<PAGE>

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


                                 FORM 10-KSB/A


         [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                    For the fiscal year ended April 30, 2005

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

          For the transition period from ____________ to ____________.

                         Commission File No. 000-32389

                            PREVENTION INSURANCE.COM
                 ----------------------------------------------
                 (Name of small business issuer in its charter)

             NEVADA                                     88-0126444
-------------------------------------        -----------------------------
 (State or other jurisdiction of                    (I.R.S. Employer
  incorporation or organization)                  Identification Number)

2770 SOUTH MARYLAND PARKWAY, SUITE 416
           LAS VEGAS, NEVADA                                 89109
------------------------------------------------------     ---------
  (Address of principal executive offices)                 (Zip Code)

                    Issuer's telephone number (702) 732-2758

         Securities registered under Section 12(b) of the Exchange Act:

                                     None.

        Securities registered under Section 12(g) of the Exchange Act:

                   Common Stock, $0.01 par value per share
                   -----------------------------------------
                               (Title of Class)


Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. [X] Yes [ ] No

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

State issuer's revenues for its most recent fiscal year. $-0-


<PAGE>

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates computed by reference to the price at which the common equity
was sold, or the average bid and asked price of such common equity, as of a
specified date within the past 60 days. (See definition of affiliate in Rule
12b-2 of the Exchange Act.) $-0-

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date. 8,280,000 shares of Common Stock, par
value $.01 per share, as of July 31, 2006.

                      DOCUMENTS INCORPORATED BY REFERENCE

                                     None.

Transitional Small Business Disclosure Format (Check one):Yes[ ] No[X]


                                    PART I

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This report and other reports, as well as other written and oral statements made
or released by us, may contain forward looking statements. Forward looking
statements are statements that describe, or that are based on, our current
expectations, estimates, projections and beliefs. Forward looking statements are
based on assumptions made by us, and on information currently available to us.
Forward-looking statements describe our expectations today of what we believe is
most likely to occur or may be reasonably achievable in the future, but such
statements do not predict or assure any future occurrence and may turn out to be
wrong. You can identify forward-looking statements by the fact that they do not
relate strictly to historical or current facts. The words "believe,"
"anticipate," "intend," "expect," "estimate," "project", "predict", "hope",
"should", "may", and "will", other words and expressions that have similar
meanings, and variations of such words and expressions, among others, usually
are intended to help identify forward-looking statements.

Forward-looking statements are subject to both known and unknown risks and
uncertainties and can be affected by inaccurate assumptions we might make.
Risks, uncertainties and inaccurate assumptions could cause actual results to
differ materially from historical results or those currently anticipated.
Consequently, no forward-looking statement can be guaranteed. The potential
risks and uncertainties that could affect forward looking statements include,
but are not limited to increased competition, extent of the market demand for
and supply of goods and services of the types provided by the Company,
governmental regulation, performance of information systems, and the ability of
the Company to hire, train and retain qualified employees. In addition, other
risks, uncertainties, assumptions, and factors that could affect the Company's
results and prospects have been and may further be described in the Company's
prior and future filings with the Securities and Exchange Commission and other
written and oral statements made or released by the Company.




                                       1
<PAGE>

We caution you not to place undue reliance on any forward-looking statements,
which speak only as of the date of this document. The information contained in
this report is current only as of its date, and we assume no obligation to
update any forward-looking statements.


ITEM 1. DESCRIPTION OF BUSINESS.

       Prevention Insurance.com (the "Company") was incorporated in the State of
Nevada on May 7, 1975, to engage in any lawful corporate undertaking, including,
but not limited to, selected mergers and acquisitions. The Company was
originally incorporated under the name Vita Plus, Inc. later we changed our name
to Vita Industries, Inc. and in 1999 again changed it to Prevention
Insurance.com.

         Historical Operations: In 1983 we made a public offering of 700,000
shares of our common stock for our own account. We registered the stock under
the Securities Act of 1933. Upon completion of that offering, we registered the
stock under Section 12 (g) the National Association of Securities Dealers
Automated Quotation System("NASDAQ"). However, in 1989 we terminated the
registration of our stock under Section 12(g) of the Act because our total
assets had decreased to less than $3,000,000 and we were no longer required to
file reports with the Securities and Exchange Commission. Our stock was then no
longer quoted on NASDAQ.

         From inception until early 1999, our principle business engagement had
been the sale and distribution of its own formulations of specific vitamins and
nutritional supplements, and of various other health and personal care products.
We sold our products through traditional methods: we employed a force of
salespersons at our headquarters in Las Vegas, Nevada and compensated them on a
commission basis: we also sold through a network of independent brokers. Our
sales were made primarily to drug stores and other large retailers. Beginning in
1983, we also manufactured some of our products. However, after a period of
approximately eight years, we stopped the manufacturing activity because it did
not prove to be profitable. In 1981 we were licensed in Nevada as an agent for
health and life insurance. Historically since 1991 we have not derived any
significant income from sales of insurance policies.

During the mid 1990s we developed the concept of reducing insurance costs for
both health and life insurance through prevention measures that is by
emphasizing the maintenance of good health by members of the insured population.
Subsequently, we began the development of hybrid insurance products
incorporating preventive features with traditional health and life insurance
products. Specifically, we developed two specially formulated preparations of
vitamins and nutritional supplements: Nutra-Prevention Formula and
Nutra-Protection. Those are formulations that emphasize health maintenance by
providing multiple vitamins and a wide range of additional nutritional
supplements for daily consumption, and which we believe provide optimal
nutrition necessary for good health. We had planned to commence negotiations for
joint venture arrangements with insurance companies using those two formulations
to offer low-cost, preventive nutritional products combined with reduced premium
rates for specialty insurance policies, but to date we have not entered into any
such joint ventures.



                                       2
<PAGE>

         Effective March 15, 1999, we sold for cash substantially all of our
assets associated with the traditional distribution of vitamin and dietary
supplement formulations, including all inventory of vitamins and nutritional
supplements and substantially all of our furniture and fixtures, and terminated
all business activities associated with the distribution of individual vitamins
and dietary supplements. However, we did retain our insurance agency license,
our newly developed Prevention Insurance website and the ownership rights in the
trademarks for Nutra-Prevention and Nutra-Protection formulas.

