**UNITED
        STATES**
  **SECURITIES
        AND EXCHANGE COMMISSION**
  WASHINGTON,
        D.C. 20549
 
 **FORM
        10-QSB/A**
  **[X]
        QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE**
  **SECURITIES
        EXCHANGE ACT OF 1934**
  For
        the
        quarterly period ended June 30, 2006
  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 15, 2006, 26,189,752
        shares of Common Stock of the issuer were issued and outstanding.
  
  
  **PART
        I - FINANCIAL INFORMATION**
  **ITEM
        1. FINANCIAL STATEMENTS.**
 
 **PAIVIS
          CORP.**
 **(Formerly
          APO Health, Inc.)**
  **INTERIM
          CONSOLIDATED FINANCIAL STATEMENTS**
 
 
 **June
          30, 2006**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 
  
  
 **PAIVIS,
          Corp**
 **(Formerly
          APO Health Inc.)**
 **INTERIM
          CONSOLIDATED BALANCE SHEET** **S**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **30-June**
                30-Sep**2006**
                2005**ASSETS****Current**Cash
                **$**
                **84,592**
                $
                5,660Goods
                    and Services Tax recoverable
                
                **6,465**
                
                884Accounts
                    receivable
                
                **71,916**
                
                37,333Prepaid
                    expense, advances and other
                
                **119,983**
                
                81,928**282,956**
                
                125,805**Investments**
                
                **-**
                
                638,000**Capital
                    Assets**
                
                **150,122**
                
                303,219**Goodwill**
                
                **16,544,128**
                
                -**Advances
                    Receivable**
                
                **-**
                
                -**Minority
                    Interest in losses of Live & Cool One Inc.**
                
                **-**
                
                -**$**
                **16,977,206**
                $
                1,067,024**LIABILITIES****Current**Bank
                    indebtedness
                **$**
                **-**
                
                -Accounts
                    payable and accrued liabilities
                
                **3,661,925**
                
                3,757,284Loans
                    and advances payable
                
                **1,855,937**
                
                1,763,231**5,517,862**
                
                5,520,515**STOCKHOLDERS’
                    DEFICIENCY****Share
                    Capital**Authorized:25,000,000,000
                    common shares, par value $0.0002 per share, and 15,000,000 preferred
                    shares, par value $0.0001 per shareIssued
                    and outstanding:5,235,450,473
                    common shares at June 30, 2006 and 1,009,801 at September 30,
                    2005
                
                **1,047,090**
                
                201,9601,008,561
                    Series A preferred shares at June 30, 2006 and nil at September
                    30,
                    2005
                
                **101**
                
                -3,000,750
                    Series B preferred shares at June 30, 2006 and nil at September
                    30,
                    2005
                
                **300**Additional
                    paid-in capital
                
                **26,893,892**
                
                10,173,472**Accumulated****Deficit**
                
                **(16,482,039)**
                
                (14,828,923)**11,459,344**
                
                (4,453,491)**$**
                **16,977,206**
                $
                1,067,024
 The
          accompanying notes are an integral part of these consolidated financial
          statements.
   
  **PAIVIS,
          Corp**
 **(Formerly
          APO Health Inc.)**
  **INTERIM
          CONSOLIDATED STATEMENT** **S
          OF OPERATIONS AND DEFICIT**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 
 **THREE
                    MONTHS ENDED**
                **NINE
                    MONTHS ENDED****JUNE
                    30**
                **JUNE
                    30****2006**
                2005
                **2006**
                2005**Revenue**
                **$**
                **1,417,623**
                **$**
                10,023
                **$**
                **4,557,193**
                $
                422,185**Cost
                    of Revenue**
                
                **1,427,034**
                
                -
                
                **4,182,713**
                
                983,060**(9,411)**
                
                10,023
                
                **374,480**
                
                (560,875)**Expenses**Administrative
                    services
                
                **25,188**
                
                10,147
                
                **49,729**
                
                31,941Amortization
                    and Depreciation
                
                **59,132**
                
                420
                
                **158,072**
                
                34,419Business
                    development
                
                **-**
                
                -
                
                **13,044**
                
                47,477Consulting
                
                **103,000**
                
                151,677
                
                **490,859**
                
                657,577Debt
                    Retirement Expense
                
                **23,624**
                
                -
                
                **1,033,603**
                
                -Equipment
                    leases
                
                **-**
                
                -
                
                **14,027**
                
                -Foreign
                    exchange
                
                **323,643**
                
                (8.925)
                
