**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**FORM
      10-QSB**





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





For
      the
      quarterly period ended June 30, 2007





**OR**





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





For
      the
      transition period from ___________ to _____________





Commission
      file number 333-143931








**LIGHTVIEW,
      INC.**





**Nevada**
              **(state
                or other jurisdiction of incorporation or
                organization)**
            **20-8097265**
              **(I.R.S.
                Employer Identification
                No.)**










Lightview,
      Inc.


27
      East
      13 th St. #4e


New
      York,
      NY 10003


Phone:
      (646) 519-2886


Facsimile:
      (814) 253-2853


****


Check
      whether the issuer (1) 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  ̈  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





As
      of
      August 14, 2007, 3,500,000 shares of Common Stock, par value $0.001 per share,
      were outstanding.





Transitional
      Small Business Disclosure Format (Check One): Yes  ̈Nox











**Table
      of Contents**





Item
            Description
            
            Page**PART
                I - FINANCIAL INFORMATION**
            
            F-1Item
                1.
            Financial
                Statements
            
            F-1Item
                2.
            Management's
                Discussion and Analysis or Plan of Operation
            
            3Item
                3.
            Control
                and Procedures
            
            6**PART
                II - OTHER INFORMATION**
            
            6Item
                1.
            Legal
                Proceedings
            
            6Item
                2.
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            
            6Item
                3.
            Defaults
                Upon Senior Securities
            
            6Item
                4.
            Submission
                of Matters to a Vote of Security Holders
            
            6Item
                5.
            Other
                Information
            
            6Item
                6.
            Exhibits
            
            7Signatures
            
            8





2


**PART
      I**


**FINANCIAL
      INFORMATION**





**Item
      1. Financial Statements**







**LIGHTVIEW,
      INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**INDEX
      TO FINANCIAL STATEMENTS**


**JUNE
      30, 2007**


**(Unaudited)**





Financial Statements-Balance
                Sheet as of June
                30, 2007
            
            F-2Statements
                of Operations for the Three Months and Six Months Ended
                June
                30, 2007, and Cumulative from Inception
            
            F-3Statements
                of Cash Flows for the Six Months Ended June
                30, 2007, and Cumulative from Inception
            
            F-4Notes
                to Financial Statements June 30, 2007
            
            F-5




F-1




**LIGHTVIEW,
        INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **BALANCE
        SHEET (NOTE 2)**
 **AS
        OF JUNE 30, 2007**
 **(Unaudited)**
  **2007****ASSETS****Current
                  Assets:**Cash
                  in bank
              
              $
              32,896Prepaid
                  rent
              
              
              1,471Total
                  current assets
              
              
              34,367**Total
                  Assets**
              
              $
              34,367**LIABILITIES
                  AND STOCKHOLDERS' EQUITY****Current
                  Liabilities:**Accounts
                  payable - Trade
              
              $
              1,094Accrued
                  liabilities
              
              
              2,500Due
                  to Director and stockholder
              
              
              130Total
                  current liabilities
              
              
              3,724Total
                  liabilities
              
              
              3,724**Commitments
                  and Contingencies****Stockholders'
                  Equity:**Preferred
                  stock, par value $0.001 per share, 5,000,000 sharesauthorized;
                  no shares issued and outstanding
              
              
              -Common
                  stock, par value $0.001 per share, 100,000,000 sharesauthorized;
                  3,500,000 shares issued and outstanding
              
              
              3,500Additional
                  paid-in capital
              
              
              58,500(Deficit)
                  accumulated during the development stage
              
              
              (31,357
              )Total
                  stockholders' equity
              
              
              30,643**Total
                  Liabilities and Stockholders' Equity**
              
              $
              34,367







The
      accompanying notes to financial statements are


an
      integral part of this balance sheet.




