**U.S.
      Securities And Exchange Commission**


**Washington,
      D.C. 20549**





**Form
      10-QSB**





(check
      one)





x QUARTERLY
      REPORT
      PURSUANT TO SECTION 13 OR 15(d) OF THE


SECURITIES
      EXCHANGE ACT OF 1934





For
      the
      Quarterly Period Ended May 31, 2007





o TRANSITION
      REPORT
      PURSUANT TO SECTION 13 OR 15(d) OF


THE
      EXCHANGE ACT OF 1934





Commission
      File Number 000-25277





**Herborium
      Group, Inc.**


(Exact
      Name Of Small Business Issuer As Specified In Its Charter)





**Nevada**


(State
      Or
      Other Jurisdiction Of


Incorporation
      Or Organization)





**88-0353141**


(I.R.S.
      Employer Identification No.)





**3
      Oak Street, Teaneck, NJ 07666**


(Address
      Of Principal Executive Offices)





**(201)
      836-2424**


(Issuer's
      Telephone Number)





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


**Yes x
      No o**





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act)


**Yes o
      No x**





As
      of
      July 6, 2007, there were 114,067,080 shares of the registrant's common stock,
      par value $.001 per share, issued and outstanding.





ISSUERS
      INVOLVED IN BANKRUPTCY PROCEEDINGS


DURING
      THE PRECEDING FIVE YEARS





Check
      whether the issuer has filed all documents and reports required to be
      filed


by
      Section 12, 13 or 15(d) of the Securities Exchange Act after the
      distribution


of
      securities under a plan confirmed by a court.


**Yes x
      No o**





Transmittal
      Small Business Disclosure Format (Check One):


**Yes o
      No x**














**Herborium
      Group, Inc.**


**Index
      To Form 10-QSB**





**Part
                I-Financial Statements****Item
                1.**
            Condensed
                Consolidated Balance Sheets as of May 31, 2007 (Unaudited) and November
                30, 2006Condensed
                Consolidated Statements of Operations for the Three and Six Months
                Ended
                May 31, 2007 and 2006 (Unaudited)Condensed
                Consolidated Statements of Cash Flows for the Six Months Ended May
                31,
                2007 and 2006 (Unaudited)Condensed
                Consolidated Statement of Stockholders’ Deficiency for the Six Months
                Ended May 31, 2007 (Unaudited)Notes
                to Condensed Consolidated Financial Statements as of May 31, 2007
                (Unaudited)**Item
                2.**
            Management’s
                Discussion and Analysis or Plan of Operation**Item
                3.**
            Controls
                and Procedures**Part
                II-Other Information****Item
                1.**
            Legal
                Proceedings**Item
                2.**
            Unregistered
                Sales of Equity Securities and Use of Proceeds**Item
                3.**
            Defaults
                Upon Senior Securities**Item
                4.**
            Submission
                of Matters to a Vote of Security Holders**Item
                5.**
            Other
                Information**Item
                6.**
            Exhibits




*In
      this report, the terms the “Company”, “we”, “our” and “us” refer to Herborium
      Group, Inc., a Nevada corporation.*





i





**Cautionary
      Statement Regarding Forward-Looking Statements**





*Certain
      statements in the "Management’s Discussion and Analysis or Plan of Operation"
      and elsewhere in this quarterly report constitute "forward-looking statements"
      (within the meaning of the Private Securities Litigation Reform Act of 1995
      (the
      "Act")) relating to us and our business, which represent our current
      expectations or beliefs including, but not limited to, statements concerning
      our
      operations, performance, financial condition and growth. All statements, other
      than statements of historical facts, included in this quarterly report that
      address activities, events or developments that we expect or anticipate will
      or
      may occur in the future, including such matters as our projections, future
      capital expenditures, business strategy, competitive strengths, goals,
      expansion, market and industry developments and the growth of our businesses
      and
      operations are forward-looking statements. Without limiting the generality
      of
      the foregoing, words such as "may,” “believes,” ”expects,” "anticipates,”
"could,” "estimates,” “grow,” “plan,” "continue," “will,” “seek,” “scheduled,”
“goal” or “future” or the negative or other comparable terminology are intended
      to identify forward-looking statements. These statements by their nature involve
      substantial risks and uncertainties, such as credit losses, dependence on
      management and key personnel, variability of quarterly results, our ability
      to
      continue our growth strategy and competition, certain of which are beyond our
      control. Any or all of our forward-looking statements may turn out to be wrong.
      They may be affected by inaccurate assumptions that we might make or by known
      or
      unknown risks or uncertainties. Should one or more of these risks or
      uncertainties materialize or should the underlying assumptions prove incorrect,
      actual outcomes and results could differ materially from those indicated in
      the
      forward-looking statements.*




*Because
      of the risks and uncertainties associated with forward-looking statements,
      you
      should not place undo reliance on them. Further, any forward-looking statement
      speaks only as of the date on which it is made, and we undertake no obligation
      to update any forward-looking statement to reflect events or circumstances
      after
      the date on which the statement is made or to reflect the occurrence of
      unanticipated events.*





ii





**Herborium
      Group, Inc. And Subsidiaries**


**Condensed
      Consolidated Balance Sheets**





May
                31, 2007
            
            November
                30,
              2006(Unaudited)
            
            (Note
                1)**ASSETS**Current
                assets:Cash
            
            $
            5,871
            
            $
            4,649Accounts
                receivable
            
            
            5,552
            
            
            5,416Inventory
            
            
            77,599
            
            
            73,890Prepaid
                expenses and other current assets
            
            
            284
            
            
            442Total
                current assets
            
            
            89,306
            
            
            84,397Property
                and equipment, net of accumulated depreciationof
                $19,984; $19,015-2006
            
            
            5,201
            
            
            6,170Other
                assets, net of accumulated amortizationof
                $8,385; $7,269-2006
            
            
            29,817
            
            
            27,728**TOTAL
                ASSETS**
            
            $
            124,324
            
            $
            118,295**LIABILITIES
                AND STOCKHOLDERS’ DEFICIENCY**Current
                liabilities:Accounts
                payable and accrued expenses
            
            $
            475,061
            
            $
            346,008Credit
                cards payable
            
            
            138,335
            
            
            134,126Lines
                of credit payable
            
            
            166,036
            
            
            172,913Due
                to others
            
            
            40,494
            
            
            21,513Due
                to stockholders
            
            
            170,648
            
            
            166,682Total
                current liabilities
            
            
            990,574
            
            
            841,242Stockholders’
                deficiency:Common
                stock, $0.001 par value; 500,000,000 sharesauthorized,
                114,067,080 shares issued and outstanding(108,567,080
                - November 30, 2006)
            
            
            25,500
            
            
            20,000Common
                stock subscribed; no shares issued and outstanding
            
            
            188,500
            
            
            188,500Additional
                paid-in capital
            
            
            449,500
            
            
            180,000Deferred
                consulting fees
            
            
            (181,250
            )
            
            --Accumulated
                deficit
            
            
            (1,348,500
            )
            
            (1,111,447
            )Total
                stockholders’ deficiency
            
            
            (866,250
            )
            
            (722,947
            )**TOTAL
                LIABILITIES AND STOCKHOLDERS’ DEFICIENCY**
            
            $
            124,324
            
            $
            118,295




See
      accompanying notes to condensed consolidated financial statements





1


**Herborium
      Group, Inc. And Subsidiaries**


**Condensed
      Consolidated Statements Of Operations**


**(Unaudited)**





**For
                The Three Months Ended**
              **May
                31,**
            
            **For
                The Six Months Ended**
              **May
                31,****2007**
            
            **2006**
            
            **2007**
            
            **2006****NET
                SALES**
            
            $
            197,319
            
            $
            223,771
            
            $
            412,678
            
            $
            386,984**COST
                OF SALES**
            
            
            66,485
            
            
            89,265
            
            
            142,490
            
            
            160,720**GROSS
                PROFIT**
            
            
            130,834
            
            
            134,506
            
            
            270,188
            
            
            226,264**OPERATING
                EXPENSES**Marketing
                and selling
            
            
            72,999
            
            
            94,945
            
            
            148,713
            
            
            171,843General
                and administrative
            
            
            189,407
            
            
            108,040
            
            
            336,241
            
            
            171,901**TOTAL
                OPERATING EXPENSES**
            
            
            262,406
            
            
            202,985
            
            
            484,954
            
            
            343,744**LOSS
                FROM OPERATIONS**
            
            
            (131,572
            )
            
            (68,479
            )
            
            (214,766
            )
            
            (117,480
            )Interest
                expense
            
            
            (10,812
            )
            
            (11,141
            )
            
            (21,506
            )
            
            (21,949
            )**LOSS
                BEFORE PROVISION FOR INCOME TAXES**
            
            
            (142,383
            )
            
            (79,620
            )
            
            (236,272
            )
            
