UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


**WASHINGTON,
      D.C. 20549**




**FORM
      10-KSB**


**(Mark
      One)**


**_ X__**
            Annual
                Report Pursuant to Section 13 or 15(d) of the Securities Exchange
                Act of
                1934





For
      the fiscal year ended June 30, 2007





**or**





**_____**
            Transition
                Report Pursuant to Section 13 or 15(d) of the Securities Exchange
                Act of
                1934





For
      the
      Transition Period from __________ to __________





Commission
      file number 33-27610-A





**ITLINKZ
      GROUP, INC.**


(Name
      of
      small business issuer in its chart0er)





Delaware
            20-8737677(State
                or other
                jurisdiction of
              Incorporation
                or organization)
            (I.R.S.
                Employer Identification No.)816
                S. Queen Street, Lancaster, PA
            17603(Address
                of principal executive offices)
            (Zip
                Code)





Issuer’s
      telephone number, including area code:   (717)
      390-3777





Securities
      registered pursuant to Section 12(b) of the Act:


**None**


(Title
      of
      each class)





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


**None**


(Title
      of
      Class)





Check
      whether the issuer is not required to file reports pursuant to Section 13 or
      15(d) of the Exchange Act.


YES
      [  ]     NO [X]





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


YES
      [X]      NO [  ]





Check
      if
      there is no disclosure of delinquent filers pursuant to Item 405 or Regulation
      S-B is not contained in this form, and no disclosure will be contained, to
      the
      best of registrant’s knowledge, in definitive proxy or information statements
      incorporated by reference in Part III of this Form 10-KSB or any amendment
      to
      this Form 10-KSB.  [  ]





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


YES
      [  ]     NO [X]





The
      issuer’s revenues for its most recent fiscal year were $1,747.00





The
      aggregate market value of the voting stock held by non-affiliates computed
      by
      reference to the price at which the stock was sold or the average bid and asked
      prices of such stock as of September 19, 2007 was $221,114.  There is
      no quoted marked for the voting stock





As
      of
      September 26, 2007, 12,724,438 shares of Common Stock, $.001 par value, of
      the
      registrant were outstanding.





**DOCUMENTS
      INCORPORATED BY REFERENCE:**


None





Transitional
      Small Business Disclosure Format (Check One): YES
      [  ]     NO [X]








1





**Table
      of Contents**


**Form
      10-KSB**


**ItLinkz
      Group, Inc.**














**Item
                No.**
            **Page****Part
                I****1.**
            **Description
                of Business**
            **3****2.**
            **Description
                of Properties**
            **5****3.**
            **Legal
                Proceedings**
            **5****4.**
            **Submission
                of Matters to a Vote of Security Holders**
            **5****Part
                II****5.**
            **Market
                for Common Equity and Related Stockholder Matters**
            **5****6.**
            **Management’s
                Discussion and Analysis or Plan of Operation**
            **5****7.**
            **Financial
                Statements**
            **8****8.**
            **Changes
                in and Disagreements with Accountants on Accounting and Financial
                Disclosure**
            **19****8A.**
            **Controls
                and Procedures**
            **19****8B.**
            **Other
                Information**
            **19****Part
                III****9.**
            **Directors,
                Executive Officers, Promoters and Control Persons; Compliance With
                Section
                16(a) of the Exchange Act**
            **19****10.**
            **Executive
                Compensation**
            **20****11.**
            **Security
                Ownership of Certain Beneficial Owners and
                Management**
            **21****12.**
            **Certain
                Relationships and Related Transactions**
            **21****13.**
            **Exhibits**
            **22****14.**
            **Principal
                Accountant Fees and Services**
            **22**












2





**Item
      1. Description of Business**





**Prior
      Business**





Itlinkz
      Group, Inc., f/k/a Medical Technology & Innovations, Inc., f/k/a Southstar
      Productions, Inc. (the “Company”) was incorporated in the state of Florida in
      January 1989.  Prior to September 6, 2002, the company operated
      through two wholly-owned subsidiaries, Medical Technology, Inc. (“MTI”) and
      Steridyne Corporation (“Steridyne”).





Prior
      to
      September 6, 2002, the Company manufactured and distributed the PhotoScreener,
      which is a specialized Polaroid-type instant film camera designed to detect
      conditions that lead to amblyopia (“lazy eye”) and other eye
      disorders.  Steridyne was a manufacturer and distributor of
      thermometer sheaths, probe covers, and anti-decubitus gel
      cushions.  Steridyne also distributed both glass and digital
      thermometers.





On
      September 6, 2002, the Company signed an Agreement in Lieu of Foreclosure with
      a
      company affiliated with the Chief Executive Officer and Chairman of the
      Board.  The Agreement in Lieu of Foreclosure transferred the assets of
      the Company and its subsidiaries to Polycrest Holdings, Inc., except for (a)
      certain technology that was retained by the Company, and (b) the Company’s
      contingent asset related to the anticipated settlement, award, or judgment
      in
      the Company’s litigation against LensCrafters, Inc. and Luxottica Group
      S.p.A.  The Agreement also transferred the liabilities of the Company
      and its subsidiaries to Polycrest Holdings, Inc. except for (a) the contingent
      liabilities of the LensCrafters’ litigation, (b) the employment agreement of the
      Chairman and Chief Executive Officer, and (c) the lease of its headquarters
      building.





Between
      September 6, 2002, and June 22, 2005, the Company ceased operations except
      for
      incurring liabilities associated with the LensCrafters’ litigation and the
      liabilities associated with other litigation which the Company is a
      party.  On July 25, 2005, the Company received a judgment of $15.6
      million in the LensCrafters’ litigation.  The Company has paid all
      legal expenses and judgments and believes it is free of all
      litigation.





**Current
      Business**





On
      June
      22, 2005, the Company formed a subsidiary called World Nurse Space, Inc.
      (“WNSI”).  The subsidiary was formed to launch a Social Website aimed
      at nurses.  The Company has re-purposed itself and is focusing on
      Social Website Developing not only in the nurse profession but in other areas
      as
      well.  Therefore on September 25, 2006 the Company formed a second
      subsidiary called “itLinkz Corporation.”  The business purpose of
      itLinkz is to adapt the technology and concepts used in the WNSI website to
      a
      broad array of social networks.





itLinkz‘s
      strategy is to create and launch sophisticated yet easy to use social and
      business networking community websites.  On each website, both
      personal and professional level members will be able to connect anytime around
      shared interests, to collaborate, share knowledge and team up with other
      members. This concept offers applications not only to online social groups
      but
      to business communities as well. For the online community, itLinkzhas focused its efforts
      on
      developing and launching websites focused on defined areas of interests rather
      than offering to advertisers and marketers a generalist community with broad
      interests.  itLinkz has developed a strategic plan that will allow the
      Company to gain a competitive advantage with a first to market approach with
      the
      LinkUp model. itLinkz will identify niche audiences based on their total size,
      spending habits and their supply/demand for online content
      consumption.





The
      focal
      point of itLinkz’ development has been the construction of the core website
‘engine’. The internals of the engine is comprised of software that itLinkz has
      licensed from a software vendor. Customization and extension of the engine
      was
      developed initially by the software vendor. Beginning with the second release
      in
      2007, the responsibility for engine customization and extension has migrated
      in-house. Contractually, itLinkz owns exclusive intellectual property rights
      to
      all code developed under our work-to-hire agreement with the software vendor.
      In
      addition, itLinkz has access to all source code that has been licensed from
      the
      software vendor.  To date, the Company has spent approximately
      $300,000 on the research and development of this engine.