F-2


**LIGHTVIEW,
        INC.**


**(A
        DEVELOPMENT STAGE COMPANY)**
 **STATEMENTS
        OF OPERATIONS (NOTE 2)**
 **FOR
        THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2007, AND**
 **CUMULATIVE
        FROM INCEPTION (DECEMBER 22, 2006)**
 **THROUGH
        JUNE 30, 2007**
 **(Unaudited)**
  **Three
                  Months**
              
              **Six
                  Months****Ended**
              
              **Ended**
              
              **Cumulative****June
                  30,**
              
              **June
                  30,**
              
              **From****2007**
              
              **2007**
              
              **Inception****Revenues**
              
              $
              -
              
              $
              -
              
              $
              -**Expenses:**General
                  and administrative-Professional
                  fees
              
              
              11,594
              
              
              23,594
              
              
              24,594Office
                  rent
              
              
              1,200
              
              
              2,400
              
              
              2,529Officers'
                  compensation paid by issued shares
              
              
              -
              
              
              -
              
              
              2,000Other
              
              
              952
              
              
              1,825
              
              
              1,835Legal
                  fees - Organization costs
              
              
              -
              
              
              -
              
              
              399Total
                  general and administrative expenses
              
              
              13,746
              
              
              27,819
              
              
              31,357**(Loss)
                  from Operations**
              
              
              (13,746
              )
              
              (27,819
              )
              
              (31,357
              )**Other
                  Income (Expense)**
              
              
              -
              
              
              -
              
              
              -**Provision
                  for income taxes**
              
              
              -
              
              
              -
              
              
              -**Net
                  (Loss)**
              
              $
              (13,746
              )
              $
              (27,819
              )
              $
              (31,357
              )**(Loss)
                  Per Common Share:**(Loss)
                  per common share - Basic and Diluted
              
              $
              (0.00
              )
              $
              (0.01
              )**Weighted
                  Average Number of Common Shares****Outstanding
                  - Basic and Diluted**
              
              
              3,500,000
              
              
              3,285,912






The
      accompanying notes to financial statements are


an
      integral part of these statements.




F-3


**LIGHTVIEW,
        INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **STATEMENTS
        OF CASH FLOWS (NOTE 2)**
 **FOR
        THE SIX MONTHS ENDED JUNE 30, 2007, AND**
 **CUMULATIVE
        FROM INCEPTION (DECEMBER 22, 2006)**
 **THROUGH
        JUNE 30, 2007**
 **(Unaudited)**
  **Six
                  Months****Ended**
              
              **Cumulative****June
                  30,**
              
              **From****2007**
              
              **Inception****Operating
                  Activities:**Net
                  (loss)
              
              $
              (27,819
              )
              $
              (31,357
              )Adjustments
                  to reconcile net (loss) to net cash(used
                  in) operating activities:Common
                  stock issued for officers' compensation
              
              
              -
              
              
              2,000Changes
                  in net liabilities-Prepaid
                  rent
              
              
              (1,471
              )
              
              (1,471
              )Accounts
                  payable - Trade
              
              
              566
              
              
              1,094Accrued
                  liabilities
              
              
              1,500
              
              
              2,500**Net
                  Cash (Used in) Operating Activities**
              
              
              (27,224
              )
              
              (27,234
              )**Investing
                  Activities:**Cash
                  provided by investing activities
              
              
              -
              
              
              -**Net
                  Cash Provided by Investing Activities**
              
              
              -
              
              
              -**Financing
                  Activities:**Issuance
                  of common stock for cash
              
              
              60,000
              
              
              60,000Due
                  to Director and stockholder
              
              
              -
              
              
              130**Net
                  Cash Provided by Financing Activities**
              
              
              60,000
              
              
              60,130**Net
                  Increase in Cash**
              
              
              32,776
              
              
              32,896**Cash
                  - Beginning of Period**
              
              
              120
              
              
              -**Cash
                  - End of Period**
              
              $
              32,896
              
              $
              32,896**Supplemental
                  Disclosure of Cash Flow Information:**Cash
                  paid during the period for:Interest
              
              $
              -
              
              $
              -Income
                  taxes
              
              $
              -
              
              $
              -




On
        December 22, 2006, the Company issued 500,000 shares of common stock, valued
        at
        $500 to an officer of the Company for services
        rendered.