            (139,429
            )Provision
                for income taxes
            
            
            
            
            
            1,013
            
            
            780
            
            
            1,513**NET
                LOSS**
            
            $
            (142,383
            )
            $
            (80,633
            )
            $
            (237,052
            )
            $
            (140,942
            )Net
                loss per share - basic and dilutive
            
            $
            -
            
            $
            -
            
            $
            -
            
            $
            -Weighted
                  average number of shares outstanding during the period - basic
                  and
                  dilutive
            
            
            114,067,080
            
            
            108,567,080
            
            
            112,304,649
            
            
            108,567,080


See
      accompanying notes to condensed consolidated financial statements




2




**Herborium
      Group, Inc. And Subsidiaries**


**Condensed
      Consolidated Statement Of Cash Flows**


**(Unaudited)**





Six
                months ended
              May
                31,2007
            
            2006**CASH
                FLOWS USED IN OPERATING ACTIVITIES:**Net
                loss
            
            $
            (237,052
            )
            $
            (140,942
            )Adjustments
                to reconcile net loss tonet
                cash used in operating activities:Depreciation
                and amortization
            
            
            2,085
            
            
            2,469Stock-based
                consulting fees
            
            
            93,750
            
            
            -Changes
                in assets (increase) decrease:Accounts
                receivable
            
            
            (136
            )
            
            18,184Inventory
            
            
            (3,709
            )
            
            4,620Prepaid
                expenses and other current assets
            
            
            158
            
            
            96Changes
                in liabilities increase (decrease):Accounts
                payable and accrued expenses
            
            
            129,053
            
            
            95,020Net
                cash used in operating activities
            
            
            (15,851
            )
            
            (20,553
            )**CASH
                FLOWS USED IN INVESTING ACTIVITIES:**Purchase
                of equipment
            
            
            -
            
            
            (686
            )Purchase
                of other assets
            
            
            (3,206
            )
            
            (6,640
            )Net
                cash used in investing activities
            
            
            (3,206
            )
            
            (7,326
            )**CASH
                FLOWS PROVIDED BY FINANCING ACTIVITIES:**Repayment
                of lines of credit, net
            
            
            (6,877
            )
            
            (1,606
            )Increase
                in other loans
            
            
            18,981
            
            
            --Increase
                in credit card payable, net
            
            
            4,209
            
            
            3,719Increase
                in due to stockholders
            
            
            3,966
            
            
            30,713Net
                cash provided by financing activities
            
            
            20,279
            
            
            32,826**NET
                INCREASE IN CASH**
            
            
            1,222
            
            
            4,947**CASH,
                BEGINNING OF PERIOD**
            
            
            4,649
            
            
            182**CASH,
                END OF PERIOD**
            
            $
            5,871
            
            $
            5,129Supplemental
                disclosures of cash flow information:Cash
                paid during the period for:Income
                taxes
            
            $
            -
            
            $
            1,451Interest
            
            
            21,212
            
            
            17,257





Supplemental
                disclosure of non-cash information:During
                the six months ended May 31, 2007, the Company issued 5,500,000 shares
                of
                common stock valued at $275,000 for professional services.




See
        accompanying notes to condensed consolidated financial statements


3





**Herborium
      Group, Inc. And Subsidiaries**


**Condensed
      Consolidated Statement Of Stockholders’ Deficiency**


**For
      The Six Months Ended May 31, 2007**


**(Unaudited)**





**Common
                Stock**
            
            **Common
                Stock**
              **Subscribed**
            
            **Additional
                Paid-in**
            
            **Deferred
                Consulting**
            
            **Accumulated****Shares**
            
            **Amount**
            
            **Shares**
            
            **Amount**
            
            **Capital**
            
            **Fees**
            
            **Deficit**
            
            **Total****BALANCE,
                DECEMBER 1, 2006**
            
            
            108,567,080
            
            $
            20,000
            
            
            -
            
            $
            188,500
            
            $
            180,000
            
            $
            -
            
            $
            (1,111,447
            )
            $
            (722,947
            )Common
                stock issued to consultant for services
            
            
            5,500,000
            
            
            5,500
            
            
            -
            
            
            -
            
            
            269,500
            
            
            (275,000
            )
            
            -
            
            
            -Amortization
                of deferred consulting fees
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            93,750
            
            
            
            
            
            93,750Net
                loss for the period
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (237,052
            )
            
            (237,052
            )**BALANCE,
                May 31, 2007**
            
            
            114,067,080
            
            $
            25,500
            
            
            -
            
            $
            188,500
            
            $
            449,500
            
            $
            (181,250
            )
            $
            (1,348,500
            )
            $
            (866,250
            )




See
        accompanying notes to condensed consolidated financial
        statements




4





**Herborium
      Group, Inc.** **And
      Subsidiaries**


**Notes
      To Condensed Consolidated Financial Statements**


**As
      Of May 31, 2007**


**(Unaudited)**





**NOTE
      1. INTERIM CONDENSED CONSOLIDATED FINANCIAL
      STATEMENTS**





The
      accompanying consolidated financial statements have been prepared in accordance
      with generally accepted accounting principles and reflect all adjustments which
      management believes necessary (which include only normal recurring accruals)
      to
      present fairly the financial position, results of operations, and cash flows
      of
      the Company. These statements, however, do not include all information and
      footnotes necessary for a complete presentation of the Company’s consolidated
      financial position, results of operations and cash flows in conformity with
      accounting principles generally accepted in the United States. The interim
      financial statements should be read in conjunction with the consolidated
      financial statements and notes thereto, included in the Company’s audited
      financial statements for the fiscal year ended November 30, 2006 included in
      its
      Annual Report on Form 10-KSB, and are not necessarily indicative of the results
      to be expected for the full year ending November 30, 2007. The consolidated
      balance sheet at November 30, 2006 has been derived from the audited balance
      sheet as of that date.





**NOTE
          2.** **ORGANIZATION
          AND NATURE OF BUSINESS**





Herborium,
      Inc., (the “Company”) was incorporated in the State of Delaware on June 4, 2002,
      and is the surviving entity following a merger of G.O. International, Inc.,
      a
      New Jersey corporation, with and into the Company effective June 6, 2002. The
      Company provides unique, natural and complementary healthcare related products
      to consumers and healthcare professionals seeking alternative answers to the
      management of healthcare issues not currently met by standard Western medicine.
      Its products are botanical supplements comprised of unique herbal formulations,
      referred to as botanical therapeutics, that have a record of clinical efficacy
      and safety established in China; however, these products have not been evaluated
      according to standards of clinical efficacy and safety applicable to
      pharmaceutical products sold in the United States and other countries, and
      because these products are herbal-based, they are not recognized as
      pharmaceuticals by the Federal Drug Administration (the "FDA"). The Company’s
      business model is based on (i) owning and/or marketing unique products with
      established clinical history in their country of origin, and (ii) a proactive
      approach to meeting the regulatory changes and challenges of the new healthcare
      marketplace. Historically, substantially all of the Company’s revenue has been
      derived from the sale of AcnEase through its corporate website.





On
      September 18, 2006, Herborium was acquired by Pacific Magtron International
      Corporation, Inc. (“PMIC”), a publicly traded Nevada Corporation, pursuant to a
      Merger Agreement and PMIC’s plan of reorganization in bankruptcy. The
      transaction was accomplished by the merger of a PMIC subsidiary into Herborium,
      with Herborium as the surviving corporation (the “Merger). Under the provisions
      of the Merger Agreement and the plan of reorganization, the stockholders of
      Herborium exchanged 100% of their common stock of the Company for 85% of the
      post-Merger PMIC common stock. The previously outstanding common shares of
      PMIC
      were cancelled under the plan of reorganization, and one new share of the
      Company was issued in exchange for each cancelled shares held by all PMIC
      shareholders, other than its majority shareholder, Advanced Communications
      Technologies, Inc (“ACT”). A total of 11,454,300 shares were issued to the
      shareholders of ACT in exchange for the cancellation of the PMIC shares and
      ACT’s contribution of $50,000 to the bankruptcy. Shares of our common stock have
      been distributed to PMIC shareholders. Following this distribution, as well
      as
      certain other distributions that are included in the plan of reorganization,
      an
      aggregate of 108,567,080 shares of common stock of Herborium Group was issued
      and outstanding as of November 30, 2006. This number of shares was used in
      calculations of net loss per share for all periods presented on a retroactive
      basis for the three and six months ended May 31, 2006.





Although
      PMIC is deemed the legal acquirer, the Company is deemed the accounting acquirer
      since generally accepted accounting principles require that the entity whose
      stockholders retain a majority interest in a combination be treated as the
      acquirer. This reverse merger is treated as a recapitalization with no purchase
      price allocation. In connection with the merger, PMIC changed its name to
      Herborium Group, Inc. and adopted the fiscal year of Herborium Group, Inc.
      which
      is November 30.








