---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: March 31, 2010or

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

For the transition period from _____ to _____

Commission File Number: 000-49833

ACRONGENOMICS INC.(Exact name of registrant as specified in its charter)

|Nevada                          | 52-2219285         
|------------------------------- | -------------------
|(State or other jurisdiction of | (IRS Employer      
|incorporation or organization)  | Identification No.)

Fairfax House, 15 Fulwood Place, London UK WC1V
6AY(Address of principal executive offices) (Zip Code)

30 697 724 3620(Registrants telephone
number, including area code)

Not Applicable(Former name, former
address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X]   No
[   ]

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§229.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files)
Yes [   ]   No [   ] (Not currently
applicable to the registrant)

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of large accelerated filer,
accelerated filer, and smaller reporting company in Rule 12b-2 of the
Exchange Act.

|Large accelerated filer [   ] |                                                     | Accelerated
      filer                
      [   ]
|----------------------------- | --------------------------------------------------- | ---------------------------------------------------
|Non-accelerated filer   [   ] | (Do not check if a smaller
      reporting company) | Smaller reporting company
[X]                      

Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes [  
]   No [X]

---

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the
issuers classes of common stock, as of the latest practicable date

25,730,481 shares of common stock outstanding as of May 14,
2010.

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TABLE OF CONTENTS

|PART
      I - FINANCIAL INFORMATION                                                                      | 1 
|--------------------------------------------------------------------------------------------------------- | --
|ITEM
      1. FINANCIAL STATEMENTS.                                                                       | 1 
|ITEM
      2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
      OF OPERATIONS | 3 
|ITEM
      3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS.                                | 8 
|ITEM
      4T. CONTROLS AND PROCEDURES                                                                    | 8 
|PART
      II - OTHER INFORMATION                                                                         | 10
|ITEM
      1. LEGAL PROCEEDINGS                                                                           | 10
|ITEM
      1A. RISK FACTORS                                                                               | 10
|ITEM
      2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.                                | 14
|ITEM
      3. DEFAULTS UPON SENIOR SECURITIES.                                                            | 15
|ITEM
      4. [REMOVED AND RESERVED]                                                                      | 15
|ITEM
      5. OTHER INFORMATION.                                                                          | 15
|ITEM
      6. EXHIBITS.                                                                                   | 15
|SIGNATURES                                                                                                | 17

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PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

It is the opinion of management that the interim financial
statements for the three months ended March 31, 2010 include all adjustments
that are necessary in order to make the interim financial statements not
misleading.

Our interim financial statements are stated in United States
dollars and are prepared in accordance with United States generally accepted
accounting principles.

1

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ACRONGENOMICS, INC.

(A Development Stage Company)

INTERIM FINANCIAL STATEMENTS

March 31, 2010

(Stated in US Dollars)





2

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ACRONGENOMICS, INC.
  (A Development Stage Company) 
  INTERIM BALANCE SHEETS 
  March 31, 2010 and December 31, 2009 
  (Stated in US Dollars) 
  (Unaudited)

|ASSETS                                                  |   | March 31,   |   |   | December 31, |  
|------------------------------------------------------- | - | ----------- | - | - | ------------ | -
|                                                        |   | 2010        |   |   | 2009         |  
|                                                        |   |             |   |   |              |  
|Current                                                 |   |             |   |   |              |  
|Cash                                                    | $ | 1,680       |   | $ | 4,303        |  
|Prepaid expenses and deposit                            |   | 15,000      |   |   | 15,000       |  
|                                                        |   | 16,680      |   |   | 19,303       |  
|                                                        |   |             |   |   |              |  
|Deposit                                                |   | 14,142      |   |   | 14,142       |  
|Investment in Molecular Vision Ltd. 
      Note 3      |   | 827,401     |   |   | 827,401      |  
|                                                        |   |             |   |   |              |  
|                                                        | $ | 858,223     |   | $ | 860,846      |  
|                                                        |   |             |   |   |              |  
|LIABILITIES                                             |   |             |   |   |              |  
|                                                        |   |             |   |   |              |  
|Current                                                 |   |             |   |   |              |  
|Accounts payable and accrued liabilities
       Note 7 | $ | 819,874     |   | $ | 721,149      |  
|Convertible promissory
      notes payable  Note 5     |   | 678,268     |   |   | 658,522      |  
|Derivative liability  Note 5                           |   | 85,163      |   |   | -            |  
|Loans payable  Note
      6                            |   | 24,049      |   |   | 1,000        |  
|                                                        |   |             |   |   |              |  
|                                                        |   | 1,607,354   |   |   | 1,380,671    |  
|                                                        |   |             |   |   |              |  
|CAPITAL DEFICIT                                         |   |             |   |   |              |  
|                                                        |   |             |   |   |              |  
|Common stock  Note 8                                   |   |             |   |   |              |  
|Par value $0.001                                        |   |             |   |   |              |  
|100,000,000
      shares authorized                     |   |             |   |   |              |  
|25,580,481
      shares issued (2009: 25,580,481)       |   | 25,580      |   |   | 25,580       |  
|Share subscriptions  Note 8                            |   | 20,000      |   |   | -            |  
|Additional paid-in capital                              |   | 27,025,664  |   |   | 27,024,990   |  
|Deficit accumulated during the development
      stage  |   | (27,820,375 | ) |   | (27,570,395  | )
|                                                        |   |             |   |   |              |  
|                                                        |   | (749,131    | ) |   | (519,825     | )
|                                                        |   |             |   |   |              |  
|                                                        | $ | 858,223     |   | $ | 860,846      |  

SEE ACCOMPANYING NOTES

---

ACRONGENOMICS, INC.
  (A Development Stage Company) 
  INTERIM STATEMENTS OF OPERATIONS
  for the Three months ended March 31, 2010 and 2009 and 
  for the period August 17, 1999 (Date of Inception) to March 31, 2010 
  (Stated in US Dollars) 
  (Unaudited)