On
        December 28, 2006, the Company issued 1,500,000 shares of common stock, valued
        at
        $1,500 to an officer of the Company for services
        rendered.


The
      accompanying notes to financial statements are


an
      integral part of these statements.





F-4


**LIGHTVIEW,
        INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **JUNE
        30, 2007**
 **(Unaudited)**




**(1)**
            **Summary
                of Significant Accounting
                Policies**





*Basis
      of Presentation and Organization*





Lightview,
      Inc. (“Lightview” or the “Company”) is a Nevada corporation in the development
      stage and has not commenced operations. The Company was incorporated under
      the
      laws of the State of Nevada on December 22, 2006. The proposed business plan
      of
      the Company is to focus on the development and marketing of products and
      services that use laser technology. The accompanying financial statements of
      Lightview were prepared from the accounts of the Company under the accrual
      basis
      of accounting.





In
      January 2007, the Company began a capital formation activity through a Private
      Placement Offering (“PPO”), exempt from registration under the Securities Act of
      1933, to raise up to $60,000 through the issuance of 1,500,000 shares of its
      common stock, par value $0.001 per share, at an offering price of $0.04 per
      share. As of June 30, 2007, the Company had received $60,000 in proceeds from
      the PPO. The Company also commenced an activity to submit a Registration
      Statement on Form SB-2 to the Securities and Exchange Commissions (“SEC”) to
      register 1,500,000 of its outstanding shares of common stock on behalf of
      selling stockholders. The Registration Statement on Form SB-2 was filed with
      the
      SEC on June 21, 2007, and declared effective on July 9, 2007. The Company will
      not receive any of the proceeds of this registration activity on behalf of
      selling stockholders from the sale of the related shares of common stock.




*Unaudited
      Interim Financial Statements*





The
      interim financial statements of the Company as of June 30, 2007, and for the
      period ended June 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 June 30, 2007, and the
      results of its operations and its cash flows for the period ended June 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 Lightview’s audited financial statements contained 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.




F-5


**LIGHTVIEW,
          INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **JUNE
          30, 2007**
 **(Unaudited)**


*Revenue
      Recognition*





The
      Company is in the development stage and has yet to realize revenues from
      operations. Once the Company has commenced operations, it will recognize
      revenues when delivery of goods or completion of services has occurred provided
      there is persuasive evidence of an agreement, acceptance has been approved
      by
      its customers, the fee is fixed or determinable based on the completion of
      stated terms and conditions, and collection of any related receivable is
      probable.




*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 June 30, 2007.





*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 June 30, 2007, the carrying value of accounts payable - trade,
      accrued liabilities, and a loan from a Director and stockholder approximated
      fair value due to the short-term nature and maturity of these
      instruments.





F-6


**LIGHTVIEW,
          INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **JUNE
          30, 2007**
 **(Unaudited)**




*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.





*Concentration
      of Risk*





As
      of
      June 30, 2007, the Company maintained its cash account at one commercial bank.
      The balance in the account was subject to FDIC coverage.





*Common
      Stock Registration Expenses*





The
      Company considers incremental costs and expenses related to the registration
      of
      equity securities with the SEC, whether by contractual arrangement as of a
      certain date or by demand, to be unrelated to original issuance transactions.
      As
      such, subsequent registration costs and expenses are reflected in the
      accompanying financial statements as general and administrative expenses, and
      are expensed as incurred.





*Lease
      Obligations*





All
      noncancellable leases with an initial term greater than one year are categorized
      as either capital or operating leases. Asset recorded under capital leases
      are
      amortized according to the methods employed for property and equipment or over
      the term of the related lease, if shorter.





*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 June 30, 2007, and expenses for the period ended June 30,
      2007, and cumulative from inception. Actual results could differ from those
      estimates made by management.





*Fiscal
      Year End*





The
      Company has adopted a fiscal year end of December 31.