3





This
      engine is used as the backbone for each website, which is then “skinned” with a
      customized, unique look and feel of each particular profession, community or
      interest group. In addition to planning for the development and launch of the
      social networking websites, itLinkz is currently examining the most expeditious
      and profitable manner in which to present this technology to the thousands
      of
      business communities that could make use of itLinkz’ expertise and
      knowledge.  Since itLinkz’s websites are being designed to be hosted
      separately from each other, itLinkz will be hosting the websites on a
      geographically diverse set of hosting providers. This will provide basic defense
      against a site wide disaster. In addition, a contract will be signed with an
      availability services vendor to provide a disaster recovery site to quickly
      restore sites that may experience a disaster scenario. Initial websites will
      be
      hosted at a Class-A hosting provider located near itLinkz’
headquarters.  itLinkz has entered into a three year contract with
      this hosting provider to provide Internet connectivity, system/network
      administration and server leasing. All hosting provider contracts will provide
      the ability to quickly scale to meet the demands of the websites it
      hosts.





Through
      its websites, itLinkz offers access to consumers and patrons within
      tightly-defined demographic profiles and with shared interests. Each website
      is
      focused on one common interest (profession, hobby, leisure, current events,
      industry or geographic area). In doing so, itLinkz is positioning itself as
      a
      provider to advertisers and marketers who, by advertising their products on
      itLinkz, can target demographicwebsites where they can
      reach consumers predisposed to favorably receive their message and to tap the
      collective knowledge of that community. This will allow advertisers and
      marketers to refine their sales and marketing process to a degree that will
      likely provide the advertiser an effective revenue stream, while monitoring
      the
      progress of different advertising campaigns. itLinkz’ technology offers
      possibilities for other user generated applications such as providing a
      sophisticated web based communication tool for businesses and
      organizations.





The
      key
      metric will be attracting significant numbers of people to join the site and
      encouraging them to spend time participating and contributing within each
      itLinkz web community. Unfortunately, in the first months of calendar year
      2007,
      as we introduced our first Linkup websites, our capital resources became
      exhausted, and we were unable to replenish them.  As a result, we have
      been unable to implement the marketing program necessary to initiate the
      communities.  That lack, in turn, has prevented us from placing any
      significant amount of advertising.  The Itinkz business, therefore, is
      essentially dormant at present, and will remain so until we are able to obtain
      the funds necessary to implement the business plan.





**Acquisition
      of Landway Nano Bio-Tech, Inc.**





On
      June
      4, 2007 the Company entered into a Share Purchase and Merger Agreement dated
      June 1, 2007 with Landway Nano Bio-Tech, Inc., a Delaware corporation (“Landway
      Nano”), and with Huaqin Zhou and Xiaojin Wang, two investors associated with
      Landway Nano.  Landway Nano is a holding company that owns 100% of the
      registered capital of Shandong Sishui Spring Pharmacy Limited Company, a Chinese
      corporation that develops, manufactures and markets gingko products in the
      People’s Republic of China.





On
      July
      31, 2007, pursuant to the Share Purchase and Merger Agreement, Huaqin Zhou
      and
      Xiaojin Wang purchased, for $530,000, 500 shares of a newly designated Series
      B
      Preferred Stock issued by the Company.  Closing of the merger with
      Landway Nano is subject to satisfactory due diligence and satisfaction of
      certain other conditions.  When that closing occurs, the Company will
      issue an additional 500 shares of Series B Preferred Stock to the shareholders
      of Landway Nano in exchange for all of the capital stock of Landway
      Nano.  The 1000 shares of Series B Preferred Stock will be convertible
      into 99% of the outstanding common stock of the Company, and will have 99%
      of
      the voting power in the Company. The current officers and directors of The
      Company will resign from their positions in connection with the closing, and
      will be replaced by individuals designated by Landway Nano.





Prior
      to
      the closing of the Share Purchase and Merger Agreement, the Company will enter
      into an Assignment and Assumption and Management Agreement with Jeremy Feakins,
      its Chief Executive Officer.  Mr. Feakins will undertake to manage
      ItLinkz Corporation, the present operating subsidiary of the
      Company.  Subsequent to the acquisition of Landway Nano, Mr. Feakins
      and the Company will negotiate an agreement to transfer ItLinkz Corporation
      (including any remaining portion of the $530,000 purchase price for the Series
      B
      Preferred Stock) to Mr. Feakins.  In exchange for ItLinkz Corporation,
      Mr. Feakins will (a) release the Company from its liabilities to Mr. Feakins,
      (b) undertake to hold the Company harmless from any liabilities arising prior
      to
      the closing of the Landway Nano acquisition, and (c) sell to an affiliate of
      Landway Nano all of the shares of the Company owned by Mr. Feakins or his
      affiliates for $25.








4





**Employees**





As
      of
      September 20, 2007, the Company employed 2 full-time employees.  None
      of the Company’s employees are represented by a labor union.  The
      Company considers its employee relations to be good.





**Item
      2. Description of Properties**





The
      Company’s principal executive and administrative offices are located at 816
      S.Queen Street in Lancaster, Pennsylvania. This facility is leased from Queen
      Street Development Partners, which is controlled by our Chairman.  The
      facility is leased for a term that will expire on June 30, 2008.  The
      monthly rental paid by the Company is $1,000.





**Item
      3. Legal Proceedings**





None.





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





None.





**PART
      II.**





**Item
      5. Market for Common Equity, Related Stockholder Matters and Small Business
      Issuer’s Purchase of Equity Securities**





The
      common stock of Itlinkz Group was listed for quotation on the OTC Bulletin
      Board
      on February 23, 2007.  During the two years prior to that date, there
      was no quoted marked for the common stock.  The following table sets
      forth the range of the high and low bid prices for the common stock during
      the
      periods indicated, and represents interdealer prices, which do not include
      retail mark-ups and mark-downs, or any commission to the broker-dealer, and
      may
      not necessarily represent actual transactions.





**Three
                Months Ending**
            
            **High**
            
            
            **Low**March
                31, 2007
            
            $
            0.55
            
            
            $
            0.09June
                30, 2007
            
            $
            0.24
            
            
            $
            0.03





As
      of
      September 24, 2007, there were approximately 720 record holders of common
      stock.  Such amounts do not include common stock held in “nominee” or
“street” name.





The
      Company has not paid cash dividends on its common stock since its
      inception.  At the present time, the Company’s anticipated working
      capital requirements are such that it intends to follow a policy of retaining
      any earnings in order to finance the development of its business.





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





This
      analysis should be read in conjunction with the consolidated financial
      statements and notes thereto.





This
      Form
      10-KSB includes “forward looking statements” concerning the future of operations
      of the Company.  It is management’s intent to take advantage of the
“safe harbor” provision of the Private Securities Litigation Reform Act of
      1995.  This statement is for the express purpose of availing the
      Company of the protections of such safe harbor with respect to all “forward
      looking statements” contained in this Form 10-KSB.  We have used
“forward looking statements” to discuss future plans and strategies of the
      Company.  Management’s ability to predict results or the effect of
      future plans is inherently uncertain.  Factors that could affect
      results include, without limitation, competitive factors, general economic
      conditions, customer relations, relationships with vendors, the interest rate
      environment, governmental regulation and supervision, seasonality, distribution
      networks, product introductions, acceptance, technological change, changes
      in
      industry practices and one-time events.  These factors should be
      considered when evaluating the “forward looking statements” and undue reliance
      should not be placed on such statements.  Should any one or more of
      these risks or uncertainties materialize, or should any underlying assumptions
      prove incorrect, actual results may vary materially from those described
      herein.








5





**Results
      of Operations**





**Fiscal
      Year Ended June 30, 2007 as Compared to June 30, 2006**





The
      Company launched its first Website, nurselinkup.com, at the end of January
      2007.  Since then two additional Websites have been
      launched:  golferlinkup.com and equestrianlinkup.com.  To
      date, the Company has secured four advertising contracts for the three sites,
      however the revenue from those contracts is immaterial.  For that
      reason, only $1,747 in revenue was recorded in the year ended June 30,
      2007.





The
      Company currently lacks the capital resources necessary to market its
      Websites.  Proper marketing will initially involve widespread
      advertisement of each Website to its target community, in order to achieve
      a
      user base sufficiently large enough to attract advertisers.   The
      second phase of marketing will involve solicitation of advertisers and sponsors
      for the sites.  The Company projects that it will require a minimum of
      $1 million in additional capital to achieve profitable operations, and has
      budgeted $10 million for optimal marketing and growth of its planned network
      of
      Websites.  At the present time, the Company has no commitment from any
      source for funding.





