903Debt
                    retirement expense
                
                ****
                **-**
                
                
                
                23,624
                
                
                ****
                **24,111**
                
                
                
                1,033,603Interest
                    Expense
                
                ****
                **22,455**
                
                
                
                -
                
                
                ****
                **165,855**
                
                
                
                -Marketing
                
                ****
                **3,502**
                
                
                
                -
                
                
                ****
                **22,301**
                
                
                
                8,186Office,
                    administration and sundry
                
                ****
                **408,230**
                
                
                
                621,370
                
                
                ****
                **854,240**
                
                
                
                902,619Professional
                    fees
                
                ****
                **212,561**
                
                
                
                118,834
                
                
                ****
                **488,103**
                
                
                
                274,923Wages
                    and benefits
                
                ****
                **171,246**
                
                
                
                178,495
                
                
                ****
                **557,774**
                
                
                
                595,197****
                **616,255**
                
                
                
                1,045,323
                
                
                ****
                **2,168,532**
                
                
                
                3,318,431**Loss
                    Before The Following**
                
                ****
                **(730,408**
                **)**
                
                
                (1,054,734
                )
                
                ****
                **(1,558,845**
                **)**
                
                
                (2,943,951
                )**Forgiveness
                    of Debt**
                
                ****
                **-**
                
                
                
                -
                
                
                ****
                **-**
                
                
                
                (1,015
                )**Net
                    Loss For The Period**
                
                **$**
                **(730,408**
                **)**
                
                $
                (1,054,734
                )
                
                **$**
                **(1,558,845**
                **)**
                
                $
                (2,942,936
                )**Net
                    Loss Per Share**,
                  Basic
                    and diluted
                
                $
                (0.02
                )
                
                $
                (0.08
                )
                
                $
                (0.05
                )
                
                $
                (0.60
                )**Weighted
                    Average Number Of Common Shares Outstanding**
                
                ****
                **32,464,268**
                
                
                
                13,988,049
                
                
                ****
                **30,691,563**
                
                
                
                4,868,063
 
 
 
 The
          accompanying notes are an integral part of these consolidated financial
          statements.
  F-3
  
 **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 **INTERIM
          CONSOLIDATED STATEMENTS OF CASH FLOWS**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **NINE
                    MONTHS ENDED**
                  **JUNE
                    30****2007**
                
                
                **2006****Cash
                    Flows From Operating Activities**Loss
                    for the period from continuing operations
                
                **$**
                **(1,558,845**
                **)**
                
                $
                (2,942,936
                )**Adjustments
                    To Reconcile Net Loss To Net Cash Used By Operating
                    Activities**Amortization
                    & Depreciation
                
                ****
                **53,343**
                
                
                
                153,097Stock
                    based compensation
                
                
                -
                
                
                
                1,009,580Issue
                    of common stock for expenses
                
                ****
                **217,000**
                
                
                
                229,180Issue
                    of common stock for debt
                
                ****
                **-**
                
                
                
                993,624Debt
                    Retirement Inducement Expense
                
                ****
                **24,111**
                
                
                
                -Change
                    in working capital items:Goods
                    and Services Tax recoverable
                
                ****
                **(24**
                **)**
                
                
                (5,581
                )Accounts
                    receivable
                
                ****
                **(127,887**
                **)**
                
                
                (34,583
                )Prepaid
                    expense
                
                ****
                **12,232**
                
                
                
                (38,055
                )Accounts
                    payable and accrued liabilities
                
                ****
                **1,090,869**
                
                
                
                (95,359
                )Other
                    Adjustments, net
                
                ****
                **-**
                
                
                
                253,227****
                **(289,200**
                **)**
                
                
                (477,806
                )**Cash
                    Flows From Financing Activities**Shares
                    issued for cash
                
                ****
                **-**
                
                
                
                464,032Loans
                    and advances payable
                
                ****
                **204,991**
                
                
                
                92,706****
                **204,991**
                
                
                
                556,738**(Decrease)
                    Increase In Cash**
                
                ****
                **(84,209**
                **)**
                
                
                78,932**Cash,
                    Beginning Of Period**
                
                ****
                **88,678**
                
                
                
                5,660**Cash,
                    (Bank Indebtedness) End Of Period**
                
                **$**
                **4,469**
                
                
                $
                84,592**Supplemental
                    Disclosure of Non Cash Financing and Investing
                    Activities**Shares
                    issued for debt
                
                ****
                **241,111**
                
                
                
                993,624**Supplemental
                    Disclosure Of Cash Flow Financing and Investing
                    Activities**Interest
                    paid
                
                **$**
                **231**
                
                
                $
                11,281Income
                    taxes paid
                
                
                -
                
                
                
                -
 
 The
          accompanying notes are an integral part of these consolidated financial
          statements.
 