F-7


**LIGHTVIEW,
          INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **JUNE
          30, 2007**
 **(Unaudited)**




**(2)**
            **Development
                Stage Activities and Going
                Concern**





The
      Company is currently in the development stage, and has no operations. The
      proposed business plan of the Company is to focus on the development and
      marketing of products and services that use laser technology.





During
      the period from the date of inception (December 22, 2006) through June 30,
      2007,
      the Company was incorporated, received initial working capital through a loan
      from a Director and stockholder, and completed a capital formation activity
      to
      raise up to $60,000 from the sale of 1,500,000 shares of common stock through
      a
      PPO to various stockholders. As of June 30, 2007, the Company had raised $60,000
      in proceeds from the PPO. The Company also prepared and filed a Registration
      Statement on Form SB-2 with the SEC to register 1,500,000 shares of its common
      stock for selling stockholders. The Registration Statement on Form SB-2 was
      declared effective by the SEC on July 9, 2007. The Company also intends to
      conduct additional capital formation activities through the issuance of its
      common stock and to commence operations.





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
      not
      established any source of revenue to cover its operating costs, and as such,
      has
      incurred an operating loss since inception. Further, as of June 30, 2007, the
      cash resources of the Company were insufficient to meet its current business
      plan. 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.





**(3)**
            **Loan
                from Director and Stockholder**





As
      of
      June 30, 2007, a loan from an individual who is a Director, officer and
      stockholder of the Company amounted to $130. The loan was provided for working
      capital purposes, and is unsecured, non-interest bearing, and has no terms
      for
      repayment.





**(4)**
            **Common
                Stock**





On
      December 22, 2006, the Company issued 500,000 shares of its common stock to
      its
      Director, and President and Treasurer at par value for services rendered. The
      transaction was valued at $500.




On
      December 28, 2007, the Company issued 1,500,000 of its common stock to its
      Director and Corporate Secretary at par value for services rendered. The
      transaction was valued at the par value of the common stock, or
      $1,500.





F-8


**LIGHTVIEW,
          INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **JUNE
          30, 2007**
 **(Unaudited)**




On
      January 3, 2007, the Board of Directors of the Company approved a PPO, exempt
      from registration under the Securities Act of 1933, to raise up to $60,000
      through the issuance of 1,500,000 shares of its common stock, par value $0.001
      per share, at an offering price of $0.04 per share. The PPO had an offering
      period of 180 days. As of June 30, 2007, the Company had received cash proceeds
      from the PPO amounting to $60,000.




The
      Company also commenced an activity to submit a Registration Statement on Form
      SB-2 to the Securities and Exchange Commissions (“SEC”) to register 1,500,000 of
      its outstanding shares of common stock on behalf of selling stockholders. The
      Registration Statement on Form SB-2 was filed with the SEC on June 21, 2007,
      and
      declared effective on July 9, 2007. The Company will not receive any of the
      proceeds of this registration activity on behalf of selling stockholders from
      the sale of the related shares of common stock.





**(5)**
            **Income
                Taxes**





The
      provision (benefit) for income taxes for the periods ended June 30, 2007, was
      as
      follows (assuming a 15% effective tax rate):


**Three
                  Months**
              
              **Six
                  Months****Ended**
              
              **Ended****June
                  30,**
              
              **June
                  30,****2007**
              
              **2006**Current
                  Tax Provision:Federal-Taxable
                  income
              
              $
              -
              
              $
              -Total
                  current tax provision
              
              $
              -
              
              $
              -Deferred
                  Tax Provision:Federal-Loss
                  carryforwards
              
              $
              2,062
              
              $
              4,173Change
                  in valuation allowance
              
              
              (2,062
              )
              
              (4,173
              )Total
                  deferred tax provision
              
              $
              -
              
              $
              -





The
      Company had deferred income tax assets as of June 30, 2007, as
      follows:





**2007**Loss
                  carryforwards
              
              $
              4,704Less
                  - Valuation allowance
              
              
              (4,704
              )Total
                  net deferred tax assets
              
              $
              -




F-9


**LIGHTVIEW,
          INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **JUNE
          30, 2007**
 **(Unaudited)**




The
      Company provided a valuation allowance equal to the deferred income tax assets
      for the periods ended June 30, 2007, because it is not presently known whether
      future taxable income will be sufficient to utilize the loss
      carryforwards.