During
      the year ended June 30, 2007 we incurred $2,621,852 in operating
      expenses.  During the year ended June 30, 2006, when we had no
      business operations and were engaged exclusively in litigation activities,
      our
      operating expenses totaled $991,795.  Salaries and consulting expenses
      amounted to $2,049,382 in fiscal 2007 which were paid in cash or stock to the
      personnel that we have retained in order to implement our business
      plan.  Of this sum, $676,050 represented the value of shares of common
      stock that we issued as compensation to our employees and
      consultants.





Our
      advertising and marketing expense in fiscal 2007 was $229,472, all of which
      was
      incurred in the third fiscal quarter.  This level of expense has
      proven inadequate to generate the user base necessary for our revenue model
      to
      be realized.  Significant additional expenditures will be necessary in
      order to generate interest in our sites among the members of our target
      communities.  Until our sites prove their attractiveness to the target
      community, we will be unable to attract advertisers and sponsors and, therefore,
      unable to generate significant revenue.





During
      the year ended on June 30, 2006, the Company had no business operations, and
      was
      involved exclusively in litigation matters.  For that reason,
      period-to-period comparisons of our operating results are not
      meaningful.





**Liquidity
      and Capital Resources**





To
      date,
      the Company has financed its operations primarily through (a) the proceeds
      of
      the LensCrafters litigation that were received on July 25, 2005 and (b) loans
      made to the Company in excess of $1,000,000 by an entity controlled by our
      Chief
      Executive Officer.  During the third quarter of fiscal 2007, the
      Company raised an additional $375,000 in capital through the sale of 1,500,000
      shares of common stock.  In addition, on March 7, 2007, our working
      capital position was improved by the agreement of our Chief Executive Officer
      to
      exchange $500,000 owed to him for 2,000,000 shares of common stock.





At
      March
      31, 2007 our cash reserves had been depleted to $245,973, which was less than
      our accounts payable and accrued expenses, and was sufficient to cover operating
      expenses for approximately six weeks at the level of operations recorded in
      the
      third fiscal quarter.  For that reason, management implemented a
      number of cost-cutting measures in order to preserve capital until financing
      can
      be achieved.  Since these measures primarily entailed reductions in
      personnel, the growth of our business was negatively affected by the
      lay-offs.  This, in turn, prevented us from generating operating
      revenue, which prevented us from securing additional capital.  As a
      result, in May 2007 management brought the level of our operations down to
      dormancy.








6





At
      June
      30, 2007 our cash balance had dwindled to $6,796 and our other liquid assets
      were trivial.  Because our Websites cannot be marketed without
      capital, and we are unable to obtain capital without revenue from the Websites,
      management determined that the Company should liquidate the Website business
      by
      transferring it to our Chief Executive Officer in exchange for the Company’s
      debt to him, which exceeds $1,000,000.  In order to sustain the
      Company as a business vehicle, the Company entered into an agreement to acquire
      the health products business operated in China by Landway Nano Bio-Tech,
      Inc.  We expect that acquisition to be completed within a few days
      after the filing of this Report.





**Application
      of Critical Accounting Policies**




In
      preparing our consolidated financial statements we are required to formulate
      working policies regarding valuation of our assets and liabilities and to
      develop estimates of those values.  In our preparation of the
      consolidated financial statements for fiscal year 2007, there was one estimate
      made which was (a) subject to a high degree of uncertainty and (b) material
      to
      our results.  That was the determination made, based on principles set
      forth in Note 5 to the Consolidated Financial Statements, that no deferred
      tax
      asset arising from our net operating losses should be recorded.  We
      made that determination because we lacked assurance that our business would
      generate net income in future periods.




We
      made
      no material changes to our critical accounting policies in connection with
      the
      preparation of financial statements for fiscal year 2007.







**Impact
      of Accounting Pronouncements**




There
      were no recent accounting pronouncements that have had a material effect on
      the
      Company’s financial position or results of operations.  There was one
      recent accounting pronouncement that may have a material effect on the Company’s
      financial position or results of operations.




In
      December 2004, the FASB issued SFAS
      No. 123-R “Share-Based Payment,” to replace SFAS No. 123, “Accounting for
      Stock-Based Compensation,” and APB Opinion No. 25, “Accounting for Stock Issued
      to Employees.”  SFAS123-R requires, among other things,
      that all share-based payments to employees, including grants of stock options,
      be measured at the grant-date fair value and recognized as an expense in the
      financial statements.  Unless observable market prices exist, the
      grant-date fair value is estimated by management, using an appropriate
      option-pricing model. The Standard is effective for fiscal years beginning after
      December 15, 2005. Management believes that the Standard will adversely affect
      the Company’s results of operations if the Company issues a material quantity of
      stock options or similar instruments to its employees.







**Off-Balance
      Sheet Arrangements**




We
      do not
      have any off-balance sheet arrangements that have or are reasonably likely
      to
      have a current or future effect on our financial condition or results of
      operations.





























7








**Item
      7.  Financial Statements**





**Index
      to Consolidated Financial Statements**





PageReport
                of independent registered public accounting firm
            9Consolidated
                balance sheets as of June 30, 2007 and 2006
            10Consolidated
                statements of operations for the years ended June 30, 2007 and
                2006
            11Consolidated
                statements of changes in stockholders’ (deficit) equity for the years
                ended June 30, 2007 and 2006
            12Consolidated
                statements of cash flows for the years ended June 30, 2007 and
                2006
            13Notes
                to consolidated financial statements
            14












































8





**REPORT
      OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**





To
      the
      Board of Directors and Stockholders of


ItLinkz
      Group, Inc.


Lancaster,
      Pennsylvania








We
      have
      audited the accompanying consolidated balance sheets of Itlinkz Group, Inc.
      and
      subsidiaries (the “Company”) as of June 30, 2007 and 2006 and the related
      consolidated statements of operations, changes in stockholders’ equity and cash
      flows for the years then ended.  These consolidated financial
      statements are the responsibility of the Company’s management.  Our
      responsibility is to express an opinion on these financial statements based
      on
      our audits.





We
      conducted our audits in accordance with the standards of the Public Company
      Accounting Oversight Board (United States).  Those standards require
      that we plan and perform the audit to obtain reasonable assurance about whether
      the consolidated financial statements are free of material
      misstatement.  The Company is not required to have, nor were we
      engaged to perform, an audit of its internal control over financial
      reporting.  Our audits included consideration of internal control over
      financial reporting as a basis for designing audit procedures that are
      appropriate in the circumstances, but not for the purpose of expressing an
      opinion on the effectiveness of the Company’s internal control over financial
      reporting.  Accordingly, we express no such opinion. An audit also
      includes examining, on a test basis, evidence supporting the amounts and
      disclosures in the financial statements, assessing the accounting principles
      used and significant estimates made by management, as well as evaluating the
      overall financial statement presentation.  We believe that our audits
      provide a reasonable basis for our opinion.





In
      our
      opinion, the consolidated financial statements referred to above present fairly,
      in all material respects, the financial position of Itlinkz Group,
      Inc.  and subsidiaries as of June 30, 2007 and 2006 and the results of
      their operations and their cash flows for the years then ended in conformity
      with accounting principles generally accepted in the United States of
      America.





Our
      audit
      was conducted for the purpose of forming an opinion on the basic consolidated
      financial statements taken as a whole. The accompanying consolidated
      financial statements have been prepared assuming that the Company will continue
      as a going concern.  As discussed in Note 9 to the consolidated
      financial statements, the Company has suffered recurring losses from operations
      and has a net working capital deficit that raises substantial doubt about its
      ability to continue as a going concern.  Management’s plans in regard
      to those matters are also described in Note 9.  The consolidated
      financial statements do not include any adjustments that might result from
      the
      outcome of this uncertainty.