       Plan of Operation: We registered our common stock on a Form 10-SB
registration statement filed pursuant to the Securities Exchange Act of 1934
(the "Exchange Act") and Rule 12(g) thereof. We intend to file with the
Securities and Exchange Commission periodic and episodic reports under Rule
13(a) of the Exchange Act, including quarterly reports on Form 10-QSB and annual
reports on Form 10-KSB.

       We will attempt to locate and negotiate with a business entity for the
merger of that target business into the Company. In certain instances, a target
business may wish to become a subsidiary of the Company or may wish to
contribute assets to the Company rather than merge. No assurances can be given
that we will be successful in locating or negotiating with any target business.

       Management believes that there are perceived benefits to being a
reporting company with a class of registered securities. These are commonly
thought to include (1) the ability to use registered securities to make
acquisition of assets or businesses; (2) increased visibility in the financial
community; (3) the facilitation of borrowing from financial institutions; (4)
improved trading efficiency; (5) stockholder liquidity; (6) greater ease in
subsequently raising capital; (7) compensation of key employees through stock
options; (8) enhanced corporate image; and (9) a presence in the United States
capital market.

       A business entity, if any, which may be interested in a business
combination with us may include (1) a company for which a primary purpose of
becoming public is the use of its securities for the acquisition of assets or
businesses; (2) a company which is unable to find an underwriter of its
securities or is unable to find an underwriter of securities on terms acceptable
to it; (3) a company which wishes to become public with less dilution of its
common stock than would occur normally upon an underwriting; (4) a company which
believes that it will be able to obtain investment capital on more favorable
terms after it has become public; (5) a foreign company which may wish to gain
an initial entry into the United States securities market; (6) a special
situation company, such as a company seeking a public market to satisfy
redemption requirements under a qualified Employee Stock Option Plan; or (7) a
company seeking one or more of the other perceived benefits of becoming a public
company.



                                       3
<PAGE>

       Management will continue to seek a qualified company as a candidate for a
business combination. We are authorized to enter into a definitive agreement
with a wide variety of businesses without limitation as to their industry or
revenues. It is not possible at this time to predict which company, if any, we
will enter into a definitive agreement or what will be the industry, operating
history, revenues, future prospects or other characteristics of that company.

       We may seek a business opportunity with entities which have recently
commenced operations, or which wish to utilize the public marketplace in order
to raise additional capital in order to expand into new products or markets, to
develop a new product or service, or for other corporate purposes. We may
acquire assets and establish wholly-owned subsidiaries in various businesses or
acquire existing businesses as subsidiaries.

       Our management, which in all likelihood will not be experienced in
matters relating to the business of a target business, will rely upon its own
efforts in accomplishing our business purposes.

       The analysis of new business opportunities will be undertaken by, or
under the supervision of our officer and director, who is not a professional
business analyst. In analyzing prospective business opportunities, management
may consider such matters as:

* the available technical, financial and managerial resources;

* working capital and other financial requirements; history of
operations, if any;

* prospects for the future;

* nature of present and expected competition;

* the quality and experience of management services which may be
  available and the depth of that management;

* the potential for further research, development, or exploration;

* specific risk factors not now foreseeable but which then may
  Be anticipated to impact our proposed activities;

* the potential for growth or expansion;

* the potential for profit;

* the perceived public recognition or acceptance of products, services,
  or trades; name identification and;

* other relevant factors.

            Management does not have the capacity to conduct as extensive an
investigation of a target business as might be undertaken by a venture capital
fund or similar institution. As a result, management may elect to merge with a
target business which has one or more undiscovered shortcomings and may, if
given the choice to select among target businesses, fail to enter into an
agreement with the most investment-worthy target business.

                                       4
<PAGE>

       Following a business combination we may benefit from the services of
others in regard to accounting, legal services, underwritings and corporate
public relations. If requested by a target business, management may recommend
one or more underwriters, financial advisors, accountants, public relations
firms or other consultants to provide such services.

       A potential target business may have an agreement with a consultant or
advisor providing that services of the consultant or advisor be continued after
any business combination. Additionally, a target business may be presented to us
only on the condition that the services of a consultant or advisor be continued
after a merger or acquisition. Such preexisting agreements of target businesses
for the continuation of the services of attorneys, accountants, advisors or
consultants could be a factor in the selection of a target business.

       In implementing a structure for a particular business acquisition, we may
become a party to a merger, consolidation, reorganization, joint venture, or
licensing agreement with another corporation or entity. We may also acquire
stock or assets of an existing business. On the consummation of a transaction,
it is likely that our present management and stockholder will no longer be in
our control. In addition, it is likely that our officer and director will, as
part of the terms of the acquisition transaction, resign and be replaced by one
or more new officers and directors.

       It is anticipated that any securities issued in any such reorganization
would be issued in reliance upon exemption from registration under applicable
federal and state securities laws. In some circumstances however, as a
negotiated element of its transaction, we may agree to register all or a part of
such securities immediately after the transaction is consummated or at specified
times thereafter. If such registration occurs, of which there can be no
assurance, it will be undertaken by the surviving entity after we have entered
into an agreement for a business combination or have consummated a business
combination and we are no longer considered a blank check company. The issuance
of additional securities and their potential sale into any trading market which
may develop in our securities may depress the market value of our securities in
the future if such a market develops, of which there is no assurance.

       While the terms of a business transaction to which we may be a party
cannot be predicted, it is expected that the parties to the business transaction
will desire to avoid the creation of a taxable event and thereby structure the
acquisition in a tax-free reorganization under Sections 351 or 368 of the
Internal Revenue Code of 1986, as amended.

       With respect to any merger or acquisition negotiations with a target
business, management expects to focus on the percentage of the Company which
target business stockholder would acquire in exchange for their shareholdings in
the target business. Depending upon, among other things, the target business's
assets and liabilities, our stockholder will in all likelihood hold a
substantially lesser percentage ownership interest in the Company following any
merger or acquisition. Any merger or acquisition effected by us can be expected
to have a significant dilutive effect on the percentage of shares held by our
stockholder at such time.