  F-4
  **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 **NOTES
          TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS**
 
 **June
          30, 2007**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **1.           NATURE
          OF OPERATIONS**
 
 Organization
 
 The
          Company was incorporated in the State of Nevada, U.S.A., on April 28,
          1997.
 
 On
          April
          21, 2006, PAIVIS, Corp. (f/k/a APO Health, Inc)., a Nevada corporation
          (“APO”),
          entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”)
          with APO Health Acquisition Corp, Inc., a Nevada corporation and wholly-owned
          subsidiary of APO (“APO Acquisition”), and Jupiter Global Holdings, Corp., a
          Nevada corporation (“Jupiter”). As per the Merger Agreement provided that upon
          the terms and subject to the conditions set forth in the Merger Agreement,
          APO
          Acquisition merged with and into Jupiter, with Jupiter being the surviving
          corporation and a wholly-owned subsidiary of APO.   Historical
          Financial Statements presented are those of Jupiter Global Holdings
          Corp.
 
 Business
                    Activities
 
 The
          Company’s business operations consist of telecommunications switching services.
          The Company is a facility-based wholesale telecommunications carrier that
          delivers many application/value-added services within the prepaid services
          space. The Company operates and maintains a robust switching facility,
          offering
          over 16,000 ports with connectivity to most of the tier 1 carriers in the
          US and
          manages an extensive international (A-Z) network.  In addition to the
          wholesale business, The Company maintains a large retail distribution network
          for direct to consumer services. The Company’s products are sold through
          approximately 3,000 retail outlets in the United States and our distribution
          is
          rapidly expanding.
 
 Going
                    Concern
 
 Since
          inception, the Company has suffered recurring losses, net cash outflows
          from
          operations and, at June 30, 2007, has accumulated a deficit of $18,754,355
          and a
          working capital deficiency of $8,348,349.  The Company expects to
          continue to incur substantial losses to continue the growth of its
          business.  Since its inception, the Company has funded operations
          through common stock issuances and related party loans in order to meet
          its
          strategic objectives.  Management believes that sufficient funding
          will be available to meet its business objectives, including anticipated
          cash
          needs for working capital, and is currently evaluating several financing
          options.  However, there can be no assurance that the Company will be
          able to obtain sufficient funds to continue the business growth of and,
          if
          successful, to grow the sale of its products and services under
          development.  As a result of the foregoing, there exists substantial
          doubt about the Company’s ability to continue as a going
          concern.  These consolidated financial statements do not include any
          adjustments that might result if the Company is unable to realize its assets
          and
          settle its obligations in the normal course of business.
  F-5
  
 
 **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 **NOTES
          TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS**
 
 **June
          30, 2007**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **1.           NATURE
          OF OPERATIONS (cont)**
 
 
 The
          accompanying unaudited interim consolidated financial statements of the
          Company
          have been prepared in accordance with generally accepted accounting principles
          in the United States of America.  Because a precise determination of
          many assets and liabilities is dependent upon future events, the preparation
          of
          consolidated financial statements for a period necessarily involves the
          use of
          estimates which have been made using careful judgment.  These
          unaudited interim consolidated financial statements should be read in
          conjunction with the financial statements for the 12 months ending September
          30,
          2006 in the Form 10-KSB as filed with the Securities and Exchange
          Commission.
 
 The
          consolidated financial statements have, in management’s opinion, been properly
          prepared within reasonable limits of materiality and within the framework
          of the
          significant accounting policies summarized below:
 
 Consolidation
 
 These
          consolidated financial statements include the accounts of the Company,
          its 100%
          owned subsidiaries, Jupiter Global Holdings, Corp., MACRO Communications,
          Inc.,
          Trucall Solutions Inc., RRUN Labs Incorporated, LIVESTAR Entertainment
          Canada
          Inc., 1615496 Ontario Ltd., 1614718 Ontario Inc., LIVESTAR Entertainment
          Establishment Ltd., LIVESTAR Entertainment Events International Inc., its
          67%
          owned subsidiary, RAHX, Inc., and its 51% owned subsidiary LIVE & Cool One,
          Inc..
 