|                                                              |   |                            |   |   |            |   |   | August 17, 1999 |  
|------------------------------------------------------------- | - | -------------------------- | - | - | ---------- | - | - | --------------- | -
|                                                              |   |                            |   |   |            |   |   | ( Date of       |  
|                                                              |   |                            |   |   |            |   |   | Inception ) to  |  
|                                                              |   | For the three months ended |   |   | March 31,  |  
|                                                              |   | March 31                   |   |   | 2010       |  
|                                                              |   | 2010                       |   |   | 2009       |   |   | cumulative      |  
|Expenses                                                      |   |                            |   |   |            |   |   |                 |  
|Accounting and audit fees
       Note 7                      | $ | 48,965                     |   | $ | 34,779     |   | $ | 776,047         |  
|Amortization of patents                                       |   | -                          |   |   | -          |   |   | 741,430         |  
|Appraisals                                                    |   | -                          |   |   | -          |   |   | 14,500          |  
|Bank charges                                                  |   | 302                        |   |   | 453        |   |   | 19,017          |  
|Consulting fees 
      Note 7                                |   | 65,174                     |   |   | 111,743    |   |   | 2,973,679       |  
|Legal fees - Note 7                                           |   | -                          |   |   | 10,566     |   |   | 428,570         |  
|Management fees 
      Note 7                                |   | -                          |   |   | 11,647     |   |   | 3,326,506       |  
|Office and miscellaneous                                      |   | 665                        |   |   | 1,473      |   |   | 140,477         |  
|Public relations and donation                                 |   | -                          |   |   | 7,600      |   |   | 587,096         |  
|Rent - Note 7                                                 |   | 15,288                     |   |   | 15,279     |   |   | 184,718         |  
|Research and development
       Note 7                       |   | -                          |   |   | -          |   |   | 9,202,266       |  
|Transfer agent and filing fees                                |   | -                          |   |   | 1,892      |   |   | 39,743          |  
|Travel                                                        |   | -                          |   |   | 1,872      |   |   | 456,587         |  
|Write-down of patents                                         |   | -                          |   |   | -          |   |   | 8,004,447       |  
|                                                              |   |                            |   |   |            |   |   |                 |  
|Operating loss                                                |   | (130,394                   | ) |   | (197,304   | ) |   | (26,895,083     | )
|Interest income                                               |   | -                          |   |   | 8          |   |   | 23,150          |  
|Interest and accretion on notes payable
       Notes 5 and 7 |   | (14,688                    | ) |   | (5,789     | ) |   | (642,317        | )
|Write-down of investment in Molecular Vision
       Note 3   |   | -                          |   |   | -          |   |   | (239,330        | )
|Change in fair value of derivative liability                  |   | (85,163                    | ) |   | (8,040     | ) |   | 84,289          |  
|Foreign exchange loss                                         |   | (19,735                    | ) |   | (157       | ) |   | (109,086        | )
|                                                              |   |                            |   |   |            |   |   |                 |  
|Loss from continuing operations                               |   | (249,980                   | ) |   | (211,282   | ) |   | (27,778,377     | )
|Loss from discontinued operations                             |   | -                          |   |   | -          |   |   | (41,998         | )
|                                                              |   |                            |   |   |            |   |   |                 |  
|Net loss for the period                                       | $ | (249,980                   | ) | $ | (211,282   | ) | $ | (27,820,375     | )
|                                                              |   |                            |   |   |            |   |   |                 |  
|Basic and diluted loss per share                              | $ | (0.01                      | ) | $ | (0.01      | ) |   |                 |  
|                                                              |   |                            |   |   |            |   |   |                 |  
|Weighted average shares outstanding                           |   | 25,580,481                 |   |   | 24,320,467 |   |   |                 |  

SEE ACCOMPANYING NOTES

---

ACRONGENOMICS, INC.
  (A Development Stage Company) 
  INTERIM STATEMENTS OF CASH FLOWS 
  for the Three months ended March 31, 2010 and 2009 and 
  for the period August 17, 1999 (Date of Inception) to March 31, 2010 
  (Stated in US Dollars) 
  (Unaudited)

|                                                                                                    |   |                            |   |   |               |   |   | August 17,    |  
|--------------------------------------------------------------------------------------------------- | - | -------------------------- | - | - | ------------- | - | - | ------------- | -
|                                                                                                    |   |                            |   |   |               |   |   | 1999 (Date of |  
|                                                                                                    |   | For the Three months Ended |   |   | Inception) to |  
|                                                                                                    |   | March 31,                  |   |   | March 31,     |  
|                                                                                                    |   | 2010                       |   |   | 2009          |   |   | 2010          |  
|Cash Flows used in Operating Activities                                                             |   |                            |   |   |               |   |   |               |  
|Net loss for the period                                                                             | $ | (249,980                   | ) | $ | (211,282      | ) | $ | (27,820,375   | )
|Adjustments to
      reconcile net income to net       cash provided
      by operating activities: |   |                            |   |   |               |   |   |               |  
|Amortization of patents                                                                             |   | -                          |   |   | -             |   |   | 741,430       |  
|Financing
      fee on convertible promissory note                                                  |   | -                          |   |   | -             |   |   | 7,500         |  
|Write-down of investment
      in Molecular Vision                                                  |   | -                          |   |   |               |   |   | 239,330       |  
|Change
      in fair value of derivative liability                                                  |   | 85,163                     |   |   | 8,040         |   |   | (84,289       | )
|Accretion of debt
      discount                                                                    |   | -                          |   |   | -             |   |   | 538,262       |  
|Unrealized
      foreign exchange loss                                                              |   | 19,746                     |   |   | -             |   |   | 117,887       |  
|Shares issued for
      consulting and management fees                                              |   | -                          |   |   | -             |   |   | 1,312,500     |  
|Loan
      origination fee                                                                          |   | -                          |   |   | -             |   |   | 16,245        |  
|Stock-based compensation                                                                            |   | 674                        |   |   | 27,015        |   |   | 1,904,389     |  
|Write-down
      of patents                                                                         |   | -                          |   |   | -             |   |   | 8,004,447     |  
|Changes in non-cash working capital items:                                                          |   |                            |   |   |               |   |   |               |  
|Prepaid
      expenses and deposit                                                                  |   | -                          |   |   | 12,153        |   |   | (15,000       | )
|Accounts payable and
      accrued liabilities                                                      |   | 98,725                     |   |   | (50,065       | ) |   | 2,653,489     |  
|                                                                                                    |   |                            |   |   |               |   |   |               |  
|Net cash used in operating activities                                                               |   | (45,672                    | ) |   | (214,139      | ) |   | (12,384,185   | )
|                                                                                                    |   |                            |   |   |               |   |   |               |  
|Cash Flows used in Investing Activity                                                               |   |                            |   |   |               |   |   |               |  
|Investment in Molecular
      Vision                                                                |   | -                          |   |   | -             |   |   | (1,373,140    | )
|Refund on termination of development agreement
      with                                           |   |                            |   |   |               |   |   |               |  
|Molecular Vision                                                                                    |   | -                          |   |   | -             |   |   | 149,794       |  
|Deposit                                                                                             |   | -                          |   |   | -             |   |   | (14,142       | )
|Patents                                                                                             |   | -                          |   |   | -             |   |   | (121,877      | )
|                                                                                                    |   |                            |   |   |               |   |   |               |  
|Net cash used in investing activities                                                               |   | -                          |   |   | -             |   |   | (1,359,365    | )
|                                                                                                    |   |                            |   |   |               |   |   |               |  
|Cash Flows provided by Financing Activities                                                         |   |                            |   |   |               |   |   |               |  
|Common stock issued for cash                                                                        |   |                            |   |   | 225,000       |   |   | 12,784,438    |  
|Stock purchase warrants                                                                             |   | -                          |   |   | -             |   |   | 370,307       |  
|Common stock subscriptions                                                                          |   | 20,000                     |   |   | -             |   |   | 29,800        |  
|Issuance of convertible
      notes                                                                 |   | -                          |   |   | -             |   |   | 836,636       |  
|Repayment of convertible note                                                                       |   | -                          |   |   | -             |   |   | (300,000      | )
|Increase in loan payable                                                                            |   | 23,049                     |   |   | -             |   |   | 24,049        |  
|                                                                                                    |   |                            |   |   |               |   |   |               |  
|Net cash provided by financing activities                                                           |   | 43,049                     |   |   | 225,000       |   |   | 13,745,230    |  
|                                                                                                    |   |                            |   |   |               |   |   |               |  
|Increase (decrease) in cash during the period                                                       |   | (2,623                     | ) |   | 10,861        |   |   | 1,680         |  
|                                                                                                    |   |                            |   |   |               |   |   |               |  
|Cash, beginning of period                                                                           |   | 4,303                      |   |   | 22,044        |   |   | -             |  
|                                                                                                    |   |                            |   |   |               |   |   |               |  
|Cash, end of period                                                                                 | $ | 1,680                      |   | $ | 32,905        |   | $ | 1,680         |  