As
      of
      June 30, 2007, the Company had approximately $31,350 in tax loss carryforwards
      that can be utilized in future periods to reduce taxable income, and expire
      in
      the year 2027.





**(6)**
            **Related
                Party Transactions**





As
      described in Note 3, as of June 30, 2007, the Company owed $130 to an individual
      who is a Director, President, Treasurer, and stockholder of the
      Company.





As
      described in Note 4, the Company has issued 500,000 shares of its common stock
      to its Director, President and Treasurer at par value for services rendered.
      The
      transaction was valued at $500.





As
      described in Note 4, the Company has entered into a transaction with its
      Director and Corporate Secretary for his services, and has issued a total of
      1,500,000 shares of its common stock at a value of $1,500.





Effective
      December 22, 2006, the Company entered into a verbal agreement with an
      individual who is a Director, President, Treasurer and stockholder of the
      Company to lease office space for operations in New York City, New York. The
      monthly lease rental amount is $400, and the term of the lease arrangement
      is
      month to month. As of June 30, 2007, the Company had prepaid $1,471 for rent
      related to the office space.





**(7)**
            **Commitments**





As
      discussed in Note 6, the Company entered into a verbal agreement for the lease
      of office space on a month-to-month basis with an individual who is a Director,
      officer and stockholder of the Company. The monthly lease amount is
      $400.





**(8)**
            **Recent
                Accounting Pronouncements**





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 Company does not expect the adoption of this
      pronouncement to have a material impact on its financial
      statements.





F-10


**LIGHTVIEW,
          INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO FINANCIAL STATEMENTS**
 **JUNE
          30, 2007**
 **(Unaudited)**




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 of 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 Company does not expect the
      adoption of this pronouncement to 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 choose 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 Company does not expect the adoption of this
      pronouncement to have a material impact on its financial
      statements.




F-11




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





As
      used
      in this Form 10-QSB, references to the “Company,” “Lightview,” “we,” “our” or
“us” refer to Lightview, Inc. 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.
      333-143931) for the periods ended February 28, 2007 and December 31, 2006.





**Forward-Looking
      Statements**





This
      Management’s Discussion and Analysis or Plan of Operations contains
      forward-looking statements within the meaning of Section 27A of the Securities
      Act of 1933, as amended, and Section 21E of the Securities Exchange Act of
      1934,
      as amended. These forward-looking statements are based on current expectations,
      estimates, forecasts and projections about us, our future performance, the
      industry in which we operate, our beliefs and our management’s assumptions. In
      addition, other written or oral statements that constitute forward-looking
      statements may be made by us or on our behalf. Words such as “expects,”
“anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,”
“seeks,” “estimates,” variations of such words and similar expressions are
      intended to identify such forward-looking statements. These statements are
      not
      guarantees of future performance and involve certain risks, uncertainties and
      assumptions that are difficult to assess. Therefore, actual outcomes and results
      may differ materially from what is expressed or forecasted in such
      forward-looking statements.





For
      a
      description of such risks and uncertainties refer to our Registration Statement
      on Form SB-2 (Registration No. 333-143931) filed with the Securities and
      Exchange Commission on June 21, 2007, as amended on July 3, 2007 and July 6,
      2007. Except as required under the federal securities laws and the rules and
      regulations of the Securities and Exchange Commission, we do not have any
      intention or obligation to update publicly any forward-looking statements or
      risk factors included herein, whether as a result of new information, future
      events, changes in assumptions or otherwise.





**Plan
      of Operation**





We
      have
      not had any revenues since our inception on December 22, 2006. Over the next
      twelve months, we intend to license a Low Level Laser Therapy (“LLLT”) product
      and proceed with selling this product under our own brand. We will seek to
      raise
      $150,000 in order to launch our business and marketing plan. The majority of
      the
      funds will be used in order to build tools and channels that will advance the
      market penetration of our products, as further discussed below.