                                       5
<PAGE>

       No assurances can be given that we will be able to enter into a business
combination, as to the terms of a business combination, or as to the nature of
the target business.

       As of the date hereof, management has not made any final decision
concerning or entered into any written agreements for a business combination.
When any such agreement is reached or other material fact occurs, we will file
notice of such agreement or fact with the Securities and Exchange Commission on
Form 8-K. Persons reading this Form 10-KSB are advised to determine if we have
subsequently filed a Form 8-K.

       We anticipate that the selection of a business opportunity in which to
participate will be complex and without certainty of success. Management
believes (but has not conducted any research to confirm) that there are numerous
firms seeking the perceived benefits of a publicly registered corporation. Such
perceived benefits may include facilitating or improving the terms on which
additional equity financing may be sought, providing liquidity for incentive
stock options or similar benefits to key employees, increasing the opportunity
to use securities for acquisitions, and providing liquidity for stockholder and
other factors. Business opportunities may be available in many different
industries and at various stages of development, all of which will make the task
of comparative investigation and analysis of such business opportunities
extremely difficult and complex.

New Business: We have become aware that in many instances individual agents, or
sometimes entire agencies, desire to sell their existing books of business.
These desires may arise because an agent wishes to diversify his assets to
increase his return on equity, or wishes to retire or enter some other business,
or no longer wishes to be required to devote time to administrative duties, or
the insurance company for which the agent sells (perhaps as a captive agent)
changes the arrangements under which the agents operate, or for other reasons.
In any of these events, it is often possible for a third person to purchase the
agent's book of business, provided that the purchase can provide a satisfactory
arrangement for the continuing administration of the book.

         The acquisition and administration of books of existing business from
insurance agents would provide us with a source of revenues that would be
reasonably predictable (based on such factors as the kinds of policies, the
length of time they have been in effect, the persistency of the business and the
collection experience), if we would make arrangements for effective continuing
administration. We think this could be done at reasonable cost, either by making
arrangements for the administration with another existing agency that is
administering similar business, or directly by employing personnel already
experienced in those administrative activities. If we were to engage directly in
these activities, we could be required to obtain licenses in states other than
Nevada and hire employees who are licensed in Nevada and other states.

                                       6
<PAGE>

         We are acquiring agencies by using our stock as the main currency to
affect a purchase. At the present time we do not have adequate resources to
purchase for cash any books of insurance business that might be available. We
intend to use exemptions from the registration provisions of the Securities Act
of 1933, as amended, including those provided in Regulation D adopted there
under, to raise cash to be used in such acquisitions and to offer shares of our
common stock, or other securities, in exchange for such books of business. In
this connection, we expect that in the case of any acquisitions of existing
books, the purchase price, either in cash, securities or a combination thereof,
will be negotiated based upon the mix of policies constituting the books and the
history of their administration, among other things.

         If we are successful in purchasing agencies and their books, in some
instances we may be able to make arrangements with another existing agency to
administer one or more books for a percentage of the renewal commissions earned
in respect of the policies constituting the books. In any such event, we would
have obtained an income source without the need to incur corresponding
operational costs or overhead expenses.

         If we are successful in acquiring a sufficient number of agencies and
their books of business, we could be in a position to negotiate with the
insurance companies that are the issuers of the policies to increase the amounts
of renewal commissions on the policies. The success of any such negotiations
will depend in part upon the identity of the insurance company that is the
policy issuer, the kinds of policies and the amount of business in the books.

         We also intend to offer additional insurance products to the owners of
policies constituting the books that are acquired and to prospective new
clients. We would offer those products by traditional means directly as agent,
or through agencies administering books for us, and also by telephone using an
800 number, and through an Internet web page that we intend to establish.
Finally, we expert that through the acquisition of books of existing business we
will be able to make contacts with potential purchasers of specialty insurance
products that we could market in combination with our nutritional products,
Nutra Prevention and Nutra-Protection.

To date, the Company has not been successful in its efforts. To defray expenses
during the year ended April 30, 2005, the Company received commissions as a
dealer representative for the sale of ATM machines. Our activities have mainly
been devoted to the planning and development of new insurance business.
Presently our only employees are the President, who is a full-time employee, and
the Secretary-Treasurer and one additional employee, both of whom serve
part-time. We now lease office facilities, approximately 1500 square feet, at
2770 S. Maryland Parkway, Suite 416, Las Vegas, NV 89109. Our telephone number
is (702) 732-2758.


                                       7
<PAGE>

ITEM 2. DESCRIPTION OF PROPERTY.

       We have no properties and at this time have no agreements to acquire any
properties. We currently use the offices of management at no cost to us.
Management has agreed to continue this arrangement until we complete an
acquisition or merger.

ITEM 3. LEGAL PROCEEDINGS.

       There are no legal proceedings against us and we are unaware of such
proceedings contemplated against us.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

       No matter was submitted to a vote of security holders, through the
solicitation of proxies or otherwise, during the fourth quarter of the fiscal
year covered by this report.


                                     PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

         (a) Market Information. Our Common Stock is traded on the
over-the-counter securities market through the National Association of
Securities Dealers Automated Quotation Bulletin Board System, under the symbol
"LRMT". Any trading has been sporadic and there has been no meaningful trading
volume.

          There are no outstanding warrants or options to purchase our common
stock or any security convertible into shares of the class.

         (b) Holders of the Company's Securities. April 30, 2005, there were 476
holders of record of shares of the common stock.

         (c) Dividends. We have never paid any cash dividends on common stock
and do not contemplate the payment of cash dividends in the foreseeable future.

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

A. Plan of Operations for the Coming Year.

    We were formed to engage in a merger with or acquisition of an
unidentified foreign or domestic company which desires to become a reporting
("public") company whose securities are qualified for trading in the United
States secondary market.

