UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

                                   (Mark One)

            |X|   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                  EXCHANGE ACT OF 1934

                  For the Quarterly Period Ended June 30, 2005

            |_|   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                  EXCHANGE ACT OF 1934

                  For the Transition Period from _________ to _________

                         Commission file number: 0-32835

                          GAMMACAN INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)

                Delaware                               33-0956433
            (State or other                           (IRS Employer
            jurisdiction of                        Identification No.)
     incorporation or organization)

                              11 Ben Gurion Street
                           54100 Givat Shmuel, Israel
                    (Address of principal executive offices)

                                  972 3 5774475
              (Registrant's telephone number, including area code)

              (Former name, former address and former fiscal year,
                          if changed since last report)

Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 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 |_|

          APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                        DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1934 after the distribution of securities under a plan confirmed by a court.
Yes |_| No |_|

            APPLICABLE ONLY TO CORPORATE ISSUERS:

State the number of shares outstanding of each of the registrant's classes of
common equity, as of the latest practicable date: 26,231,510 shares issued and
outstanding as of August 10, 2005.
<PAGE>

ITEM 1. - FINANCIAL STATEMENTS

                           GAMMACAN INTERNATIONAL INC.
                    (Formerly- San Jose International, Inc.)
                          (A Development Stage Company)
                          INTERIM FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2005

                                TABLE OF CONTENTS

                                                           Page
            Balance sheet                                    2
            Statements of operations                         3
            Statement of stockholders' equity                4
            Statements of cash flows                         5
            Notes to the financial statements              6-11

<PAGE>

                           GAMMACAN INTERNATIONAL INC.
                    (Formerly- San Jose International, Inc.)
                          (A Development Stage Company)
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                          June 30,       September 30,
                                                                             2005           2004
                                                                          -----------    -----------
                                                                          (Unaudited)       (Audited)
                                                                          -----------    -----------
<S>                                                                       <C>            <C>
                                   A s s e t s
CURRENT ASSETS:
    Cash and cash equivalent                                              $ 1,001,049    $   705,868
    Prepaid expenses                                                           20,707         11,029
    Other                                                                      29,124          5,971
                                                                          -----------    -----------
           T o t a l  current assets                                        1,050,880        722,868
                                                                          -----------    -----------
PROPERTY AND EQUIPMENT, NET                                                     9,720          3,899
                                                                          -----------    -----------
           T o t a l  assets                                              $ 1,060,600    $   726,767
                                                                          ===========    ===========

                      Liabilities and stockholders' equity
CURRENT LIABILITIES:
    Accounts payable                                                      $    59,872    $   140,901
    Payroll and related expenses                                               38,070         16,317
                                                                          -----------    -----------
           T o t a l  current liabilities                                      97,942        157,218
                                                                          -----------    -----------
STOCKHOLDERS' EQUITY:
    Preferred stock, ($ 0.0001 par value, 20,000,000 shares authorized:
       none issued and outstanding)                                                --             --
    Common stock ($ 0.0001 par value, 100,000,000 authorized,
       26,231,510 and 25,221,510 shares issued and
       outstanding as of June 30, 2005 and September 30, 2004,
       respectively)                                                            2,622          2,522
    Additional paid-in capital                                              1,856,238        941,619
    Warrants                                                                  414,847        139,494
    Deficit accumulated during development stage                           (1,311,049)      (514,086)
                                                                          -----------    -----------
           T o t a l  stockholders' equity                                    962,658        569,549
                                                                          -----------    -----------
           T o t a l  liabilities and stockholders' equity                $ 1,060,600    $   726,767
                                                                          ===========    ===========
</TABLE>

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


                                       2
<PAGE>

                           GAMMACAN INTERNATIONAL INC.
                    (Formerly- San Jose International, Inc.)
                          (A Development Stage Company)
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                                                              Period from
                                        Nine months ended                  Three months ended              October 6, 1998*
                                            June 30                             June 30                        Through
                                -------------------------------       -------------------------------          June 30,
                                    2005               2004               2005               2004               2005
                                ------------       ------------       ------------       ------------       ------------
<S>                             <C>                <C>                <C>                <C>                <C>
RESEARCH AND
    DEVELOPMENT COSTS           $    299,985       $         --       $    184,987       $         --       $    466,977