/s/
      Stegman & Company


Baltimore,
      Maryland


September
      27, 2007








9





**ItLinkz
      Group, Inc.**


**Consolidated
      Balance Sheets**


**As
      of June 30, 2007 and 2006**





2007
            
            
            2006**Assets****Current
                Assets:**Cash
            
            $
            6,796
            
            
            $
            64,171Restricted
                cash
            
            
            -
            
            
            
            3,000,000Accounts
                Receivable
            
            
            654Prepaid
                Expenses
            
            
            9,325
            
            
            
            -Total
                Current
                Assets
            
            
            16,775
            
            
            
            3,064,171**Property
                and
                Equipment**Plant,
                Equipment and
                other
            
            
            354,512
            
            
            
            -Less
                Accumulated
                Depreciation
            
            
            (52,977
            )
            
            
            -Plant,
                Equipment and
                other
            
            
            301,535
            
            
            
            -**Total
                Assets**
            
            $
            318,310
            
            
            $
            3,064,171**Liabilities
                and Stockholders'
                (Deficit) Equity****Current
                Liabilities:**Accounts
                Payable
            
            $
            211,519
            
            
            $
            165,959Accrued
                liabilities
            
            
            224,159
            
            
            
            256,875Other
                liabilities
            
            
            -
            
            
            
            1,408,178Accrued
                consulting
                services
            
            
            -
            
            
            
            84,672Due
                to
                affiliate
            
            
            1,019,976
            
            
            
            1,072,352Total
                current
                liabilities
            
            
            1,455,654
            
            
            
            2,988,036**Total
                Liabilities**
            
            
            1,455,654
            
            
            
            2,988,036**Stockholders'
                (Deficit)
                Equity**Common
                stock, $.001 par value,
                authorized
              100,000,000
                and 28,000,000 shares
                respectively, 12,724,438 and 6,837,904 shares outstanding,
                respectively
            
            
            12,724
            
            
            
            6,838Preferred
                Stock, Authorized
                5,000,000 Shares, $.001 par value, no shares
                outstanding
            
            
            -
            
            
            
            -Preferred
                Stock, Authorized and
                outstanding 45 shares 12%, noncummulative,$500
                par
                value
            
            
            22,500
            
            
            
            22,500Additional
                Paid in
                Capital
            
            
            17,422,037
            
            
            
            15,876,873Treasury
                Stock, at cost (78,941
                shares)
            
            
            (436,799
            )
            
            
            (436,799
            )Accumulated
                Deficit
            
            
            (18,157,806
            )
            
            
            (15,393,277
            )Total
                Stockholders' (Deficit)
                Equity
            
            
            (1,137,344
            )
            
            
            76,135**Total
                Liabilities and
                Stockholders' (Deficit) Equity**
            
            $
            318,310
            
            
            $
            3,064,171





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








10





**ItLinkz
      Group, Inc..**


**Consolidated
      Statements of Operations**


**For
      the Years Ended June 30, 2007 and 2006**





2007
            
            
            2006Operating
                IncomeAdvertising
                Sales
            
            $
            1,747
            
            
            $
            -Total
                Operating
                Income
            
            
            1,747
            
            
            
            -Operating
                ExpensesGeneral,
                and
                Administrative
            
            
            2,621,852
            
            
            
            991,795Total
                Operating
                Expenses
            
            
            2,621,852
            
            
            
            991,795Loss
                from
                Operations
            
            
            (2,620,105
            )
            
            
            (991,795
            )Litigation
                settlement
                expense
            
            
            -
            
            
            
            704,145Interest
                Expense,
                Net
            
            
            95,234
            
            
            
            74,169Loss
                on Disposal of Property,
                Plant, & Equipment
            
            
            49,190
            
            
            
            -Net
                Loss
            
            $
            (2,764,529
            )
            
            $
            (1,770,109
            )Net
                Loss per common share (basic
                and diluted)
            
            $
            (0.309
            )
            
            $
            (0.259
            )Weighted
                Average Outstanding
                Shares
            
            
            8,937,441
            
            
            
            6,837,904









































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








11





**ItLinkz
      Group, Inc.**


**Consolidated
      Statements of Changes in Stockholders’ (Deficit) Equity**


**For
      the Years Ended June 30, 2007 and 2006**





TotalCommon
            
            
            Common
            
            
            Preferred
            
            
            Additional
            
            
            Treasury
            
            
            Accumulated
            
            
            Stockholders'Shares
            
            
            Stock
            
            
            Stock
            
            
            Paid
                in
                Capital
            
            
            Stock
            
            
            Deficit
            
            
            Equity**Balance
                at July 1,
                2005**
            
            
            6,837,904
            
            
            $
            6,838
            
            
            $
            22,500
            
            
            $
            15,876,873
            
            
            $
            (436,799
            )
            
            $
            (13,623,168
            )
            
            $
            1,846,244Net
                Loss
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            
            
            
            
            -
            
            
            
            (1,770,109
            )
            
            
            (1,770,109
            )**Balance
                at June 30,
                2006**
            
            
            6,837,904
            
            
            
            6,838
            
            
            
            22,500
            
            
            
            15,876,873
            
            
            
            (436,799
            )
            
            
            (15,393,277
            )
            
            
            76,1351/31/2007
                Employees and
                Consultants pursuant to the Equity Incentive Plan
            
            
            1,797,000
            
            
            
            1,797
            
            
            
            
            
            
            
            447,453
            
            
            
            
            
            
            
            
            
            
            
            449,2502/28/2007
                Shares issued to
                Consultants
            
            
            113,698
            
            
            
            113
            
            
            
            
            
            
            
            28,311
            
            
            
            
            
            
            
            
            
            
            
            28,4243/31/2007
                Employees and
                Consultants pursuant to the Equity Incentive Plan
            
            
            325,836
            
            
            
            326
            
            
            
            
            
            
            
            160,550
            
            
            
            
            
            
            
            
            
            
            
            160,8763/31/2007
                Shares issued to Private
                Investors
            
            
            1,500,000
            
            
            
            1,500
            
            
            
            
            
            
            
            373,500
            
            
            
            
            
            
            
            
            
            
            
            375,0003/31/2007
                Shares issued to CEO,
                reduced $500,000 of unsecured note payable
            
            
            2,000,000
            
            
            
            2,000
            
            
            
            
            
            
            
            498,000
            
            
            
            
            
            
            
            
            
            
            
            500,0003/31/2007
                Shares issued to
                Consultants
            
            
            150,000
            
            
            
            150
            
            
            
            
            
            
            
            37,350
            
            
            
            
            
            
            
            
            
            
            
            37,500Net
                Loss
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            
            
            
            
            -
            
            
            
            (2,764,529
            )
            
            
            (2,764,529
            )**Balance
                at June 30,
                2007**
            
            
            12,724,438
            
            
            $
            12,724
            
            
            $
            22,500
            
            
            $
            17,422,037
            
            
            $
            (436,799
            )
            
            $
            (18,157,806
            )
            
            $
            (1,137,344
            )












































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








12





**ItLinkz
      Group, Inc.**


**Consolidated
      Statements of Cash Flows**


**For
      the Years Ended June 30, 2007 and 2006**





2007
            
            
            2006**Cash
                flows from operating
                activities:**Net
                loss
            
            $
            (2,764,529
            )
            
            $
            (1,770,109
            )Adjustments
                to reconcile net loss
                to net cash used in operating activites:Depreciation
                expense
            
            
            62,894
            
            
            
            -Loss
                on disposal of property and
                equipment
            
            
            49,190
            
            
            
            -Common
                Shares issued as
                compensation and other expenses
            
            
            676,050
            
            
            
            -Common
                Shares returned from
                consultant
            
            
            (46,577
            )
            
            
            -Changes
                in assets and
                liabilities:Award
                receivable
            
            
            -
            
            
            
            15,626,623Restricted
                cash
            
            
            3,000,000
            
            
            