       We will not acquire or merge with any entity which cannot provide audited
financial statements at or within a reasonable period of time after closing of
the proposed transaction. We are subject to all the reporting requirements
included in the Exchange Act. Included in these requirements is our duty to file
audited financial statements as part of our Form 8-K to be filed with the
Securities and Exchange Commission upon consummation of a merger or acquisition,
as well as our audited financial statements included in our annual report on
Form 10-K (or 10-KSB, as applicable). If such audited financial statements are
not available at closing, or within time parameters necessary to insure our
compliance with the requirements of the Exchange Act, or if the audited
financial statements provided do not conform to the representations made by the
target business, the closing documents may provide that the proposed transaction
will be voidable at the discretion of our present management.

                                       8
<PAGE>

       We will not restrict our search for any specific kind of businesses, but
may acquire a business which is in its preliminary or development stage, which
is already in operation, or in essentially any stage of its business life. It is
impossible to predict at this time the status of any business in which we may
become engaged, in that such business may need to seek additional capital, may
desire to have its shares publicly traded, or may seek other perceived
advantages which we may offer.

       A business combination with a target business will normally involve the
transfer to the target business of the majority of our common stock, and the
substitution by the target business of its own management and board of
directors.

       The Board of Directors has passed a resolution which contains a policy
that we will not seek an acquisition or merger with any entity in which our
officer, director, stockholder or his affiliates or associates serve as officer
or director or hold more than a 10% ownership interest.

We have made good progress in completing our marketing plan. We will utilize
this plan to acquiring insurance wholesalers in the senior market. We plan to
finalize our first acquisitions in the coming year. We are going to capitalize
the Prevention Insurance division through a mezzanine round of financing the
exact amount is not determined at this time.

Prevention Insurance's primary focus will be to merge or acquire private
insurance wholesalers that market senior products either regionally or
nationally. Their products are targeted to baby boomers age 50 and over. Their
primary products are annuities, fixed and variable as well as a wide selection
of life insurance products and long term care insurance. Our goal is to acquire
2-4 profitable companies by the end of our fiscal year which is April 30, 2006.

B. Discussion of Financial Condition and Results of Operations.

       We have, and will continue to have, no capital with which to provide the
owners of business opportunities with any cash or other assets. However,
management believes we will be able to offer owners of acquisition candidates
the opportunity to acquire a controlling ownership interest in a publicly
registered company without incurring the cost and time required to conduct an
initial public offering. Our officer and director have not conducted market
research and are not aware of statistical data to support the perceived benefits
of a merger or acquisition transaction for the owners of a business opportunity.

       Our audit reflects the fact that we have no current source of income.
Further, that without realization of additional capital, it would be unlikely
for the Company to continue as a going concern.

                                        9
<PAGE>

       Our stockholder has agreed that they will advance any additional funds
which we need for operating capital and for costs in connection with searching
for or completing an acquisition or merger. Such advances will be made without
expectation of repayment unless the owners of the business which we acquire or
merge with agree to repay all or a portion of such advances. There is no minimum
or maximum amount such stockholder will advance to us. We will not borrow any
funds for the purpose of repaying advances made by such stockholder, and we will
not borrow any funds to make any payments to our promoters, management or their
affiliates or associates.

Our condition is at present under-capitalized. We have basically been able to
pay off all of our payables as agreed. Revenue to date has been provided by our
ATM equipment sales division, Quick Pay that is selling ATM machines to retail
outlets around the U. S. We have also received a small amount of capital from
existing shareholders through periodic stock sales. We will also be seeking out
private equity capital or a strategic partner as possible sources of financing.

QUICK PAY ATM DIVISION

Our ATM division is growing. Our average number of ATM placement has increased
from 2 - 3 per month to 6-10 per month. Revenue is projected next year at
$200,000 or more in sales. We anticipate opening an additional sales office to
boost sales further.

We have recently started marketing a new ATM insurance policy that insures the
machine as well as the cash inside for a nominal premium. With hundreds of
thousands of ATM machines out in the market this should prove to be a lucrative
and profitable niche for us. We have sold our first policies and intend to
expend the effort this year.


ITEM 7. FINANCIAL STATEMENTS.


                            PREVENTION INSURANCE.COM
                              FINANCIAL STATEMENTS
                                 APRIL 30, 2005


                                TABLE OF CONTENTS

-----------------------------------------------------------------------

F-1              INDEPENDENT AUDITOR'S REPORT

-----------------------------------------------------------------------

                              FINANCIAL STATEMENTS

F-2                BALANCE SHEET
F-3                STATEMENTS OF OPERATIONS
F-4                STATEMENTS OF CHANGES IN STOCKHOLDERS' (DEFICIT)
F-5                STATEMENTS OF CASH FLOWS
F-6-7              NOTES TO THE FINANCIAL STATEMENTS



                                       10
<PAGE>

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
-----------------------------------------------------------------------


To the Board of Directors of
Prevention Insurance.Com
2770 S. Maryland Pkwy., #416
Las Vegas, Nevada 89109


We have audited the accompanying balance sheet of Prevention Insurance.Com as of
April 30, 2005, and the related statements of operations, changes in
stockholders' equity and cash flows for the years ended April 30, 2005 and 2004.
These financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Company as of April 30,
2005, and the results of its operations and its cash flows for the years ended
April 30, 2005 and 2004, in conformity with U.S. generally accepted accounting
principles.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note1 to the financial
statements, the Company currently does not have any continuing sources of
revenue. These conditions raise substantial doubt about its ability to remain as
a going concern. Management's plans regarding those matters are also described
in Note 1. The financial statements do not include any adjustments that might
result from this uncertainty.