SEE ACCOMPANYING NOTES

---

ACRONGENOMICS,INC.
  (A Development Stage Company) 
  INTERIM STATEMENT OF CHANGES IN CAPITAL DEFICIT 
  for the period August 17, 1999 (Date of Inception) to March 31, 2010 
  (Stated in US Dollars) 
  (Unaudited)

|                                           |           |  |                    |  |   |           |  |   |             |   |   |               |  |   | Deficit     |   |   |            |  
|------------------------------------------ | --------- |  | ------------------ |  | - | --------- |  | - | ----------- | - | - | ------------- |  | - | ----------- | - | - | ---------- | -
|                                           |           |  | Common
      Stock |  |   |           |  |   | Accumulated |   |   |               | 
|                                           |           |  |                    |  |   |           |  |   | Additional  |   |   | Share         |  |   | During the  |   |   |            |  
|                                           |           |  |                    |  |   |           |  |   | Paid-in     |   |   | Subscriptions |  |   | Development |   |   |            |  
|                                           |           |  | Shares             |  |   | Par Value |  |   | Capital     |   |   | (Receivable)  |  |   | Stage       |   |   | Total      |  
|                                           |           |  |                    |  |   |           |  |   |             |   |   |               |  |   |             |   |   |            |  
|Capital stock issued for cash              | at $0.001 |  | 5,000,000          |  | $ | 5,000     |  | $ | -           |   | $ | -             |  | $ | -           |   | $ | 5,000      |  
|                                           | at $0.01  |  | 5,000,000          |  |   | 5,000     |  |   | 45,000      |   |   | -             |  |   |             |   |   | 50,000     |  
|Net loss for the period                    |           |  | -                  |  |   | -         |  |   | -           |   |   | -             |  |   | (2,116      | ) |   | (2,116     | )
|Balance, December 31, 1999                 |           |  | 10,000,000         |  |   | 10,000    |  |   | 45,000      |   |   | -             |  |   | (2,116      | ) |   | 52,884     |  
|Capital stock issued for cash              | at $0.20  |  | 100,000            |  |   | 100       |  |   | 19,900      |   |   | -             |  |   | -           |   |   | 20,000     |  
|Net loss for the year                      |           |  | -                  |  |   | -         |  |   | -           |   |   | -             |  |   | (8,176      | ) |   | (8,176     | )
|Balance, December 31, 2000                 |           |  | 10,100,000         |  |   | 10,100    |  |   | 64,900      |   |   | -             |  |   | (10,292     | ) |   | 64,708     |  
|Net loss for the year                      |           |  | -                  |  |   | -         |  |   | -           |   |   | -             |  |   | (205        | ) |   | (205       | )
|                                           |           |  |                    |  |   |           |  |   |             |   |   |               |  |   |             |   |   |            |  
|Balance, December 31, 2001                 |           |  | 10,100,000         |  |   | 10,100    |  |   | 64,900      |   |   | -             |  |   | (10,497     | ) |   | 64,503     |  
|Capital stock issued for cash              | at $0.20  |  | 15,000             |  |   | 15        |  |   | 2,985       |   |   | -             |  |   | -           |   |   | 3,000      |  
|Net loss for the year                      |           |  | -                  |  |   | -         |  |   | -           |   |   | -             |  |   | (24,818     | ) |   | (24,818    | )
|Balance, December 31, 2002                 |           |  | 10,115,000         |  |   | 10,115    |  |   | 67,885      |   |   | -             |  |   | (35,315     | ) |   | 42,685     |  
|Net loss for the year                      |           |  | -                  |  |   | -         |  |   | -           |   |   | -             |  |   | (21,576     | ) |   | (21,576    | )
|Balance, December 31, 2003                 |           |  | 10,115,000         |  |   | 10,115    |  |   | 67,885      |   |   | -             |  |   | (56,891     | ) |   | 21,109     |  
|Pursuant to the acquisition of patent      | at $1.96  |  | 4,000,000          |  |   | 4,000     |  |   | 7,836,000   |   |   | -             |  |   | -           |   |   | 7,840,000  |  
|Capital stock issued for patent commission | at $1.96  |  | 400,000            |  |   | 400       |  |   | 783,600     |   |   | -             |  |   | -           |   |   | 784,000    |  
|Capital stock issued for cash              | at $1.00  |  | 420,000            |  |   | 420       |  |   | 419,580     |   |   | -             |  |   | -           |   |   | 420,000    |  
|Capital stock issued for commission        | at $1.00  |  | 42,000             |  |   | 42        |  |   | 41,958      |   |   | -             |  |   | -           |   |   | 42,000     |  
|Less: commission                           |           |  | -                  |  |   | -         |  |   | (77,000     | ) |   | -             |  |   | -           |   |   | (77,000    | )
|Capital stock issued for cash              | at $2.30  |  | 537,956            |  |   | 538       |  |   | 1,236,761   |   |   | -             |  |   | -           |   |   | 1,237,299  |  
|Capital stock issued for commission        |           |  | 50,594             |  |   | 50        |  |   | 116,316     |   |   | -             |  |   | -           |   |   | 116,366    |  
|Less: commission                           |           |  | -                  |  |   | -         |  |   | (116,366    | ) |   | -             |  |   | -           |   |   | (116,366   | )
|Capital contribution                       |           |  | -                  |  |   | -         |  |   | 6,000       |   |   | -             |  |   | -           |   |   | 6,000      |  
|Stock subscriptions                        |           |  | -                  |  |   | -         |  |   | -           |   |   | 426,329       |  |   | -           |   |   | 426,329    |  
|Net loss for the year                      |           |  | -                  |  |   | -         |  |   | -           |   |   | -             |  |   | (1,863,376  | ) |   | (1,863,376 | )
|Balance, December 31, 2004                 |           |  | 15,565,550         |  | $ | 15,565    |  | $ | 10,314,734  |   | $ | 426,329       |  | $ | (1,920,267  | ) | $ | 8,836,361  |  