5


**Herborium
        Group, Inc.** **And
        Subsidiaries**
 **Notes
        To Condensed Consolidated Financial Statements**
 **As
        Of May 31, 2007**
 **(Unaudited)**
  **NOTE
        3.** **BASIS
        OF ACCOUNTING AND SIGNIFICANT ACCOUNTING POLICIES**


a. Basis
        of
        Accounting





The
      Company's consolidated financial statements have been prepared on a going
      concern basis, which contemplates the realization of assets and the settlement
      of liabilities in the normal course of business. The Company incurred net losses
      of $237,052 for the six months ended May 31, 2007 and $339,757 for the year
      ended November 30, 2006. The Company had a working capital deficiency of
      $901,268 and $756,845 as of May 31, 2007 and November 30, 2006, respectively.
      Management is pursuing additional capital and debt financing and the acquisition
      of the AcnEase formula. However, there is no assurance that these efforts will
      be successful.





Our
      independent auditors have added an explanatory paragraph to their audit reports
      issued in connection with our fiscal 2006 and 2005 financial statements, which
      states that our ability to continue as a going concern depends upon our ability
      to resolve liquidity problems by generating sufficient operating profits to
      provide additional working capital. Our ability to obtain additional funding
      and
      pay off our obligations will determine our ability to continue as a going
      concern. Our financial statements do not include any adjustments that might
      result from the outcome of this uncertainty.





b. Principles
      of consolidation





The
      consolidated financial statements include the accounts of the Company and its
      wholly owned subsidiaries, Herborium, Inc. and Herborium.com, Inc. All
      significant intercompany accounts and transactions are eliminated in
      consolidation.





c. Estimates





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





d. Income
          taxes




Income
      tax expense includes current and deferred federal and state taxes arising from
      temporary differences between income for financial reporting and income tax
      purposes, as well as from the expected realization of net operating loss
      carryforwards. A valuation allowance is established when necessary to reduce
      deferred tax assets to the amounts expected to be realized.





e. Revenue




The
      Company recognizes revenue when inventory is shipped to its
      customers.





f. Loss
          per
          share




Basic
      earnings (loss) per share is computed by dividing net loss available to common
      stockholders by the weighted average number of common shares outstanding for
      the
      period. During the three and six months ended May 31, 2007, the Company had
      no
      securities convertible into common stock. The number of shares used in the
      calculation of net loss per share for the six months ended May 31, 2006, was
      presented on a retroactive basis as described in Note 2.





g. Allowance
          for doubtful accounts




The
      Company makes judgments as to its ability to collect outstanding trade
      receivables and provides allowances, if deemed necessary, for the portion of
      receivables when collection becomes doubtful. Provisions are made based upon
      a
      specific review of all significant outstanding invoices.


6


**Herborium
            Group, Inc.** **And
            Subsidiaries**
 **Notes
            To Condensed Consolidated Financial Statements**
 **As
            Of May 31, 2007**
 **(Unaudited)**
  h. Recent
          accounting pronouncements




In
      December 2004 the Financial Accounting Standards Board (“FASB”) issued Statement
      of Financial Accounting Standards No.  123, “Share-Based Payment” (“SFAS
      No. 123R”), which addresses the accounting for share-based payment transactions
      in which a company receives employee services in exchange for (a) equity
      instruments of the company or (b) liabilities that are based on the fair value
      of the company’s equity instruments or that may be settled by the issuance of
      equity instruments. SFAS 123R supercedes APB Opinion No. 25 and amends SFAS
      No.
      95, “Statement of Cash Flows”. Under SFAS 123R, companies are required to record
      compensation expense for all share-based award transactions measured at fair
      value as determined by an option valuation model. This statement is effective
      for fiscal years beginning after June 15, 2005. Since the Company currently
      recognizes compensation expense at fair value for share-based transactions
      in
      accordance with SFAS 123, it does not anticipate adoption of this standard
      will
      have a significant impact on its financial position, results of operations
      or
      cash flows.





On
      June 7, 2005, the FASB issued Statement of Financial Accounting Standards
      No. 154, “Accounting Changes and Error Corrections, (“SFAS 154”). A
      replacement of APB Opinion No. 20, Accounting Changes,” and Statement
      No. 3, “Reporting Accounting Changes in Interim Financial Statements,” SFAS
      154 changes the requirements for the accounting for and reporting of a change
      in
      accounting principle. Previously, most voluntary changes in accounting
      principles required recognition of a cumulative effect adjustment within net
      income of the period of the change. SFAS 154 requires retrospective application
      to prior periods’ financial statements, unless it is impracticable to determine
      either the period-specific effects or the cumulative effect of the change.
      SFAS
      154 is effective for accounting changes made in fiscal years beginning after
      December 15, 2005; however, the Statement does not change the transition
      provisions of any existing accounting pronouncements. The adoption of SFAS
      154
      has not had a material effect on the Company’s financial position, results of
      operations, or cash flows.





In
      September 2006, the FASB issued Statement of Financial Accounting Standards
      No.
      157 - Fair Value Measurements (“SFAS 157”). SFAS 157 defines fair value,
      establishes a framework for measuring fair value in generally accepted
      accounting principles (“GAAP”), and expands disclosures about fair value
      measurements.





Prior
      to
      SFAS 157, there were different definitions of fair value and limited guidance
      for applying those definitions in GAAP. Moreover, that guidance was dispersed
      among the many accounting pronouncements that require fair value measurements.
      SFAS 157 clarifies that the exchange price is the price in an orderly
      transaction between market participants to sell the asset or transfer the
      liability in the market in which the reporting entity would transact for the
      asset or liability, that is, the principal or most advantageous market for
      the
      asset or liability.





This
      Statement is effective for financial statements issued for fiscal years
      beginning after November 15, 2007, and interim periods within those fiscal
      years. The Company has evaluated the impact that SFAS 157 will have on its
      financial position, results of operations and cash flows and concluded it will
      not have a material impact.





In
      June
      2006, the FASB issued Financial Accounting Standards Board Interpretation
      (“FIN”) No. 48, “Accounting for Uncertainty in Income Taxes, an
      interpretation of SFAS 109.” FIN No. 48 provides a comprehensive model
      for the recognition, measurement and disclosure in the financial statements
      of
      uncertain tax positions taken or expected to be taken on a tax return. FIN
      48 is
      effective for fiscal years beginning after December 31, 2006. The Company is
      currently evaluating the impact this interpretation may have on its future
      financial position, results of operations, earnings per share, or cash flows.




In
      September 2006, the Securities and Exchange Commission issued SAB No. 108,
“Considering the Effects of Prior Year Misstatements when Quantifying
      Misstatements in Current Year Financial Statements.” SAB No. 108 was issued
      to address diversity in practice in quantifying financial statement
      misstatements. Current practice allows for the evaluation of materiality on
      the
      basis of either (1) the error quantified as the amount by which the current
      year income statement was misstated (“rollover method”) or (2) the
      cumulative error quantified as the cumulative amount by which the current year
      balance sheet was misstated (“iron curtain method”). The guidance provided in
      SAB 108 requires both methods to be used in evaluating materiality (“dual
      approach”). SAB No. 108 permits companies to initially apply its provisions
      either by (1) restating prior financial statements as if the dual approach
      had always been used or (2) recording the cumulative effect of initially
      applying the “dual approach” as adjustments to the carrying values of assets and
      liabilities as of January 1, 2006 with an offsetting adjustment recorded to
      the opening balance of retained earnings. There were no matters warranting
      the
      Company’s consideration under the provisions of SAB No. 108 and, therefore,
      it did not have an impact on the Company’s financial position, results of
      operations, net loss per share or cash flows.





In
      February 2007, the FASB issued SFAS No. 159, “The Fair Value Option
      for Financial Assets and Financial Liabilities—Including an Amendment of FASB
      Statement No. 115.” This Standard allows entities to voluntarily choose, at
      specified election dates, to measure many financial assets and financial
      liabilities (as well as certain non-financial instruments that are similar
      to
      financial instruments) at fair value. The election is made on an
      instrument-by-instrument basis and is irrevocable. If the fair value option
      is
      elected for an instrument, the Statement specifies that all subsequent changes
      in fair value for that instrument shall be reported in earnings. SFAS No. 159
      is
      effective beginning on January 1, 2008. We are currently evaluating the
      impact this new Standard could have on our financial position and results of
      operations.




7


**Herborium
        Group, Inc.** **And
        Subsidiaries**
 **Notes
        To Condensed Consolidated Financial Statements**
 **As
        Of May 31, 2007**
 **(Unaudited)**


**NOTE
          4.** **MAJOR
          SUPPLIER**





The
      Company purchased approximately 90% of its inventory from AH USA, its major
      supplier for the three and six month periods ended May 31, 2007 and 2006. The
      Company is party to into an agreement with AH USA, owner of an acne product
      of
      which the Company, as licensee, is the exclusive worldwide distributor.
      Negotiations between the Company and AH USA are ongoing to acquire the
      intellectual property rights to the product.