/s/Beadle, McBride, Evans & Reeves, LLP

Las Vegas, Nevada
July 22, 2005


                                      F-1
<PAGE>

                            PREVENTION INSURANCE.COM
                                  BALANCE SHEET
                                 APRIL 30, 2005



ASSETS
------

Current assets:
Cash                                                                $     2,330
                                                                    -----------

                                                                    -----------
TOTAL CURRENT ASSETS                                                $     2,330
                                                                    ===========


LIABILITIES AND STOCKHOLDERS' (DEFICIT)
---------------------------------------

Current liabilities:
Accounts payable                                                    $     3,428
                                                                    -----------
TOTAL CURRENT LIABILITIES                                           $     3,428

Commitments                                                                --

Stockholders' (deficit):
Preferred stock, par value $.01, 2,000,000 shares authorized,
no shares issued or outstanding                                            --
Common stock, $.01 par value, 100,000,000 shares authorized,
17,969,918 shares issued and outstanding                                179,714
Additional paid in capital                                            3,537,811
Accumulated (deficit)
                                                                     (3,664,169)
                                                                    -----------
                                                                         53,356

Less: Treasury stock, at cost                                           (52,954)
Less: Stock Subscriptions Receivable                                     (1,500)
                                                                    -----------

Total Stockholder's (Deficit)                                            (1,098)

                                                                    -----------
Total Liabilities and Stockholder's Equity                          $     2,330
                                                                    ===========



SEE NOTES TO FINANCIAL STATEMENTS


                                      F-2

<PAGE>

                         PREVENTION INSURANCE.COM
                         STATEMENTS OF OPERATIONS
                      FOR THE YEARS ENDED APRIL 30,



                                                          2005             2004
                                                     ---------        ---------


Commission income                                    $ 165,807        $ 123,800



General and administrative                             269,356          161,251
                                                     ---------        ---------



(Loss) from operations                                (103,549)         (37,451)

Interest expense                                          --               --


(Loss) before income taxes                            (103,549)         (37,451)

Income taxes                                              --               --
                                                     ---------        ---------


Net (loss)                                           $(103,549)       $ (37,451)
                                                     =========        =========

(Loss) per share                                     $   (0.01)       $   (0.01)
                                                     =========        =========




SEE NOTES TO FINANCIAL STATEMENTS



                                      F-3


<PAGE>



                            PREVENTION INSURANCE.COM
                STATEMENTS OF CHANGES IN STOCKHOLDERS' (DEFICIT)
                   FOR THE YEARS ENDED APRIL 30, 2005 AND 2004

<TABLE>
<CAPTION>
                            Preferred Stock       Common Stock       Additional                             Stock
                                       Par                   Par       paid in     Accumulated   Treasury  Subscrip-
                             Number   value      Number     value      capital       deficit      stock     tions          Total
                            -------  -------  ----------  ---------  ------------  ------------  --------  ----------  ------------
<S>                          <C>     <C>      <C>         <C>        <C>           <C>           <C>        <C>       <C>
Balance May 1, 2003            --       --     9,240,817  $  92,408  $    453,019  $ (3,523,169) $(52,954)            $    (30,696)
Shares issued for cash         --       --     2,142,500     21,425        10,200          --      --                       31,625
Shares issued for services     --       --       665,000      6,665         3,310          --      --                        9,975
Net (loss) for the year        --       --          --                                  (37,451)                            (37,451)
                            -------  -------  ----------  ---------  ------------  ------------  --------  ---------  ------------

Balance April 30, 2004         --       --    12,048,317    120,498     3,466,529    (3,560,620)  (52,954)                 (26,547)
Shares issued for cash         --       --     4,330,750     43,308        25,933          --       --                      69,240
Shares issued for services     --       --     1,215,851     12,159        29,988          --       --                       42,146
Shares issued to reduce debt                    300,000      3,000        14,612          --       --                       17,612
Shares issued for receivable                     75,000        750           750          --       --        (1,500)            --
Net (loss) for the year        --       --                                            (103,549)                            (103,549)
                            -------  -------  ----------  ---------  ------------  ------------  --------  ---------  ------------
Balance April 30, 2005       $ --    $  --    17,969,918  $ 179,714  $  3,537,811  $ (3,664,169) $(52,954)  $ (1,500) $     (1,098)
                            =======  =======  ==========  =========  ============  ============  ========  =========  ============
</TABLE>



                                       F-4






<PAGE>

                            PREVENTION INSURANCE.COM
                            STATEMENTS OF CASH FLOWS
                          FOR THE YEARS ENDED APRIL 30,



<TABLE>
<CAPTION>
                                                                        2005       2004
                                                                   ---------  ---------
<S>                                                                <C>        <C>
Cash flows from operating activities:
      Net loss                                                     $(103,549) $ (37,451)
      Adjustments to reconcile net loss to
       net cash used by operating activities:
      Changes in operating assets and liabilities:

         Stock issued for services and to settle debt                 59,758      9,975

         Increase / (Decrease) in accounts payable                    (1,747)    (2,012)

         Increase / (Decrease) in accounts payable - related party   (21,372)    (2,137)
                                                                   ---------  ---------
           Net cash used by operating activities
                                                                     (66,910)   (31,625)

Cash flows from investing activities:

      Purchase of property and equipment                                --         --
                                                                   ---------  ---------
           Net cash used by investing activities                        --         --
                                                                   ---------  ---------

Cash flows from financing activities:

      Proceeds from issuance of common stock                          69,240     31,625
                                                                   ---------   ---------
           Net cash provided by financing activities
                                                                      69,240     31,625
                                                                   ---------  ---------


Net increase in cash                                                   2,330       --


Cash, beginning of period                                               --         --
                                                                   ---------  ---------

Cash, end of period                                                $   2,330  $    --
                                                                   =========  =========


Non Cash Investing and Financing Activities
              Issuance of Common Stock to reduce Debt              $  17,612  $    --
                                                                   =========  =========
              Issuance of Common Stock for Services                $  42,146  $   9,975
                                                                   =========  =========
</TABLE>





                                       F-5
<PAGE>

                            PREVENTION INSURANCE.COM
                          NOTES TO FINANCIAL STATEMENTS


1. ORGANIZATION AND NATURE OF BUSINESS:

The summary of significant accounting policies is presented to assist in the
understanding of the financial statements. The financial statements and notes
are the representation of management. These policies conform to accounting
principles generally accepted in the United States of America and have been
consistently applied.