                **142,560**
                
                2,337Investor
                    relations
                
                **720**
                
                177
                
                **3,551**
                
                32,301Marketing
                
                **-**
                
                -
                
                **1,486**
                
                11,670Media
                    design
                
                **-**
                
                -
                
                **6,700**
                
                -Office,
                    rent and sundry
                
                **197,860**
                
                38,098
                
                **452,696**
                
                263,658Professional
                    fees
                
                **18,834**
                
                27,604
                
                **274,923**
                
                207,616Software
                    development
                
                **-**
                
                -
                
                **-**
                
                -Travel
                
                **14,827**
                
                3,539
                
                **81,984**
                
                55,584Wages
                    and benefits
                
                **178,495**
                
                1,707,641
                
                **595,197**
                
                3,436,556**1,045,323**
                
                1,930,378
                
                **3,318,431**
                
                4,781,138**Loss
                    Before The Following**
                
                **1,054,734**
                
                1,920,355
                
                **2,943,951**
                
                5,342,013Forgiveness
                    of Debt
                
                **-**
                
                -
                
                **(1,015)**
                
                -**Minority
                    Interest In Loss Of Subsidiary**
                
                **-**
                
                (16)
                
                **-**
                
                (139,254)**Write
                    down of Minority interest**
                
                **-**
                
                16
                
                **-**
                
                453**Loss
                    From Continuing Operations**
                
                **1,054,734**
                
                1,920,355
                
                **2,942,936**
                
                5,203,212**Net
                    Profit (Loss) For The Period**
                **$**
                **(1,054,734)**
                **$**
                1,920,355
                **$**
                **2,942,936**
                $
                5,203,212**Net
                    Loss Per Share**,
                    Basic and diluted
                **$**
                **0.01**
                **$**
                0.01
                **$**
                **0.01**
                $
                0.04**Weighted
                    Average Number Of Common Shares Outstanding**
                
                **2,797,609,827**
                
                190,128,055
                
                **973,612,528**
                
                127,122,503
 The
          accompanying notes are an integral part of these consolidated financial
          statements.
  
  
 **PAIVIS,
          Corp**
 **(Formerly
          APO Health Inc.)**
 
 **INTERIM
          CONSOLIDATED STATEMENT** **S
          OF CASH FLOWS**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **NINE
                    MONTHS ENDED****JUNE
                    30****2006**
                2005**Cash
                    Flows From Operating Activities**Loss
                    for the period
                **$**
                **(2,942,936)**
                
                (5,203,212)**Adjustments
                    To Reconcile Net Loss To Net Cash Used By Operating
                    Activities**Amortization
                    and Depreciation
                
                **153,097**
                
                34,419Stock
                    based compensation
                
                **1,009,580**
                
                2,960,436Issue
                    of common stock for expenses
                
                **229,180**
                
                66,265Issue
                    of common stock for debt
                
                **993,624**
                
                -Accounts
                    receivable
                
                **(34,583)**
                
                (63,646)Goods
                    and Services Tax recoverable
                
                **(5,581)**
                
                (1,794)Prepaid
                    expense, advances and other
                
                **(38,055)**
                
                (9,365)Accounts
                    payable and accrued liabilities
                
                **(95,359)**Other
                    Adjustments
                
                **253,227**
                
                (148,801)**(477,806)**
                
                (1,171,446)**Cash
                    Flows From Investing Activities**Investment
                    in Venture Companies
                
                **-**
                
                (40,000)Purchase
                    of capital assets
                
                **-**
                
                (53,096)Advances
                    receivable
                
                **-**(93,096)**Cash
                    Flows From Financing Activities**Loans
                    and advances payable
                
                **92,706**
                
                312,810Shares
                    issued for cash
                
                **464,032**
                
                756,360**556,738**
                
                1,069,170**Increase
                    (Decrease) In Cash**
                
                **78,932**
                
                (195,372)**Cash****, Beginning Of Period**
                
                **5,660**
                
                227,125**Cash
                    (Bank Indebtedness), End Of Period**
                **$**
                **84,592**
                $
                31,753
 
  
  
