**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C. 20549





**FORM
      10-QSB/A**


(AMENDMENT
      NO. 1)





**x**  **QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
      1934**





For
      the
      quarterly period ended September 30, 3007





**o**  **TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
      1934**





For
      the
      transition period from





Commission
      File No. 000-52818





**CARDIO
      VASCULAR MEDICAL DEVICE CORP.**


(Exact
      name of small business issuer as specified in its charter)


Delaware
              
              98-0534701(State
                  or other jurisdiction of
              
              (I.R.S.
                  EmployerIncorporation
                  or organization)
              
              Identification
                  No.


12
      Shaar
      Hagai Street


Haifa,
      Israel 34554


(Address
      of Principal Executive Offices)





(972)
      544-982397


(Issuer’s
      telephone number)












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








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 issuer was required to file such reports), and (2)
      has
      been subject to such filing requirements for the past 90 days.


Yes o No x





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


Yes x  No
o




Due
        to
        our limited assets and start-up operations we are currently a “Shell
        Company” (as
        defined in
        Rule 12b-2 of the Exchange Act).


Check
      whether the registrant has filed all documents and reports required to be filed
      by Sections 12, 13, or 15 (d) of the Exchange Act subsequent to the distribution
      of securities under a plan confirmed by a court. Yes o   No
x





As
      of December 26, 2007,10,025,000 shares of Common Stock, par value $0.0001
      per share, were outstanding.





Transitional
      Small Business Disclosure Format


Yes x No o




-1-








**TABLE
      OF CONTENTS**




**PART
                I -
                FINANCIAL INFORMATION**Item
                  1. Financial Statements
              
              F-1Item
                  2. Management’s Discussion and Analysis of Financial
                  Condition
              
              3Item
                  3. Control and Procedures
              
              5**PART
                  II - OTHER INFORMATION**Item
                  1. Legal Proceedings
              
              5Item
                  2. Unregistered Sales of Equity Securities and Use of
                  Proceeds
              
              5Item
                  3. Defaults Upon Senior Securities
              
              5Item
                  4. Submission of Matters to a Vote of Security Holders
              
              5Item
                  5. Other Information
              
              5Item
                  6. Exhibits
              
              6Signatures
              
              7




-2-




**PART
        I**
 **FINANCIAL
        INFORMATION**


**CARDIO
        VASCULAR MEDICAL DEVICE CORP.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **INDEX
        TO FINANCIAL STATEMENTS**
 **SEPTEMBER
        30, 2007**
 **(UNAUDITED)**
   Financial
                    Statements-Balance
                    Sheet as of September 30, 2007
                
                
                F-2Statements
                    of Operations for the Three Months and Period EndedSeptember
                    30, 2007, and Cumulative from Inception
                
                
                F-3Statements
                    of Cash Flows for the Three Months and Period EndedSeptember
                    30, 2007, and Cumulative from Inception
                
                
                F-4Notes
                    to Financial Statements September 30, 2007
                
                
                F-5
 F-1




**Item
      1. Financial Statements.**


**CARDIO
                  VASCULAR MEDICAL DEVICE CORP.****(A
                  DEVELOPMENT STAGE COMPANY)****BALANCE
                  SHEET (NOTE 2)****AS
                  OF SEPTEMBER 30, 2007****(Unaudited)****ASSETS****2007****Current
                  Assets:**Cash
                  in bank
              
              $
              693Total
                  current assets
              
              
              693**Other
                  Assets:**Patent,
                  net of accumulated amortization of $85
              
              
              4,915Deferred
                  offering costs
              
              
              20,000Total other
                  assets
              
              
              24,915**Total
                  Assets**
              
              $
              25,608**LIABILITIES
                  AND STOCKHOLDERS' (DEFICIT)****Current
                  Liabilities:**Accrued
                  liabilities
              
              $
              4,000Accrued
                  consulting fees - Related party
              
              
              5,000Due
                  to related party - Director and stockholder
              
              
              29,000Total
                  current liabilities
              
              
              38,000**Long-term
                  Debt:**Royalty
                  obligation payable to a Director and stockholder
              
              
              5,000Total
                  long-term debt
              
              
              5,000Total
                  liabilities
              
              
              43,000Commitments
                  and Contingencies**Stockholders'
                  (Deficit):**Common
                  stock, par value $0.0001 per share, 200,000,000
                  sharesauthorized;
                  10,025,000 shares issued and outstanding
              
              
              1,003Additional
                  paid-in capital
              
              
              522(Deficit)
                  accumulated during the development stage
              
              
              (18,917
              )Total
                  stockholders' (deficit)
              
              
              (17,392
              )**Total
                  Liabilities and Stockholders' (Deficit)**
              
              $
              25,608




The
                  accompanying notes to financial statements arean
                  integral part of this balance
                  sheet.