 **2.           
          SIGNIFICANT ACCOUNTING POLICIES**
 
 a)
                Income
                    Taxes
 
 The
          Company has adopted Statement of Financial Accounting Standards No. 109
–
“Accounting for Income Taxes” (SFAS 109). This standard requires the use of an
          asset and liability approach for financial accounting and reporting on
          income
          taxes. If it is more likely than not that some portion or all of a deferred
          tax
          asset will not be realized, a valuation allowance is recognized.
 b)
                  Amortization
                        and Depreciation
 Capital
          assets are being amortized over their estimated useful lives on the
          straight-line basis at the following rates:
 
 Computer
                    equipment
                3
                    yearsTelecom
                    Equipment
                5
                    years
 
  F-6
  
 **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 **NOTES
          TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS**
 
 **June
          30, 2007**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **2.           
          SIGNIFICANT ACCOUNTING POLICIES (cont)**
 
 c)
                Stock
                    Based Compensation
 
 The
          Company has adopted the use of Statement of Financial Accounting Standards
          No.
          123R , “Share-Based Payment”, (SFAS No. 123R)   This Statement
          requires an entity to measure the cost of employee services received in
          exchange
          for an award of equity instruments based on the grant-date fair value of
          the
          award (with limited exceptions). That cost is recognized over the period
          during
          which an employee is required to provide service in exchange for the award—the
          requisite service period (usually the vesting period). No compensation
          cost is
          recognized for equity instruments for which employees do not render the
          requisite service.   This Statement supersedes APB Opinion No.
          25, “Accounting for Stock Issued to Employees”, and its related implementation
          guidance and eliminates the alternative to use Opinion 25’s intrinsic value
          method of accounting that was provided in Statement 123 as originally
          issued.
 
 d)
                Financial
                    Instruments
 
 The
          Company’s financial instruments consist of cash, accounts receivable, Goods and
          Services Tax recoverable, accounts payable and accrued liabilities, and
          loans
          and advances payable.
 
 Unless
          otherwise noted, it is management’s opinion that this Company is not exposed to
          significant interest or credit risks arising from these financial
          instruments.  The fair value of these financial instruments
          approximates their carrying values, unless otherwise noted.
 
 e)
                Net
                    Loss Per Share
 
 Basic
          earnings per share is computed by dividing income available to common
          shareholders by the weighted average number of common shares outstanding
          in the
          period.  Diluted earnings per share takes into consideration common
          shares outstanding (computed under basic earnings per share) and potentially
          dilutive common stock equivalents including warrants, options and convertible
          instruments.  Diluted loss per share equals loss per share as the
          exercise of any common stock equivalents would be anti-dilutive in periods
          with
          losses.
 
  F-7
  
 
 **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 **NOTES
          TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS**
 
 **June
          30, 2007**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **2.           
          SIGNIFICANT ACCOUNTING POLICIES (cont)**
 
 f)
                Foreign
                    Currency Translation
 
 Transaction
          amounts denominated in foreign currencies are translated at exchange rates
          prevailing at transaction dates.  Carrying values of monetary assets
          and liabilities are adjusted at each balance sheet date to reflect the
          exchange
          rate at that date.  Non-monetary assets and liabilities are translated
          at the exchange rate on the original transaction date.  Gains and
          losses from restatement of foreign currency monetary and non-monetary assets
          and
          liabilities are included in the statements of operations.  Revenues
          and expenses are translated at the rates of exchange prevailing on the
          dates
          such items are recognized in the statements of operations.
 
 g)
                Revenue
                    Recognition
 
 The
          Company recognizes revenue upon the sale and activation of a telephone
          calling
          card.
 