GENERAL AND
    ADMINISTRATIVE
    EXPENSES                         508,075          **154,130            160,194          **153,024            867,544

FINANCIAL INCOME, NET                (11,097)                               (5,823)                              (11,097)

MINORITY INTERESTS IN
    LOSSES OF SUBSIDIARY                                                                                         (12,375)
                                ------------       ------------       ------------       ------------       ------------
                                $   (796,963)      $   (154,130)      $   (339,358)      $   (153,024)      $ (1,311,049)
                                ============       ============       ============       ============       ============

BASIC AND DILUTED LOSS
    PER 1000 COMMON SHARES      $     (30.59)      $      (2.87)      $     (12.94)      $      (3.16)
                                ============       ============       ============       ============
WEIGHTED AVERAGE

NUMBER OF COMMON
    SHARES USED IN
    COMPUTING BASIC AND
    DILUTED LOSS PER 000
    COMMON SHARES                 26,055,177         53,650,871         26,231,510         48,389,614
                                ============       ============       ============       ============
</TABLE>

                        * Incorporation date, see note 1.
                             **Restated, see note 2.

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


                                       3
<PAGE>

                           GAMMACAN INTERNATIONAL INC.
                    (Formerly- San Jose International, Inc.)
                          (A Development Stage Company)
      CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                                                                                  Deficit
                                                                                                accumulated
                                                      Common                     Additional       during
                                        Common         Stock                      paid-in       development
                                         Stock        Amount      Warrants        capital          stage           Total
                                       ----------       ------     --------      ----------     ------------      ---------
<S>                                   <C>            <C>          <C>             <C>              <C>            <C>
Beginning balance                              --    $      --    $      --       $      --        $      --      $      --
Stock issued for cash on
    October 6, 1998                     1,650,000          165                         (155)                             10
Stock issued for cash on
    October 9, 1998                     2,722,500          272                         (107)                            165
Stock issued for cash on
    October 10, 1998                      198,000           20                          100                             120
Stock issued for services on
    December 1, 1998                    9,900,000          990                        2,010                           3,000
Stock issued for cash on
    April 7, 1999                         561,000           56                          284                             340
Net loss                                                                                              (3,444)        (3,444)
                                       ----------       ------     --------      ----------     ------------      ---------
Balance at September 30,
    1999 (audited)                     15,031,500        1,503                        2,132           (3,444)           191
Stock issued for cash on
    September 30, 2000                 41,250,000        4,125                          875                           5,000
                                       ----------       ------     --------      ----------     ------------      ---------
Balance at September 30,
    2000  (audited)                    56,281,500        5,628                        3,007           (3,444)         5,191
Net loss                                                                                              (3,108)        (3,108)
                                       ----------       ------     --------      ----------     ------------      ---------
Balance at September 30,
    2001  (audited)                    56,281,500        5,628                        3,007           (6,552)          2,083
Net loss                                                                                              (4,231)        (4,231)
                                       ----------       ------     --------      ----------     ------------      ---------
Balance at September 30,
    2002  (audited)                    56,281,500        5,628                        3,007          (10,783)        (2,148)
Contributed capital                                                                   7,025                           7,025
Net loss                                                                                              (4,857)        (4,857)
                                       ----------       ------     --------      ----------     ------------      ---------
Balance at September 30,
    2003  (audited)                    56,281,500        5,628                       10,032          (15,640)            20
Cancellation of shares at
    June 8, 2004                      (32,284,988)      (3,228)                       3,228
Economic value of exercised
    option                                                                           62,600                          62,600
Common stock and warrants
    issued on August 13,2004            1,224,998          122       139,494        779,134                         918,750
Gain on issuance of subsidiary
    Stock on August 17, 2004                                                         86,625                          86,625
Net loss                                                                                            (498,446)      (498,446)
                                       ----------       ------     --------      ----------     ------------      ---------
Balance at September 30,
    2004  (audited)                    25,221,510        2,522      139,494         941,619         (514,086)       569,549
Common stock and warrants
    issued on November 11,
    2004                                  978,000           97      266,629         867,893                       1,134,619
Common stock and warrants
    issued on January 25, 2005             32,000            3        8,724          28,073                          36,800
Stock based Consultants'
compensation expense                                                                 18,653                          18,653
Net loss                                                                                            (796,963)      (796,963)
                                       ----------       ------     --------      ----------     ------------      ---------
Balance at June 30, 2005
(unaudited)                            26,231,510       $2,622     $414,847      $1,856,238     $ (1,311,049)      $962,658
                                       ==========       ======     ========      ==========     ============       ========
</TABLE>

