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, AS AMENDED

                   For the fiscal year ended April 30, 2006

[ ] 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 INSURNACE.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  small  business issuer 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  small business issuer'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-

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. 19,719,362 shares of Common
Stock, par value $.01 per share, as of October 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.

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.

       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.

       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.

        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.

       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.

       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, 2006,  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.




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, 2006, 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.

FORWARD LOOKING STATEMENTS
       CERTAIN STATEMENTS CONTAINED OR INCORPORATED BY REFERENCE IN THIS ANNUAL
REPORT  ON  FORM  10-KSB  CONSTITUTE "FORWARD-LOOKING  STATEMENTS"  WITHIN  THE
MEANING OF THE PRIVATE SECURITIES  LITIGATION REFORM ACT OF 1995. SUCH FORWARD-
LOOKING STATEMENTS INVOLVE KNOWN AND  UNKNOWN  RISKS,  UNCERTAINTIES  AND OTHER
FACTORS  WHICH  MAY  CAUSE  ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF  THE
COMPANY, OR INDUSTRY RESULTS,  TO  BE  MATERIALLY  DIFFERENT  FROM  ANY  FUTURE
RESULTS,  PERFORMANCE  OR  ACHIEVEMENTS EXPRESSED OR IMPLIED BY FORWARD-LOOKING
STATEMENTS. SUCH RISKS AND UNCERTAINTIES  INCLUDE,  AMONG  OTHERS,  HISTORY  OF
OPERATING  LOSSES,  RAISING  ADEQUATE  CAPITAL FOR CONTINUING OPERATIONS, EARLY
STAGE  OF  PRODUCT  DEVELOPMENT,  SCIENTIFIC   AND   TECHNICAL   UNCERTAINTIES,
COMPETITIVE  PRODUCTS  AND  APPROACHES, RELIANCE UPON COLLABORATIVE PARTNERSHIP
AGREEMENTS AND FUNDING, REGULATORY  TESTING  AND  APPROVALS,  PATENT PROTECTION
UNCERTAINTIES  AND  MANUFACTURING  SCALE-UP AND REQUIRED QUALIFICATIONS.  WHILE
THESE STATEMENTS REPRESENT MANAGEMENT'S  CURRENT  JUDGMENT AND EXPECTATIONS FOR
THE COMPANY, SUCH RISKS AND UNCERTAINTIES COULD CAUSE  ACTUAL RESULTS TO DIFFER
MATERIALLY FROM ANY FUTURE RESULTS SUGGESTED HEREIN. WE UNDERTAKE NO OBLIGATION
TO  RELEASE  PUBLICLY  THE  RESULTS  OF ANY REVISIONS TO THESE  FORWARD-LOOKING
STATEMENTS TO REFLECT EVENTS OR CIRCUMSTANCES ARISING AFTER THE DATE HEREOF.
GENERAL OVERVIEW

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  void  able  at  the  discretion  of  our
present management.

       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.

Due to the proposed acquisition of the chain of 'imaging centers and the desire
of  the  underwriting  insurance  company  to  take more time in evaluating its
interest  in  marketing  low  cost healthcare policies  on  television  due  to
underwriting changes and licensing  of  sales agents in each area that policies
would be written it was decided to put the  test  on  hold  and review again in
2007.

RECENT EVENTS

During  late  2005,  we entered into an agreement with Health Imaging  Inc.  to
merge Health Imaging is  a  fully  Integrated  Provider  of  Positron  Emission
Tomography  (PET  SCANNING)  used  by  physicians to diagnose and treat Cancer,
Heart Disease, Parkinson's and Alzheimer's  Diseases.  Providing all Audits are
submitted and approved we anticipate the merger would be completed within 60 to
90 days.

We received a LOI from Health Imaging to merge. We explored  all  financing and
merger  options  available  to  secure  the  best possible combination for  our
shareholders. Health Imaging was not able to provide  proof  of funding in time
allotted. It was decided to pursue other opportunities within  the  Imaging and
Healthcare space. We have decided to initiate a transaction on our own, in that
regard  we have made an offer to purchase a national chain of 18 free  standing
MRI Centers.  The  centers  produce revenues in excess of 20 mi1lion US Dollars
and approximately 3 million in EBITDA. We feel this acquisition would provide a
platform with which to build  a  larger  multi-modality imaging business on. We
have secured LOI that gives us an exclusive  right to purchase the chain within
certain time period 90 days from delivering a term sheet that shows our ability
to provide sufficient funding, we are currently  in  negotiations  with several
funding sources and feel we can secure the commitments necessary to  close  the
transaction within the allotted time frame.

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.

       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

Quick pay ATM sales continue  to  increase  due  to  an  effective mail out and
follow up sales call that has improved Quick Pay's reach and  improved  contact
and  closing  ratios  Quick  Pay  continues  to  pay  the  bulk of overhead for
Prevention Insurance while it pursues its acquisition strategy.

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, 2006


                               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
            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,  2006,  and  the  related  statements of operations, changes  in
stockholders' equity and cash flows for the  years  ended  April  30,  2006 and
2005.  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,
2006, and the results of its operations and its cash flows  for the years ended
April 30, 2006 and 2005, 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  Note  1.  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
September 9, 2006


                                      F-1

                            PREVENTION INSURANCE.COM
                                  BALANCE SHEET
                                 APRIL 30, 2006
<TABLE>
<CAPTION>


<S>									<C>
ASSETS
---------------------------------------------------------------------------------

Current assets:
Cash									$       -
									---------

									---------
TOTAL CURRENT ASSETS							$	-
									=========


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

Current liabilities:
Accounts payable							$   9,999
Bank overdraft								    2,432
									---------
TOTAL CURRENT LIABILITIES						   12,431