 
 **3.**
                **CAPITAL
                    ASSETS**
 
 **June
                    30, 2007******
                **ACCUMULATED**
                ****
                
                ********
                **COST**
                ****
                **AMORTIZATION**
                    **AND
                      DEPRECIATION**
                
                **NET
                      BOOK**VALUEComputer
                    equipment
                
                $
                18,016
                
                
                $
                18,016
                
                
                **$**
                **-**Telecom
                    equipment
                
                
                1,063,065
                
                
                
                1,015,445
                
                
                ****
                **47,620**$
                1,081,081
                
                
                
                1,033,461
                
                
                ****
                **47,620****June
                    30, 2006******
                **ACCUMULATED**
                ****
                
                ********
                **COST**
                ****
                **AMORTIZATION**
                  **AND
                    DEPRECIATION**
                
                **NET
                      BOOK**VALUEComputer
                    equipment
                
                $
                18,016
                
                
                $
                16,160
                
                
                **$**
                **1,856**Telecom
                    equipment
                
                
                1,063,065
                
                
                
                914,799
                
                
                ****
                **148,266**$
                1,081,081
                
                
                
                930,959
                
                
                ****
                **150,122**
 
 At
          June
          30, 2007 (June 30, 2006) the net book value of equipment serving as collateral
          for equipment and bank borrowings is $47,620 ($148,266).
 
 
  F-8
  
 
 **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 **NOTES
          TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS**
 
 **June
          30, 2007**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **4.           OBLIGATIONS
          UNDER CAPITAL LEASES**
 
 Included
          within Loans & Advances Payables is equipment under capital leases at June
          30, 2007 and 2006 as follows:
 
 **June
                    30**
                  **2007**
                
                
                **June
                    30**
                  **2006**Cost
                
                $
                -
                
                
                $
                923,572Less
                    Accumulated Depreciation
                
                
                -
                
                
                
                806,193Net
                    Book Value
                
                
                -
                
                
                
                117,379
 
 As
          at
          June 30, 2007, there are no more capital leases outstanding with the
          Company.
 
 **5.           
          CONTINGENCIES**
 
 **Litigation**
 
 The
          Company is in settlement negotiations with a telecom carrier who has filed
          proceedings for delinquent payments.  Amounts payable to this vendor
          have been recorded in accounts payable as at June 30,
          2007.  Management believes the ultimate disposition of these matters
          will not have a material adverse impact on the operations or financial
          condition
          of the Company.
 
 The
          Company is a defendant in a lawsuit filed by a former service
          provider.  Management believes the claim is without merit and that any
          potential judgement against the Company would not have a material adverse
          impact
          on the operations or financial condition of the Company.  Accordingly
          no contingent liability has been accrued.
 
  F-9
  
 
 **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 **NOTES
          TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS**
 
 **June
          30, 2007**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **6.**
                **LOANS
                    AND ADVANCES**
 
 All
          loans
          and advances payable are past due or are repayable within one year, unsecured,
          not convertible into the Company stock.  At the period ending June 30,
          2007, loans and advances consisted of:
 
 **June
                    30**
                  **2007**
                
                
                **June
                    30**
                  **2006**Loans
                    & Advances-
                    past due
                
                $
                1,208,192
                
                
                $
                1,208,192-
                    due within one year
                
                
                1,651,920
                
                
                
                647,745Total
                    Loans & Advances Payable
                
                $
                2,860,112
                
                
                $
                1,855,937
 
 The
          past
          due loans and advances were issued in the period ended June 30, 2007, and
          the
          holders have not demanded payment.
 
 Of
          the
          Loans and Advances, additional details have been listed below:
 
 **June
                    30**
                  **2007**
                
                
                **June
                    30**
                  **2006**Bears
                    no interest
                
                $
                418,565
                
                
                $
                418,565Bears
                    no interest, paid Loan fee of  $176,957and $
                    165,958
                
                
                1,732,504
                
                
                
                802,696Bears
                    an interest rate of 8 %
                
                
                126,031
                
                
                
                51,664Bears
                    an interest rate of 5%
                
                
                116,320
                
                
                
                116,320Bears
                    an interest rate 8.8%
                
                
                466,692
                
                
                
                466,692Total
                    Loan & Advances Payable
                
                **$**
                **2,860,112**
                
                
                **$**
                **1,855,937**
 
  F-10
  
 
 **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 **NOTES
          TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS**
 
 **June
          30, 2007**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **7.           WARRANTS
          OUTSTANDING**
 
 
 As
          at
          June 30, 2007, share purchase warrants were outstanding for the purchase
          of
          common shares as follows:
 
 **NUMBER**
                  **OF
                    SHARES**
                
                
                **PRICE**
                  **PER
                    SHARE**
                
                **EXPIRY
                    DATE**2,250,000
                
                
                $
                1.50
                
                June
                    1, 2009200,000
                
                
                $
                1.50
                
                June
                    1, 20092,450,000
 
 
 A
          summary
          of the changes in shares which may be purchased on exercise of warrants
          for the
          year ended June 30, 2007is presented below:
 