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


                                       4
<PAGE>

                           GAMMACAN INTERNATIONAL INC.
                    (Formerly- San Jose International, Inc.)
                          (A Development Stage Company)
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                  Period from
                                                                   Nine months ended            October 6, 1998*
                                                                       June 30                      through
                                                             --------------------------------       June 30,
                                                                 2005               2004              2005
                                                             -----------          -----------      -----------
<S>                                                          <C>                  <C>              <C>
CASH FLOWS FROM
    OPERATING ACTIVITIES:
    Net loss                                                 $  (796,963)       **$  (154,130)     $(1,311,049)
    Adjustments required to reconcile net loss to
    net cash used in operating activities:
     Depreciation                                                  1,691                                 1,750
     Common stock issued for services                                                                    3,000
     Minority interests in losses of subsidiary                                                        (12,375)
     Acquisition of research and development in process                                                100,000
     Option exercise & compensation costs                         18,653                                81,253
     Changes in assets and liabilities:
     Increase in prepaid expenses                                 (9,678)                              (20,707)
     Increase in other current assets                            (23,153)                              (29,124)
     Increase (decrease) in current liabilities                  (59,276)             154,110           96,942
                                                             -----------          -----------      -----------
    Net cash used in operating activities                       (868,726)                 (20)      (1,090,310)
                                                             -----------          -----------      -----------
CASH FLOWS FROM
    INVESTING ACTIVITIES -
    Purchase of property and equipment                            (7,512)                              (11,470)
                                                             -----------                           -----------
CASH FLOWS FROM
    FINANCING ACTIVITIES:
    Issuance of common stock and warrants                      1,171,419               (3,228)       2,090,510
    Contribution to additional
       paid in capital                                                                  3,228           12,319
                                                             -----------          -----------      -----------
    Net cash provided by financing activities                  1,171,419                   --        2,102,829
                                                             -----------          -----------      -----------
NET INCREASE (DECREASE) IN
    CASH AND CASH EQUIVALENT                                     295,181                  (20)              --
CASH AND CASH EQUIVALENT
    AT BEGINNING OF PERIOD                                       705,868                   20               --
  CASH AND CASH EQUIVALENT                                   -----------          -----------      -----------
    AT END OF PERIOD                                         $ 1,001,049                   --      $ 1,001,049
                                                             ===========          ===========      ===========
</TABLE>

                        * Incorporation date, see note 1.
                             **Restated, see note 2

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


                                       5
<PAGE>

                           GAMMACAN INTERNATIONAL INC.
                          (A Development Stage Company)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2005
                                   (Unaudited)

NOTE 1. - ORGANIZATION AND DESCRIPTION OF BUSINESS

      GammaCan International Inc. (A Development Stage Company; "the Company")
      was incorporated on October 6, 1998, under the laws of the State of
      Delaware, as San Jose International, Inc. The Company has no significant
      revenues and no material operations and in accordance with Statement of
      financial Accounting Standard ("SFAS") No. 7 "Accounting and Reporting by
      Development Stage enterprises", the Company is considered a development
      stage company.

      Through June 30, 2005, the Company has incurred losses in an aggregate
      amount of $1,311,049. Such losses have resulted from the Company's
      activities as a development stage company. The Company's management
      estimates that it would be able to finance its operations until September
      30, 2005 using the cash raised during August 2004 till January 2005.
      Continuation of the Company's current operations after utilizing the
      mentioned reserves until September 30, 2005, is dependent upon obtaining
      financial support from investors until profitable results are achieved.