 
 **PAIVIS,
          Corp**
 **(Formerly
          APO Health Inc.)**
 
 **INTERIM
          CONSOLIDATED STATEMENT** **S
          OF CASH FLOWS**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **NINE
                    MONTHS ENDED****JUNE
                    30****2006**
                2005**Supplemental
                    Disclosure of Non Cash Financing and Investing
                    Activities**Debt
                    issued for acquisition of investments
                **$**
                **-**
                $
                -Shares
                    issued for debt
                
                **993,624**Shares
                    issued for acquisition of investments
                
                **-**
                
                -Shares
                    issued for deposit towards acquisition of investments
                
                **-**
                
                -**Supplemental
                    Disclosure of Cash Flow Information**Interest
                    Paid
                **$**
                **11,281**
                $
                -Income
                    Taxes Paid
                
                **-**
                
                -
 The
          accompanying notes are an integral part of these consolidated financial
          statements.
  
 
  
  **PAIVIS
          Corp.**
 **(Formerly
          APO Health, Inc.)**
 
 **NOTES
          TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS**
 
 **JUNE
          30, 2006**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **1.**
                **BASIS
                    OF PRESENTATION**
 
 The
          unaudited consolidated financial statements as of June 30, 2006 included
          herein
          have been prepared without audit pursuant to the rules and regulations
          of the
          Securities and Exchange Commission. Certain information and footnote disclosures
          normally included in financial statements prepared in accordance with United
          States of America generally accepted accounting principles have been condensed
          or omitted pursuant to such rules and regulations. In the opinion of management,
          all adjustments (consisting of normal recurring accruals) considered necessary
          for a fair presentation have been included
 
 The
          consolidated financial statements of the Company include the accounts of
          PAIVIS
          Corp (formerly APO Health Inc.), and its wholly-owned subsidiaries: Jupiter
          Global Holdings, Corp., Trucall Solutions Inc, Macro Communications Inc.
          Livestar Entertainment Canada, Livestar Entertainment Establishments, LIVE
          and
          Cool One, inc., 1615946 Ontario Ltd., 1614718 Ontario Inc., Rahx, Inc.,
          and RRUN
          Labs.
 
 **2.**  **MERGER
          ACTIVITY**
 
 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.
 
 On
          May
          11, 2006, the above-referenced parties to the Agreement and Plan of Merger
          consummated the Merger Agreement and the Merger Agreement became effective
          as of
          May 11, 2006, the date that the Articles of Merger were accepted for filing
          by
          the Nevada Secretary of State. As of May 11, 2006, APO changed its name
          to
          PAIVIS, Corp. (“PAIVIS”).
 
 As
          of May
          11, 2006, each share of Common Stock of Jupiter issued and outstanding
          immediately prior to the Effective Time of the Merger Agreement was converted
          into and became a right to receive 0.46232085067036500 of a share of common
          stock of APO (the “Conversion Price”), and was automatically canceled and
          retired and cease to exist as of the Effective Time of the Merger.
  On
          May
          11, 2006, and pursuant to the consummation of the Merger Agreement, the
          Registrant began the process to cause to issue 4,623,208,507 Common Shares
          (the
“Shares”) to the shareholders of Jupiter as of the effective date of the Merger
          Agreement. The Common Shares were issued as restricted securities and are
          exempt
          from registration under §5 of the Securities Act of 1933, as the issuances are
          deemed exempt from registration under §3(a)(9), §4(1) and 4(2) of the Securities
          Act of 1933.
  
  
 **PAIVIS
          Corp.**
 **(Formerly
          APO Health, Inc.)**
 
 **NOTES
          TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS**
 
 **JUNE
          30, 2006**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **2.**  **MERGER
          ACTIVITY (CONT.)**
 
 The
          Merger Agreement provides that the Shares of Common Stock to be received
          by
          Jupiter (now PAIVIS) shareholders will not be registered under the Securities
          Act of 1933, or the securities laws of any state, and absent an exemption
          from
          registration contained in such laws, cannot be transferred, hypothecated,
          sold
          or otherwise disposed of until; (i) a registration statement with respect
          to
          such securities is declared effective under the Securities Act of 1933,
          or (ii)
          PAIVIS receives an opinion of counsel for PAIVIS that an exemption from
          the
          registration requirements of the Securities Act is available.
 