            (3,000,000
            )Accounts
                Receivable
            
            
            (654
            )
            
            
            -Prepaid
                Expenses
            
            
            (9,325
            )
            
            
            -Accounts
                payable
            
            
            45,560
            
            
            
            165,959Accrued
                legal
                expenses
            
            
            -
            
            
            
            (5,526,041
            )Accrued
                consulting
                services
            
            
            (84,672
            )
            
            
            (4,375,328
            )Other
                long-term
                liabilities
            
            
            -
            
            
            
            (619,766
            )Accrued
                interest
                payable
            
            
            (29,959
            )
            
            
            72,352Accrued
                liabilities
            
            
            (1,030,444
            )
            
            
            (124,519
            )Net
                cash (used in) provided by
                operating activities
            
            
            (132,466
            )
            
            
            449,171**Cash
                flows from investing
                activities:**Purchase
                of Property
                and  Equipment
            
            
            (413,618
            )
            
            
            -Net
                cash used in investing
                activities
            
            
            (413,618
            )
            
            
            -**Cash
                flows from financing
                activities:**Borrowing
                on long-term
                debt
            
            
            163,709Issuance
                of common
                stock
            
            
            375,000Principal
                payments on long-term
                debt
            
            
            (50,000
            )
            
            
            (385,000
            )Net
                cash provided by (used in)
                financing activities
            
            
            488,709
            
            
            
            (385,000
            )Net
                (decrease) increase in
                cash
            
            
            (57,375
            )
            
            
            64,171Cash
                at beginning of
                year
            
            
            64,171
            
            
            
            -Cash
                at end of
                year
            
            $
            6,796
            
            
            $
            64,171Noncash
                investing and financing
                transactions:Cash
                paid for
                interest
            
            $
            127,189
            
            
            $
            195,680Debt
                satisfied with issuance of
                common stock
            
            $
            500,000
            
            
            $
            -










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








13





**ItLinkz
      Group, Inc..**


**Notes
      to Consolidated Financial Statements**


**For
      the Years Ended June 30, 2007 and 2006**





1.
            Summary
                of Significant Accounting
                Policies





Organization.ItLinkz
      Group, Inc., f/k/a
      Medical Technology & Innovations, Inc., f/k/a Southstar Productions, Inc.
      (the “Company”) was incorporated in the state of Florida in January
      1989.  Prior to September 6, 2002, the Company operated two
      wholly-owned subsidiaries, Medical Technology, Inc. (“MTI”) and Steridyne
      Corporation (“Steridyne”).  MTI was incorporated in the state of Iowa
      in April 1993 and Steridyne was incorporated in the state of Florida in
      1996.





The
      Company acquired control of MTI in October of 1995 under the terms of a Share
      Exchange Plan (“the Plan”) with Southstar Productions, Inc.
      (“Southstar”).  On August 1, 1996 the Company acquired the net assets
      and the right to the name of Steridyne.  Effective April 1, 1999 the
      Company acquired certain key operating assets of the thermometer business of
      Florida Medical Corporation (“Florida Medical”), a former manufacturer of glass
      thermometers and distributor of digital thermometers which then became a part
      of
      Steridyne.





Prior
      to
      September 6, 2002, the Company manufactured and distributed the PhotoScreener,
      which is a specialized Polaroid-type instant film camera designed to detect
      conditions that lead to amblyopia (“lazy eye”) and other eye
      disorders.  Steridyne was a manufacturer and distributor of
      thermometer sheaths, probe covers, and anti-decubitus gel
      cushions.  Steridyne also distributed both glass and digital
      thermometers.





On
      September 6, 2002, the Company signed an Agreement in Lieu of Foreclosure with
      a
      company affiliated with the Chief Executive Officer and Chairman of the
      Board.  The Agreement in Lieu of Foreclosure transferred the assets of
      the Company and its subsidiaries to Polycrest Holdings, Inc., except for (a)
      certain technology that was retained by the Company, and (b) the Company’s
      contingent asset related to the anticipated settlement, award, or judgment
      in
      the Company’s litigation against LensCrafters, Inc. and Luxottica Group
      S.p.A.  The Agreement also transferred the liabilities of the Company
      and its subsidiaries to Polycrest Holdings, Inc. except for (a) the contingent
      liabilities of the LensCrafters’ litigation, (b) the employment agreement of the
      Chairman and Chief Executive Officer, and (c) the lease of its headquarters
      building.





Between
      September 6, 2002, and July 25, 2005, the Company ceased operations except
      for
      liabilities associated with the LensCrafters’ litigation and the liabilities
      associated with other litigation which the Company is a party to.





On
      June
      30, 2005, the Company was awarded $15.6 million in the LensCrafters’
litigation.  The amount was received on July 25, 2005.  The
      Company has paid all legal expenses and judgments and believes it is free of
      all
      litigation.  The Company has re-purposed itself and is in the Social
      Website Developing.





Reincorporation
      and Increase in Authorized Stock.  Effective at close of business
      on April 4, 2007, Medical Technology & Innovations, Inc., a Florida
      corporation, reincorporated in the State of Delaware by merging with and into
      ItLinkz Group, Inc., a Delaware corporation which was a wholly owned subsidiary
      of Medical Technology & Innovation, Inc.  As a result of the
      merger, ItLinkz Group, Inc. is the surviving corporation, the name of the
      surviving corporation is Itlinkz Group, Inc., and Certificate of Incorporation
      and Bylaws of Itlinkz Group, Inc. are the Certificate of Incorporation and
      Bylaws of the surviving corporation.  Each share of common stock, no
      par value, outstanding of Medical Technology & Innovations, Inc. prior to
      the merger was converted into one share of common stock, $.001 par value, of
      Itlinkz Group, Inc., and each share of 12% noncummulative preferred stock $1,000
      par value outstanding of Medical Technology & Innovations, Inc., prior to
      the merger was converted into two shares of 12% noncummulative preferred stock,
      $500 par value, of ItLinkz Group, Inc.








14





In
      addition, the authorized capital stock was changed as follows:


·
            The
                number of shares of authorized common stock was increased from 28,000,000
                shares, no par value, to 100,000,000 shares, $.001 par
                value;


·
            The
                number of shares authorized preferred stock was changed from 100,000,000
                shares, $1,000 par value, 12% noncummulative, 5,000,000 preferred
                shares.  $.001 par value and 45 preferred shares 12%
                noncumulative, $500 par value of ItLinkz Group,
                Inc.


·
            The
                number of shares outstanding decreased by 186,302 due to previously
                issued
                shares being returned because the consultant/investor not fulfilling
                the
                terms of the original consulting
                agreement.





Principles
      of Consolidation.  The consolidated financial statements include
      the Company and its wholly-owned subsidiaries.  All significant
      inter-company items have been eliminated.





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





Advertising.  Advertising
      costs of $229,472 and $30,575, for the years ended June 30, 2007 and 2006 have
      been expensed as incurred.





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





Net
      Loss Per Common Share.  Basic and diluted net loss per common
      share was computed by dividing net loss attributable to common stockholders
      by
      the weighted average number of shares of common stock outstanding during each
      period.  There were150,000 and no common stock equivalents outstanding
      as of June 30, 2007 and 2006, respectively.  The impact of common
      stock equivalents has been excluded from the computation of weighted average
      common shares outstanding, as the effect would be antidilutive.





Restricted
      Cash.  Restricted cash is excluded from cash in the Consolidated
      Statements of Cash Flows until the cash is transferred from the restricted
      account to the Company’s operating account.  The cash was restricted
      by court order in anticipation of settling litigation and was placed in
      escrow.





On
      July
      1, 2006, the court ordered the Company settle this litigation for approximately
      $704,000.  The Company’s escrow agent paid the settlement from the
      escrowed funds and returned the balance of the account to the
      Company.  At that time, the restriction was eliminated.  The
      settlement amount of $704,000 is included in the liability section of the
      balance sheet at June 30, 2006.