NATURE OF BUSINESS
Prevention Insurance.Com (the Company) was incorporated under the laws of the
State of Nevada in 1975 as Vita Plus Industries, Inc. In March 1999, the Company
sold its remaining inventory and changed its name to Prevention Insurance.Com.
The Company is attempting to organize select independent insurance agencies to
create a nationwide cooperative group of health, life and casualty insurance
companies with the ability to negotiate fees with national insurance companies.
Additionally, the co-op would benefit from national negotiations of advertising
and product development. The Company would receive fees from this group of
agencies for its coordination of activities. To date, the Company has not been
successful in its efforts. To defray expenses during the year ended April 30,
2005, the Company received commissions as a dealer representative for the sale
of ATM machines.


GOING CONCERN ISSUES
As discussed above, the companies financial statements are prepared using
accounting principles generally accepted in the United States of America
applicable to a "going concern", which contemplates the realization of assets
and the liquidation of liabilities in the normal course of business. Currently,
the Company has no continuing source of revenues and its ability to remain a
going concern is subject to its ability to raise capital either from equity or
debt and/or its successful operations as a long term solution to its lack of
resources. To date, management has demonstrated the ability to raise sufficient
capital to continue its limited operations.

ESTIMATES
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent liabilities at the date of the
financial statements and the reported revenues and expenses during the reporting
periods. Actual results may differ from these estimates.


2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

BASIS OF PRESENTATION
The accompanying financial statements have been prepared assuming the Company
will continue as a going concern, which contemplates the realization of assets
and the satisfaction of liabilities in the normal course of business. The
Company has suffered recurring losses from operations and losses are expected to
continue into the near future. The Company has no continuing source of revenues
and its ability to remain a going concern is subject to its ability to raise
capital


                                       F-6
<PAGE>

CASH AND CASH EQUIVALENTS
Cash and cash equivalents include highly liquid, temporary cash investments with
an original maturity of three months or less from the date of purchase.


BASIS OF ACCOUNTING
The Company's policy is to prepare the financial statements on the accrual
basis of accounting. The fiscal year end is April 30.

RECENT PRONOUNCEMENTS
In May 2003, the FASB issued SFAS No. 150, "Accounting for Certain Financial
Instruments with Characteristics of both Liabilities and Equity." The Statement
establishes standards for how an issuer classifies and measures certain
financial instruments with characteristics of both liabilities and equity. It
requires than an issuer classify a financial instrument that is within its scope
as a liability ( or an asset in some circumstances ). The provisions of SFAF 150
are effective for financial instruments entered into or modified after May 31,
2003. The Company does not believe adopting this standard will have a material
impact to its financial statements.

In November 2004, the FASB issued SFAS No. 151, Inventory Costs, an amendment of
ARB No. 43, Chapter 4. SFAS No. 151 amends the guidance in ARB No. 43, Chapter
4, Inventory Pricing, to clarify the accounting for abnormal amounts of idle
facility expense, freight, handing costs, and spoilage. This statement requires
that those items be recognized as current period charges regardless of whether
they meet the criterion of "so abnormal" which was the criterion specified in
ARB No. 43. In addition, this Statement requires that allocation of fixed
production overheads to the cost of production be based on normal capacity of
the production facilities. This pronouncement is effective for the Company
beginning April 30, 2006. The Company does not believe adopting this new
standard will have a material impact to its financial statements.

In December 2004, the FASB issued SFAS No. 123 (revised 2004). Share-Based
Payment, which is a revision of SFAS No. 123, Accounting for Stock-Based
Compensation. SFAS No. 123(R) supersedes APB Opinion No. 25, Accounting for
Stock Issued to Employees and amends SFAS No. 95, Statement of Cash Flows.
Generally, the approach in SFAS No. 123(R) is similar to the approach described
in SFAS No. 123. However, SFAS No. 123(R) requires all share-based payments to
employees, including grants of employee stock options, to be recognized in the
income statement based on their fair values. Pro forma disclosure is no longer
an alternative. The new standard will be effective for the Company in the first
interim or annual reporting period beginning after December 15, 2005. The
Company expects the adoption of this standard will have a material impact on its
financial statements assuming employee stock options are granted in the future.

In December 2004, the FASB issued SFAS No. 153, "Exchanges of Nonmonetary
Assets, an amendment of APB Opinion No. 29 "effective for nonmonetary asset
exchanges occurring in the fiscal year beginning January 1, 2006. SFAS No. 153
requires that exchanges of productive assets be accounted for at fair value
unless fair value cannot be reasonably determined or the transaction lacks
commercial substance. SFAS No. 153 is not expected to have a material effect on
the company's Financial Statements.


                                       F-7
<PAGE>
In May 2005, the FASB issued SFAS 154, "Accounting Changes and Error Corrections
- a Replacement of APB Opinion No. 20 and FASB Statement No. 3". SFAS 154
requires retrospective application to prior period financial statements of
changes in accounting principle, unless it is impracticable to determine either
the period-specific effects or the cumulative effect of the change. SFAS 154
also redefines "restatement" as the revising of previously issued financial
statements to reflect the correction of an error. This statement is effective
for accounting changes and corrections of errors made in fiscal years beginning
after December 15, 2005. The Company does not believe that the adoption of SFAS
154 will have a significant impact on the financial statements.


FAIR VALUE OF FINANCIAL INSTRUMENTS
The fair value of cash and cash equivalents, accounts payable payables
approximates the carrying amount of these financial instruments due to their
short maturity.



COMPREHENSIVE INCOME
Statements of Financial Accounting Standards No. 130, Reporting Comprehensive
Income (SFAS 130), requires that total comprehensive income be reported in the
financial statements. The Company does not have any items considered to be other
comprehensive income for the years ended April 30, 2005, and 2004.

NET LOSS PER SHARE CALCULATION
Basic net loss per common share ("EPS") is computed by dividing income available
to commons stockholders by the weighted-average number of common shares
outstanding for the period. The weighted-average number of common shares
outstanding for computing basic EPS for the year ended April 30, 2005 and April
30, 2004 was 15,330,961 and 10,624,567, respectively. Diluted EPS reflects the
potential dilution that could occur if securities or other contracts to issue
common stock were exercised or converted into common stock. As of April 30, 2005
the Company had no outstanding securities that could have a dilutive effect on
the outstanding common stock.

ADVERTISING
Advertising and marketing costs are expensed when incurred. Advertising expenses
for the years ended April 30, 2005 and 2004, were $2,125 and $0, respectively.