 On
          May
          12, 2006, the Company entered into a Stock Purchase Agreement with KJ Ventures,
          Ltd., which provides for the sale of 3,046,300 shares of the common stock
          of APO
          Health, Inc., a New York corporation that was a subsidiary of APO Health,
          Inc.
          prior to the Effective Date of the above-described Merger Agreement. KJ
          Ventures, Ltd., which is an entity controlled and managed by Dr. Jan Stahl,
          former chief executive officer of the Company prior to the consummation
          of the
          Merger Agreement, will continue the business operations of APO Health,
          Inc., a New York corporation, as it existed prior to the Effective Date of
          the Merger Agreement, although there will be no affiliation between the
          Registrant and the purchaser of the shares, KJ Ventures, Inc. The consideration
          in support of the transaction was $1.00, plus the assumption of all of
          the
          current contingent and future debts of APO Health, Inc., a New York
          corporation.
 
 The
          following table shows the combined and separate condensed balance sheet
          of the
          companies as at May 12, 2006, immediately prior to the sale of APO Health
          New
          York, and the merger with Jupiter.
 
 **Combined**
                **APO
                    New York**
                **PAIVIS
                    Corp.****Assets**
                **449,863**
                **449,863**
                **-****Liabilities**
                935,330
                889,085
                46,245**Equity**
                (485,466)
                (439,221)
                (46,245)**Total
                    Liabilities and Equity**
                **449,863**
                **449,863**
                **-**
 
  
  
 **PAIVIS
          Corp.**
 **(Formerly
          APO Health, Inc.)**
 
 **NOTES
          TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS**
 
 **JUNE
          30, 2006**
 **(Unaudited)**
 **(Stated
          in U.S. Dollars)**
 
 **3.**  **INVESTMENTS**
  On
          May 31,
          2006, the Company acquired the remaining 20% of Macro Communications Inc.
          through a subsidiary of the Company making Macro a wholly owned subsidiary.
          The
          Company issued 50,000,000 Preferred Shares Series C of its subsidiary for
          $0.01
          per share and purchase consideration of $500,000.
  On
          June 26,
          2006, the Company issued 1,008,561 Series A Convertible Preferred Shares
          to the
          former Chief Executive Officer of the Registrant for the exchange of 10,085,614
          common shares of the Registrant.
  On
          June 26,
          2006, the Company issued 2,500,750 Series B Convertible Preferred Shares
          to a
          corporation controlled by a director of the Company in exchange for 200,060,000
          Series B Convertible Shares of Jupiter Global Holdings Corp. (a subsidiary
          of
          the Company).
  On
          June 26,
          2006, the Company issued 500,000 Series B Convertible Preferred Shares
          to a
          corporation controlled by an officer and director of the Company in exchange
          for
          50,000,000 Series C Convertible Shares of Jupiter Global Holdings Corp.
          (a
          subsidiary of the Registrant).
 
 **4****.**
                **SUBSEQUENT
                    EVENTs**
  Subsequent
          to
          the end of the period, on August 3, 2006, the Company announced a reverse
          consolidation of its common stock on a 200 to 1 basis. As part of the
          consolidation, on a 200 to 1 basis, the authorized common stock of the
          Company
          has changed from 25,000,000,000 shares to 125,000,000 shares
  
  **ITEM
        2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF
        OPERATIONS.**
 
  **FORWARD-LOOKING
        STATEMENTS**
  This
        quarterly report on Form 10-Q contains forward-looking statements. All
        statements other than statements of historical fact made in this annual report
        are forward looking. In particular, the statements herein regarding industry
        prospects and future results of operations or financial position are
        forward-looking statements. Forward-looking statements reflect management's
        current expectations and are inherently uncertain. The Company 's actual
        results
        may differ significantly from management's expectations.
 
 ***OVERVIEW***
 
 Paivis
        Corp.’s (“Paivis”, the “Company” or the “Registrant”) business operations
        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.
  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 and nine months periods ended on June
        30,
        2006 and 2005, 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.
 
 Paivis,
        Corp. presently conducts its business operations through its operating
        subsidiaries located in the United States.
 
 **Recently
        Completed Merger Transaction**
 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”). The Merger Agreement provided that upon the
        terms and subject to the conditions set forth in the Merger Agreement, APO
        Acquisition will merge with and into Jupiter, with Jupiter being the surviving
        corporation and a wholly-owned subsidiary of APO.
 
 On
        May
        11, 2006, the above-referenced parties to the Agreement and Plan of Merger
        consummated the Merger Agreement and the Merger Agreement became effective
        as of
        May 11, 2006, the date that the Articles of Merger were accepted for filing
        by
        the Nevada Secretary of State. As of May 11, 2006, APO changed its name to
        PAIVIS, Corp. (“PAIVIS”) and a trading symbol for PAIVIS will be announced
        shortly.
 