 **NUMBER**
                  **OF**
                  **SHARES**
                
                
                **WEIGHTED**
                  **AVERAGE**
                  **EXERCISE**
                  **PRICE**Balance,
                    September 30, 2005
                
                
                0Granted
                
                
                2,450,000
                
                
                
                1.50Balance,
                    September 30, 2006
                
                
                2,450,000
                
                
                $
                1.50No
                    Warrant Activity
                
                
                0Balance,
                    June 30, 2007
                
                
                2,450,000
                
                
                $
                1.50
 
 At
          June
          30, 2007, a total of 2 warrants remain issued and outstanding, and underlie
          the
          shares listed in the table above.
 
  F-11
  
 
 **PAIVIS,
          CORP.**
 **(Formerly
          APO Health, Inc.)**
 
 **NOTES
          TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS**
 
 **June
          30, 2007**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **8.           BUSINESS
          SEGMENTS**
 
 The
          Company currently operates in a single business segment, “Telephone
          Communications”, in a single geographic area, North America.
 
 **9.           RELATED
          PARTY TRANSACTIONS**
 
 a)
                Included
                    in accounts payable at June 30, 2007 is $718,658 (2006 - $502,852)
                    owing
                    to directors or companies controlled by
                    directors.
 
 b)
                Included
                    in loans and advances payable at June 30, 2007 is $120,938 (2006
                    -
                    $23,671) owing to directors or a companies controlled by
                    directors.
 
 c)
                During
                    the period ended June 30, 2007, the Company incurred $270,000
                    (2006-
                    $270,000) in consulting expense to companies controlled by
                    directors.
 
 d)
                During
                    the period ended June 30, 2007, the Company incurred no expenses
                    (2006 -
                    $28,490) in administration, office, and equipment rental expenses
                    with
                    companies controlled by directors.
 
 
  F-12
  **ITEM
        2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF
        OPERATIONS.**
  **FORWARD-LOOKING
        STATEMENTS**
 
 Except
        for the historical information and discussions contained herein, statements
        contained in this Form 10-QSB may constitute forward-looking statements within
        the meaning of the Private Securities Litigation Reform Act of 1995. These
        statements involve a number of risks, uncertainties and other factors that
        could
        cause actual results to differ materially, including any projections of
        earnings, revenues, or other financial items; any statements of the plans,
        strategies, and objectives of management for future operation; any statements
        concerning proposed new products, services, or developments, any statements
        regarding future economic conditions or performance, statements of belief,
        statements of assumptions underlying any of the foregoing and other risks,
        uncertainties and factors discussed elsewhere in this Form 10-QSB or in the
        Company’s other filings with the Securities and Exchange Commission
 
 ***OVERVIEW***
  Paivis
        Corp.’s (“Paivis”, the “Company” or the “Registrant”) business operations
        commenced June 2000 and consist of telecommunications switching services.
        Paivis
        is facility-based wholesale telecommunications carrier that delivers many
        application/value-added services within the prepaid services space. The Company
        operates and maintains a robust switching facility, offering over 16,000
        ports
        with connectivity to most of the tier 1 carriers in the US and manages an
        extensive international (A-Z) network.  In addition to the wholesale
        business, Paivis maintains a large retail distribution network for direct
        to
        consumer services. Our products are sold through approximately 5,000 retail
        outlets in the United States and our distribution is rapidly
        expanding.
  The
        future growth of the Company is focused on implementing a plan of growth
        of our
        current business operations, and also growth through acquisitions. The Company
        is currently in discussions with several acquisition candidates.
  The
        following analysis discusses changes in the financial condition and results
        of
        operations at and for the three months periods ended on June 30, 2007 and
        June
        30, 2006 and should be read in conjunction with our unaudited consolidated
        financial statements and the notes thereto. This subsection of MD&A is an
        overview of the important factors that management focuses on in evaluating
        our
        businesses, financial condition and operating performance, our overall business
        strategy and our earnings, if any, for the periods covered.
  ***OUR
        COMPANY HISTORY***
  Paivis,Corp,
        (formerly known as APO Health, Inc., Internetfinancialcorp.com, Caribbean
        Ventures Inc., and Dom Caribe Ltd.)  was originally incorporated in
        the State of Nevada in April 1997. From mid 2001 until mid 2006, our
        predecessor, APO Health, Inc. was primarily engaged in the business of wholesale
        medical products. In May of 2006 the Registrant completed a Merger transaction
        (details below) where effectively Jupiter Global Holdings, Corp. became a
        wholly
        owned subsidiary of the Registrant. With completion of the Merger transaction
        the Registrant effected a sale of the APO Health subsidiary (“APO Health NY”)
        responsible for the business of wholesale medical products (details below).
        Furthermore, due to the Merger transaction and subsequent sale of APO Health
        NY
        the Registrants business will be primarily engaged in the core operating
        business of Jupiter, prepaid technologies and telecom-based
        services.
 