SEE ACCOMPANYING NOTES

---

ACRONGENOMICS,INC.
  (A Development Stage Company) 
  INTERIM STATEMENT OF CHANGES IN CAPITAL DEFICIT 
  for the period August 17, 1999 (Date of Inception) to March 31, 2010 
  (Stated in US Dollars) 
  (Unaudited)

|                                                               |          |  |                    |   |   |           |   |   |             |   |   |               |   |   | Deficit     |   |   |             |  
|-------------------------------------------------------------- | -------- |  | ------------------ | - | - | --------- | - | - | ----------- | - | - | ------------- | - | - | ----------- | - | - | ----------- | -
|                                                               |          |  | Common
      Stock |   |   |           |   |   | Accumulated |   |   |               |  
|                                                               |          |  |                    |   |   |           |   |   | Additional  |   |   | Share         |   |   | During the  |   |   |             |  
|                                                               |          |  |                    |   |   |           |   |   | Paid-in     |   |   | Subscriptions |   |   | Development |   |   |             |  
|                                                               |          |  | Shares             |   |   | Par Value |   |   | Capital     |   |   | (Receivable)  |   |   | Stage       |   |   | Total       |  
|                                                               |          |  |                    |   |   |           |   |   |             |   |   |               |   |   |             |   |   |             |  
|Balance, December 31, 2004                                     |          |  | 15,565,550         |   | $ | 15,565    |   | $ | 10,314,734  |   | $ | 426,329       |   | $ | (1,920,267  | ) | $ | 8,836,361   |  
|                                                               |          |  |                    |   |   |           |   |   |             |   |   |               |   |   |             |   |   |             |  
|Capital stock issued for cash                                  | at $2.30 |  | 72,500             |   |   | 73        |   |   | 166,677     |   |   | -             |   |   | -           |   |   | 166,750     |  
|                                                               | at $2.40 |  | 108,168            |   |   | 108       |   |   | 259,495     |   |   | -             |   |   | -           |   |   | 259,603     |  
|                                                               | at $3.50 |  | 551,443            |   |   | 551       |   |   | 1,929,499   |   |   | -             |   |   | -           |   |   | 1,930,050   |  
|                                                               | at $4.00 |  | 915,125            |   |   | 915       |   |   | 3,659,585   |   |   | (386,329      | ) |   | -           |   |   | 3,274,171   |  
|Capital stock issued for commission                            | at $4.00 |  | 81,337             |   |   | 82        |   |   | 325,266     |   |   | -             |   |   | -           |   |   | 325,348     |  
|Less: commission                                               |          |  | -                  |   |   | -         |   |   | (325,348    | ) |   | -             |   |   | -           |   |   | (325,348    | )
|commission                                                     |          |  | -                  |   |   | -         |   |   | (24,900     | ) |   | -             |   |   | -           |   |   | (24,900     | )
|Capital stock issued for cash pursuant to exercise of warrants | at $1.00 |  | 420,000            |   |   | 420       |   |   | 419,580     |   |   | -             |   |   | -           |   |   | 420,000     |  
|Stock-based compensation                                       |          |  | -                  |   |   | -         |   |   | 364,000     |   |   | -             |   |   | -           |   |   | 364,000     |  
|Capital stock issued for consulting services                   | at $4.68 |  | 100,000            |   |   | 100       |   |   | 467,900     |   |   | -             |   |   | -           |   |   | 468,000     |  
|Net loss from continuing operations                            |          |  | -                  |   |   | -         |   |   | -           |   |   | -             |   |   | (14,152,210 | ) |   | (14,152,210 | )
|Net loss from discontinued operations                          |          |  |                    |   |   |           |   |   |             |   |   |               |   |   | (1,935      | ) |   | (1,935      | )
|Capital contribution from subsidiary on disposition            |          |  | -                  |   |   | -         |   |   | (6,000      | ) |   | -             |   |   | -           |   |   | (6,000      | )
|Balance, December 31, 2005                                     |          |  | 17,814,123         |   |   | 17,814    |   |   | 17,550,488  |   |   | 40,000        |   |   | (16,074,412 | ) |   | 1,533,890   |  
|Cancellation of shares                                         |          |  | (4,000,000         | ) |   | (4,000    | ) |   | 4,000       |   |   | -             |   |   | -           |   |   | -           |  
|Stock-based compensation                                       |          |  | -                  |   |   | -         |   |   | 529,673     |   |   | -             |   |   | -           |   |   | 529,673     |  
|Capital stock issued for cash                                  | at $0.75 |  | 317,334            |   |   | 317       |   |   | 237,683     |   |   | -             |   |   | -           |   |   | 238,000     |  
|Less: share issue costs                                        |          |  | -                  |   |   | -         |   |   | (6,300      | ) |   | -             |   |   | -           |   |   | (6,300      | )
|Net loss for the year                                          |          |  | -                  |   |   | -         |   |   | -           |   |   | -             |   |   | (2,480,288  | ) |   | (2,480,288  | )
|Balance, December 31, 2006                                     |          |  | 14,131,457         |   |   | 14,131    |   |   | 18,315,544  |   |   | 40,000        |   |   | (18,554,700 | ) |   | (185,025    | )
|Capital stock issued for cash:                                 | at $0.50 |  | 220,000            |   |   | 220       |   |   | 109,780     |   |   | (40,000       | ) |   | -           |   |   | 70,000      |  
|                                                               | at $0.80 |  | 250,000            |   |   | 250       |   |   | 199,750     |   |   | -             |   |   | -           |   |   | 200,000     |  
|                                                               | at $1.10 |  | 2,230,924          |   |   | 2,231     |   |   | 2,451,785   |   |   | (3,300        | ) |   | -           |   |   | 2,450,716   |  
|Capital stock issued for commission                            |          |  | 126,090            |   |   | 126       |   |   | (126        | ) |   | -             |   |   | -           |   |   | -           |  
|Less: commission - cash                                        |          |  | -                  |   |   | -         |   |   | (64,021     | ) |   | -             |   |   | -           |   |   | (64,021     | )
|Stock as bonus                                                 | at $0.86 |  | 750,000            |   |   | 750       |   |   | 644,250     |   |   | -             |   |   | -           |   |   | 645,000     |  
|Stock issued to settle accounts payable                        | at $1.00 |  | 158,000            |   |   | 158       |   |   | 157,842     |   |   | -             |   |   | -           |   |   | 158,000     |  
|Stock-based compensation                                       |          |  | -                  |   |   | -         |   |   | 533,252     |   |   | -             |   |   | -           |   |   | 533,252     |  
|Net loss for the year                                          |          |  | -                  |   |   | -         |   |   | -           |   |   | -             |   |   | (5,056,117  | ) |   | (5,056,117  | )
|Balance, December 31, 2007                                     |          |  | 17,866,471         |   | $ | 17,866    |   | $ | 22,348,056  |   | $ | (3,300        | ) | $ | (23,610,817 | ) | $ | (1,248,195  | )