 As
        of May
        11, 2006, each share of Common Stock of Jupiter issued and outstanding
        immediately prior to the Effective Time of the Merger Agreement was converted
        into and become a right to receive 0.46232085067036500 of a
        share of common stock of APO (the “Conversion Price”), and are automatically
        canceled and retired and cease to exist as of the Effective Time of the
        Merger.
  On
        May
        11, 2006, and pursuant to the consummation of the Merger Agreement, the
        Registrant began the process to cause to issue 4,623,208,507 Common Shares
        (the
“Shares”) to the shareholders of Jupiter as of the effective date of the Merger
        Agreement. The Common Shares will be issued as restricted securities and
        are
        exempt from registration under §5 of the Securities Act of 1933, as the
        issuances are deemed exempt from registration under §3(a)(9), §4(1) and 4(2) of
        the Securities Act of 1933.
 
 The
        Merger Agreement provides that the Shares of Common Stock to be received
        by
        Jupiter (now PAIVIS) shareholders will not be registered under the Securities
        Act of 1933, or the securities laws of any state, and absent an exemption
        from
        registration contained in such laws, cannot be transferred, hypothecated,
        sold
        or otherwise disposed of until; (i) a registration statement with respect
        to
        such securities is declared effective under the Securities Act of 1933, or
        (ii)
        PAIVIS receives an opinion of counsel for PAIVIS that an exemption from the
        registration requirements of the Securities Act is available.
 
 On
        May
        11, 2006, the effective date of the Merger Agreement, all of the officers
        and
        directors of the Registrant prior to the effective date of the Merger Agreement
        resigned in each of their respective capacities. Such officers and directors
        have provided to the Registrant written notices of resignation effective
        May 11,
        2006. Also on May 11, 2006 appointments of new officers and directors for
        the
        Registrant were executed. None of the officers or Directors of Jupiter were
        appointed to the board or offices of the Registrant.
 
 Even
        though, from a legal perspective, Paivis, Corp. was the acquirer in this
        merger
        transaction, Jupiter is treated the acquirer from an accounting
        perspective.
 
 **Recently
        Completed Sale of APO Health, Inc. A New York Corporation (APO Health NY).**
 On
        May
        12, 2006, the Registrant entered into a Stock Purchase Agreement with KJ
        Ventures, Ltd., which provides for the sale of 3,046,300 shares of the common
        stock of APO Health, Inc., a New York corporation that was a subsidiary of
        APO
        Health, Inc. prior to the Effective Date of the above-described Merger
        Agreement. KJ Ventures, Ltd., which is an entity controlled and managed by
        Dr. Jan Stahl, former chief executive officer of the Registrant prior to
        the
        consummation of the Merger Agreement, will continue the business operations
        of APO Health, Inc., a New York corporation, as it existed prior to the
        Effective Date of the Merger Agreement, although there will be no affiliation
        between the Registrant and the purchaser of the shares, KJ Ventures, Inc.
        The
        consideration in support of the transaction was $1.00, plus the assumption
        of
        all of the current contingent and future debts of APO Health, Inc., a New
        York corporation.
  
 
 ***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 3,000 retail outlets in the United
        States and our distribution is rapidly expanding.
 
 The
        discussion below of our performance is based upon our consolidated financial
        statements as of and for the three months and nine months periods ended June
        30,
        2006 and 2005.
  **RESULTS
          OF OPERATIONS**
 
 Revenue
          for the nine months ended June 30, 2006 was $4,557,193, a increase of
          $4,135,008, or 980%, from $422,185 for the nine months ended June 30, 2005.
          The
          increase in revenue was as a result of the acquisition of Macro Communications
          (“Macro”) in September, 2005.
 
 Cost
          of
          revenue for the nine months ended June 30, 2006 was $4,182,713, a increase
          of
          $3,199,653, or 325%, from $983,060 for the nine months ended June 30, 2005.
          The
          increase in cost of sales was also as a result of the acquisition of Macro.
          The
          gross profit percentage for the nine months ended June 30, 2006 was 8.2%
          compared to (133%) for the nine months ended June 30, 2005. Telecom related
          sales accounted for the Company’s entire revenue in the current
          period.
 