 Headquartered
        in Atlanta, Georgia, the Company is publicly traded and Paivis, Corp. presently
        conducts its business operations through its operating subsidiaries located
        in
        the United States.
 
 ***OUR
        BUSINESS OPERATIONS***
 
 Paivis’
        present business operations commenced June 2000 and involve providing prepaid
        long distance services. We generate revenues through the domestic and foreign
        sale of a variety of telecommunications products and services, such as prepaid
        calling cards, prepaid wireless service and international wholesale termination.
        Our products are sold through approximately 5,000 retail outlets in the United
        States and our distribution is rapidly expanding.
 
 The
        discussion below of our performance is based upon our consolidated financial
        statem ents as of and for the three months periods ended June 30, 2007 and
        June
        30, 2006.
   -2-
 
  **RESULTS
          OF OPERATIONS**
  FOR
        THE
        THREE MONTH PERIOD ENDED JUNE 30, 2007
  For
        the
        three month period ended June 30, 2007, the Company earned revenues of
        $1,322,439. The revenues were from sales of airtime related to telephone
        calling
        cards.
  During
        the three month period ended June 30, 2007, the Company incurred operational
        expenses of $616,255. These operating expenses included: consulting fees
        of
        $95,171, wages and benefits of $171,246, and professional fees of $212,561
        for
        the three month period ending June 30, 2007.
  During
        the three month period ended June 30, 2007, the Company incurred a net loss
        from
        operations of $730,408.
  FOR
        THE
        THREE MONTH PERIOD ENDED JUNE 30, 2007, COMPARED TO THE THREE MONTH PERIOD
        ENDED
        JUNE 30, 2006.
  For
        the
        three month period ended June 30, 2007, the Company earned revenues of
        $1,322,439 as compared to revenues of $1,417,623 for the same period ended
        June
        30, 2006.  The changes in revenues in 2007 are a result of the
        Company’s continued efforts to restructure its business and product offerings,
        and its efforts to minimize the sale of products with lower
        margins.
  For
        the
        three month period ended June 30, 2007, the Company incurred operational
        expenses of $616,255 as compared to $1,045,323 during the same period in
        the
        previous year. These operating expenses included: consulting fees of $95,171
        and
        $103,000, wages & benefits of $171,246 and $178,495, and professional fees
        of $212,561 and $118,834 for the three month period ended June 30, 2007 and
        2006, respectively. The variation in expenses from June 30, 2007 as compared
        to
        the same period in the previous year is due to the continued efforts to
        restructure its business operations and reduction of debt.
  The
        Company incurred a net loss from operations of $730,408 for the fiscal quarter
        ended June 30, 2007, as compared to $1,054,734 for the same period in the
        previous year.
 
 SIGNIFICANT
        ACCOUNTING POLICIES
 
 Our
        significant accounting policies have been outlined in our 10KSB filing for
        the
        year ending September 30, 2006, and are thus incorporated by reference. We
        have
        had no significant changes to our accounting policies or assumptions in the
        three month period ending June 30, 2007.
 