RESEARCH AND DEVELOPMENT
The Company expenses its research and development in the periods incurred. As of
April 30, 2005, there have been no research and development costs.

CONCENTRATIONS OF CREDIT RISK
Credit risk represents the accounting loss that would be recognized at the
reporting date if counter parties failed completely to perform as contracted.
Concentrations of credit risk (whether on or off balance sheet) that arise from
financial instruments exist for groups of customers or counter parties when they
have similar economic characteristics that would cause their ability to meet
contractual obligations to be similarly affected by changes in economic or other
conditions described below.

As of April 30, 2005, the company does not have any significant operations in
any specific industry.


                                       F-8
<PAGE>
REVENUE RECOGNITION
Commission income from the sale of ATM machines and the related costs of these
sales are recognized at the time of sale.

STOCK BASED COMPENSATION
The Company accounts for stock based awards to employees in accordance with
Accounting Principles Board ("APB") Opinion No. 25, Accounting for Stock Issued
to Employees, and related interpretations, and has adopted the disclosure only
alternative of SFAS No. 123, Accounting for Stock-Based Compensation.

Options granted to consultants, independent representatives and other
non-employees are accounted for using the fair value method as prescribed by
SFAS No. 123.


3. STOCKHOLDER'S EQUITY

During the year ended April 30, 2005, the Company issued 5,921,601 shares of
stock for cash of $66,240 ( an average of approximately $. 011 per share).
Additionally, during the year ended April 30, 2005, the Company issued 1,215,851
shares of stock for services. The market price per share was used to value the
services at $42,147. As of July 2004 the Company issued 300,000 shares to
satisfy an outstanding debt valued at $17,612.

During the year ended April 30, 2004, the Company issued 2,142,500 shares of
stock for cash of $31,625 ( an average of approximately $. 015 per share).
Additionally, during the year ended April 30, 2005, the Company issued 665,000
shares of stock for services. The cash price per share was used to value the
services at $9,975.



4. RELATED PARTY TRANSACTIONS

The Company's president and shareholder has advanced monies to the Company. No
advances as of April 30, 2005 have been made. The total advances at April 30,
2004 are $21,372, and have been satisfied as of the current period. Total
compensation to Scott Goldsmith, the President of the Company, amounted to
$111,845 and $67,884 for the year ended April 30, 2005, and 2004, respectively.


5. LOSS PER SHARE

Loss per share is calculated based on the weighted average number of shares
outstanding during the year (15,330,961 shares for the year ended April 30, 2005
and 10,624,567 for the year ended April 30, 2004)


6. COMMITMENTS

The Company leases office space under a non-cancelable operating lease. The
lease requires minimum monthly payments of approximately $500 per month. The
lease expires April 30, 2006 with minimum rent payable for the year of $4,500.


                                       F-9
<PAGE>

7. INCOME TAX MATTERS

The Company accounts for income taxes using the asset and liability approach
required by SFAS No. 109. The asset and liability approach requires the
recognition of deferred income tax liabilities and assets for the expected
future tax consequences of temporary differences between the carrying amounts of
and the tax basis of the Company's assets and liabilities. Future income tax
benefits attributable to temporary differences are recognized to the extent that
realization of such benefits is more likely than not. These future tax benefits
are measured by applying currently enacted tax rates.


The Company has a net operating loss carryover of approximately $3,600,000
available to offset future taxable income, if any. The loss carryover expires
through 2022.



                                       F-10
<PAGE>

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.

       There were no changes in or disagreements with accountants on accounting
and financial disclosure for the period covered by this report.

ITEM 8A. CONTROLS AND PROCEDURES

         Evaluation of Disclosure Controls

         We evaluated the effectiveness of our disclosure controls and
procedures as of April 30, 2005, the end of the fiscal period covered by this
Annual Report on Form 10-KSB. This evaluation was made under the supervision of
our principal executive officer and principal financial officer.

         We reviewed and evaluated the effectiveness of the design and operation
of our disclosure controls and procedures, as of the end of the fiscal year
covered by this report, as required by Securities Exchange Act Rule 13a-15, and
concluded that our disclosure controls and procedures are effective to ensure
that information required to be disclosed in our reports filed with the
Securities and Exchange Commission pursuant to the Securities Exchange Act of
1934, as amended, is accumulated and communicated to management on a timely
basis, including our principal executive officer and principal financial
officer.

         Based on this evaluation, our principal executive officer and principal
financial officer concluded that, as of the end of such period, our disclosure
controls and procedures are effective to ensure that we record, process,
summarize, and report information required to be disclosed in the reports we
filed under the Securities Exchange Act of 1934 within the time periods
specified by the Securities and Exchange Commission's rules and regulations.
During the year ended April 30, 2005, there have been no changes in our internal
control over financial reporting, or to our knowledge, in other factors, that
have materially affected or are reasonably likely to materially affect our
internal controls over financial reporting.

MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

         Our management is responsible for establishing and maintaining adequate
internal control over financial reporting as defined in Rules 13a-15(f) and
15d-15(f) under the Securities Exchange Act of 1934. Our internal control
framework and processes were designed to provide reasonable assurance to
management and our Board of Directors regarding the reliability of financial
reporting and the preparation of our financial statements for external purposes
in accordance with accounting principles generally accepted in the United States
of America.

                                       11
<PAGE>

         Our internal control over financial reporting includes those policies
and procedures that:

         o  pertain to the maintenance of records, in reasonable detail,
            accurately and fairly reflect the transactions and dispositions of
            our assets;

         o  provide reasonable assurance that transactions are recorded as
            necessary to permit preparation of financial statements in
            accordance with generally accepted accounting principles, and that
            our receipts and expenditures are being made only in accordance with
            authorizations of our management and our Board of Directors; and

         o  provide reasonable assurance regarding prevention or timely
            detection of unauthorized acquisition, use, or disposition of our
            assets that could have a material effect on our financial
            statements.