 Debt
          retirement expense for the nine months ended June 30, 2006 was $1,033,603,
          a
          increase from $0 from the nine months ended June 30, 2005, as the Company
          offered inducements to certain debtholders to convert their obligations
          to
          shares. Wages and Benefits costs decreased by $2,841,359 due to changes
          in
          corporate and compensation structure and staffing. Office, Rent & Sundry
          expenses increased by $189,038 for the period ended June 30, 2006, and
          Depreciation expense increased by $123,653, both as a result of the acquisition
          of Macro. Foreign exchange losses increased by $140,223 in the current
          period
          compared to the prior period.
 
 **LIQUIDITY
          AND CAPITAL RESOURCES**
 
 We
          had
          cash-on hand totaling $84,592 as of June 30, 2006.
 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.
 
 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 its direct investment
        strategy, private placement investments or debt financing. Paivis hopes to
        achieve this by securing relationships with accredited individual investors,
        investment bankers, venture capitalists, 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.
 
 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.
  
  **PART
        II - OTHER INFORMATION**
  **ITEM
        1. LEGAL PROCEEDINGS.**
  None.
  **ITEM
        2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
        PROCEEDS.**
 
 During
          August, 2006, the board of directors approved the issuance of 20,171,220
          shares
          of common stock from the conversion of 1,005,861 Series A Convertible Preferred
          Shares. The shares are to be issued to 9 shareholders. The common shares
          will be
          issued as restricted securities and are exempt from registration under
§5 of the
          Securities Act of 1933, as the issuances are deemed exempt from registration
          under §3(a)(9), §4(1) and 4(2) of the Securities Act of 1933.
  **ITEM
        3. DEFAULTS UPON SENIOR SECURITIES.**
  None.
  **ITEM
        4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.**
  None.
  **ITEM
        5. OTHER INFORMATION.**
 
 **Change
        in Auditor for the Registrant**
 On
        August
        18, 2006, Paivis, Corp. (the "Company"), the Registrant’s Board of Directors
        recommended and approved the dismissal of Linder & Linder, as its
        independent registered public accounting firm. By letter of that same date,
        the
        Registrant notified Linder & Linder of their dismissal.
 
 The
        report of Linder & Linder on the Company's financial statements for the
        fiscal years ended September 30, 2005 and 2004 did not contain an adverse
        opinion or disclaimer of opinion. However, the report was modified due to
        an
        uncertainty about the Company's ability to continue as a going concern. During
        the Company's fiscal year ended September 30, 2005 and any subsequent interim
        period preceding the termination, there were no disagreements with Linder
&
Linder on any matter of accounting principles or practices, financial statement
        disclosure, or auditing scope or procedure, which disagreements, if not resolved
        to the satisfaction of Linder & Linder would have caused Linder & Linder
        to make reference to the subject matter of the disagreements in connection
        with
        its report on the financial statements for such years or subsequent interim
        periods.
 
 The
        Company has requested that Linder & Linder provide a copy of its notice
        addressed to the United States Securities and Exchange Commission ("Commission")
        stating whether or not it agrees with the Company's statements in this
        disclosure. A copy of the letter furnished by Linder & Linder to the
        Commission dated August 21, 2006, is attached and filed as an Exhibit to
        this
        Form 10Q-SB. Linder & Linder has confirmed in its letter that there were no
        disagreements with the Registrant on any matter of accounting principles
        or
        practices, financial statement disclosure, or auditing scope or procedure,
        which
        disagreements, if not resolved to the satisfaction of Linder & Linder, would
        have caused Linder & Linder to make reference to the subject matter of the
        disagreements in connection with its report on the financial statements for
        such
        years or subsequent interim periods.
 
 (b)
        On
        August 18, 2006, Jaspers + Hall, PC was engaged as the Company's new independent
        certified accountants. During the two most recent fiscal years and the interim
        period preceding the engagement of Jaspers + Hall, PC, the Company has not
        consulted with Jaspers + Hall, PC regarding either: (i) the application of
        accounting principles to a specified transaction, either completed or proposed,
        or the type of audit opinion that might be rendered on the Company's financial
        statements; or (ii) any matter that was either the subject of a disagreement
        or
        event identified in paragraph (a)(1)(iv) of Item 304 of Regulation
        S-B.
  **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.
 
  
 
  **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
                21, 2006
              By:
              /s/ Gregory
                BauerChief
                  Executive
                Officer,
                  Acting Principal
                Accounting
                  Officer