**NOTE
          5.** **LINES
          OF CREDIT AND CREDIT CARDS PAYABLE**





The
      Company has entered into four revolving line of credit agreements with
      commercial banks. The credit agreements provide for aggregate borrowings of
      up
      to $187,500 and are payable on demand with no maturity dates set forth in the
      loan agreements. Borrowings under these facilities bear interest at rates
      ranging from prime plus 1.25% to 14%.





The
      Company also has entered into a number of standard credit card agreements that
      it uses for business expenses. Borrowings under these agreements, which have
      no
      set maturity dates, bear interest at rates ranging from 11.2% to
      39.7%.





**NOTE
          6.** **DUE
          TO STOCKHOLDERS**





Due
      to
      stockholders consist of unsecured demand loans to the Company with no specified
      terms, including the payment of interest, and, accordingly, this liability
      is
      included in current liabilities and no interest expense has been accrued.
      Repayment is not expected until such time as the Company has adequate funds
      available. For the six months ended May 31, 2007, the amount due to
      stockholders, which consists of unsecured demand loans to the Company with
      no
      specified terms, increased by $3,966.





**NOTE
          7.** **KEY
          EMPLOYEES**





The
      Company relies extensively on the services of Drs. Agnes P. Olszewski and James
      P. Gilligan, its co-founders, who play key roles in all aspects of operations
      and management and the loss of their services would materially and adversely
      affect the Company’s prospects. Until the Company raises substantial financing,
      neither of these key individuals will be able to receive cash compensation.





**NOTE
          8.** **STOCKHOLDERS’
          DEFICIENCY**





On
      January 19, 2007, the Board of Directors of the Company approved the Herborium
      Group, Inc. 2007 Stock Plan (“Plan”) which provides for a maximum aggregate of
      20 million shares of common stock to be issued upon grants of restricted stock
      or upon exercise of options granted under the Plan, as compensation and
      incentive to eligible employees, directors, consultants and advisors. On January
      26, 2007, the Company filed a Registration Statement on Form S-8 with the
      Securities and Exchange Commission in connection with the consultant’s shares.
      On January 1, 2007, the Company entered into a two-year Consulting Agreement
      with an individual and in consideration of the services to be provided pursuant
      to the Financial Consulting Agreement, the Company agreed to initially issue
      up
      to 9 million shares of the Company’s common stock pursuant and subject to the
      Plan, and when so issued, such shares shall be validly issued, fully paid and
      non-assessable, of which 7.5 million shares will vest immediately, with 5.5
      million shares being issued immediately. The remaining shares will vest over
      the
      term of the Consulting Agreement, and, in the event the Company acquires the
      AcnEase formula, up to an additional 3 million shares could be issued per terms
      of the Consulting Agreement. The shares issued and yet to be issued have been
      valued at $.05 per share based on the market value on the date granted for
      an
      aggregate cost of $450,000, which cost will be expensed over the period of
      the
      agreement. Accordingly, consulting expense in the amount of $93,750 was recorded
      during the six months ended May 31, 2007.




8




**Item
      2.**  **Management's
      Discussion And Analysis Or Plan Of Operation**





The
      following is management's discussion and analysis of certain significant factors
      that will or have affected our financial condition and results of operations.
      The discussion should be read in conjunction with our financial statements
      and
      the related notes and the other financial information appearing elsewhere in
      this report and included in the Company’s Annual Report on Form 10-KSB for the
      year ended November 30, 2006. In addition to historical information, the
      following discussion and other parts of this quarterly report contain words
      such
      as “may,” "estimates," "expects," "anticipates," "believes," “plan,” "grow,"
      "will," “could,” "seek," “continue,” “future,” “goal,” “scheduled” and other
      similar expressions that are intended to identify forward-looking information
      that involves risks and uncertainties. In addition, any statements that refer
      to
      expectations or other characterizations of future events or circumstances are
      forward-looking statements. Actual results and outcomes could differ materially
      as a result of important factors including, among other things, general economic
      conditions, the Company's ability to renew or replace key supply and credit
      agreements, fluctuations in operating results, committed backlog, public market
      and trading issues, risks associated with dependence on key personnel, and
      competitive market conditions in the Company's existing lines of business,
      as
      well as other risks and uncertainties. See “Risk Related To Our Business” and
“Risks Related To Our Stock” below.




**GENERAL**




We
      provide unique, natural and complementary healthcare related products to
      consumers and healthcare professionals seeking alternative answers to the
      management of healthcare issues not currently met by standard Western medicine.
      Our products are botanical supplements comprised of unique herbal formulations.
      We select products that have a record of clinical efficacy and safety
      established in China; however, these products have not been evaluated according
      to standards of clinical efficacy and safety applicable to pharmaceutical
      products sold in the United States and other countries, and because these
      products are herbal-based, they are not recognized as pharmaceuticals by the
      Federal Drug Administration (the "FDA").





Our
      business model is based on:





owning and/or marketing unique products with established clinical history
            in
            their country of origin, and


- a
          proactive approach to meeting the regulatory changes and challenges of
          the new
          healthcare marketplace.

**FINANCIAL
      CONDITION**





We
      had
      net losses of $237,052 during the six months ended May 31, 2007. As of May
      31,
      2007, we had cash and current assets of $5,871 and $89,306, respectively, and
      current liabilities of $990,574, with obligations aggregating $475,061 for
      trade
      creditors and accrued expenses, $138,335 for credit card obligations, $166,036
      payable for line of credit obligations, $40,494 for amounts due to others and
      $170,648 for amounts due to stockholders. We have been operating at a loss
      since
      inception and have been funding these losses in a number of ways, including
      lines of credit, credit card debt, advances from stockholders and others and
      entering into subscription agreements with “friends and family” for investment
      funds. While we are actively seeking a substantial amount of equity or debt
      financing, we have received no commitments for such financing. Our working
      capital at May 31, 2007 is not sufficient to meet our working capital needs
      for
      the next twelve-month period and we will need to obtain additional financing
      from one or more of the sources described above, or an entirely new
      source.





Our
      independent auditors have added an explanatory paragraph to their audit reports
      issued in connection with our fiscal 2006 and 2005 financial statements, which
      states that our ability to continue as a going concern depends upon our ability
      to resolve liquidity problems by generating sufficient operating profits to
      provide additional working capital. Our ability to obtain additional funding
      and
      pay off our obligations will determine our ability to continue as a going
      concern. Our financial statements do not include any adjustments that might
      result from the outcome of this uncertainty.





As
      described above, we merged into and with PMIC and became a publicly traded
      corporation; however, we have not closed, nor obtained a commitment for, the
      financing that was originally contemplated to close contemporaneously with
      the
      closing of the merger. As a result of this lack of funding, a condition
      unfavorably impacting us since inception, revenue and profitability have not
      increased as we believe would have otherwise been the case. Without sufficient
      financing, we have not been able to (i) acquire ownership of several products,
      particularly the intellectual property rights to and formulation of, our
      principal product, AcnEase®, (ii) market and promote our products, (iii) conduct
      certain clinical trials that would further such marketing and promotional
      activities and (iv) hire additional employees.




9





**RELATED
      PARTY TRANSACTIONS**





During
      the six months ended May 31, 2007, the Company's due to stockholders increased
      by $3,966 to $170,648.





**COMPARISON
      OF THE THREE MONTHS ENDED MAY 31, 2007 TO THE THREE MONTHS ENDED MAY 31,
      2006**





**Summary
      Results of Operations**





The
      following table sets forth certain selected financial data as a percentage
      of
      sales for the three months ended May 31, 2007 and 2006:





2007
            
            2006Net
                sales
            
            
            100.0
            %
            
            100.0
            %Cost
                of sales
            
            
            33.7
            
            
            39.9Gross
                profit
            
            
            66.3
            
            
            60.1Operating
                expenses
            
            
            133.0
            
            
            90.7Loss
                from operations before other expense
            
            
            (66.7
            )
            
            (30.6
            )Other
                expense
            
            
            (5.5
            )
            
            (5.0
            )Provision
                for income taxes
            
            
            (0.0
            )
            
            (0.4
            )Net
                loss
            
            
            (72.2
            )%
            
            (36.0
            )%




**Sales**





Net
      sales
      for the three months ended May 31, 2007, were $197,319 compared to $223,771
      for
      the three months ended May 31, 2006. The decrease of $26,452, or 11.8%, can
      be
      attributed to an unusually higher level of sales of AcnEase in both the United
      States and in the United Kingdom in the earlier period due in part to the timing
      of distributor orders.