      On August 19, 2004, the name of the company was changed from "San Jose
      International, Inc." into "GammaCan International, Inc.".

NOTE 2. - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

      a.    Basis of accounting

            The accompanying unaudited condensed consolidated financial
            statements of the Company and the subsidiary GammaCan Ltd. ("the
            Subsidiary") have been prepared in accordance with accounting
            principles generally accepted in the United States for interim
            financial information and with the instructions to Form 10-QSB and
            Item 310 of Regulation S-B. Accordingly, they do not include all of
            the information and footnotes required by accounting principles
            generally accepted in the United States for complete financial
            statements.

            In the opinion of management, all adjustments (consisting of normal
            recurring accruals) considered necessary for a fair presentation
            have been included. Operating results for the nine-month period
            ended June 30, 2005, are not necessarily indicative of the results
            that may be expected for the year ended September 30, 2005. For
            further information, refer to the financial statements and footnotes
            thereto included in the consolidated annual report on Form 10-KSB
            for the year ended September 30, 2004.

            The financial statements as of June 30, 2004 have been restated in
            order to reflect, with retroactive effect, certain expenses which
            were incurred during that period and were not accounted for in the
            previous interim financial statements, as of the above date, that
            were published by the company on Form 10Q-SB on July 26, 2004. These
            expenses include the compensation attributed to the fair value of
            options granted to the Company's Officer, and expenses accrued
            through June 30, 2004.


                                       6
<PAGE>

                           GAMMACAN INTERNATIONAL INC.
                          (A Development Stage Company)
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                   (Unaudited)

NOTE 2. - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued):

            In addition, the previous financial statements were headed
            "consolidated" financial statements, taking into account the
            consolidation of GammaCan, Ltd ("the subsidiary"). Since the
            acquisition of this subsidiary was not completed as of June 30,
            2004, it should not have been consolidated as of that date. The
            deconsolidation of the subsidiary have no effect, however, on the
            company's financial statements, as it had no content as of that
            date.

      b.    Use of estimates

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

      c.    Cash equivalents

            The Company and its subsidiary consider all highly liquid
            investments, which include short-term bank deposits (up to three
            months from date of deposit) that are not restricted as to
            withdrawal or use, to be cash equivalents.

      d.    Principles of consolidation

            The consolidated financial statements include the accounts of the
            Company and its Subsidiary. All material inter-company balances and
            transactions have been eliminated in consolidation.

      e.    Loss per share

            Basic and diluted net losses per common share are presented in
            accordance with FAS No. 128 "Earning per share" ("FAS 128"), for all
            periods presented. Outstanding share options, and warrants have been
            excluded from the calculation of the diluted loss per share because
            all such securities are antidilutive for all periods presented. The
            total number of common stocks related outstanding options and
            warrants excluded from the calculations of diluted net loss was
            2,484,998 for the period ended June 30, 2005.


                                       7
<PAGE>

                           GAMMACAN INTERNATIONAL INC.
                          (A Development Stage Company)
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                   (Unaudited)

NOTE 2. - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued):

      f.    Stock based compensation

            The Company accounts for employee stock based compensation in
            accordance with Accounting Principles Board Opinion No. 25
            "Accounting for Stock Issued to Employees" ("APB 25") and related
            interpretations. In accordance with FAS 123 - "Accounting for
            Stock-Based Compensation" ("FAS 123"), the Company discloses pro
            forma data assuming the Company had accounted for employee stock
            option grants using the fair value-based method defined in FAS 123.