F-2


**CARDIO
                      VASCULAR MEDICAL DEVICE CORP.****(A
                      DEVELOPMENT STAGE COMPANY)****STATEMENTS
                      OF OPERATIONS (NOTE 2)****FOR
                      THE THREE MONTHS AND PERIOD ENDED****SEPTEMBER
                      30, 2007, AND CUMULATIVE FROM****INCEPTION
                      (APRIL 26, 2007) THROUGH SEPTEMBER 30, 2007****(Unaudited)**
  **Three****Months
                      Ended**
                  
                  **Period
                      Ended**
                  
                  **Cumulative****September
                      30,**
                  
                  **September
                      30,**
                  
                  **From****2007**
                  
                  **2007**
                  
                  **Inception****Revenues**
                  
                  $
                  -
                  
                  $
                  -
                  
                  $
                  -**Expenses:**General
                      and administrative-Professional
                      fees - Related party
                  
                  
                  -
                  
                  
                  5,000
                  
                  
                  5,000Transfer
                      agent fees
                  
                  
                  2,525
                  
                  
                  4,275
                  
                  
                  4,275Audit fees
                  
                  
                  3,000
                  
                  
                  3,000
                  
                  
                  3,000Consulting
                      fees
                  
                  
                  2,000
                  
                  
                  2,000
                  
                  
                  2,000Organization
                      costs
                  
                  
                  -
                  
                  
                  1,500
                  
                  
                  1,500SEC
                      and Other filing fees
                  
                  
                  1,384
                  
                  
                  1,384
                  
                  
                  1,384Legal
                      fees
                  
                  
                  -
                  
                  
                  890
                  
                  
                  890Other
                  
                  
                  533
                  
                  
                  783
                  
                  
                  783Amortization
                  
                  
                  64
                  
                  
                  85
                  
                  
                  85Total
                      general and administrative expenses
                  
                  
                  9,506
                  
                  
                  18,917
                  
                  
                  18,917**(Loss)
                      from Operations**
                  
                  
                  (9,506
                  )
                  
                  (18,917
                  )
                  
                  (18,917
                  )**Other
                      Income (Expense)**
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -**Provision
                      for income taxes**
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -**Net
                      (Loss)**
                  
                  $
                  (9,506
                  )
                  $
                  (18,917
                  )
                  $
                  (18,917
                  )**(Loss)
                      Per Common Share:**(Loss)
                      per common share - Basic and Diluted
                  
                  $
                  (0.00
                  )
                  $
                  (0.00
                  )**Weighted
                      Average Number of Common Shares****Outstanding
                      - Basic and Diluted**
                  
                  
                  10,001,017
                  
                  
                  8,412,791
  The
                        accompanying notes to financial statements arean
                        integral part of these
                        statements.
 F-3
 **CARDIO
                      VASCULAR MEDICAL DEVICE CORP.****(A
                      DEVELOPMENT STAGE COMPANY)****STATEMENTS
                      OF CASH FLOWS (NOTE 2)****FOR
                      THE THREE MONTHS AND PERIOD ENDED****SEPTEMBER
                      30, 2007, AND CUMULATIVE FROM****INCEPTION
                      (APRIL 26, 2007) THROUGH SEPTEMBER 30, 2007****(Unaudited)**
  **Three****Months
                      Ended**
                  
                  **Period
                      Ended**
                  
                  **Cumulative****September
                      30,**
                  
                  **September
                      30,**
                  
                  **From****2007**
                  
                  **2007**
                  
                  **Inception****Operating
                      Activities:**Net
                      (loss)
                  
                  $
                  (9,506
                  )
                  $
                  (18,917
                  )
                  $
                  (18,917
                  )Adjustments
                      to reconcile net (loss) to net cash(used
                      in) operating activities:Issuance
                      of common stock for services rendered
                  
                  
                  525
                  
                  
                  525
                  
                  
                  525Amortization
                  
                  
                  64
                  
                  
                  85
                  
                  
                  85Changes
                      in net liabilities-Accrued
                      liabilities
                  
                  
                  (20,140
                  )
                  
                  4,000
                  
                  
                  4,000Accrued
                      consulting fees - Related party
                  
                  
                  -
                  
                  
                  5,000
                  
                  
                  5,000**Net
                      Cash (Used in) Operating Activities**
                  
                  
                  (29,057
                  )
                  
                  (9,307
                  )
                  
                  (9,307
                  )**Investing
                      Activities:**Investing
                      activities
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -**Net
                      Cash (Used in) Investing Activities**
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -**Financing
                      Activities:**Payments
                      on bank overdraft
                  
                  
                  (250
                  )
                  
                  -
                  
                  
                  -Due
                      to related party - Director and stockholder
                  
                  
                  29,000
                  
                  
                  29,000
                  
                  
                  29,000Common
                      stock issued for cash
                  
                  
                  1,000
                  
                  
                  1,000
                  
                  
                  1,000Deferred
                      offering costs
                  
                  
                  -
                  
                  
                  (20,000
                  )
                  
                  (20,000
                  )**Net
                      Cash Provided by Financing Activities**
                  
                  
                  29,750
                  
                  
                  10,000
                  
                  
                  10,000**Net
                      Increase in Cash**
                  
                  
                  693
                  
                  
                  693
                  
                  
                  693**Cash
                      - Beginning of Period**
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -**Cash
                      - End of Period**
                  