**Gross
      Profit**





Gross
      profit decreased to $130,834 for the three months ended May 31, 2007 compared
      to
      $134,506 for the three months ended May 31, 2006, a decrease of $3,672 or 2.7%,
      with gross margin increasing to 66.3% from 60.1% for the prior period. The
      increase in gross profit is attributable to the increase in the higher realized
      gross margin, partially offset by the decline in net sales. This improvement
      in
      gross margin is a result of an improvement that commenced in late fiscal 2006
      in
      the average selling price received for AcnEase due to a change in the mix of
      distribution channels into which we sell.





**Operating
      Expenses**





Total
      operating expenses increased by $59,420, or 29.3%, to $262,405 for the three
      months ended May 31, 2007, from $202,985 for the three months ended May 31,
      2006, principally attributable to increases in payroll expenses of $22,587
      for
      officer salary expense accrued but not paid and noncash professional fees of
      $56,250, partially offset by a decrease in website development expenses of
      $10,913.





**Other
      Income (Expense)**





Interest
      expense decreased to $10,812 from $11,141 for the three months ended May 31,
      2007 as compared with the three months ended May 31, 2006, or a minor $329,
      as
      interest rates and debt outstanding were relatively constant during both
      periods.




10





**COMPARISON
        OF THE SIX MONTHS ENDED MAY 31, 2007 TO THE SIX MONTHS ENDED MAY 31,
        2006**
 
 **Summary
        Results of Operations**


The
      following table sets forth certain selected financial data as a percentage
      of
      sales for the six months ended May 31, 2007 and 2006:





2007
            
            
            2006Net
                sales
            
            
            100.0
            %
            
            100.0
            %Cost
                of sales
            
            
            34.5
            
            
            41.5Gross
                profit
            
            
            65.5
            
            
            58.5Operating
                expenses
            
            
            117.5
            
            
            88.8Loss
                from operations before other expense
            
            
            (52.0
            )
            
            (30.3
            )Other
                expense
            
            
            (5.2
            )
            
            (5.7
            )Provision
                for income taxes
            
            
            (0.2
            )
            
            (0.4
            )Net
                loss
            
            
            (57.4
            )%
            
            (36.4
            )%




**Sales**





Net
      sales
      for the six months ended May 31, 2007 were $412,678 compared to $386,984 for
      the
      six months ended May 31, 2006. The increase of $25,694, or 6.6%, can be
      attributed to an overall increase in first quarter sales of AcnEase in both
      the
      United States and in the United Kingdom due to increased awareness of this
      product resulting from web-based promotion activities and growth in distributor
      orders.




**Gross
      Profit**





Gross
      profit increased to $270,188 for the six months ended May 31, 2007 compared
      to
      $226,264 for the six months ended May 31, 2006, an increase of $43,924 or 19.4%,
      with gross margin increasing to 65.5% from 58.5% for the prior period. The
      increase in gross profit is attributable to both the increase in net sales
      and
      the higher realized gross margin. This improvement in gross margin is a result
      of an improvement that commenced in late fiscal 2006 in the average selling
      price received for AcnEase due to a change in the mix of distribution channels
      into which we sell.





**Operating
      Expenses**





Total
      operating expenses increased by $141,210, or 41.1%, to $484,954 for the six
      months ended May 31, 2007, from $343,744 for the six months ended May 31, 2006,
      principally attributable to increases in payroll expenses of $55,701 for officer
      salary expense accrued but not paid and an increase in noncash professional
      fees
      of $93,750, partially offset by a decrease in website development expenses
      of
      $17,932.





**Other
      Income (Expense)**





Interest
      expense decreased to $21,506 from $21,949 for the six months ended May 31,
      2007
      as compared with the six months ended May 31, 2006, or a minor $443, as interest
      rates and debt outstanding were relatively constant during both
      periods.





**Seasonality**





There
      are
      no seasonality factors that affect the Company.





**Off-Balance
      Sheet Arrangements**





The
      Company has no off-balance sheet arrangements that have or are reasonably likely
      to have a current or future effect on the Company’s financial condition, changes
      in financial condition, revenue or expenses, results of operations, liquidity,
      capital expenditures or capital resources that is material to investors, and
      the
      Company does not have any non-consolidated special purpose
      entities.





**LIQUIDITY
      AND CAPITAL RESOURCES**





As
      of May
      31, 2007, we had a cash balance of $5,871 and a negative cash flow from
      operations of $15,851 for the six-month period then ended. We have been
      operating at a loss since inception and have been funding these losses in a
      number of ways, including lines of credit, credit card debt, advances from
      stockholders and entering into subscription agreements with “friends and family”
for investment funds. While we are actively seeking a substantial amount of
      equity or debt financing, we have received no commitments for such financing.
      Our working capital at May 31, 2007, is not sufficient to meet our working
      capital needs for the next twelve-month period and we will need to obtain
      additional financing from one or more of the sources described above, or an
      entirely new source.




11





Below
      is
      a discussion of our sources and uses of funds for the six months ended May
      31,
      2007 and 2006.





**Net
      Cash Used In Operating Activities**





Net
      cash
      used in operating activities was $15,851 and $20,553 in the six months ended
      May
      31, 2007 and 2006, respectively. Cash used in operating activities for the
      six
      months ended May 31, 2007 was principally the result of a net loss of $237,052
      partially offset by an increase in accounts payable and accrued expenses of
      $129,053, and non-cash expenses of 95,835. The use of cash in operating
      activities for the six months ended May 31, 2006 was principally the result
      of a
      net loss of $140,942, partially offset by a decrease in accounts receivable
      of
      $18,184 and an increase in accounts payable and accrued expenses of
      $95,020.





**Net
      Cash Used In Investing Activities**





Net
      cash
      used in investing activities was $3,206 and $7,326 in the six months ended
      May
      31, 2007 and 2006, respectively . During
      the six months ended May 31, 2007 and 2006, cash used in investing activities
      principally consisted of expenditures for other assets of $3,206 and $6,640,
      respectively.





**Net
      Cash Provided By Financing Activities**





Net
      cash
      provided by financing activities for the six months ended May 31, 2007 amounted
      to $20,279, principally attributable to an increase of $18,981 in amount due
      to
      others. Net cash provided by financing activities for the six months ended
      May
      31, 2006 amounted to $32,826, principally attributable to increases of $30,713
      in amount due to stockholders.





**Stock
      Issuance and Stock Plan**





On
      January 1, 2007, we entered into a two-year consulting agreement with an
      individual and in consideration of the financial consulting services to be
      provided under this agreement, we agreed to initially issue up to nine million
      shares of our common stock pursuant and subject to the Herborium Group, Inc.
      2007 Stock Plan (the “Plan”). Of these shares, 7.5 million shares vested
      immediately, and we have issued 5.5 million shares. The remaining shares will
      vest over the term of the consulting agreement. In addition, in the event
      certain transactions are consummated, up to an additional three million shares
      could be issued per terms of the agreement. The shares issued and yet to be
      issued have been valued at $.05 per share based on the market value on the
      date
      granted for an aggregate cost of $450,000, which cost will be expensed over
      the
      period of the agreement. Accordingly, we recorded an expense charge of $93,750
      during the six months ended May 31, 2007.





Our
      Board
      of Directors approved the Plan on January 19, 2007. The Plan provides for a
      maximum aggregate of 20 million shares of common stock to be issued upon grants
      of restricted stock or upon exercise of options granted under the Plan, as
      compensation and incentive to eligible employees, directors, consultants and
      advisors. On January 26, 2007, we filed Registration Statement on Form S-8
      with
      the Securities and Exchange Commission to in connection with the
      Plan.





**RISK
      FACTORS**




*Our
      business and results of operations are subject to numerous risks, uncertainties
      and other factors that you should be aware of, some of which are described
      below
      and in the section entitled “Cautionary Statement Concerning Forward-Looking
      Statements.” The risks, uncertainties and other factors described below are not
      the only ones facing our company. Additional risks, uncertainties and other
      factors not presently known to us or that we currently deem immaterial may
      also
      impair our business operations. Any of the risks, uncertainties and other
      factors could have a materially adverse effect on our business, financial
      condition or results of operations and could cause the trading price of our
      common stock to decline substantially.*




**Risks
      Relating to Our Business**





***We
      have a history of losses, and will incur additional
      losses.***





We
      are a
      company with a limited history of operations, and do not expect to significantly
      increase ongoing revenues from operations in the immediately foreseeable future.
      To date, we have not been profitable. We had a net loss of $237,052 during
      the
      six months ended May 31, 2007 and $339,757 for the year ended November 30,
      2006.
      Our losses have resulted principally from costs incurred in product development,
      including product testing and selection, and from general and administrative
      costs associated with our operations. While we seek to attain profitability,
      we
      cannot be sure that we will ever achieve product and other revenue sufficient
      for us to attain this objective.