SEE ACCOMPANYING NOTES

---

ACRONGENOMICS,INC.
  (A Development Stage Company) 
  INTERIM STATEMENT OF CHANGES IN CAPITAL DEFICIT 
  for the period August 17, 1999 (Date of Inception) to March 31, 2010 
  (Stated in US Dollars) 
  (Unaudited)

|                                                              |            |  |                    |  |   |           |  |   |             |   |   |               |   |   | Deficit     |   |   |            |  
|------------------------------------------------------------- | ---------- |  | ------------------ |  | - | --------- |  | - | ----------- | - | - | ------------- | - | - | ----------- | - | - | ---------- | -
|                                                              |            |  | Common
      Stock |  |   |           |  |   | Accumulated |   |   |               |  
|                                                              |            |  |                    |  |   |           |  |   | Additional  |   |   | Share         |   |   | During the  |   |   |            |  
|                                                              |            |  |                    |  |   |           |  |   | Paid-in     |   |   | Subscriptions |   |   | Development |   |   |            |  
|                                                              |            |  | Shares             |  |   | Par Value |  |   | Capital     |   |   | (Receivable)  |   |   | Stage       |   |   | Total      |  
|                                                              |            |  |                    |  |   |           |  |   |             |   |   |               |   |   |             |   |   |            |  
|Balance, December 31, 2007                                    |            |  | 17,866,471         |  | $ | 17,866    |  | $ | 22,348,056  |   | $ | (3,300        | ) | $ | (23,610,817 | ) | $ | (1,248,195 | )
|Stock Subscriptions                                           |            |  | -                  |  |   | -         |  |   | -           |   |   | 29,800        |   |   | -           |   |   | 29,800     |  
|Capital stock issued for cash:                                | - at $0.80 |  | 1,250,010          |  |   | 1,250     |  |   | 998,758     |   |   | -             |   |   | -           |   |   | 1,000,008  |  
|                                                              | - at $1.10 |  | 90,000             |  |   | 90        |  |   | 98,910      |   |   | -             |   |   | -           |   |   | 99,000     |  
|                                                              | - at $0.40 |  | 1,450,250          |  |   | 1,450     |  |   | 578,650     |   |   | -             |   |   | -           |   |   | 580,100    |  
|Capital stock issued for consulting and management
      fees | - at $0.95 |  | 150,000            |  |   | 150       |  |   | 142,350     |   |   | -             |   |   | -           |   |   | 142,500    |  
|                                                              | - at $0.53 |  | 150,000            |  |   | 150       |  |   | 79,350      |   |   | -             |   |   | -           |   |   | 79,500     |  
|                                                              | - at $0.27 |  | 1,650,000          |  |   | 1,650     |  |   | 443,850     |   |   | -             |   |   | -           |   |   | 445,500    |  
|Less: commission - cash                                       |            |  | -                  |  |   | -         |  |   | (169,460    | ) |   | -             |   |   | -           |   |   | (169,460   | )
|Capital stock issued to settle accounts payable:              | - at $0.95 |  | 150,000            |  |   | 150       |  |   | 142,350     |   |   | -             |   |   | -           |   |   | 142,500    |  
|                                                              | - at $0.79 |  | 1,150,000          |  |   | 1,150     |  |   | 907,350     |   |   | -             |   |   | -           |   |   | 908,500    |  
|Beneficial conversion feature on convertible
      notes      |            |  | -                  |  |   | -         |  |   | 482,124     |   |   | -             |   |   | -           |   |   | 482,124    |  
|Stock-based compensation                                      |            |  | -                  |  |   | -         |  |   | 454,919     |   |   | -             |   |   | -           |   |   | 454,919    |  
|Net loss for the year                                         |            |  | -                  |  |   | -         |  |   | -           |   |   | -             |   |   | (3,022,005  | ) |   | (3,022,005 | )
|                                                              |            |  |                    |  |   |           |  |   |             |   |   |               |   |   |             |   |   |            |  
|Balance, December 31, 2008                                    |            |  | 23,906,731         |  |   | 23,906    |  |   | 26,507,207  |   |   | 26,500        |   |   | (26,632,822 | ) |   | (75,209    | )
|Capital stock issued for cash                                 | - at $0.40 |  | 1,673,750          |  |   | 1,674     |  |   | 667,826     |   |   | (26,500       | ) |   | -           |   |   | 643,000    |  
|Less: commission                                              |            |  | -                  |  |   | -         |  |   | (58,600     | ) |   | -             |   |   | -           |   |   | (58,600    | )
|Reclassification of derivative liability                      |            |  |                    |  |   |           |  |   | (113,314    | ) |   |               |   |   |             |   |   | (113,314   | )
|Stock-based compensation                                      |            |  | -                  |  |   | -         |  |   | 21,871      |   |   | -             |   |   | -           |   |   | 21,871     |  
|Net loss for the year                                         |            |  | -                  |  |   | -         |  |   | -           |   |   | -             |   |   | (937,573    | ) |   | (937,573   | )
|Balance, December 31,2009                                     |            |  | 25,580,481         |  |   | 25,580    |  |   | 27,024,990  |   |   | -             |   |   | (27,570,395 | ) |   | (519,825   | )
|Share subscriptions                                           |            |  | -                  |  |   | -         |  |   | -           |   |   | 20,000        |   |   | -           |   |   | 20,000     |  
|Stock-based compensation                                      |            |  | -                  |  |   | -         |  |   | 674         |   |   | -             |   |   | -           |   |   | 674        |  
|Net loss for the period                                       |            |  | -                  |  |   | -         |  |   | -           |   |   | -             |   |   | (249,980    | ) |   | (249,980   | )
|Balance, March 31, 2010                                       |            |  | 25,580,481         |  | $ | 25,580    |  | $ | 27,025,664  |   | $ | 20,000        |   | $ | (27,820,375 | ) | $ | (749,131   | )