Property
      and Equipment.  Property and equipment are carried at cost, less
      accumulated depreciation computed by the straight-line method over the estimated
      useful lives of the assets, which are as follows:





Furniture
                and Equipment
            5
                yearsLeasehold
                Improvements
            4
                yearsSoftware
            3
                years





Stock-Based
      Compensation.  On January 1, 2006, we adopted Statement of
      Financial Accounting Standards (“SFAS”) No. 123 (revised 2004),
“Share-Based Payment” (FAS 123(R)), which requires companies to recognize
      in the statement of operations all share-based payments to employees, including
      grants of employee stock options, based on their fair value. The statement
      eliminates the ability to account for share-based compensation transactions,
      as
      we formerly did, using the intrinsic value method as prescribed by Accounting
      Principles Board, or APB, Opinion No. 25, “Accounting for Stock Issued to
      Employees.” We adopted
      FAS 123(R) using the modified prospective method, which requires the
      application of the accounting standard as of January 1, 2006. Our
      consolidated financial statements as of and for the years ended June 30, 2007
      and 2006 reflect the impact of adopting FAS 123(R). In accordance with the
      modified prospective method, the consolidated financial statements for prior
      periods have not been restated to reflect, and do not include, the impact of
      FAS 123(R).








15





Stock-based
        compensation expense
        recognized during the period is based on the value of the portion of stock-based
        payment awards that is ultimately expected to vest. As stock-based compensation
        expense is based on awards ultimately expected to vest, it is reduced for
        estimated forfeitures. FAS 123(R) requires forfeitures to be estimated at
        the time of grant and revised, if necessary, in subsequent periods if actual
        forfeitures differ from those estimates.





The
      Company measures compensation expense for its non-employee stock-based
      compensation under the Financial Accounting Standards Board (FASB) Emerging
      Issues Task Force (EITF) Issue No. 96-18, “*Accounting for Equity Instruments
      that are Issued to Other Than Employees for Acquiring, or in Conjunction with
      Selling, Goods or Services*”.  The fair value of the option issued
      is used to measure the transaction, as this is more reliable than the fair
      value
      of the services received.  Fair value is measured as the value of the
      Company’s common stock on the date that the commitment for performance by the
      counterparty has been reached or the counterparty’s performance is
      complete.  The fair value of the equity instrument is charged directly
      to compensation expense and additional paid-in capital.







2.
            Due
                to
                Affiliate.  Due to
                Affiliate
                consisted of the following at June 30, 2007 and
                2006:







2007
            
            
            20067.5%  unsecured
                note to
                the Company's Chief Executive Officer, principal and compounding
                interest
                due on demand but no later than July 31, 2010
            
            $
            1,019,976
            
            
            $
            1,072,352Total
                Long-Term
                Debt
            
            
            1,019,976
            
            
            
            1,072,352Less:
                amounts due in one
                year
            
            
            (1,019,976
            )
            
            
            (1,072,352
            )Long-Term
                Debt, Net of Current
                Maturities
            
            $
            -
            
            
            $
            -




3.
            Stock
                Compensation Plans:On
                January 12, 2007, the Company’s
                Board of Directors adopted the 2007 Equity Incentive Plan (the
                “Plan”).  The Plan is designed to allow for equity based
                compensation awards in the form of Incentive Stock Options, Nonstatutory
                Stock Options and Stock Grants.  Subject to the terms and
                provisions of the Plan, the Board of Directors, at any time and from
                time
                to time, may grant shares of stock to eligible persons in such amounts
                and
                upon such terms and conditions as the Board of Directors shall
                determine.  The Board of Directors has the authority to
                determine all matters relating to the options to be granted under
                the Plan
                including selection of the individuals to be granted awards or stock
                options, the number of stocks, the date, the termination of the stock
                options or awards, the stock option term, vesting schedules and all
                other
                terms and conditions
                thereof.







16





A
      total
      of 2,122,836 shares of common stock were awarded under the Plan during the
      year
      ended June 30, 2007.  The compensation cost that was charged against
      income for stock compensation plans was $472,326 for the twelve months ended
      June 30, 2007.





There
      was
      one grant of options for 150,000 shares during the year ended June 30,
      2007.  No options were granted during the year ended June 30, 2006 and
      none were outstanding as of July 1, 2006.  There is no intrinsic value
      of outstanding and exercisable options at June 30, 2007.  No
      compensation expense has been charged against income for options granted in
      fiscal 2007 as the amount was not material.





The
      following table summarizes the option activity under the Plan:





Fiscal
                Year 2007
            
            
            Fiscal
                Year 2006Shares
            
            
            Weighted
                Average
              Exercise
                Price
            
            
            Shares
            
            
            Weighted
                Average
              Exercise
                PriceOutstanding
                at beginning of year
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -Granted
            
            
            150,000
            
            
            $
            .50
            
            
            
            -
            
            
            
            -Exercised
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -Forfeitures
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -Outstanding
                at end of year
            
            
            150,000
            
            
            $
            .50
            
            
            
            -
            
            
            
            -





Options
      outstanding at June 30, 2007 are all currently exercisable and are summarized
      as
      follows:





Options
                Outstanding
            
            Exercise
                Price
            
            Remaining
                Contractual Life150,000
            
            $.50
            
            2.7
                years





4.
            Lease
                Expense.  The Company terminated its main office lease on
                June 8, 2007.  The Company exchanged furniture and equipment for
                future lease considerations.   Rent expense for the fiscal
                years ended June 30, 2007 and 2006 amounted to $74,151 and $9,000
                respectively.  The Company subsequently has leased office space
                under an operating lease agreement with a related party.  Future
                minimum annual rentals for subsequent fiscal years are as follows
                at June
                30, 2007:





FiscalYear
            
            Lease
              Payments2008
            
            $
            12,000





5.
            Income
                Taxes.  The Company did not incur any income tax expense for
                its fiscal years ending June 30, 2007 and 2006,
                respectively.  As of June 30, 2007 the Company has sustained
                significant net operating losses (NOLs) for tax purposes.  These
                NOLs began to expire in various amounts beginning in 2004 and will
                continue to expire through 2027 NOLs are subject to limitations should
                the
                ownership of the Company significantly change.  The deferred tax
                asset resulting from the above NOL carryforwards has not been recorded
                in
                the accompanying financial statements because management is uncertain
                whether it will be able to realize the benefits related to those
                NOLs due
                to lack of taxable income.  Realization of deferred tax assets
                is dependent upon sufficient future taxable income during the period
                that
                deductible temporary differences and carryforwards are expected to
                be
                available to reduce taxable income.  The Company has not filed
                various required income tax returns and is in the process of preparing
                these returns to comply with all applicable
                regulations.





6.
            Preferred
                Stock.  The $500 par value convertible preferred stock is
                convertible into 599 shares of the Company’s common
                stock.





7.
            Related
                Party Transactions.  The Company and its wholly-owned
                subsidiaries have had transactions with various entities, certain
                of whose
                principals are also officers or directors of the Company or
                Itlinkz.








17





As
      of
      January 1, 2000, the Company entered into an Agreement with a company affiliated
      with the Chairman and Chief Executive Officer to provide litigation management
      services with regard to the proceedings against LensCrafters et al; and to
      pay
      or advance all attorneys’ fees and other litigation costs incurred by the
      Company to pursue this litigation.  No costs or expenses will be
      reimbursed in the event the litigation is unsuccessful.  On January 6,
      2003, the Agreement was amended to incorporate the litigation management of
      all
      of the current litigation.  In return for assuming the additional
      litigation, the Company agreed to reimburse 35% of the gross judgment, award
      or
      settlement from the LensCrafters litigation and all costs associated with
      managing it to the affiliated company.  The total amount due to the
      affiliated company at June 30, 2006, was $1,404,503.