                  $
                  693
                  
                  $
                  693
                  
                  $
                  693**Supplemental
                      Disclosure of Cash Flow Information:**Cash
                      paid during the period for:Interest
                  
                  $
                  -
                  
                  $
                  -
                  
                  $
                  -Income
                      taxes
                  
                  $
                  -
                  
                  $
                  -
                  
                  $
                  -
  On
              May
              28, 2007, the Company acquired by assignment a United States patent
              named Maneuverable
              Coiled Guidewire from a Director and stockholder. Under Staff Accounting
              Bulletin Topic 5G, "Transfers of Nonmonetary Assets by Promoters and
Shareholders,"
              the Company recorded the transaction as a royalty obligation payable
at
              the
              Director and stockholder's historical cost basis, determined under
              accounting
              principles generally
              accepted in the United States in the amount of
              $5,000.
  On
              May
              10, 2007, the Company issued 10,000,000 shares of common stock valued
              at a price
              of $.0001 per share for common stock subscriptions receivable of $1,000.
              Subsequent to June 30, 2007,
              the
              Company received $1,000 as full payment for the stock subscriptions
              receivable.
  On
              September 24, 2007, the Company issued 25,000 shares of common stock
              in payment
              of consulting fees of $525.
 The
                          accompanying notes to financial statements arean
                          integral part of these
                          statemnets.
 F-4
  **CARDIO
            VASCULAR MEDICAL DEVICE CORP.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **NOTES
            TO FINANCIAL STATEMENTS**
 **SEPTEMBER
            30, 2007**
 (Unaudited)
 **(1)**  **Summary
            of Significant Accounting Policies**
 
 **** *Basis
            of Presentation and Organization*
 
 Cardio
            Vascular Medical Device Corp. (the “Company”) is a Delaware corporation in the
            development stage. The Company was organized on April 12, 2007, and incorporated
            under the laws of the State of Delaware on April 26, 2007. The business
            plan of
            the Company is to develop a medical device application utilizing a patent
            pertaining to a Maneuverable
            Coiled Guidewire .
            The
            patent’s intended use is to improve stenting procedures in the medical field
            and
            to advance the technology related to guidewire usage. The Company also
            plans to
            develop a prototype of the patent application, and then manufacture and
            market
            the product and/or seek third-party entities interested in licensing
            the rights
            to manufacture and market the guidewire. The accompanying financial statements
            of Cardio Vascular Medical Device Corp. were prepared from the accounts
            of the
            Company under the accrual basis of accounting.
 
 In
            addition, in 2007, the Company commenced a capital formation activity
            to effect
            a Registration Statement on Form SB-2 with the Securities and Exchange
            Commission (“SEC”), and raise capital of up to $105,000 from a self-underwritten
            offering of 3,500,000 **** shares
            of
            newly issued common stock in the public markets. The Company filed the
            SB-2
            Registration Statement with the SEC on August 28, 2007, and it was declared
            effective on September 17, 2007.
 
 *Unaudited
            Interim Financial Statements*
 
 The
            interim financial statements of the Company as of September 30, 2007,
            and for
            the three-months and period ended September 30, 2007, and cumulative
            from
            inception are unaudited. However, in the opinion of management, the interim
            financial statements include all adjustments, consisting only of normal
            recurring adjustments, necessary to present fairly the Company’s financial
            position as of September 30, 2007, and the results of its operations
            and its
            cash flows for the three-months and period ended September 30, 2007,
            and
            cumulative from inception. These results are not necessarily indicative
            of the
            results expected for the calendar year ending December 31, 2007. The
            accompanying financial statements and notes thereto do not reflect all
            disclosures required under accounting principles generally accepted in
            the
            United States. Refer to the audited financial statements of the Company
            as of
            June 30, 2007, in its Registration Statement on Form SB-2 filed with
            the SEC for
            additional information, including significant accounting policies.
  *Cash
            and Cash Equivalents*
 
 For
            purposes of reporting within the statement of cash flows, the Company
            considers
            all cash on hand, cash accounts not subject to withdrawal restrictions
            or
            penalties, and all highly liquid debt instruments purchased with a maturity
            of
            three months or less to be cash and cash equivalents.
 
 *Revenue
            Recognition*
 
 The
            Company is in the development stage and has yet to realize revenues from
            planned
            operations. It plans to realize revenues from licensing, manufacturing,
            selling,
            research and development, and royalty activities. Revenues will be recognized
            by
            major categories under the following policies:
 F-5
  **CARDIO
          VASCULAR MEDICAL DEVICE CORP.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
  For
        licensing activities, revenue realized from such agreements will be realized
        over the term and under the conditions of each specific license once all
        contract conditions have been met. Payments for licensing fees are generally
        received at the time the license agreements are executed, unless other terms
        for
        delayed payment are documented and agreed to between the parties.
 
 For
        manufacturing and selling activities, revenues will be realized when the
        products are delivered to customers, and collection is reasonably
        assured.
 