SEE ACCOMPANYING NOTES

---

ACRONGENOMICS, INC.
  (A Development Stage Company) 
  NOTES TO THE FINANCIAL STATEMENTS 
  March 31, 2010 and 2009 
  ( Stated in US Dollars) 
  (Unaudited)

|Note 1 | Nature of Operations and Ability to Continue
      as a Going Concern                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | The Company is in the development stage
        and has not yet realized any revenues from its planned operations. The
        Companys business is research and development in the field of life
        science including BioLED technology.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | These financial statements have
        been prepared in accordance with generally accepted accounting principles
        in the United States of America on a going concern basis, which assumes
        that the Company will continue to realize its assets and discharge its
        obligations and commitments in the normal course of operations. Realization
        values may be substantially different from carrying values as shown and
        these financial statements do not give effect to adjustments that would
        be necessary to the carrying values and classification of assets and liabilities
        should the Company be unable to continue as a going concern. At March
        31, 2010, the Company had not yet achieved profitable operations, had
        an accumulated deficit of $27,820,375 (2009 - $27,570,395) since its inception
        and incurred a net loss of $249,980 (2009 - $211,282) for the three months
        then ended and expects to incur further losses in the development of its
        business, all of which casts substantial doubt about the Companys
        ability to continue as a going concern. The Companys ability to
        continue as a going concern is dependent upon its ability to generate
        future profitable operations and/or to obtain the necessary financing
        to meet its obligations and repay its liabilities arising from normal
        business operations when they come due. Management has no formal plan
        in place to address this concern but is considering obtaining additional
        funds by debt financing to the extent there is a shortfall from operations.
        While the Company is expending its best efforts to achieve the above plans,
        there is no assurance that any such activity will generate funds for operations.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | The Company was incorporated
        in the State of Nevada, USA on August 17, 1999 as Cellway Ventures Inc.
        Effective February 25, 2004, the Company changed its name to Acrongenomics,
        Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | These unaudited interim financial
        statements reflect all adjustments, consisting of normal recurring adjustments,
        which in the opinion of management are necessary for fair presentation
        of the information contained therein. It is suggested that these interim
        financial statements be read in conjunction with the audited financial
        statements of the Company for the year ended December 31, 2009. The interim
        results are not necessarily indicative of the operating results expected
        for the fiscal year ending on December 31, 2010. Certain information and
        footnote disclosures normally included in financial statements prepared
        in accordance with generally accepted accounting principles have been
        condensed or omitted pursuant to such rules and regulations, although
        the Company believes that the disclosures herein are adequate to make
        the information presented not misleading.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        

---

Acrongenomics, Inc. 
  (A Development Stage Company) 
  Notes to the Financial Statements 
  March 31, 2010 and 2009 (Unaudited - Stated in US Dollars) - Page 2

|Note 2 | Summary of Significant Accounting Policies
|------ | ------------------------------------------

Recent Accounting Pronouncements

In January 2010, the FASB issued ASU
  2010-06, Fair Value Measurements and Disclosures (ASC 820): Improving
  Disclosures about Fair Value Measurements. This update will require (1)
  an entity to disclose separately the amounts of significant transfers in and
  out of Levels 1 and 2 fair value measurements and to describe the reasons for
  the transfers; and (2) information about purchases, sales, issuances and settlements
  to be presented separately (i.e., present the activity on a gross basis rather
  than net) in the reconciliation for fair value measurements using significant
  unobservable inputs (Level 3 inputs). This guidance clarifies existing disclosure
  requirements for the level of disaggregation used for classes of assets and
  liabilities measured at fair value. It requires disclosures about the valuation
  techniques and inputs used to measure fair value for both recurring and nonrecurring
  fair value measurements using Level 2 and Level 3 inputs. The new disclosures
  and clarifications of existing disclosure are effective for fiscal years beginning
  after December 15, 2009, except for the disclosure requirements related to the
  purchases, sales, issuances and settlements in the roll-forward activity of
  Level 3 fair value measurements. Those disclosure requirements are effective
  for fiscal years ending after December 31, 2010. The adoption of ASU 2010-06
  had no material impact on the Companys financial statements.

In February 2010, the FASB issued ASU
  No. 2010-09. This ASU amended the Subsequent EventsTopic of the FASB
  Accounting Standards Codification (ASC Topic 855). The amendments in the ASU
  remove the requirement for a public filer to disclose a date through which subsequent
  events have been evaluated in both issued and revised financial statements.
  Revised financial statements include financial statements revised as a result
  of either correction of an error or retrospective application of accounting
  principles generally accepted in the United States of America. All of the amendments
  were effective upon issuance on January 1, 2010. The adoption of this ASU was
  not significant to the financial statements of the Company.

|Note 3 | Investment in Molecular Vision Ltd.                                                            
|------ | -----------------------------------------------------------------------------------------------
|       |                                                                                                
|       | The Companys investment in Molecular Vision
      Ltd. (Molecular) is summarized as follows:

| |                                                          |  | Number of Molecular |  |   |          |  
| | -------------------------------------------------------- |  | ------------------- |  | - | -------- | -
| |                                                          |  | shares owned        |  |   | Amount   |  
| |                                                          |  |                     |  |   |          |  
| | Balance - December 31, 2008                              |  | 33,734              |  | $ | 791,230  |  
| | Acquisition of Molecular shares for GBP £166,042         |  | 19,426              |  |   | 275,501  |  
| | Less: Write-down                                         |  | -                   |  |   | (239,330 | )
| |                                                          |  |                     |  |   |          |  
| | Balance as at March 31, 2010 and December
      31, 2009 |  | 53,160              |  | $ | 827,401  |  

The 53,160 shares owned in Molecular
  above represent 17.2% of the total issued shares of Molecular as at March 31,
  2010 and December 31, 2009.