            The following table illustrates the pro - forma effect on net loss
            and loss per common share assuming the Company had applied the fair
            value recognition provisions of FAS 123 to its stock-based employee
            compensation for the nine months ended June 30, 2005:

<TABLE>
<CAPTION>
                                                                         nine months     three months
                                                                       ended June 30,   ended June 30,
                                                                            2005            2005
                                                                          ---------       ---------
<S>                                                                       <C>             <C>
            Net loss as reported                                          $(796,963)      $(339,358)
            Deduct: stock based employee compensation expense
                determined under fair value method for all awards,
                 net of related tax effects                                 (89,638)        (43,814)
            Reversal of stock based employee compensation expense
                determined under fair value method due to forfeiture
                of awards granted to the company's CEO (see note 4)         118,190         565,231
                                                                          ---------       ---------
            Pro forma  profit (loss)                                      $(768,411)      $ 182,059
                                                                          =========       =========
            Net profit (loss)  per 1000 common shares:
            Basic and diluted - as reported                               $  (30.59)      $  (12.94)
                                                                          =========       =========
            Basic and diluted - pro forma                                 $  (29.49)      $    6.94
                                                                          =========       =========
</TABLE>

      g.    Recently issued accounting pronouncements

            In December 2004, the Financial Accounting Standards Board ("FASB")
            issued the revised Statement of Financial Accounting Standards
            ("FAS") No. 123, Share-Based Payment (FAS 123R), which addresses the
            accounting for share-based payment transactions in which the Company
            obtains 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 such equity instruments. This Statement eliminates the
            ability to account for employee share-based payment transactions
            using APB Opinion No. 25, Accounting for Stock Issued to Employees,
            and requires instead that such transactions be accounted for using
            the grant-date fair value based method. This Statement will be
            effective as of the beginning of the first interim or annual
            reporting period that begins after December 15, 2005, for small
            business issuers (January 1, 2006 for the Company). Early adoption
            of FAS 123R


                                       8
<PAGE>

                           GAMMACAN INTERNATIONAL INC.
                          (A Development Stage Company)
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                   (Unaudited)

NOTE 2. - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued):

            is encouraged. This Statement applies to all awards granted or
            modified after the Statement's effective date. In addition,
            compensation cost for the unvested portion of previously granted
            awards that remain outstanding on the Statement's effective date
            shall be recognized on or after the effective date, as the related
            services are rendered, based on the awards' grant-date fair value as
            previously calculated for the pro-forma disclosure under FAS 123.
            The Company estimates that the cumulative effect of adopting FAS
            123R as of its adoption date by the Company (January 1, 2006), based
            on the awards outstanding as of June 30, 2005, will be approximately
            $163,344. This estimate does not include the impact of additional
            awards, which may be granted, or forfeitures, which may occur
            subsequent to June 30, 2005 and prior to our adoption of FAS 123R.
            The Company expects that upon the adoption of FAS 123R, the Company
            will apply the modified prospective application transition method,
            as permitted by the Statement. Under such transition method, upon
            the adoption of FAS 123R, the Company's financial statements for
            periods prior to the effective date of the Statement will not be
            restated.

            On June 7, 2005, the FASB issued Statement No. 154, "Accounting
            Changes and Error Corrections, a replacement of APB Opinion No. 20,
            Accounting Changes, and Statement No. 3, Reporting Accounting
            Changes in Interim Financial Statements" (FAS 154). FAS 154 changes
            the requirements for the accounting for, and reporting of, a change
            in accounting principle. Previously, most voluntary changes in
            accounting principles were required to be recognized by way of a
            cumulative effect adjustment within net income during the period of
            the change. FAS 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. FAS 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 implementation of FAS 154 is not
            expected to have a material impact on the Company's consolidated
            financial statements.

NOTE 3. - GOING CONCERN

      The accompanying financial statements have been prepared assuming that the
      Company will continue as a going concern. The Company has net losses for
      the period from inception (October 6, 1998) through June 30, 2005 of
      $1,311,049. The Company's continuation as a going concern is dependent on
      its ability to meet its obligations, to obtain additional financing as may
      be required and ultimately to attain profitability. These financial
      statements do not include any adjustments that might result from the
      outcome of this uncertainty. See also note 1.