12





With
      the
      exception of *AcnEase®* ,
      our
      product candidates are in research or various stages of development. For some
      of
      these products we will want to conduct additional research, development and
      clinical trials in order to improve our ability to advertise and differentiate
      these products from others in the market place. We cannot be sure that we will
      successfully research, develop, commercialize, manufacture and market any other
      product candidates. We expect that these activities, together with future
      general and administrative activities, will result in significant expenses
      for
      the foreseeable future.





***We
      need additional capital, which may not be available to us.***




We
      have
      expended and will continue to expend substantial funds in the research,
      development, marketing and clinical testing of our herbaceutical supplements.
      In
      addition, we will require funds in excess of our existing cash resources to
      fund
      operating deficits, develop new products, purchase additional rights to existing
      products, establish and expand our manufacturing capabilities, and finance
      general and administrative and research activities. In particular, we will
      need
      additional capital to:




·acquire
                intellectual property rights relating to*AcnEase**®*and other products;





·conduct
                clinical trials and fund marketing and new product
                launches;





·establish
                U.S. manufacturing capabilities;
                and





·fund
                general working capital requirements if we continue to experience
                deficits.





Due
      to
      market conditions, or due to our own financial condition, it is possible that
      we
      will be unable to obtain additional funding as and when we need it. Even if
      we
      are able to obtain capital, it may be on unfavorable terms or terms that
      excessively dilute existing shareholders or otherwise negatively affect the
      interests of existing shareholders. If we are unable to obtain additional
      funding as and when needed, we could be forced to delay our development,
      marketing and expansion efforts and, if we continue to experience losses,
      potentially cease operations.





***We
      may not be able to obtain or sustain market acceptance for our services and
      products.***





Failure
      to establish a brand and presence in the marketplace on a timely basis could
      adversely affect our financial condition and operating results. Moreover, we
      cannot be sure that we will successfully complete the development and
      introduction of new products or product enhancements or that any new products
      developed will achieve acceptance in the marketplace. We may also fail to
      develop and deploy new products and product enhancements on a timely basis. *AcnEase* *®* is
      currently our only product providing revenues.





***Government
      regulation of the processing, formulation, packaging, labeling and advertising
      of our products can impact our ability to market products.***





Under
      the
      Dietary Supplement Health and Education Act of 1994, companies that manufacture
      and distribute dietary supplements are limited in the statements that they
      are
      permitted to make about nutritional support on the product label without FDA
      approval. In addition, a manufacturer of a dietary supplement must have
      substantiation for any such statement made and must not claim to diagnose,
      mitigate, treat, cure or prevent a specific disease or class of disease. The
      product label must also contain a prominent disclaimer. These restrictions
      may
      restrict our flexibility in marketing our product.





The
      FDA
      has proposed GMPs (Good Manufacturing Practices) specifically for dietary
      supplements. These new GMPs, when finalized, will be more detailed than the
      GMPs
      that currently apply to dietary supplements and may, among other things, require
      dietary supplements to be prepared, packaged and held in compliance with certain
      rules (including quality control provisions) similar to the GMPs applicable
      to
      drugs. There can be no assurance that, if the FDA adopts GMPs for dietary
      supplements, we and/or our suppliers will be able to comply with the new rules
      without incurring substantial expenses that might have a material adverse effect
      on our consolidated financial position or results of operations. As a
      formulator, distributor and marketer of dietary supplements, we are subject
      to
      the risk that one or more of the ingredients in our product may become subject
      to regulatory action in the future.




13





The
      processing, formulizing, packaging, labeling and advertising of such products,
      however, are subject to regulation by one or more federal agencies including
      the
      FDA, the Federal Trade Commission, the Consumer Products Safety Commission,
      the
      Department of Agriculture and the Environmental Protection Agency. Our
      activities also are subject to regulation by various agencies of the states
      and
      localities in which our products are sold. Among other things, such regulation
      puts a burden on our ability to bring products to market. Any changes in the
      current regulatory environment could impose requirements that would make
      bringing new products to market more expensive or restrict the ways we can
      market our products. In addition, the adoption of new regulations or changes
      in
      the interpretation of existing regulation may result in significant compliance
      costs or discontinuation of product sales and may adversely affect our revenue.
      The FDA may implement additional regulations with which we would have to comply,
      which would increase expenses.





No
      governmental agency or other third party makes a determination as to whether
      our
      products qualify as dietary supplements or not. We make this determination
      based
      on the ingredients contained in the products and the claims we make for the
      products and if our determination is denied by any regulatory authority we
      could
      face significant penalties that may require us to shut down our operations.





***We
      face substantial competition.***




The
      dietary supplement industry is growing rapidly and is highly competitive.
      Competition for the sale of nutritional products comes from many sources,
      including specialty retailers, supermarkets, large chain discount retailers,
      drug store chains and independent drug stores, health food stores, on-line
      merchants, mail order companies and a variety of other participants in the
      market for nutritional products. Some of our more prominent competitors include
      General Nutrition Centers, Inc., NBTY, Inc., Invite Health, Vitamin World and
      Vitamin Shoppe. We compete regularly with companies selling nationally
      advertised brand name products and with companies that may have more expanded
      product lines with much larger volume of sales. This competition could have
      a
      material adverse effect on our business, results of operations and financial
      condition since these companies have greater financial and other resources
      available to them and may possess manufacturing, distribution and marketing
      capabilities far greater than our own.




Certain
      existing products may become more mainstream and thereby increase competition
      for those products as more participants enter the market. We may not be able
      to
      compete effectively and our attempt to do so may require us to reduce our
      prices, which may result in lower margins. Failure to compete effectively could
      adversely affect our market share, revenues and growth prospects.




Our
      competitive position will be affected by the continued acceptance of our
      products, our ability to attract and retain qualified personnel, future
      governmental regulations affecting nutritional products, and publication of
      product safety studies by the media, government and authoritative health and
      medical authorities.





***We
      currently have no manufacturing capabilities and we are dependent upon other
      companies to manufacture our products.***





We
      currently have no manufacturing facilities. We are dependent upon relationships
      with independent manufacturers to fulfill our product needs. We use several
      manufacturers for various parts of the manufacturing processes for our products.
      We believe these are small privately held firms.





Because
      the manufacturing processes, which our contract manufacturers perform, are
      fairly standard in the industry, we believe that there are a large number of
      manufacturers who could provide us with these services if our current contract
      manufacturers are unavailable for any reason or seek to impose unfavorable
      terms. Our ability to market and sell our products requires that such products
      be manufactured in commercial quantities and in compliance with applicable
      federal and state regulatory requirements. In addition, we must be able to
      manufacture our products at a cost that permits us to charge a price acceptable
      to the customer while also accommodating distribution costs and third-party
      sales compensation. Competitors who do own their own manufacturing may have
      an
      advantage over us with respect to pricing, availability of product and in other
      areas through their control of the manufacturing process.





***We
      are dependent on key management and the loss of their services could have a
      material adverse impact on us.***





We
      have
      relied extensively on the services of Drs. Agnes P. Olszewski and James P.
      Gilligan, our co-founders. Drs. Olszewski and Gilligan play key roles in
      our management and the loss of their services would materially and adversely
      affect us and our prospects. Until we raise substantial financing, neither
      of
      these key individuals will spend full-time working for us. Under her employment
      agreement, Dr. Olszewski is not required to do so until we have raised
      $1,250,000, and under his consulting/employment agreement, Dr. Gilligan is
      not
      required to do so until six months after we have raised $2,500,000 in financing.
      There is no assurance that we will be able to raise such amounts and without
      such financing and the full-time employment of these key executives we will
      in
      all likelihood not be able to further develop our business and will likely
      continue to experience losses. The loss of services of any of these persons
      could delay or reduce our product development and commercialization efforts
      and
      harm our ability to compete effectively.




14





***We
      may be subject to product liability claims and may not have adequate insurance
      to cover such claims.***





Like
      other retailers, distributors and manufacturers of products that are designed
      to
      be ingested, we face an inherent risk of exposure to product liability claims
      in
      the event that the use of our products results in injury. We intend to obtain
      general liability coverage of $3 to $5 million that will include product
      liability coverage. Because our policies will be purchased on a year-to-year
      basis, industry conditions or our own claims experience could make it difficult
      for us to secure the necessary insurance at a reasonable cost. In addition,
      we
      may not be able to secure insurance that will be adequate to cover liabilities.
      We generally do not obtain contractual indemnification from parties supplying
      raw materials or marketing our products. In any event, any such indemnification
      is limited by its terms and, as a practical matter, by the creditworthiness
      of
      the other party. In the event that we do not have adequate insurance or
      contractual indemnification, liabilities relating to defective products could
      require us to pay the injured parties’ damages which may be significant compared
      to our net worth or revenues.