---

Acrongenomics, Inc. 
  (A Development Stage Company) 
  Notes to the Financial Statements 
  March 31, 2010 and 2009 (Unaudited - Stated in US Dollars) - Page 3

|Note 4 | Fair Value Measurements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | ASC 820 defines fair value,
        establishes a framework for measuring fair value under generally accepted
        accounting principles and enhances disclosures about fair value measurements.
        Fair value is defined under ASC 820 as the exchange price that would be
        received for an asset or paid to transfer a liability (an exit price)
        in the principal or most advantageous market for the asset or liability
        in an orderly transaction between market participants on the measurement
        date. Valuation techniques used to measure fair value under ASC 820 must
        maximize the use of observable inputs and minimize the use of unobservable
        inputs. The standard describes a fair value hierarchy based on three levels
        of inputs, of which the first two are considered observable and the last
        unobservable, that may be used to measure fair value which are the following:

| | Level 1 - | quoted prices (unadjusted) in
        active markets for identical assets or liabilities;                                                                                                                                                                                                                                                         
| | --------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |           |                                                                                                                                                                                                                                                                                                                                                   
| | Level 2 - | observable inputs other than
        Level I, quoted prices for similar assets or liabilities in active markets,
        quoted prices for identical or similar assets and liabilities in markets
        that are not active, and model-derived prices whose inputs are observable
        or whose significant value drivers are observable; and
| |           |                                                                                                                                                                                                                                                                                                                                                   
| | Level 3 - | assets and liabilities whose
        significant value drivers are unobservable by little or no market activity
        and that are significant to the fair value of the assets or liabilities.                                                                                                                                                  

As at March 31, 2010, the Company has
  determined that it does not hold any Level 1 assets and its shareholdings in
  Molecular Vision, which are measured on a non-recurring basis, represent Level
  2 assets.

The fair value changes of the Companys
  Level 2 assets are summarized as follows:

|                                          |   | Beginning Value |  |   |          |  |   |            |  |   | Ending Fair      | 
|----------------------------------------- | - | --------------- |  | - | -------- |  | - | ---------- |  | - | ---------------- | 
|                                          |   | of              |  |   | Shares   |  |   | Impairment |  |   | Value of Level 2 | 
|                                          |   | Level 2 Assets  |  |   | Acquired |  |   | Charge     |  |   | Assets           | 
|For the three months ended March 31, 2010 | $ | 827,401         |  | $ | -        |  | $ | -          |  | $ | 827,401          | 

---

Acrongenomics, Inc. 
  (A Development Stage Company) 
  Notes to the Financial Statements 
  March 31, 2010 and 2009 (Unaudited - Stated in US Dollars) - Page 4

|Note 4 | Fair Value Measurements  (contd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|       | During the year ended December
        31, 2009, in accordance with ASC 815-40-15, the Company determined that
        the conversion features associated with its convertible promissory notes
        required bifurcation as derivative liabilities  (Note 5). The resulting
        derivatives are required to be measured at their fair value each reporting
        period and they constitute Level 3 liabilities given that they have no
        active market and are measured based on information that is unobservable.
        A summary of the Companys Level 3 for the three months ended March
        31, 2010 and 2009 is as follows:

|                                                 |   |                     |  |   | Derivative Liabilities |  |   |                     |   |   |                  | 
|------------------------------------------------ | - | ------------------- |  | - | ---------------------- |  | - | ------------------- | - | - | ---------------- | 
|                                                 |   | Beginning Value     |  |   | bifurcated from        |  |   | Change in fair      |   |   | Ending Fair      | 
|                                                 |   | of                  |  |   | convertible            |  |   | value of derivative |   |   | Value of Level 3 | 
|                                                 |   | Level 3 Liabilities |  |   | promissory notes       |  |   | liabilities         |   |   | Liabilities      | 
|For the three months ended 
      March 31, 2010 | $ | -                   |  | $ | -                      |  | $ | 85,163              |   | $ | 85,163           | 
|                                                 |   |                     |  |   |                        |  |   |                     |   |   |                  | 
|For the 12 months ended
      December 31, 2009  | $ | -                   |  | $ | 169,452                |  | $ | (169,452            | ) | $ | -                | 

The Company determined for the fair
  value of the component of derivative liability represented by the warrants issuable
  on conversion of the promissory notes by using the Black Scholes model with
  the following assumptions:

|Expected life           | 2 years      
|----------------------- | -------------
|Expected Volatility     | 206.53%      
|Risk free interest rate | 1.02% - 1.63%
|Dividend Yield          | 0%           

|Note 5 | Convertible Promissory Notes Payable                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|       | $394,136 Convertible Promissory Note                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|       | During the year ended December
        31, 2008, the Company was loaned $394,136 by a director of the Company
        by the issuance of a convertible promissory note, payable on demand, with
        interest accruing on the balance of principal outstanding at 8% per annum,
        compounded monthly and payable monthly. The note is convertible into units
        of the Company at a price of $0.40 per unit. Each unit will consist of
        one common share and one share purchase warrant exercisable at $0.75 per
        share for a period of two years from the date of issuance. Upon the issuance
        of the note, the Company recorded a beneficial conversion feature totalling
        $292,124 which was accreted to income in its entirety and included in
        interest, fees and accretion on notes payable in the financial statements
        for the year ended December 31, 2008.

---

Acrongenomics, Inc. 
  (A Development Stage Company) 
  Notes to the Financial Statements 
  March 31, 2010 and 2009 (Unaudited - Stated in US Dollars) - Page 5