                                       9
<PAGE>

                           GAMMACAN INTERNATIONAL INC.
                          (A Development Stage Company)
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                   (Unaudited)

NOTE 4. - RELATED PARTY TRANSACTIONS

            On November 4, 2004, the Subsidiary entered into a consulting
            agreement with PBD Ltd., a company controlled by a related party
            (the "Consultant"). Pursuant to the terms of the agreement, the
            Subsidiary will pay the Consultant a total fee of $50,000 for the
            services provided as detailed in the agreement. Mainly the services
            include:

            o     Summary of pre-clinical data and collection of historical
                  research data.

            o     Preparation of clinical trial.

            o     Oncologists survey for cancer indication.

            o     Survey of complementary technologies

            o     Survey of potential IVIg collaborators

            o     Initiation of contacts with potential partners.

            The work has been completed and the sum of $50,000 paid to the
            Consultant is included in "General & administrative expenses ".

            Additionally, it was also agreed that the Subsidiary shall reimburse
            the Consultant for out of pocket expenses incurred in connection
            with the performance of its duties under the agreement only if it
            has been approved in writing by the Subsidiary. The expenses of
            hiring a clinical expert to advise on the specifics of the protocol,
            for a total cost that will not exceed $8,000, was approved by the
            Subsidiary . On March 1, 2005 the Company and its Subsidiary,
            entered into an agreement appointing a related party as Vice
            President of Business Development, in consideration of a salary of
            $4,000 per month, commencing February 2005. On June 2, 2005 the CEO
            of the Company and its Subsidiary resigned effective as of July 2,
            2005. Upon the CEO's resignation, his 1,400,000 granted options have
            been forfeitured. Effective July 2, 2005 the related party will
            serve as the CEO of the Subsidiary and as acting CEO of the Company,
            devoting approximately 70% of her business time to the affairs of
            the Company and its subsidiary for a monthly salary of $6,475.

NOTE 5. - STOCK TRANSACTIONS:

            a.    On November 11, 2004 the Company entered into subscription
                  agreements for the sale of 978,000 units at a purchase price
                  of $1.25 per unit for a total consideration of $1,222,500.
                  Each unit consisted of one common share and one share purchase
                  warrant. Each share purchase warrant entitles the holder to
                  purchase one additional common share for a period of two years
                  after the date of the subscription agreement at an exercise
                  price of $1.50 in the first 15 months and $2.00 for the next
                  nine months. The fair value of the warrants estimated by using
                  the Black & Scholes option-pricing model is $266,629.


                                       10
<PAGE>

                           GAMMACAN INTERNATIONAL INC.
                          (A Development Stage Company)
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                   (Unaudited)

NOTE 5. - STOCK TRANSACTIONS (continued):

      b.    On January 25, 2005 the Company entered into a subscription
            agreement for the sale of 32,000 units at a purchase price of $1.25
            per unit for a total consideration of $40,000. Each unit consisted
            of one common share and one share purchase warrant. Each share
            purchase warrant entitles the holder to purchase one additional
            common share for a period of two years after the date of the
            subscription agreement at an exercise price of $1.50 in the first 15
            months and $2.00 for the next nine months. The fair value of the
            warrants estimated by using the Black & Scholes option-pricing model
            is $8,724.

      c.    According to a board of directors' resolution from January 11, 2005
            the following are entitled to receive options under the 2004
            Employees and Consultant Stock Option Plan:

            o     50,000 options to each of the four board members.

            o     50,000 options to each of three scientific advisors.

      d.    According to a board of directors' resolution from June 21, 2005, an
            employee of the Subsidiary is entitled to receive 100,000 options
            under the 2004 Employees and Consultant Stock Option Plan.


                                       11
<PAGE>

ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

We currently have no revenue from operations, we are in a start-up phase with
our existing assets and we have no significant assets, tangible or intangible.
There can be no assurance that we will generate revenues in the future, or that
we will be able to operate profitably in the future, if at all. We have incurred
net losses in each fiscal year since inception of our operations.

Our initial focus over the next several years is to demonstrate efficacy of IVIG
cancer immunotherapy in human clinical trials. Efficacy is the ability of a drug
or other treatment to produce the desired result when taken by its intended
users. If ultimately proven to be successful, and there can be no assurance that
it will be, we could be well-positioned to enter a licensing agreement with a
major pharmaceutical partner for commercial market development and sales.