As
      of
      June 30, 2007, the Company had a note payable to Growth Capital Resources,
      which
      is controlled by the Company’s Chairman, for $525,861.  The Company
      also had notes payable to the Company’s Chairman for $494,115 on June 30, 2007
      and for $1,072,352 on June 30, 2006.  Additionally, as of June 30,
      2007 and 2006, the other amounts payable to the Company’s Chairman and Chief
      Executive Officer were $209,674 and $715,224, respectively, consisting of
      accrued wages, rent and reimbursable expenses.





The
      Company has leased office space under an operating lease with Queen Street
      Development Partners, a related party.





8.
            Contingent
                Liabilities.  On September 6, 2002, the Company entered into
                an Agreement in Lieu of Foreclosure with a company that is affiliated
                with
                the Chairman and Chief Executive Officer.  The agreement
                transferred the liabilities of the Company and its subsidiaries to
                Polycrest Holdings, Inc., including contingent liabilities related
                to
                litigation matters.  The Company retained certain contingent
                liabilities, the Company’s lease of its headquarters building, its
                employment agreement with the Chairman and Chief Executive Officer
                and
                contingent liabilities associated with the various litigation
                matters.  As of June 30, 2006, the Company accrued $704,033,
                related to those litigation-related contingent
                liabilities.





9.
            Going
                Concern.  The accompanying consolidated financial statements
                have been prepared assuming that the Company will continue as a going
                concern. The Company has suffered recurring losses from operations
                and has
                a net working capital deficit that raises substantial doubt about
                its
                ability to continue as a going concern.  The consolidated
                financial statements do not include any adjustments that might result
                from
                the outcome of this uncertainty.





In
      view
      of these matters, realization of a major portion of the assets in the
      accompanying consolidated balance sheet is dependent upon continued operations
      of the Company, which in turn is dependent upon the Company’s ability to meet
      its financing requirements and the success of its future
      operations.  Management believes that actions presently being taken to
      revise the Company’s operating and financial requirements will provide the
      opportunity for the Company to continue as a going concern.





10.
            Litigation
                Matters.  In March 2005, the Company and its Chairman were
                named among six defendants in an action titled “Bassichus et al. v. Sight
                4 Kids, Inc. et al.” pending in a United States District Court for the
                Southern District of New York.  The plaintiffs were investors in
                Sight 4 Kids, Inc., a corporation controlled by Jeremy Feakins, our
                Chairman.  The complaint demanded damages in excess of
                $2,000,000 for torts allegedly committed in connection with the investors’
                investment in Sight 4 Kids, Inc.  The complaint alleged that the
                Company was an alter ego of Sight 4 Kids, Inc.  Based on the
                allegation, the Court Ordered that the Company place into escrow
                $3,000,000 pending resolution of the Bassichus action.  Those
                funds were classified as “Restricted Cash” on our balance sheet as of June
                30, 2006, and an accrual of $704,000 was included in “Accrued Expenses” on
                account of the pending action. On July 1, 2006 the action was settled
                and
                all of the claims were disposed of.  The Company paid $704,000
                from the escrowed funds to settle the matter, and the remainder of
                the
                escrowed funds were released to the
                Company.








18





11.
            Contract
                to Acquire Landway Nano Bio-Tech, Inc.  On June 4, 2007 the
                Company entered into a Share Purchase and Merger Agreement dated
                June 1,
                2007 with Landway Nano Bio-Tech, Inc., a Delaware corporation (“Landway
                Nano”), and with Huaqin Zhou and Xiaojin Wang, two investors associated
                with Landway Nano.  Landway Nano is a holding company that owns
                100% of the registered capital of Shandong Sishui Spring Pharmacy
                Limited
                Company, a Chinese corporation that develops, manufactures and markets
                gingko products in the Peoples Republic of China.  Closing of
                the agreement is subject to satisfactory due diligence and satisfaction
                of
                certain other conditions.  The agreement contemplates that the
                two investors will purchase, for $530,000, 500 shares of a newly
                designated Series B Preferred Stock to be issued by the Company,
                and that
                the Company will issue an additional 500 shares of Series B Preferred
                Stock to the shareholders of Landway Nano in exchange for all of
                the
                capital stock of Landway Nano.  The 1000 shares of Series B
                Preferred Stock will be convertible into 99% of the outstanding common
                stock of the Company, and will have 99% of the voting power in the
                Company.





12.
            Subsequent
                Event – Sale of Series B Preferred Stock.  On July 31, 2007,
                pursuant to the Share Purchase and Merger Agreement described in
                the
                preceding Note, Huaqin Zhou and Xiaojin Wang purchased 500 shares
                of
                Series B Preferred Stock for
                $530,000.





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





None





**Item
      8A.  Controls and Procedures**





*Evaluation
      of Disclosure Controls and Procedures*.  Jeremy Feakins, our Chief
      Executive Officer and Chief Financial Officer, carried out an evaluation of
      the
      effectiveness of Itlinkz’s disclosure controls and procedures as of June 30,
      2007.  Pursuant to Rule13a-15(e) promulgated by the Securities and
      Exchange Commission pursuant to the Securities Exchange Act of 1934, “disclosure
      controls and procedures” means controls and other procedures that are designed
      to ensure that information required to be disclosed by Itlinkz in the reports
      that it files with the Securities and Exchange Commission is recorded,
      processed, summarized and reported within the time limits specified in the
      Commission’s rules.  “Disclosure controls and procedures” include,
      without limitation, controls and procedures designed to ensure that information
      Itlinkz is required to disclose in the reports it files with the Commission
      is
      accumulated and communicated to our Chief Executive Officer and Chief Financial
      Officer as appropriate to allow timely decisions regarding required
      disclosure.  Based on his evaluation, Mr. Feakins concluded that
      Itlinkz’ systems of disclosure controls and procedures were effective as of June
      30, 2007.





*Changes
      in Internal Controls*.  In August 2006 the Company hired a Chief
      Financial Officer to create the supporting accounting records needed to bring
      current the required SEC filings.  In addition, the Company implemented a
      new financial accounting system as of January 1, 2007.  On April 3,
      2007, however, the Chief Financial Officer resigned.  Due to our lack
      of resources, the Company has decided to outsource its accounting
      function.  This may have an adverse effect on our internal controls over
      financial reporting.





**Item
      8B.   Other Information**





None.


**PART
      III.**





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





The
      executive officers and directors of the Company are identified in the table
      below.





NAME
            
            POSITION
                WITH
              COMPANY
            
            DATE
                ELECTED
              DIRECTOR
            
            AGEJeremy
                Feakins
            
            Director,
                Chief Executive
                Officer, Chief Financial
                Officer
            
            April
                1996
            
            53Theodore
                F. diStefano
            
            Director
            
            March
                2007
            
            69








19





BUSINESS
      EXPERIENCE





**Jeremy
      Feakins**.  Mr. Feakins was originally elected to the Company’s
      board in April of 1996.  Since 1989, he has served as President of
      Medical Technology, Inc. (MTI) and in October 1995, became the President and
      Chief Executive Officer of Itlinkz. In October 2004 Mr. Feakins founded Care
      Recruitment Solutions International, Inc., which was engaged in the business
      of
      international placement of nurses.  Mr. Feakins served as Chief
      Executive Officer of Care Recruitment Solutions, Inc. and its successor, CRSI
      Group, Inc. until August 2006, when it terminated its nurse placement
      operations.  He continues to serve as a member of the Board of
      Directors of Caspian International Oil Corporation (Pink
      Sheets:  CIOC), which is the successor to CRSI Group,
      Inc.  From 2002 until 2004 Mr. Feakins was also employed as a Managing
      Member of Steridyne Industries, LLC., an importer of medical
      devices.  Steridyne filed for a Chapter 7 liquidation in bankruptcy in
      December 2004 after Hurricanes Francis and Charley damaged Steridyne’s warehouse
      in Florida and destroyed its inventory.  Since 1995, Mr. Feakins has
      also served as Chairman of Growth Capital Resources, LLC a venture capital
      and
      management consulting firm.  From 1980 to 1986, he was the managing
      Director of Craft Master, Limited, a South African corporation, which was a
      manufacturer and exporter of point of purchase display systems.  Mr.
      Feakins received his degree in accounting from the Royal Naval Secretarial
      and
      Accounting College, Chatham, Great Britain.