         Because of its inherent limitations, a system of internal control over
financial reporting may not prevent or detect misstatements. Further, because of
changing conditions, effectiveness of internal control over financial reporting
may vary over time. Thus, projections of any evaluation of effectiveness to
future periods are subject to the risks that controls may become inadequate
because of changes in conditions and that the degree of compliance with the
policies or procedures may deteriorate. Even those systems determined to be
effective can provide only reasonable assurance with respect to financial
statement preparation and presentation.

         Our principal executive officer and principal accounting officer
assessed the effectiveness of our internal control over financial reporting as
of December 31, 2005. In making this assessment, we have taken into account the
criteria set forth by the Committee of Sponsoring Organizations of the Treadway
Commission ("COSO") in Internal Control - Integrated Framework in formulating
our internal controls.

         Management reviewed the results of its assessment with our Audit
Committee and the Board of Directors of the Company.

         Based upon its assessment, management believes that we maintained
effective internal control over financial reporting as of April 30, 2005.


                                       12
<PAGE>
                                   PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

        The following table sets forth certain information concerning our
officers and directors.

         Name                      Age               Position
         ----                      ---               --------
Scott C. Goldsmith                  56               President/CEO
George T. Nasser                    59               Director

Scott C. Goldsmith founded the company in 1975 and has been the President and
Chairman of the Board since that time. In 1986 he completed a three-year course
in Harvard University's OPM (Owner, President, Manager) Program. Mr. Goldsmith's
business experience has been entirely in sales and administration for over
twenty-five years. He has been a licensed insurance agent in Nevada since 1994.
Following our sale of assets associated with our former business, Mr. Goldsmith
was employed by the purchaser to operate the business conducted with those
assets and was able to devote only part of his time to developing new business
operations. He continued in that capacity until Sept. 18, 2000 when he began to
devote full time to our new business operations. Richard W. Peterson is engaged
in the private practice of counseling psychology with professionals and
executives and consulting with law firms on banking matters and small businesses
on management and marketing matters. He is also a faculty member at the
University of Phoenix at its San Diego, California, campus and its Online Campus
in San Francisco, California.
Mr. Peterson was the Chief Executive Officer and Vice Chairman of the Board of
Directors of the Continental Bank, Las Vegas, Nevada, from 1982 until 1987, when
he retired to pursue his doctoral studies. He has served on ad hoc business
development committees for the governors of Arizona and Nevada, and has written
a book and several articles on the psychological effect of combat on soldiers
and prisoners of war.

George T. Nasser is acting as a health insurance consultant to various companies
in the insurance industry. For a number of years he served as Vice President of
Marketing for Standard Life of Indiana in charge of Sales and Product
Development and as Vice President for Golden Rule Insurance for fifteen years.
In those capacities, his responsibilities included developing health insurance
products and directing national sales forces.

         The members of the Audit Committee of the Board of Directors are
Goldsmith, Peterson and Nasser. The members of the Nominating Committee are Mr.
Goldsmith, Ms. Goldsmith and Mr. Nasser.

       Other than those mentioned above, we have no employees and do not
anticipate hiring any in the future until we successfully implemented our
business plan described herein. None of our directors, executive officers,
promoters or control persons has been involved in any legal proceedings material
to the evaluation of the ability or integrity of any of the aforementioned
persons.

Compliance with Section 16(a) of the Securities Exchange Act of 1934

        Section 16(a) of the Securities Exchange Act of 1934, as amended,
requires the Company's executive officers and directors and persons who own more
than 10% of a registered class of the Company's equity securities, to file with
the Securities and Exchange Commission (hereinafter referred to as the
"Commission") initial statements of beneficial ownership, reports of changes in
ownership and annual reports concerning their ownership, of Common Stock and
other equity securities of the Company on Forms 3, 4, and 5, respectively.
Executive officers, directors and greater than 10% shareholders are required by
Commission regulations to furnish the Company with copies of all Section 16(a)
reports they file. To the Company's knowledge, all of the Company's executive
officers, directors and greater than 10% beneficial owners of its common Stock,
have complied with Section 16(a) filing requirements applicable to them during
the Company's most recent fiscal year.

                                       13
<PAGE>

ITEM 10. EXECUTIVE COMPENSATION.

        The following table sets forth certain information concerning the annual
compensation paid to our executive officers during our last three fiscal years.
We have not paid or awarded any long-term compensation to any person during the
past three years, and we have no long-term incentive plans.

Name & Principal                                     Other Annual
Position                   Year     Salary       Bonus     Compensation
------------------         ----     ------       -----     ------------
Scott C. Goldsmith         2005                             $111,845
President/CEO              2004                             $ 68,305
                           2003                             $ 61,382
                           2002                             $  6,340

         We have formulated no plans as to the amounts of future cash
compensation. We intend to use the services of agents whose books of business
are acquired. Any additional personnel required would have salaries negotiated.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS.

       The following table sets forth each person known by us to be the
beneficial owner of five percent or more of our common stock, all directors
individually and all our directors and officers as a group. Except as noted,
each person has sole voting and investment power with respect to the shares
shown.

                                                Amount and
                                                Nature of
                    Name and Address of         Beneficial   Percent of
Title of Class      Beneficial Owner (1)        Ownership     Class (2)
--------------    ------------------------      ----------   ----------
Common Stock         Scott C. Goldsmith         2,482,500      13.815%

Common Stock         Aleene Goldsmith             100,054        .557%

Common Stock         George Nasser                 95,000        .528%

                           ---------------------------

   (1) Beneficial ownership has been determined in accordance with Rule 13d-3
under the Exchange Act and unless otherwise indicated, represents securities for
which the beneficial owner has sole voting and investment power.

   (2) Based upon 17,969,918 shares issued and outstanding.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

Total compensation to Scott Goldsmith, the President of the Company, amounted to
$111,845 for the year ended April 30, 2005.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K.

       Included with this report.

                                       14
<PAGE>

                                  SIGNATURES

         In accordance with Section 12 of the Securities Exchange Act of 1934,
the registrant caused this registration statement to be signed on its behalf by
the undersigned, thereunto duly authorized.

Date: July 27, 2005        Prevention Insurance.com


                                    By: /s/ Scott Goldsmith
                                       ---------------------
                                       Scott Goldsmith, President