We
      intend
      to license a LLLT device for re-branding and repackaging under the Lightview
      brand. Under our licensing agreement we will seek to receive a reduced price
      from the manufacturer of the LLLT devices in return for paying a royalty fee
      on
      each device we sell. In this manner we will be able to purchase a greater amount
      of LLLT devices as well as to focus our resources on our marketing strategy.
      We
      intend to have as much of the product branding completed at the manufacturers
      site, in this way outsourcing the entire physical branding and packaging
      process. We will also seek to license devices from manufacturers of LLLT devices
      that have: consistent stocks of generic (no label) devices for delivery and/or
      are able to produce devices on short notice. In case we are forced to purchase
      stock items with no labels, we will require our labeling to be placed on the
      devices. Depending on the costs, we may seek to have the manufacturer complete
      the packaging process at his facility or we may simply ship the products to
      a
      local re-packaging center in the United States.





3




As
      we
      purchase more devices from the same manufacturer we expect to be able to improve
      our payment terms to the manufacturer.





Our
      marketing strategy will focus on creating a brand name for our products with
      the
      least amount of expenditure. We intend to create this branding by showcasing
      our
      products utilizing today’s inexpensive media- the internet. We intend to stay
      away from conventional and expensive advertising strategies such as print,
      billboard, and the purchase of expensive television airtime. We will use the
      internet to drive customers to our website and produce an infomercial which
      will
      be given out for free to future agents/distributors.





Our
      website will be informative in nature and showcase the benefits of our product’s
      technologies. Our site will be an e-commerce site which will allow interested
      parties to purchase our products online.





We
      will
      make use of internet marketing in the following manner:





a.
            Use
                of Blogs: We intend to utilize the power of direct communication
                through
                internet blogs (WebLogs), internet forums where discussions take
                place),
                and internet chats (instant communication with individuals online
                with the
                ability to instantaneously reply/respond) in order to discuss the
                benefits
                of our products.





b.
            Pay
                Advertising - Banner and Email Campaigns: Recent technology has allowed
                for the capture of specified demographics which will allow us to
                pay based
                on clicks on our banner, actual leads registered on our web site,
                or by
                actual sales. When building our brand we will seek to get as much
                exposure
                for our brand, hence we will place many banners on health and beauty
                web
                sites. In order to further target our potential customers and focus
                expenditures, we will hire web advertising space aggregators such
                as Value
                Click which allow advertisers to target banner ads by key demographics
                including age, gender, household income, race etc.




c.
            Direct
                Affiliation Programs: We intend to create an affiliate program which
                will
                allow other web sites to sell our product on-line on their web sites.
                These websites will offer their audience information on our products
                and
                also allow users to purchase our products through their websites.
                We will
                pay a commission on the sales generated to the website owners through
                whom
                our products were purchased through.




Our
      infomercial will be produced in 5 and 15 minute lengths in order to allow for
      different purchase or air time. Air time that is more expensive will most likely
      use the shorter version of the infomercial, whereas late-night time slots may
      use the extended 15 minute version. The infomercial production will be planned
      to allow for dubbing into other languages. The foreign language narration of
      the
      infomercial will be fairly inexpensive and could even be born by our company.
      We
      may therefore dub our infomercial into other languages with large numbers of
      potential customers, such as German or French. The production will include
      showcasing customers using our products and giving testimonials as to the
      effects the products had on them. Because our products are technologically
      innovative and target markets that are of interest to the general public, we
      assume that viewers will be interested in watching our infomercial and will
      lead
      to solidify our image and eventually “make the sale.”





The
      infomercial will be the basis of our marketing campaign. We will post our web
      site as well as a toll free number on the infomercial, which will allow people
      to call our sales representatives. It is our intention to outsource the
“incoming” customer calls.





The
      tracking of all of our marketing/advertising will be analyzed. We will use
      backend analysis software such as Onestat.com to analyze the data and source
      of
      the leads registering or hitting our site. In this way we will be able to focus
      our marketing and advertising to the web sites offering us the highest click
      through / registration and sale of our products.