We received approval from the Institutional Review Boards of a number of medical
centers for the initiation of a clinical trial in Israel for a Phase II study
using IVIG immunotherapy for a range of metastatic cancers. We started enrolling
patients during July 2005. Since IVIG is an established, safe therapy, we will
not be required to conduct Phase I studies. Phase II clinical trials will be
conducted at no less than two medical centers in Israel. It is expected to take
at least six months to enroll patients. We are planning on including several
different cancers in the trial, and preliminary results should be available
during the first year of trial. We may decide to continue to monitor patients
for an extended period of time in order to observe positive and negative effects
arising at a later stage. If successful or promising, and at this preliminary
stage there is no assurance they will be, results of these clinical trials will
be used to enter into discussions with a major pharmaceutical partner to work
with us to potentially commercialize the products.

We expect that it will take a number of years to receive final approval and
registration of an IVIG preparation for use as an anti-cancer reagent. However,
the company's strategy is to collaborate with a suitable IVIG manufacturer and
license them the rights to use IVIG as an anti-cancer agent, wherefore the
company's expected revenue stream is not entirely dependent upon the
registration of the IVIG products.

We are also contemplating to conduct additional clinical trials to test new
formulations of IVIG and to test IVIG immunotherapies for different cancers at
different stages of disease progression with varying dosages and routes of
administration. Our goal is to partner with a pharmaceutical company to conduct
these further Phase II and Phase III trials, in order to attain broad-based
regulatory approval.

Long Term Business Strategy

As noted previously, if IVIG shows significant promise thorough clinical trials,
we plan to ultimately seek a strategic commercial partner, or partners, with
extensive experience in commercialization and marketing of cancer drugs and or
therapeutic proteins. It is envisaged that the partner, or partners, would be
responsible for ensuring regulatory approvals and registrations in a timely
manner and for the penetration of the IVIG immunotherapies to the market. This
planned strategic partnership, or partnerships, could provide a marketing and
sales infrastructure for our products as well as financial and operational
support for global trials and other FDA requirements concerning future clinical
development. Our future strategic partner, or partners, could also provide
capital and expertise that would enable the partnership to develop new
formulations of IVIG cancer immunotherapy suitable for patients at different
stages of disease progression as well as IVIG derivatives.


                                       3
<PAGE>

Other Research and Development Plans

In addition to conducting early-stage clinical trials, we plan to conduct
research to develop alternative delivery systems, to determine the optimal
dosage for different patient groups and to investigate alternative sources of
immunoglobulin other than human plasma. We plan to conduct research to isolate
the fraction of IVIG, which is responsible for its anti-metastatic effects and
to develop a potential synthetic version of IVIG. These formulations will be
suitable for:

      o     Low-dose, preventative therapy for disease-free, high-risk
            individuals,

      o     Strong dose for use in conjunction with surgery and other cancer
            treatments, and

      o     Maintenance dose for use to prevent recurrence of cancer growth.

      o     Others

Our plan is to patent any successful inventions resulting from our further
research activities.

                              Other Strategic Plans

We are considering additional alternatives for expanding our pipeline of
putative drugs in order to create a well balanced portfolio of future products.

                              Planned Expenditures

The estimate expenses referenced herein are in accordance with the business
plan. As the technology is still in the development stage, it can be expected
that there will be changes in some budgetary items. Our planned expenditures for
the next 12 months include:

Category                                                        Amount

Research & Development                                      $1,447,000

Marketing and Business Development                            $145,000

General & Administrative Expenses                             $662,000

Total                                                       $2,254,000

We are considering expanding and accelerating our planned clinical trials
program for IVIG. Ultimately, such a change may enable our company to
commercialize the product sooner if the trials prove to be successful. If we
decide to adjust our program, we anticipate that our related clinical trial
costs over the next 12 months would increase by approximately $1 million. The
decision to proceed according to the planned expenditures will be based on
several major factors, one of which is the ability of our company to attract
sufficient financing on acceptable terms.