 For
        research and development activities, revenues from such agreements will be
        realized as contracted services are performed or when milestones are achieved,
        in accordance with the terms of specific agreements. Advance payments for
        the
        use of technology where further services are to be provided or fees received
        on
        the signing of research agreements are recognized over the period of performance
        of the related activities. Amounts received in advance of recognition will
        be
        considered as deferred revenues by the Company.
 
 For
        royalty activities, revenues will be realized once performance requirements
        of
        the Company have been completed, and collection is reasonably
        assured.
 
 *Development
        Costs*
 
 The
        Company is in the development stage, and primarily involved in the development
        of a prototype application of a patent. When it has been determined that
        a
        prototype can be economically developed, the costs incurred to develop this
        prototype will be capitalized accordingly. Development costs capitalized
        will be
        amortized over the estimated useful life of the product following attainment
        of
        commercial production or written-off to expense if the product or project
        is
        abandoned.
 
 *Patent*
 
 The
        Company obtained a United States patent from a Director and stockholder by
        assignment effective June 5, 2007. The patent was originally granted on November
        28, 2006. Under Staff Accounting Bulletin Topic 5G, “Transfers of Nonmonetary
        Assets by Promoters and Shareholders,” the Company recorded the transaction as a
        royalty obligation payable at the Director and stockholder’s historical cost
        basis in the amount of $5,000. The historical cost of obtaining the patent
        has
        been capitalized by the Company, and is being amortized over a period of
        approximately nineteen and one-half years.
  *Impairment
        of Long-Lived Assets*
 
 The
        Company evaluates the recoverability of long-lived assets and the related
        estimated remaining lives at each balance sheet date. The Company records
        an
        impairment or change in useful life whenever events or changes in circumstances
        indicate that the carrying amount may not be recoverable or the useful life
        has
        changed. For the period ended September 30, 2007, no events or circumstances
        occurred for which an evaluation of the recoverability of long-lived assets
        was
        required.
 
 F-6
  **CARDIO
          VASCULAR MEDICAL DEVICE CORP.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
  *Loss
        Per Common Share*
 
 Basic
        loss per share is computed by dividing the net loss attributable to the common
        stockholders by the weighted average number of shares of common stock
        outstanding during the period. Fully diluted loss per share is computed similar
        to basic loss per share except that the denominator is increased to include
        the
        number of additional common shares that would have been outstanding if the
        potential common shares had been issued and if the additional common shares
        were
        dilutive. There were no dilutive financial instruments issued or outstanding
        for
        the period ended September 30, 2007.
 
 *Deferred
        Offering Costs*
 
 The
        Company defers as other assets the direct incremental costs of raising capital
        until such time as the offering is completed. At the time of the completion
        of
        the offering, the costs are charged against the capital raised. Should the
        offering be terminated, deferred offering costs are charged to operations
        during
        the period in which the offering is terminated. As of September 30, 2007,
        the
        Company had incurred $20,000 in deferred offering costs.
 
 *Income
        Taxes*
 
 The
        Company accounts for income taxes pursuant to SFAS No. 109, *Accounting
        for Income Taxes* (“SFAS
        109”). Under SFAS 109, deferred tax assets and liabilities are determined based
        on temporary differences between the bases of certain assets and liabilities
        for
        income tax and financial reporting purposes. The deferred tax assets and
        liabilities are classified according to the financial statement classification
        of the assets and liabilities generating the differences.
 
 The
        Company maintains a valuation allowance with respect to deferred tax assets.
        The
        Company establishes a valuation allowance based upon the potential likelihood
        of
        realizing the deferred tax asset and taking into consideration the Company’s
        financial position and results of operations for the current period. Future
        realization of the deferred tax benefit depends on the existence of sufficient
        taxable income within the carryforward period under the Federal tax
        laws.
 
 Changes
        in circumstances, such as the Company generating taxable income, could cause
        a
        change in judgment about the realizability of the related deferred tax asset.
        Any change in the valuation allowance will be included in income in the year
        of
        the change in estimate.
 
 *Fair
        Value of Financial Instruments*
 
 The
        Company estimates the fair value of financial instruments using the available
        market information and valuation methods. Considerable judgment is required
        in
        estimating fair value. Accordingly, the estimates of fair value may not be
        indicative of the amounts the Company could realize in a current market
        exchange. As of September 30, 2007, the carrying value of accrued liabilities
        and accrued consulting fees - related party approximated fair value due to
        the
        short-term maturity of these instruments.
  F-7
  **CARDIO
          VASCULAR MEDICAL DEVICE CORP.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
  *Estimates*
 
 The
        financial statements are prepared on the basis of accounting principles
        generally accepted in the United States. 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 as of September 30, 2007, and revenues and expenses for the period
        ended September 30, 2007, and cumulative from inception. Actual results could
        differ from those estimates made by management.
 
 **(2)**  **Development
        Stage Activities and Going Concern**
 
 The
        Company is currently in the development stage, and its business plan addresses
        the development of a medical device application utilizing a patent pertaining
        to
        a Maneuverable Coiled Guidewire. The Company also plans to develop a prototype
        of the patent application, and then manufacture and market the product and/or
        seek third-party entities interested in licensing the rights to manufacture
        and
        market the guidewire.
 