4




For
      our
      infomercial, we will analyze the incoming traffic to the inbound call centers
      after one of our infomercials is aired. By comparing dollars spent to sales,
      we
      will be able to better focus our future campaigns, thereby getting a better
      conversion ratio, increasing profits and reducing costs.





It
      is our
      intention to sign marketing/distribution agreements with agents who will be
      responsible for purchasing air-time for our infomercials in their respective
      territories, which may include areas in the United States and territories
      overseas. We will require agents to purchase a minimum number of “minutes” in
      their territories in order to qualify as our exclusive agents. For our future
      overseas agents, the airings of our infomercials in their territories will
      most
      likely be their responsibility as we will require our agents to handle their
      inbound phone traffic. It is our intention to locate agents that have the
      ability to expand our product distribution into the conventional sales channels,
      such as supermarkets, drug stores, and other such venues.





**Liquidity
      and Capital Resources**





We
      do not
      have sufficient resources to effectuate our business. As of June 30, 2007,
      we
      had approximately $32,896 in cash. We expect to incur a minimum of $150,000
      in
      expenses during the next twelve months of operations. We estimate that these
      will be comprised of the following expenses:




Market
                Analysis
            $15,000
            Conducting
                research into the most profitable sector, proper marketing techniques,
                and
                possibly questionnaire.Business
                Development
            $20,000
            Securing
                Licensed products and planning of business strategy.Legal/Accounting
            $20,000
            Legal
                and accountingMarketing
                Collateral
            $10,000
            Logo,
                brochure, presentation and product sheetsWeb
                Site
            $20,000
            Web
                site creation and marketing including SEO, SEM and ad
                wordsInfomercial
                Production
            $35,000
            Financing
                the production of a 5 and 15minute infomercial.Trade
                Shows
            $30,000
            Attend
                at least 1 trade show and showcase with 1 boothTotal
            $150,000





Accordingly,
      we will have to raise the funds to pay for these expenses. We may have to borrow
      money from our officers 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. We currently have no agreements, arrangements
      or understandings with any person to obtain funds through bank loans, lines
      of
      credit or any other sources. Since we have no such arrangements or plans
      currently in effect, our inability to raise funds for will have a severe
      negative impact on our ability to remain a viable company.





**Going
      Concern Consideration**





Our
      independent auditors included an explanatory paragraph in their report on the
      financial statements included herein regarding concerns about our ability to
      continue as a going concern. Our financial statements included in this report,
      as well as the audited financial statements included in our Registration
      Statement on Form SB-2 (Registration No. 333-143931) for the periods ended
      February 28, 2007 and December 31, 2006, contain additional note disclosures
      describing the circumstances that lead to this disclosure by our independent
      auditors.





5





**Off-Balance
      Sheet Arrangements**





We
      have
      no off-balance sheet arrangements.





**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 principal executive officer and principal financial
      officer have 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)) as of the end of the period covered by this report and have
      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 principal
      executive officer and principal financial officer.





**Changes
      in Internal Controls**





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**





None.





**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 June 30, 2007.





**Item
      5. Other Information**





None.





6





**Item
      6. Exhibits**





ExhibitNumber
            
            Description31.1
            
            Certification
                pursuant to Section 302 of the Sarbanes-Oxley Act of 200232.1
            
            Certification
                pursuant to Section 906 of the Sarbanes-Oxley Act of 2002




7





**SIGNATURES**





Pursuant
      to the requirements of the Securities Exchange Act of 1934, the registrant
      has
      duly caused this quarterly report on Form 10-QSB to be signed on its behalf
      by
      the undersigned thereunto duly authorized.




LIGHTVIEW,
                INC.Date: August
              14, 2007
            By:
            /s/ Ryan
              GoldstienName:
              Ryan GoldsteinTitle:
                President, Treasurer, and Director (Principal Executive, Financial,
                and
                Accounting Officer)




8