                                       4
<PAGE>

Forward Looking Statements

This Management's Discussion and Analysis of Financial Condition and Results of
Operations includes a number of forward-looking statements that reflect
management's current views with respect to future events and financial
performance. Those statements include statements regarding the intent, belief or
current expectations of Gammacan and members of its management team as well as
the assumptions on which such statements are based. Prospective investors are
cautioned that any such forward-looking statements are not guarantees of future
performance and involve risk and uncertainties, and that actual results may
differ materially from those contemplated by such forward-looking statements.
Readers are urged to carefully review and consider the various disclosures made
in this report and in our other reports filed with the Securities and Exchange
Commission. Important factors currently known to Management could cause actual
results to differ materially from those in forward-looking statements. We
undertake no obligation to update or revise forward-looking statements to
reflect changed assumptions, the occurrence of unanticipated events or changes
in the future operating results over time. Gammacan believes that its
assumptions are based upon reasonable data derived from and known about its
business and operations and the business and operations of Gammacan. No
assurances are made that actual results of operations or the results of
GammaCan's future activities will not differ materially from its assumptions


                                       5
<PAGE>

ITEM 3. CONTROLS AND PROCEDURES

a)    Evaluation of Disclosure Controls and Procedures. As of June 30, 2005, the
      Company's management carried out an evaluation, under the supervision of
      the Company's Chief Executive Officer and the Chief Financial Officer, of
      the effectiveness of the design and operation of the Company's system of
      disclosure controls and procedures pursuant to the Securities and Exchange
      Act , Rule 13a-15(d) and 15d-15(d) under the Exchange Act. Based upon that
      evaluation, the Chief Executive Officer and Chief Financial Officer
      concluded that the Company's disclosure controls and procedures were
      effective, as of the date of their evaluation, for the purposes of
      recording, processing, summarizing and timely reporting material
      information required to be disclosed in reports filed by the Company under
      the Securities Exchange Act of 1934.

b)    Changes in internal controls. There were no changes in the Company's
      internal controls over financial reporting, that occurred during the
      period covered by this report that have materially affected, or are
      reasonably likely to materially effect, the Company's internal control
      over financial reporting.


                                       6
<PAGE>

                                     PART II

ITEM 1 LEGAL PROCEEDINGS

From time to time the Company is subject to litigation incidental to its
business. Such claims, if successful, could exceed applicable insurance
coverage. The Company is not currently a party to any material legal
proceedings.

ITEM 2 UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

In June 2005, we issued an aggregate of 300,000 stock options to four members of
our Board of Directors and an employee of GammaCan Ltd., our Israeli subsidiary,
pursuant to our 2004 Stock Option Plan. The members of our Board of Directors
were each granted 50,000 stock options 25 % of which will vest on the first
anniversary of the date of grant (for 3 directors it's January 11, 2005 and for
one director it's February 13, 2005) and the remaining options will vest in 36
equal monthly installments and are exercisable at $1.15 per share. Adi Avidar,
an employee of GammaCan Ltd., was granted 100,000 stock options 25% of which
vest on November 14, 2005 and the remaining options will vest in 36 equal
monthly installments and are exercisable at $1.15 per share. These securities
were issued pursuant to an exemption from registration requirements under
Section 4(2) of the Securities Act of 1933, as amended.

ITEM 3 DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable.

ITEM 5 OTHER INFORMATION

Not applicable.

ITEM 6 EXHIBITS

      31.1 - Certification of Principal Executive Officer pursuant to Rule
      13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange
      Act of 1934, as amended

      31.2 - Certification of Principal Financial Officer pursuant to Rule
      13a-14 and Rule 15d 14(a), promulgated under the Securities and Exchange
      Act of 1934, as amended

      32.1 - Certification pursuant to 18 U.S.C. Section 1350, as adopted
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive
      Officer)


                                       7
<PAGE>

      32.2 - Certification pursuant to 18 U.S.C. Section 1350, as adopted
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Financial
      Officer)

      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.

                                               GAMMACAN INTERNATIONAL, INC.


            August  10, 2005                   /s/ TOVI BEN ZEEV
                                               -----------------
                                               Tovi Ben Zeev,
                                               Chief Financial Officer


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