 During
        the period from April 26, 2007, through September 30, 2007, the Company was
        incorporated, completed the assignment of a patent pertaining to a Maneuverable
        Coiled Guidewire, issued common stock for stock subscription agreements,
        and
        commenced a capital formation activity to effect a Registration Statement
        on
        Form SB-2 with the SEC to raise capital of up to $105,000 from a
        self-underwritten offering of 3,500,000 **** shares
        of
        newly issued common stock in the public markets. The Company filed the
        Registration Statement on Form SB-2 with the SEC on August 28, 2007, and
        it was
        declared effective on September 17, 2007.
 
 While
        management of the Company believes that the Company will be successful in
        its
        capital formation and operating activities, there can be no assurance that
        the
        Company will be able to raise $105,000 in equity capital, or be successful
        in
        the development of a prototype of its patent, commercialization of the
        prototype, sale of its planned product, technology, or services that will
        generate sufficient revenues to sustain the operations of the
        Company.
 
 The
        accompanying financial statements have been prepared in conformity with
        accounting principles generally accepted in the United States of America,
        which
        contemplate continuation of the Company as a going concern. The Company has
        incurred an operating loss since inception, had negative working capital
        as of
        September 30, 2007, and the cash resources of the Company are insufficient
        to
        meet its planned business objectives. These and other factors raise substantial
        doubt about the Company’s ability to continue as a going concern. The
        accompanying financial statements do not include any adjustments to reflect
        the
        possible future effects on the recoverability and classification of assets
        or
        the amounts and classification of liabilities that may result from the possible
        inability of the Company to continue as a going concern.
 
 F-8
  **CARDIO
          VASCULAR MEDICAL DEVICE CORP.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
  **(3)**  **Patent
        Rights**
 
 On
        May
        28, 2007, the Company acquired by assignment 100 percent of all rights, title
        and interest to a United States patent owned by a Director and stockholder
        of
        the Company in exchange for the Company’s commitment to payments of one half
        percent of all future revenues received from the exploitation of the patent
        as
        royalties to the Director and stockholder. The patent was originally issued
        by
        the United States Patent and Trademark Office on November 28, 2006. The
        assignment of the patent by a Director and stockholder of the Company to
        the
        Company was recorded with the United States Patent and Trademark Office on
        June
        5, 2007. The historical cost of the patent to the Director and stockholder
        in
        the amount of $5,000 is reflected on the accompanying balance sheet of the
        Company as the cost of the patent and a long-term royalty obligation due
        to a
        Director and stockholder. The Company recorded amortization of the cost of
        the
        patent in the amount of $85 for the period ended September 30,
        2007.
 
 **(4)**  **Common
        Stock**
 
 On
        May
        10, 2007, the Company issued 10,000,000 shares of common stock valued at
        a price
        of $0.0001 per share (par value) for common stock subscriptions receivable
        of
        $1,000. On August 1, 2007, the Company received $1,000 from seven stockholders
        of the Company in satisfaction of common stock subscriptions receivable that
        were entered into on May 10, 2007
 
 On
        September 24, 2007, the Company issued 25,000 shares of common stock valued
        at
        $525 for transfer agent services performed as described in Note 6
        below.
 
 In
        addition, in 2007, the Company commenced a capital formation activity to
        effect
        a Registration Statement on Form SB-2 with the SEC, and raise capital of
        up to
        $105,000 from a self-underwritten offering of 3,500,000 **** shares
        of
        newly issued common stock in the public markets. The Company filed the SB-2
        Registration Statement with the SEC on August 28, 2007, and it was declared
        effective on September 17, 2007.
 
 **(5)**  **Related
        Party Transactions**
 
 On
        May
        28, 2007, a Director and stockholder of the Company assigned to the Company,
        in
        exchange for the Company’s commitment to royalty payments to the Director and
        stockholder of one half percent of all future revenues received from the
        exploitation of the patent, a United States patent pertaining to a Maneuverable
        Coiled Guidewire. The historical cost of the patent to the Director and
        stockholder in the amount of $5,000 is reflected on the accompanying balance
        sheet of the Company as the cost of the patent and a long-term royalty
        obligation due to a Director and stockholder.
 
 On
        August
        1, 2007, the Company received $1,000 from seven stockholders of the Company
        in
        satisfaction of common stock subscriptions receivable that were entered into
        on
        May 10, 2007.
 
 As
        of
        September 30, 2007, the Company owed to a Director and stockholder of the
        Company $5,000 for consulting services rendered for the period ended September
        30, 2007.
 