***We
      may be adversely affected by unfavorable publicity relating to our product
      or
      similar products manufactured by our competitors.***





We
      believe that the dietary supplement market is affected by national media
      attention regarding the consumption of these products. Future scientific
      research or publicity may be unfavorable to the dietary and nutritional
      supplement market generally or to any particular product and may be inconsistent
      with earlier favorable research or publicity. Adverse publicity associated
      with
      illness or other adverse effects resulting from the consumption of products
      distributed by other companies that are similar to our products could reduce
      consumer demand for our products and consequently our revenues. This may occur
      even if the publicity does not relate to our products. Adverse publicity
      directly concerning our products could be expected to have an immediate negative
      effect on the market for that product.





***We
      depend on trade secrets to protect our proprietary technology, which may be
      inadequate to protect our position.***





Our
      long-term success will substantially depend upon protecting our technology
      from
      infringement, misappropriation, discovery and duplication. We expect that we
      will apply for patent protection with respect to some of our products. Since
      we
      do not currently have patents on our products, a competitor could replicate
      our
      products. Any patents that we might obtain may not provide meaningful protection
      or significant competitive advantages over competing products, due to the
      complexity of the legal and scientific issues involved in patent defense and
      litigation. For these reasons we have elected to protect our current products
      through trade secrets.





Because
      of the complexity of the legal and scientific issues involved in patent
      prosecutions, we cannot be sure that any future patent applications for new
      products will be granted. Nor can we be sure that any patent rights that we
      do
      obtain will provide meaningful protection against others duplicating our
      products because of the complexity of the legal and scientific issues that
      could
      arise in litigation over these issues. Furthermore, patent applications are
      maintained in secrecy in the United States until the patents are approved,
      and
      in most foreign countries for a period of time following the date from which
      priority is claimed. A third party’s pending patent applications may cover any
      technology that we currently are developing. Additionally, if we must resort
      to
      legal proceedings to enforce our intellectual property rights, the proceedings
      could be burdensome and expensive and could involve a high degree of risk to
      our
      proprietary rights if we are unsuccessful in, or cannot afford to pursue, such
      proceedings.





We
      rely
      at present completely on trade secrets and contract law to protect our
      proprietary technology. There can be no assurance that any such contract will
      not be breached, or that if breached, it will have adequate remedies. Currently,
      all of our products are protected by trade secrets owned by our licensor and
      other third parties . We rely on such third parties to adequately protect such
      trade secrets. There can be no assurance that these third parties will protect
      and continue to hold the trade secrets relating to our products. Furthermore,
      there can be no assurance that any of these trade secrets will not become known
      or independently discovered by third parties.





There
      can
      be no assurance that others will not independently develop substantially
      equivalent proprietary information and techniques or otherwise gain access
      to
      our trade secrets and know-how. In addition, we may be required to obtain
      licenses to patents or other proprietary rights from third parties. There can
      be
      no assurance that any licenses required under any patents or proprietary rights
      would be made available on acceptable terms, if at all. If we do not obtain
      required licenses, we may encounter delays in product development or find that
      the development, manufacture or sale of products requiring such licenses could
      be foreclosed.




15




***We
      have limited the liability of our directors and officers for breaches of the
      duty of care.***





Our
      articles of incorporation limit the liability of our directors for monetary
      damages for breaches of directors’ fiduciary duty of care. This provision may
      reduce the likelihood of derivative litigation against directors and may
      discourage or deter shareholders or management from suing directors for breaches
      of their duty of care, even though such an action, if successful, might
      otherwise benefit our shareholders and us. In addition, our articles of
      incorporation provide for the indemnification of directors and officers in
      connection with civil, criminal, administrative or investigative proceedings
      when acting in their capacities as agents for us.





***Our
      results of operations may be affected by changing market prices and requirements
      for dietary supplements.***





Our
      results of operations may be affected by changing resale prices or market
      requirements for dietary supplements, some of which are priced on a commodity
      basis. Sales prices, and market demand for, these materials can be volatile
      due
      to numerous factors beyond our control, which may cause significant variability
      in its period-to-period results of operations.





***Our
      results of operations will fluctuate.***





Our
      revenues and results of operations will vary from quarter to quarter in the
      future. A number of factors, many of which are outside of our control, may
      cause
      variations in our results of operations, including:





·
            demand
                and price for our products;·
            the
                timing and recognition of product sales;·
            unexpected
                delays in developing and introducing products;·
            unexpected
                delays in manufacturing our products;·
            increased
                expenses, whether related to marketing, product development or
                administration or otherwise;·
            insufficient
                demand in the marketplace could cause our distributors to return
                product;·
            the
                mix of revenues derived from products;·
            the
                hiring, retention and utilization of personnel; and·
            general
                economic factors.





***We
      may not succeed in our acquisition of additional
      products.***





As
      part
      of our growth strategy, we intend to acquire and develop additional product
      candidates or approved products. The success of this strategy depends upon
      our
      ability to identify, select and acquire bioherbaceutical products that meet
      the
      criteria we have established. Any product candidate we acquire or license may
      require additional research and development efforts prior to commercial sale,
      including extensive pre-clinical and/or clinical testing. All product candidates
      are prone to the risks of failure inherent in product development, including
      the
      possibility that the product candidate will not be safe, non-toxic and
      effective. In addition, we cannot assure that any approved products that we
      develop, acquire or license will be manufactured or produced economically;
      successfully commercialized; widely accepted in the marketplace or that we
      will
      be able to recover our significant expenditures in connection with the
      development, acquisition or license of such products. In addition, proposing,
      negotiating and implementing an economically viable acquisition or license
      is a
      lengthy and complex process. Other companies, including those with substantially
      greater financial, marketing and sales resources, may compete with us for the
      acquisition or license of product candidates and approved products. We may
      not
      be able to acquire the rights to additional product candidates and approved
      products on terms that we find acceptable, or at all. In addition, if we acquire
      or license product candidates from third parties, we will be dependent on third
      parties to supply such products to us for sale. We could be materially adversely
      affected by the failure or inability of such suppliers to meet performance,
      reliability and quality standards.





***Our
      non-U.S. sales present special risks.***





A
      subcontractor in London handles fulfillment and coordinates market development
      for our products in the U.K. and continental Europe. We anticipate that sales
      outside the U.S. will continue to account for a significant percentage of our
      product sales and we intend to continue to expand our presence in international
      markets. Non-U.S. sales are subject to a number of special risks. For example:




·
            salesagreements
              may be difficult to enforce;·
            receivables
                  may be difficult to collect through a foreign country’s legal
                  system;·
            foreign
                countries may impose additional withholding taxes or otherwise tax
                foreign
                income, impose tariffs or adopt other restrictions on foreign
                trade;·
            intellectual
              property rights may be more difficult to enforce in foreign
              countries;




16




·
            terrorist
              activity
              or the outbreak of a pandemic disease may interrupt distribution channels
              or adversely impact customers or employees; and·
            regulations
                  may change relating to dietary supplements that may negatively
                  impact the
                  ability to market products in those geographical
                  regions.





Any
      of
      these events could harm our operations or operating results.





***Compliance
      with changing regulation of corporate governance and public disclosure will
      result in additional expenses.***





Changing
      laws, regulations and standards relating to corporate governance and public
      disclosure, including the Sarbanes-Oxley Act of 2002 and new Securities and
      Exchange Commission regulations, are creating uncertainty for public companies.
      Our management team will be required to invest significant management time
      and
      financial resources to comply with both existing and evolving standards for
      public companies, which may lead to increased general and administrative
      expenses and a diversion of management time and attention from revenue
      generating activities to compliance activities.





***It
      is possible that there are claims of which we are unaware that may come to
      light
      in the future and cost us considerable time, effort and expense to
      resolve.***





It
      is
      possible that a claim, whether valid or not, may be asserted against us in
      the
      future with respect to matters arising prior to the merger. There can be no
      assurance given that some person will not devise a claim and attempt to assert
      it against us in the hopes of obtaining some monetary benefit. To resolve such
      a
      claim, including payment, may cost us considerable time, effort and expense.
      Any
      of these may impair management’s implementation of the business plan with the
      consequence of a loss of opportunity.





**Risks
      Related to Our Common Stock**





***Because
      our common stock is traded on the OTC Bulletin Board, your ability to sell
      your
      shares in the secondary trading market may be limited.***





Our
      common stock currently is traded on the over-the-counter market on the OTC
      Bulletin Board. Consequently, the liquidity of our common stock is limited,
      not
      only in the number of shares that are bought and sold, but also through delays
      in the timing of transactions, and coverage by security analysts and the news
      media, if any, of us. As a result, prices for shares of our common stock may
      be
      lower than might otherwise prevail if our common stock was traded on a national
      securities exchange, such as The New York Stock Exchange or The Nasdaq Stock
      Market, LLC.