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,
 19,229,362 shares issued and outstanding				  192,308
Additional paid in capital						3,581,842
Accumulated (deficit)						       (3,733,627)
									---------
									   40,523

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

Total Stockholder's (Deficit)						  (12,431)

									---------
Total Liabilities and Stockholder's Equity				$	-
									=========

</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS


                                      F-2
                         PREVENTION INSURANCE.COM
                         STATEMENTS OF OPERATIONS
                      FOR THE YEARS ENDED APRIL 30,

<TABLE>
<CAPTION>

<S>				<C>			<C>
                                   2006 		  2005
                                ---------------------------------


Commission income		$ 158,580		$ 165,807

Cost of goods sold		   12,532			-

General and administrative	  269,356		  269,356
				---------------------------------


(Loss) from operations		  (69,449)		 (103,549)

Interest expense			9			-


(Loss) before income taxes	  (69,458)		 (103,549)

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


Net (loss)			$ (69,458)		$(103,549)
				=================================

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

</TABLE>


SEE NOTES TO FINANCIAL STATEMENTS



                                      F-3

                           PREVENTION INSURANCE.COM
               STATEMENTS OF CHANGES IN STOCKHOLDERS' (DEFICIT)
                  FOR THE YEARS ENDED APRIL 30, 2006 AND 2005

<TABLE>
<CAPTION>
                                                     Additional
<S>				<C>	<C>	<C>		<C>		<C>		<C>		<C>		<C>		<C>
			     Preferred Stock	        Common Stock
               		    ----------------	--------------------------	  Additional	Accumulated	  Treasury	    Stock
               		    Number  Par Value 	   Number	 Par Value	Paid In Capital	  Deficit	   Stock	Subscriptions	   Total
			    =================	===========================	===============	============	============	=============	============
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 issed to reduce debt	-	-	  300,000	      3,000	      14,612		  -		  -		  -	     17,612

Shares issed 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)
			    =================	===========================	===============	============	============	=============	============

Shares issued for cash		-	-	 1,234,444	     12,344	      44,031		  -		  -		  -	     56,375

Shares issued for services	-	-	    25,000		250		   -		  -		  -		  -	        250

Payment of stock
  subscription receivable	-	-		 -		  -		   -		  -		  -	      1,500	      1,500

Net (loss) for the year		-	-		 - 		  -		   -	    (69,458)		  -		  -	    (69,458)
			    =================	===========================	===============	============	============	=============	============
Balance April 30, 2006		-	-	19,229,362	$   192,308	$  3,581,842	$(3,733,627)	$   (52,954)	$	  -	$   (12,431)
</TABLE>
                                      F-4


SEE NOTES TO FINANCIAL STATEMENTS





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



<TABLE>
<CAPTION>
<S>										<C>		<C>
										    2006	    2005
										=========	=========
Cash flows from operating activities:
        Net loss								$ (69,458)	$(103,549)
        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		      250	   42,146
                    Increase / (Decrease) in accounts payable			    6,571	   (1,747)
                    (Decrease) in accounts payable - related party			-	   (3,760)
										---------	---------
                    	Net cash used by operating activities			  (62,637)	  (66,910)

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					   56,375	   69,240
        Proceeds from stock subscription receivable				    1,500		-
        Bank Overdraft								    2,432		-
										---------	---------
             		Net cash provided by financing activities		   60,307	   69,240
										---------	---------

Net increase in cash								   (2,330)	    2,330

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

</TABLE>





SEE NOTES TO FINANCIAL STATEMENTS


                                      F-5



                           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, 2006, 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.

1. 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


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 Consolidated Financial Statements.

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, 2006, and 2005.

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, 2006 and April
30, 2005 was 18,599,640 and 15,330,961, 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,
2006  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,  2006  and  2005 were $2,745 and $2,125,
respectively.

RESEARCH AND DEVELOPMENT
The Company expenses its research and development in  the periods incurred.  As
of April 30, 2006, 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, 2006, the company does not have any significant  operations  in
any specific industry.

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, 2006, the Company issued 1,234,444 shares of
stock for cash of $56,375  (an  average  of  approximately $. 04 per share). ).
Additionally, during the year ended April 30,  2006,  the Company issued 25,000
shares of stock for services.  The cash price per share  was  used to value the
services at $250.

During  the year ended April 30, 2005, the Company issued 4,330,750  shares  of
stock for  cash  of  $69,240  (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.

4.    RELATED PARTY TRANSACTIONS

The  Company's  president  and  shareholder had advanced monies to the Company.
The total advances at April 30, 2006  are $34,775.  Total compensation to Scott
Goldsmith, the President of the Company,  amounted  to $98,544 and $111,845 for
the year ended April 30, 2006, and 2005, respectively.

5.    LOSS PER SHARE

Loss  per share is calculated based on the weighted average  number  of  shares
outstanding  during  the  year  (18,599,640 shares for the year ended April 30,
2006 and 15,330,961 for the year ended April 30, 2005).

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  January 31, 2008 with minimum rent payable for the years  ended
2006 and 2005 of $6,216 and 4,662, respectively.

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  $3,700,000
available  to offset future taxable income, if any. The loss carryover  expires
through 2023.  A  valuation  allowance equal to 100% of the deferred tax assets
has been established because of  the uncertainty of realization of the deferred
tax asset due to lack of earning history.


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, 2006,  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,  2006,  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.

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

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

- 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

- 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 April
30,  2006.  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, 2006.


                                   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.

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         2006                               $ 98,544
President/CEO              2005                               $111,845
                           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 19,229,362 shares issued and outstanding.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

Total compensation to Scott  Goldsmith,  the President of the Company, amounted
to $98,544 for the year ended April 30, 2006.


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

       Included with this report.

                                  SIGNATURES

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

Date: February 14, 2007        Prevention Insurance.com


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