 As
        of
        September 30, 2007, the Company owed to a Director and stockholder of the
        Company $29,000 for a working capital loan received on September 28, 2007.
The
        loan
        is unsecured, non-interest bearing, and has no terms for
        repayment.
  F-9
  **CARDIO
          VASCULAR MEDICAL DEVICE CORP.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
  **(6)**  **Recent
        Accounting Pronouncements**
 
 In
        June
        2006, the FASB issued SFAS Board Interpretation No. 48, “ *Accounting
        for Uncertainty in Income Taxes - an Interpretation of FASB statement No.
        109* ”
(“FIN
        48”), which clarifies the accounting for uncertainty in income taxes recognized
        in an enterprise’s financial statements in accordance with FASB No. 109. The
        interpretation prescribes a recognition threshold and measurement attribute
        for
        the financial statement recognition and measurement of a tax position taken
        or
        expected to be taken in a tax return. This interpretation also provides guidance
        on derecognition, classification, interest and penalties, accounting in interim
        periods, disclosure, and transition. FIN 48 is effective for fiscal years
        beginning after December 15, 2006. Earlier application of the provisions
        of FIN
        48 is encouraged if the enterprise has not yet issued financial statements,
        including interim financial statements, in the period this Interpretation
        is
        adopted. The management of the Company does not believe that this pronouncement
        will have a material impact on its financial statements.
 
 In
        September 2006, the FASB issued SFAS No. 157, “ *Fair
        Value Measurements* .”
This
        statement defines fair value, establishes a framework for measuring fair
        value
        in generally accepted accounting principles, and expands disclosure about
        fair
        value measurements. This statement applies under other accounting pronouncements
        that require or permit fair value measurement, the FASB having previously
        concluded in those accounting pronouncement that fair value is the relevant
        measurement attribute. This statement does not require any new fair value
        measurements. However, for some entities, the application of the statement
        will
        change current practice. This statement is effective for financial statements
        issued for fiscal years beginning after November 15, 2007, and interim periods
        within those fiscal years. The management of the Company does not believe
        that
        this pronouncement will have a material impact on its financial
        statements.
 
 In
        September 2006, the FASB issued SFAS No. 158, “ *Employers’
        Accounting for Defined Benefit Pension and Other Postretirement Plans - an
        amendment of FASB Statements No. 87, 88, 106 and 132(R)* .”
This
        statement improves financial reporting by requiring an employer to recognize
        the
        overfunded or underfunded status of a defined benefit postretirement plan
        (other
        than a multi-employer plan) as an asset or liability in its statement of
        financial position and to recognize changes in that funded status in the
        year in
        which the changes occur through comprehensive income of a business entity
        or
        changes in unrestricted net assets for a not-for-profit organization. This
        statement also improves financial reporting by requiring an employer to measure
        the funded status of a plan as of the date of its year-end statement of
        financial position, with limited exceptions. The management of the Company
        does
        not believe that this pronouncement will have a material impact on its financial
        statements.
 
 In
        February 2007, the FASB issued SFAS No. 159, " *The
        Fair Value Option for Financial Assets and Financial Liabilities - Including
        An
        Amendment of FASB Statement No. 115* ,"
        which
        permits entities to measure many financial instruments and certain other
        items
        at fair value that are not currently required to be measured at fair value.
        An
        entity would report unrealized gains and losses on items for which the fair
        value option has been elected in earnings at each subsequent reporting date.
        The
        objective is to improve financial reporting by providing entities with the
        opportunity to mitigate volatility in reported earnings caused by measuring
        related assets and liabilities differently without having to apply complex
        hedge
        accounting provisions. The decision about whether to elect the fair value
        option
        is applied instrument by instrument, with a few exceptions; the decision
        is
        irrevocable; and it is applied only to entire instruments and not to portions
        of
        instruments. SFAS No. 159 requires disclosures that facilitate comparisons
        (a)
        between entities that choose different measurement attributes for similar
        assets
        and liabilities and (b) between assets and liabilities in the financial
        statements of an entity that selects different measurement attributes for
        similar assets and liabilities. SFAS No. 159 is effective for financial
        statements issued for fiscal years beginning after November 15, 2007. Early
        adoption is permitted as of the beginning of a fiscal year provided the entity
        also elects to apply the provisions of SFAS No. 157. Upon implementation,
        an
        entity shall report the effect of the first re-measurement to fair value
        as a
        cumulative-effect adjustment to the opening balance of retained earnings.
        Since
        the provisions of SFAS No. 159 are applied prospectively, any potential impact
        will depend on the instruments selected for fair value measurement at the
        time
        of implementation. The management of the Company does not believe that this
        pronouncement will have a material impact on its financial
        statements.
  F-10
  **CARDIO
          VASCULAR MEDICAL DEVICE CORP.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **SEPTEMBER
          30, 2007**
 (Unaudited)
  **(7)**  **Commitments
        and Contingencies**
 
 The
        Company is committed to paying royalties to a Director and stockholder based
        on
        one half percent of all future revenues received from the exploitation of
        a
        patent as described in Note 3 above.
 