***Our
      common stock may be removed from the OTC Bulletin Board, which would likely
      cause the trading price of our common stock to decline and affect our ability
      to
      raise capital in the future.***





Under
      applicable NASD Rules, if we are delinquent in our reporting obligations three
      times in a 24-month period and/or are actually removed from the OTC Bulletin
      Board for failure to file two times in a 24-month period, in each case, we
      would
      be ineligible for quotation on the OTC Bulletin Board for a period of one year.
      On April 5, 2006, we received notice from the OTC Bulletin Board that unless
      we
      cured our delinquency in filing the Annual Report on Form 10-K for the year
      ended December 31, 2005 prior to the expiration of the grace period (May 5,
      2006), our common stock would be removed from the OTC Bulletin Board effective
      May 9, 2006. We cured this delinquency with the filing of our Annual Report
      on
      Form 10-K on May 1, 2006. On March 2, 2007, we received notice from the OTC
      Bulletin Board that unless we cured our delinquency in filing the Annual Report
      on Form 10-K for the year ended November 30, 2006 prior to the expiration of
      the
      grace period (April 2, 2007), our common stock would be removed from the OTC
      Bulletin Board effective April 3, 2007. We cured this delinquency with the
      filing of our Annual Report on Form 10-K on March 30, 2007. To date, we have
      been delinquent two times in the past 24-month period. Should quotation of
      our
      common stock on the OTC Bulletin Board or a similar facility cease for any
      reason, the liquidity of our common stock and our ability to raise equity
      capital would likely decrease.





***Because
      our shares are “penny stocks,” you may have difficulty selling them in the
      secondary trading market.***





Federal
      regulations under the Exchange Act regulate the trading of so-called “penny
      stocks,” which are generally defined as any security not listed on a national
      securities exchange, priced at less than $5.00 per share and offered by an
      issuer with limited net tangible assets and revenues. Since our common stock
      currently trades on the OTC Bulletin Board at less than $5.00 per share, our
      common stock is a “penny stock” and may not be traded unless a disclosure
      schedule explaining the penny stock market and the risks associated therewith
      is
      delivered to a potential purchaser prior to any trade.




17





In
      addition, because our common stock is not listed on any national securities
      exchange and currently trades at less than $5.00 per share, trading in our
      common stock is subject to Rule 15g-9 under the Exchange Act. Under this rule,
      broker-dealers must take certain steps prior to selling a “penny stock,” which
      steps include:





·
            obtaining
                financial and investment information from the investor;·
            obtaining
                a written suitability questionnaire and purchase agreement signed
                by the
                investor; and·
            providing
                the investor a written identification of the shares being offered
                and the
                quantity of the shares.





If
      these
      penny stock rules are not followed by the broker-dealer, the investor has no
      obligation to purchase the shares. The application of these comprehensive rules
      will make it more difficult for broker-dealers to sell our common stock and
      our
      shareholders, therefore, may have difficulty in selling their shares in the
      secondary trading market.





***Our
      stock price has been and may continue to be volatile and an investment in our
      common stock could suffer a decline in value.***





Trading
      of our common stock has been sporadic, and the trading volume has generally
      been
      low. Even a small trading volume on a particular day or over a few days may
      affect the market price of our common stock. The market price of our common
      stock may fluctuate significantly in response to a number of factors, some
      of
      which are beyond our control. These factors include:





·
            announcements
                of research activities and technology innovations or new products
                by us or
                our competitors;·
            changes
                in market valuation of companies in our industry
                generally;·
            variations
                in operating results;·
            changes
                in governmental regulations;·
            results
                of research studies of our products or our competitors’
                products;·
            regulatory
                action or inaction on our products or our competitors’
                products;·
            changes
                in our financial estimates by securities analysts;·
            general
                market conditions for companies in our industry;·
            broad
                market fluctuations; and·
            economic
                conditions in the United States or abroad.





***Our
      directors and executive officers own a significant number of shares of our
      common stock to control our company, which could discourage or prevent a
      takeover, even if an acquisition would be beneficial to our stockholders.***





Certain
      of our directors and our current executive officer own or control approximately
      78% of our outstanding voting power. Accordingly, these stockholders,
      individually and as a group, will be able to influence the outcome of
      stockholder votes, involving votes concerning the election of directors, the
      adoption or amendment of provisions in our certificate of incorporation and
      bylaws and the approval of certain mergers or other similar transactions, such
      as a sale of substantially all of our assets. Such control by existing
      stockholders could have the effect of delaying, deferring or preventing a change
      in control of us.





***We
      do not pay cash dividends, so any return on an investment must come from
      appreciation.***





We
      do not
      intend to pay any cash dividends in the foreseeable future and, therefore,
      any
      return on an investment in our common stock must come from increases in the
      fair
      market value and trading price of our common stock.





***We
      may issue additional equity securities that will dilute our stockholders.***





We
      may
      issue additional equity securities to raise capital and through the exercise
      of
      options, warrants and convertible debt that is outstanding or may be
      outstanding. These additional issuances will have a dilutive effect on our
      existing stockholders.




18





**Item
      3.**  **Controls
      And Procedures**





**(A)
      Evaluation Of Disclosure Controls And Procedures**





Prior
      to
      the filing of this Report on Form 10-QSB, an evaluation was performed under
      the
      supervision of and with the participation of the Company’s management, including
      the Chief Executive Officer and Chief Financial Officer, of the effectiveness
      of
      the Company’s disclosure controls and procedures. Based on the evaluation, the
      Chief Executive Officer and the Chief Financial Officer have concluded that,
      as
      of May 31, 2007, the Company’s disclosure controls and procedures were effective
      to ensure that information required to be disclosed by the Company in reports
      that it files or submits under the Securities Exchange Act of 1934, as amended,
      is recorded, processed, summarized and reported within the time periods
      specified in SEC rules and forms, and is accumulated and communicated to the
      Company’s management, as appropriate, to allow timely decisions regarding
      required disclosure. It should be noted that the design of any system of
      controls is based in part upon certain assumptions about the likelihood of
      future events, and there can be no assurance that any design will succeed in
      achieving its stated goals under all potential future conditions, regardless
      of
      how remote.





**(B)
      Changes In Internal Controls**





During
      the six months ended May 31, 2007, there were no significant changes in the
      Company’s internal control over financial reporting that have materially
      affected, or are reasonably likely to materially affect, the Company’s internal
      control over financial reporting.




19




**Part
      II-Other Information**





**Item
      1.**  **Legal
      Proceedings**





None.





**Item
      2.**  **Unregistered
      Sales Of Equity Securities And Use Of Proceeds**





None





**Item
      3.**  **Defaults
      Upon Senior Securities**





None.





**Item
      4.****Submission
      Of Matters To A Vote Of Security Holders******





None.





**Item
      5.**  **Other
      Information**





None.





**Item
      6.**  **Exhibits**





**Exhibit
                No.**
            
            
            **Description****(1)**2.1
            
            
            Fourth
                Amended Plans of Reorganization for Pacific Magtron International
                Corp.
                and LiveWarehouse, Inc. (incorporated by reference to Exhibit 2.1
                to
                Pacific Magtron International Corp.’s Current Report on Form 8-K filed on
                August 16, 2006).2.2
            
            
            Order
                Approving Fourth Amended Plans of Reorganization for Pacific Magtron
                International Corp. and LiveWarehouse, Inc. entered August 11, 2006
                (incorporated by reference to Exhibit 2.2 to Pacific Magtron International
                Corp.’s Current Report on Form 8-K filed on August 16,
                2006).2.3
            
            
            Agreement
                and Plan of Merger, dated as of September 18, 2006, by and among
                Pacific
                Magtron International Corp., LiveWarehouse, Inc. and Herborium, Inc.
                (incorporated by reference to Exhibit 2.3 to the Company’s Current Report
                on Form 8-K filed on September 22, 2006)3(i)
            
            
            Second
                Amended and Restated Articles of Incorporation of Pacific Magtron
                International Corp. (incorporated by reference to Exhibit 3(i) to
                the
                Company’s Current Report on Form 8-K filed on September 22, 2006)3(ii)
            
            
            Amended
                and Restated Bylaws of Pacific Magtron International Corp. (incorporated
                by reference to Exhibit 3(ii) to the Company’s Current Report on Form 8-K
                filed on September 22, 2006)31
            
            
            Rule
                13a-14(a) Certification of Agnes Olszewski32
            
            
            Certification
                pursuant to Section 906 of the Sarbanes-Oxley Act of
                2002





**(1)** In the
      case of incorporation by reference to documents filed by the registrant under
      the Securities Exchange Act of 1934, as amended, the registrant’s file number
      under the Exchange Act is 000-25277.




20




**S** **ignatures**





In
      accordance with the requirements of the Exchange Act, the registrant caused
      this
      report to be signed on its behalf by the undersigned, thereunto duly authorized.




**Herborium
                Group, Inc.***By:*
              */s/Agnes
                  Olszewski.**Name:*
              *Agnes
                  Olszewski.**Title:*
              *Chief
                  Executive Officer (Principal Executive Officer) and*
                *Chief
                    Financial Officer (Principal Accounting
                    Officer)*
  *Date:
        July 23, 2007*
  21