 **Liquidity
        and Financial Condition As Of June 30, 2007**
  We
        had
        cash-on hand totaling $ 4,469 as of June 30, 2007.
  We
        believe that our currently available working capital provided by operating
        activities may be insufficient to meet our operations at our current level
        and
        working capital and capital expenditure needs over the next 12 months. Our
        future capital requirements will depend on many factors, including our rate
        of
        revenue growth, the expansion of our marketing and sales activities, the
        timing
        and extent of spending to support product development efforts and expansion
        into
        new territories, the timing of introductions of new products or services,
        the
        timing of enhancements to existing products and services and the timing of
        capital expenditures. Also, we may make investments in, or acquisitions of,
        complementary businesses, services or technologies which could also require
        us
        to seek additional equity or debt financing. To the extent that available
        funds
        are insufficient to fund our future activities, we may need to raise additional
        funds through public or private equity or debt financing. Additional funds
        may
        not be available on terms favorable to us or at all.
  -3-
  Management
        plans on initiating a series of securities offerings to raise the investment
        capital needed to meet our acquisition and development plans. Paivis hopes
        to
        secure the financing to satisfy the capital needs through the execution of
        various funding methods, primarily financing through, private placement
        investments or debt financing. Paivis hopes to achieve this by securing
        relationships with accredited individual investors, investment bankers, venture
        capitalists, hedge funds and/or finance investment advisors that have the
        experience and relationships to aid Paivis with its capital raising efforts.
        The
        source of the capital may be comprised of a mix of principal shareholders,
        private investors and venture capital companies.
 
 Management
        is in the process of developing and finalizing an extensive  debt
        restructuring and reduction plan. At present, management anticipates that
        the  plan may include negotiating with our creditors with a view
        towards converting some of our outstanding obligations  to equity on
        terms acceptable to our creditors, which may included both preferred and
        common
        stock and possibly the sale or discontinuation of business units or subsidiaries
        that may be dormant, non operational and debt heavy. Any stock conversions
        may
        be done at prices which are at a discount to the market price of the Company’s
        common stock, due to the depressed market for the Company’s securities and
        further due to the fact that conversion of any debt to equity would result
        in
        the issuance of restricted securities to such creditors. Accordingly, such
        conversion will  result in additional and possibly substantial
        dilution to existing shareholders. However, converting the Company’s debt
        obligations to equity removes liabilities from our balance sheet and ultimately
        management believes will improve shareholder value and the opportunity to
        raise
        additional capital for our growth and development.
 
 If
        needed
        capital investment for our acquisitions or developments is not available,
        in
        whole or in part, we intend to delay the implementation plan regarding our
        acquisitions or development plans until sufficient investment capital becomes
        available. We cannot give any assurances that we will raise sufficient
        investment capital to meet the business plan. In addition to delays to the
        implementation plan regarding our acquisition or development plans due to
        insufficiency of investment capital, we may suffer other consequences, including
        but not limited to the following: We may have to significantly alter the
        scope
        of our business plan and subsequent capital requirements; We may have to
        suspend
        or discontinue operations of one or more of our business units or; we may
        have
        to suspend or discontinue operations of the Company if we become insolvent
        as a
        result.
 
 Until
        planned acquisitions and operating activities begin to produce significant
        revenues and subsequent positive cash flow, we will be reliant on capital
        received from private placements, loans, and the exercise of options and
        warrants.
  **OFF-BALANCE
        SHEET ARRANGEMENTS**
  The
        Company does not have any off-balance sheet arrangements that are likely
        to have
        a current or future effect on the Company's financial condition, revenues
        or
        expenses, results of operations or capital resources.
  **ITEM
        3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
        RISK.**
  **ITEM
        4. CONTROLS AND PROCEDURES.**
  As
        of the
        end of the period covered by this report the Company conducted an evaluation,
        under the supervision and with the participation of its principal executive
        officer and principal financial officer, of the Company's disclosure controls
        and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange
        Act). Based upon this evaluation, the Company's principal executive officer
        and
        principal financial officer concluded that the Company's disclosure controls
        and
        procedures are effective to ensure that information required to be disclosed
        by
        the Company in the reports that it files or submits under the Exchange Act
        is:
        (1) accumulated and communicated to the Company's management, including its
        principal executive officer and principal financial officer, as appropriate
        to
        allow timely decisions regarding required disclosure; and (2) recorded,
        processed, summarized and reported, within the time periods specified in
        the
        Commission's rules and forms. There was no change in the Company's internal
        controls or in other factors that could affect these controls during the
        Company's last fiscal quarter that has materially affected, or is reasonably
        likely to materially affect, the Company's s internal control over financial
        reporting.
  -4-
   **PART
        II - OTHER INFORMATION**
  **ITEM
        1. LEGAL PROCEEDINGS.**
 
 From
        time
        to time, the Company is involved in litigation matters in the ordinary course
        of
        its telecommunications business. Management has sought to resolve any disputes
        with vendors, creditors and others that may have claims against the Company
        arising from the day-to-day operations of our business. During the period
        covered by this report, no such litigation or other disputes have arisen
        that
        were not previously disclosed by the Company in one or more prior
        reports.
 