 On
        September 17, 2007, the Company entered into a Consulting Agreement with
        Island
        Capital Management, LLC dba Island Stock Transfer (“Island Stock Transfer”) for
        consulting and advisory services. Under the Agreement, the Company agreed
        to pay
        to Island Stock Transfer initial fees amounting to $2,525 plus transaction
        fees
        payable as follows: (1) $1,000 due at the time of execution of the Agreement;
        and, $1,000 within 60 days; (2) the issuance of 25,000 shares of the Company’s
        common stock with a value of $525; and (3) transaction fees in accordance
        with
        the fee schedule for services of Island Stock Transfer. The Company also
        has the
        right under the Agreement to repurchase the 25,000 shares of common stock
        from
        Island Stock Transfer for a period of 12 months for $10,000. For the three
        months ended September 30, 2007, the Company paid the initial fee of $1,000
        for
        consulting and advisory services, and issued 25,000 shares of common stock
        for
        such services with a value of $525.
 
 F-11


Item
      2.  **Management’s
      Discussion and Analysis or Plan of Operations.**




As
      used
      in this Form 10-QSB/A, references to the “Company,” “we,” “our” or “us” refer to
      Cardio Vascular Medical Device Corp., unless the context otherwise
      indicates.





This
      Management’s Discussion and Analysis or Plan of Operations should be read in
      conjunction with the financial statements and the notes thereto included
      elsewhere in this report and with the Management’s Discussion and Analysis or
      Plan of Operations and the audited financial statements and the notes thereto
      included in our Registration Statement on Form SB-2 (Registration No.
      333-145738) for the period ended June 30, 2007.





**Forward-Looking
      Statements**




The
      following discussion should be read in conjunction with our financial
      statements, which are included elsewhere in this Form 10-QSB/A (the “Report”).
      This Report contains forward-looking statements which relate to future events
      or
      our future financial performance. In some cases, you can identify
      forward-looking statements by terminology such as “may,” “should,” “expects,”
“plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or
“continue” or the negative of these terms or other comparable terminology. These
      statements are only predictions and involve known and unknown risks,
      uncertainties, and other factors that may cause our or our industry’s actual
      results, levels of activity, performance or achievements to be materially
      different from any future results, levels of activity, performance or
      achievements expressed or implied by these forward-looking
      statements.





For
      a
      description of such risks and uncertainties refer to our Registration Statement
      on Form SB-2 (Registration No. 333-145738) filed with the Securities and
      Exchange Commission on August 28, 2007. While these forward-looking statements,
      and any assumptions upon which they are based, are made in good faith and
      reflect our current judgment regarding the direction of our business, actual
      results will almost always vary, sometimes materially, from any estimates,
      predictions, projections, assumptions or other future performance suggested
      herein. Except as required by applicable law, including the securities laws
      of
      the United States, we do not intend to update any of the forward-looking
      statements to conform these statements to actual results.





**Overview**




We
      were
      incorporated under the laws of the State of Delaware on April 26, 2007. We
      intend to engage in the manufacture and distribution of a new and improved
      maneuverable-coiled guidewire. We are a development stage company. We have
      not
      generated any revenue to date and our operations have been limited to
      organizational, start-up, and fund raising activities. We currently have no
      employees other than our officers, who are also our directors.





We
      own
      the technology and patent for a new and improved maneuverable-coiled guidewire.
      Such patent, entitled the “Maneuverable-Coiled Guidewire,” was approved and
      granted by the United States Patent and Trademark Office on November 28, 2006,
      and was assigned the United States Patent No. 7,141,024. The inventor of the
      technology covered by such patent was Benny Gaber. The patent and all other
      intellectual property rights relating to the technology were acquired by us
      on
      May 28, 2007 in exchange for future royalties to be paid in the amount of 1⁄2%
      from revenues derived from the sale and/or licensing and/or manufacturing of
      the
      related patent. On such a date, we entered into a Patent Transfer and Sale
      Agreement with Benny Gaber, our President and Director, pursuant to which Mr.
      Gaber assigned to us all of his rights, title, and interest in the patent and
      other intellectual property rights related thereto. The assignment was recorded
      with the United States Patent and Trademark Office on June 5, 2007.




-3-




The
      invention is characterized by a maneuverable-coiled guidewire. A guidewire
      is a
      slender flexible metal wire with a very soft tip (usually made of a coil) that
      can be bent prior to the insertion into the arteries. The surgeon, by twirling
      and manipulating it back and forth, tries to insert the tip into the desired
      branch when in a bifurcation. The invention is based on the “Buckling” theory in
      which the tip is bent according to the force applied to it. Our principal
      business plan is to develop a prototype and then manufacture and market the
      product and / or seek third party entities interested in licensing the rights
      to
      manufacture our product. We
      have
      not yet approached or spoken with any such potential partners or licensees.




Once
      a
      valid prototype is working the Company will apply for an IRB (an approval by
      the
      Helsinki Committee) to start conducting trials in medical clinics and / or
      hospitals. Based on the results of these trials, the Company, in conjunction
      with the third party manufacturers will apply for FDA approval ( 501k) . Once
      FDA approval is received, the Company will seek to license the related
      technology to medical companies, strategic partners and / or manufacture the
      products for medical clinics and / or hospitals.