**Theodore
      F. di Stefano**.  Since 2001 Mr. di Stefano has been engaged in
      the business of management consulting, as a Principal in Capital Source
      Partners, which provides investment banking services to small and medium-sized
      businesses.  From 1992 to 2003, Mr. di Stefano was employed as Chief
      Executive Officer of Slater Health Center, which provided nursing and
      rehabilitation services.  Mr. di Stefano was awarded a Masters in
      Business Administration by Boston University in 1966.  In 1962 he was
      licensed as a certified public accountant by the State of Rhode
      Island.





**Audit
      Committee; Compensation Committee**





The
      Board
      of Directors has not appointed an Audit Committee or a Compensation Committee,
      since the Board has only two members.  There is no audit committee
      financial expert on the Board, as the Company has not reached a level of
      operations sufficient to attract a qualified expert to the Board.





**Code
      of Ethics**





The
      Company does not have a written code of ethics applicable to its executive
      officers.  The Board of Directors has not adopted a written code of
      ethics because there are so few members of management.





**Compliance
      With Section 16(A) Of The Exchange Act**





None
      of
      the officers, directors or beneficial owners of more than 10% of the Company’s
      common stock failed to file on a timely basis the reports required by Section
      16(a) of the Exchange Act during the year ended June 30, 2007.





**Item
      10.  Executive Compensation**





SUMMARY
      COMPENSATION TABLE





The
      following table sets forth information concerning the compensation of the
      Company’s executive officers whose compensation exceeded $100,000 for the fiscal
      years ending June 30, 2007.





Name
                andPrincipalPosition
                (1)
            
            FiscalYear
            
            AnnualCompensationSalary
            
            
            All
                OtherCompensationJ.
                Feakins,
            
            2007
            
            $
            240,625
            
            
            
            128,750Chief
                Executive Officer
            
            2006
            
            $
            62,500
            
            
            
            -2005
            
            $
            62,500





“All
      Other Compensation” consists of stock compensation in the amount of $18,750 and
      consulting fees in the amount of $110,000.








20





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







There
      are
      12,724,438 shares of the Company’s common stock issued and
      outstanding.  In addition, there are 500 shares of Series B
      Convertible Preferred Stock issued and outstanding, which can be converted
      into
      404,933,115 common shares.  Therefore, the total outstanding common
      stock on a fully-diluted basis is 417,657,553 shares.  The holders of
      the Series B Preferred Stock have voting power equivalent to the common shares
      into which the Series B shares are convertible.





The
      following table sets forth information known to us with respect to the
      beneficial ownership of our common stock (assuming conversion of the Series
      B
      Convertible Preferred Stock) by the following:





·
            each
                shareholder who beneficially owns more than 5% of our common stock
                (on a
                fully-diluted basis);




·
            Jeremy
                Feakins, our Chief Executive
                Officer




·
            each
                of the members of the Board of Directors;
                and




·
            all
                of our officers and directors as a
                group.






*Name  of**Beneficial
                Owner*
            
            *Amount
                and Nature*
              *of
                Beneficial*
              *Ownership(1)*
            
            
            *Percentage*
              *of
                Voting Power*Jeremy
                Feakins
            
            
            5,540,005
            (2)
            
            
            1.3%Theodore
                Di Stafano
            
            
            150,000
            (3)
            
            
            0.3%All
                officers and directors as a group (2 persons)
            
            
            5,690,005
            
            
            
            1.4%Huakin
                Zhou
            
            
            202,466,557
            (4)
            
            
            48.5%Xiaojin
                Wang
            
            
            202,466,557
            (4)
            
            
            48.5%


________________________________


(1)
            Except
                as otherwise noted, all shares are owned of record and
                beneficially.


(2)
            Includes
                607,277 shares owned of record by Growth Capital Resources, LLC,
                of which
                Mr. Feakins is a control person.


(3)
            Includes
                150,000 shares that Mr. Di Stefano may purchase upon exercise of
                an option
                at $.50 per share.


(4)
            Represents
                common shares issuable upon conversion of shares of Series B Preferred
                Stock.





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





During
      fiscal 2007, the Company accrued wages payable to Jeremy Feakins, the Company’s
      Chairman and Chief Executive Officer, amounting to $112,500 which was included
      on the Balance Sheet as of June 30, 2007.





In
      March
      2007 Mr. Feakins agreed to convert $500,000 of debt owed to him by the Company
      into 2,000,000 shares of common stock.








21





**Item
      13.  Exhibits**





(a)
            Exhibits:





3.1.
            Certificate
                of Incorporation of itLinkz Group, Inc. - filed as an Appendix to
                the
                Definitive Information Statement on Form 14 (c) filed on March 13,
                2007




3.2
            By-laws
                - filed as an exhibit to the Current Report on Form 8-K dated April
                7,
                2007 and incorporated herein by
                reference.





10-a
            Share
                Purchase and Merger Agreement dated June 1, 2007 among ItLinkz Group,
                Inc., Landway Acquisition Corp., and Landway Nano Bio-Tech, Inc.
                - filed as an exhibit to the Current Report on Form 8-K dated June
                4,
                2007 and incorporated herein by reference.





10-b
            Form
                of Certificate of Designation of Series B Preferred Stock.
                -  filed as an exhibit to the Current Report on Form 8-K dated
                June 4, 2007 and incorporated herein by reference.





10-c
            Form
                of Assignment and Assumption and Management Agreement among ItLinkz
                Group,
                Inc., ItLinkz Corporation and Jeremy P. Feakins -  filed as an
                exhibit to the Current Report on Form 8-K dated June 4, 2007 and
                incorporated herein by reference.





21.1
            Subsidiaries.
            Medical
                Technology, Inc.


Steridyne
      Corporation.


itLinkz
      Corporation





31
            Rule
                13a-14(a) Certification





32
            Rule
                13a-14(b) Certification





**ITEM
      14  PRINCIPAL ACCOUNTANT FEES AND SERVICES**





*Audit
      Fees*





Stegman
      & Company billed $35,000 to the Company for professional services rendered
      for the audit of our fiscal 2007 financial statements and review of fiscal
      2007
      quarterly financial statements on Form 10-QSB.  Stegman & Company
      billed $17,500 to the Company for professional services rendered for the audit
      of our fiscal 2006 financial statements and review of fiscal 2006 quarterly
      financial statements on Form 10-QSB.





*Audit-Related
      Fees*





Stegman
      & Company billed $750 and $0 to the Company during fiscal 2007 and fiscal
      2006, respectively, for assurance and related services that are reasonably
      related to the performance of the audits.





*Tax
      Fees*





Stegman
      & Company billed $33,215 and $0 to the Company during fiscal 2007 and fiscal
      2006, respectively,  for professional services rendered for tax
      compliance, tax advice and tax planning.  Amounts billed during fiscal
      2007 related to the preparation of the Company’s tax filings for the fiscal
      years ended, June 30, 2000 through June 30, 2006.





*All
      Other Fees*





Stegman
      & Company billed $0 to the Company in fiscal 2007 and fiscal 2006 for
      services not described above.





It
      is the
      policy of the Company’s Board of Directors that all services, other than audit,
      review or attest services, must be pre-approved by the Board of Directors,
      acting in lieu of an audit committee.  All of the services described
      above were approved by the Board of Directors.








22





**SIGNATURES**





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





**ITLINKZ
      GROUP, INC.**





BY:
            /s/
                Jeremy P.
                Feakins


Jeremy
      P.
      Feakins, Chief Executive Officer





Date:
      September 27, 2007





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








/s/
      Jeremy P.
      Feakins


Jeremy
      P.
      Feakins, Chief Executive Officer,


Chief
      Financial Officer, and
      Director





Date:
      September 27, 2007








/s/
      Theodore F. di
      Stefano


Theodore
      F. di Stefano, Director





Date:
      September 27, 2007




















































23