 The
        Company previously filed suit against its former stock transfer agent, Jack
        Donnelly and his wholly-owned company, Executive Registrar & Transfer, Inc.
        (“Executive Registrar”), in Arapahoe County District Court, Colorado , being
        Case No. 2007-CV-307. The Company initiated this lawsuit in order obtain
        a court
        order compelling Executive Registrar to turn over all of the Company’s stock
        transfer records to our new stock transfer agent, Corporate Stock Transfer,
        Inc.
        of Denver, Colorado. This lawsuit has been settled by the parties after
        Executive Registrar agreed to relinquish all of our corporate and stock transfer
        records. However, the dismissal of this lawsuit was without prejudice to
        the
        Company’s ability to refile a lawsuit against the same defendants in the same
        court for the purpose of recovering monetary losses sustained as a result
        of
        Executive Registrar’s refusal to abide by regulations promulgated by the
        Securities and Exchange Commission and in causing undue and serious delays
        in
        the issuance of our common stock to the former shareholders of Jupiter Global
        Holdings Corp. as required by our merger that was effective on May 18,
        2006.
 
 **ITEM
        2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
        PROCEEDS.**
  In
        July
        2007, the Board of Directors approved the issuance of 600,000 common shares
        for
        additional consideration to  a lender to provide  loans to
        the Company. The offer and sale of these shares  was exempt from
        registration requirements of § 5 of the Securities Act of 1933,  under
§ 4(2) of the Securities Act of 1933, as amended, as the issuance did not
        involve any public offering of the Company’s  securities.
  **ITEM
        3. DEFAULTS UPON SENIOR SECURITIES.**
  None.
  **ITEM
        4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.**
  None.
  **ITEM
        5. OTHER INFORMATION.**
 
 Additional
        Information Regarding The Company change of Transfer Agents
 
 On
        April
        17, 2007, Corporate Stock Transfer, Inc.  notified us that it had
        taken possession of the necessary stock transfer records from Executive
        Transfer.
 In
        May,
        2007, Corporate Stock Transfer and the registrant were approved by the
        Depository Trust Companyand
        Corporate Stock Transfer reported to us that it began to make significant
        headway in completing open deliveries of our common stock and the exchange
        of
        shares of our common stock for the outstanding shares of Jupiter Global Holding
        Corp. (“Jupiter”), as required in our merger with Jupiter.
 
 As
        of the
        date of this report the Company, specifically Paivis management, asks for
        all
        new shareholders from Jupiter to notify their broker dealer to contact the
        new
        stock transfer agent to aid in the expediting of the delivery of their Paivis
        certificates. A number of broker dealers have not contacted the new transfer
        agent despite communication that has been made on behalf of the Company or
        have
        contacted the new transfer agent but have not submitted the list of beneficial
        holders. Any further delays in communication and cooperation from the
        broker-dealers representing Jupiter shareholders may result in additional
        setbacks in issuing replacement Paivis shares to the shareholders of those
        broker-dealers.
 
 Any
        shares of our common stock issued and delivered after December 29, 2006
        counter-signed by Executive Registrar are deemed to be unauthorized and will
        be
        canceled when presented to the new stock transfer agent, as that is the
        effective date of termination of Executive Registrar.
 
 The
        Company is working closely with the new transfer agent to execute all open
        matters related to the issuance of certificates and expects to be complete
        in
        the upcoming weeks.
 
 **ITEM
        6. EXHIBITS.**
  31.1
        Certification by Gregory Bauer, Chief Executive Officer
        and Principal Financial Officer, pursuant to Section 302 of the
        Sarbanes-Oxley Act of 2002.
  32.1
        Certification by Gregory Bauer, Chief Executive Officer
        and Principal Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley
        Act of 2002.
  -5-
  
 **SIGNATURES**
  Pursuant
        to the requirements of the Securities Exchange Act of 1934, the registrant
        has
        duly caused this report to be signed on its behalf by the undersigned thereunto
        duly authorized.
 **PAIVIS,
                  CORP.**Date: August
                  20, 2007
              By:
              /s/ 
                  Gregory BauerGregory
                  Bauer, Chief Executive
                Officer,
                  Acting Principal
                Accounting
                  Officer


-6-