**Plan
      of Operation**





Since
      our
      inception, we have not generated any revenues and do not expect to generate
      any
      revenues over the next twelve months. Our principal business objective for
      the
      next twelve months will be to successfully develop a working prototype. We
      will
      rely on third parties to develop a prototype and to work with us to manufacture
      the product. If our manufacturing and distribution agreements are not
      satisfactory, we may not be able to develop or commercialize our device as
      planned. In addition, we may not be able to contract with third parties to
      manufacture our device in an economical manner. Furthermore, third-party
      manufacturers may not adequately perform their obligations, which may impair
      our
      competitive position. If a manufacturer fails to perform, we could experience
      significant time delays or we may be unable to commercialize or continue to
      market our maneuverable-coiled guidewire device.





**Liquidity
      and Capital Resources**





As
      of
      September 30, 2007, we had $ 693 in cash. We incurred a net loss of $18,917
      for
      the period of April 26, 2007 (“Inception”) through September 30,
      2007. During the quarter ended September 30, 2007, we incurred $5,000 in
      professional fees corresponding with the increase in legal and accounting fees
      related to preparation and filing of our Registration Statement on Form SB-2
      which was declared effective by the SEC on September 17, 2007.





We
      will
      have to raise funds to pay for our expenses. We may have to borrow money from
      shareholders or issue debt or equity or enter into a strategic arrangement
      with
      a third party. There can be no assurance that additional capital will be
      available to us. Our inability to raise funds for a marketing program will
      have
      a severe negative impact on our ability to remain a viable company. We have
      no
      specific plans, understandings or agreements with respect to the raising of
      such
      funds, and we may seek to raise the required capital by the issuance of equity
      or debt securities or by other means. Since we have no such arrangements or
      plans currently in effect, our inability to raise funds for the consummation
      of
      an acquisition may have a severe negative impact on our ability to become a
      viable company.





**Going
      Concern Consideration**





The
      condensed financial statements contained in this Report have been prepared
      on a
‘going concern’ basis, which contemplates the realization of assets and the
      satisfaction of liabilities in the normal course of business. For the reasons
      discussed in this Report, there is a significant risk that we will be unable
      to
      continue as a going concern, in which case, you would suffer a total loss on
      your investment in our company.





**Off-Balance
      Sheet Arrangements**




None.




-4-




**Item
      3.**  **Controls
      and Procedures.**




**Evaluation
      of Disclosure Controls and Procedures**




Our
      disclosure controls and procedures are designed to ensure that information
      required to be disclosed in reports that we file or submit under the Securities
      Exchange Act of 1934 is recorded, processed, summarized and reported within
      the
      time periods specified in the rules and forms of the United States Securities
      and Exchange Commission. Our Chief Executive Officer and Chief Financial Officer
      has reviewed the effectiveness of our “disclosure controls and procedures” (as
      defined in the Securities Exchange Act of 1934 Rules 13a-14(c) and 15d-14(c))
      within the end of the period covered by this Quarterly Report on Form 10-QSB/A
      and has concluded that the disclosure controls and procedures are effective
      to
      ensure that material information relating to the Company is recorded, processed,
      summarized, and reported in a timely manner. There were no significant changes
      in our internal controls or in other factors that could significantly affect
      these controls subsequent to the last day they were evaluated by our Chief
      Executive Officer and Chief Financial Officer.




**Changes
      in Internal Controls over Financial Reporting**




There
      have been no changes in the Company's internal control over financial reporting
      during the last quarterly period covered by this report that have materially
      affected, or are reasonably likely to materially affect, the Company's internal
      control over financial reporting.





**PART
      II**


**OTHER
      INFORMATION**





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





There
      are
      no pending legal proceedings to which the Company is a party or in which any
      director, officer or affiliate of the Company, any owner of record or
      beneficially of more than 5% of any class of voting securities of the Company,
      or security holder is a party adverse to the Company or has a material interest
      adverse to the Company. The Company’s property is not the subject of any pending
      legal proceedings.





**Item
      2.**  **Unregistered
      Sales of Equity Securities and Use of Proceeds.**





During
      the three months ended September 30, 2007 the Company issued 25,000  shares
      of restricted common stock in relation to a consulting agreement .




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





None.





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





There
      was
      no matter submitted to a vote of security holders during the fiscal quarter
      ended September 30, 2007.





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





None.




-5-




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




Exhibit
                No.
            
            Description31.1
            
            Rule
                13a-14(a)/15d14(a) Certification of Benny Gaber (Attached
                Hereto)31.2
            
            Rule
                13a-14(a)/15d14(a) Certification of Lavi Krasney (Attached
                Hereto)32.1
            
            Section
                1350 Certifications (Attached
                Hereto)





-6-





**SIGNATURES**





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





Dated:
      December 26, 2007





CARDIO
                VASCULAR MEDICAL DEVICE CORP.By:
            /s/
                Benny GaberName:
            Benny
                GaberTitle:
            President
                and Director(Principal
                Executive Officer)By:
            /s/
                Lavi KrasneyName:
            Lavi
                KrasneyTitle:
            Treasurer,
                Secretary, and Director(Principal
              Financial
              and Accounting Officer)




-7-