|Note 5 | Convertible Promissory Notes
        Payable  (contd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       | $394,136 Convertible Promissory
        Note  (contd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       | Effective March 1, 2009, the
        Company and the lender agreed to modify the terms of the note by increasing
        the interest rate to 10% per annum and by changing the terms of repayment
        such that the Company is to repay the note in Canadian dollars at a foreign
        exchange rate of not less than $1US = $1.27 Canadian. As a result of the
        Company having to repay the note in a currency other than its functional
        currency, in accordance with ASC 830-35-1 Transaction Gains and
        Losses,changes in the exchange rate between the US and Canadian
        dollar will affect the expected amount of the payment upon the settlement
        of the note requiring the Company to record the change in rate as a transaction
        gain or loss in the Statement of Operations. For the three months ended
        March 31, 2010, the Company recorded a foreign exchange loss of $14,302
        (2009: $Nil) on the note resulting in a balance payable as at March 31,
        2010 of $491,292.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       | Additionally, the conversion
        feature of this note failed the two-step evaluation criteria contained
        in ASC 815-40 and, as a result, it was determined that it was required
        to be bifurcated from the host contract and recorded as a derivative liability.
        In accordance with ASC 815, the Company is required to re-measure the
        fair value of the derivative at each reporting period with the change
        in fair value recorded as a gain or loss in the Statement of Operations.
        At March 31, 2010, the Company re-measured the fair value of the derivative
        liability and determined it had a fair value of $61,688.                                                                                                                                                                                                                                                                                                                                                                          
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       | During the period ended March
        31, 2010, the Company accrued interest of $10,761 (2009: $5,789) on this
        note.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       | $150,000 Promissory Note                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       | On July 15, 2009, the Company
        was loaned an additional $150,000 by the same director of the Company
        by issuance of a convertible promissory note, payable on demand, with
        interest accruing on the balance of the principal outstanding at 10% per
        annum compounded monthly and payable monthly. The note contained a similar
        repayment feature wherein the Company agreed to repay the note in Canadian
        dollars at a foreign exchange rate of not less than $1US = $1.27 Canadian.
        The note is convertible into units of the Company at a price of $0.40
        per unit. Each unit will consist of one common share and one share purchase
        warrant exercisable at $0.75 per share for a period of two years from
        the date of issuance.                                                                                                                                                                                                                                             
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       | For the three months ended March
        31, 2010, the Company recorded a foreign exchange loss of $5,444 on the
        note resulting in a balance payable as at March 31, 2010 of $186,976.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       | Additionally, the conversion
        feature of this note failed the two-step evaluation criteria contained
        in ASC 815-40 and, as a result, it was determined that it was required
        to be bifurcated from the host contract and recorded as a derivative liability.
        In accordance with ASC 815, the Company is required to re-measure the
        fair value of the derivative at each reporting period with the change
        in fair value recorded as a gain or loss in the Statement of Operations.
        At March 31, 2010, the Company re-measured the fair value of the derivative
        liability and determined it had a fair value of $23,475.                                                                                                                                                                                                                                                                                                                                                                          
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       | During the period ended March
        31, 2010, the Company accrued interest of $3,927 (2009: $Nil) on this
        note.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       | The notes are collaterized by
        an interest in all property of the Company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             

---

Acrongenomics, Inc. 
  (A Development Stage Company) 
  Notes to the Financial Statements 
  March 31, 2010 and 2009 (Unaudited - Stated in US Dollars) - Page 6

|Note 6 | Loans Payable                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | Loans payable are unsecured, non-interest bearing
      and have no specific terms for repayment.                                                                                                                                                                                                                                                                                                                                                                          
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Note 7 | Related Party Transactions                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | The Company incurred the following
        charges with directors and officers, companies with a common director
        and former director, an officer and director of a company of which a former
        officer and director is the spouse of the Companys president; the
        research and development expenditures were paid to a company in which
        a former officer and director of the Company is the spouse of the Companys
        former president:

| |                                                                                        |   |                                   |  |   |                        |  |   | August 17, 1999 | 
| | -------------------------------------------------------------------------------------- | - | --------------------------------- |  | - | ---------------------- |  | - | --------------- | 
| |                                                                                        |   | For the three-month periods ended |  |   | (Date of Inception) to | 
| |                                                                                        |   | March 31,                         |  |   | March 31,              | 
| |                                                                                        |   | 2010                              |  |   | 2009                   |  |   | 2010            | 
| |                                                                                        |   |                                   |  |   |                        |  |   |                 | 
| | Accounting fees                                                                        | $ | 18,965                            |  | $ | 24,779                 |  | $ | 375,323         | 
| | Consulting fees                                                                        |   | 34,500                            |  |   | 54,500                 |  |   | 759,401         | 
| | Legal fees                                                                             |   | -                                 |  |   | -                      |  |   | 60,656          | 
| | Management fees                                                                        |   | -                                 |  |   | -                      |  |   | 2,747,128       | 
| | Rent                                                                                   |   | -                                 |  |   | -                      |  |   | 36,000          | 
| | Research and development                                                               |   | -                                 |  |   | -                      |  |   | 5,604,189       | 
| | Interest and accretion and fees on 
      convertible Promissory notes - 
      Note 5 |   | 14,688                            |  |   | 5,789                  |  |   | 445,327         | 
| |                                                                                        | $ | 68,153                            |  | $ | 85,068                 |  | $ | 10,028,024      | 

|       | Research and development expenditures
        charged by a related company were comprised of testing costs of the molecular
        diagnostic test products.                                                                                                                                                                                                            
|------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                          
|       | Accounts payable and accrued
        liabilities at March 31, 2010 includes $246,502 (December 31, 2009: $195,037)
        owing to companies with a common director, a former director and a company
        of which a former officer and director is the spouse of the Companys
        former president for accounting, management and consulting services received.
|       |                                                                                                                                                                                                                                                                                                                                                                          
|Note 8 | Common Stock                                                                                                                                                                                                                                                                                                                                                             
|       |                                                                                                                                                                                                                                                                                                                                                                          
|       | On February 6, 2009, the Company
        issued 625,000 units pursuant to a private placement at $0.40 per share
        for total proceeds of $250,000. Each unit consisted of one share and one
        common share purchase warrant exercisable at $0.75 for a period of two
        (2) years. The Company paid a commission of $25,000 on this placement.          
|       |                                                                                                                                                                                                                                                                                                                                                                          
|       | On February 6, 2009, the Company
        issued 66,250 units pursuant to a subscription received of $26,500 as
        at December 31, 2008. Each unit consisted of one share and one common
        share purchase warrant exercisable at $0.75 for a period of two (2) years.                                                                                          

---

Acrongenomics, Inc. 
  (A Development Stage Company) 
  Notes to the Financial Statements 
  March 31, 2010 and 2009 (Unaudited - Stated in US Dollars) - Page 7

|Note 8 | Common Stock  (contd)                                                                                                                                                                                                                                                                                                                                        
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                
|       | On May 15, 2009, the Company issued 525,000
        units pursuant to a private placement at $0.40 per share for total proceeds
        of $210,000. Each unit consisted of one share and one common share purchase
        warrant exercisable at $0.75 for a period of two (2) years. The Company
        paid a commission of $16,000 on this placement.    
|       |                                                                                                                                                                                                                                                                                                                                                                
|       | On July 22, 2009, the Company
        issued 105,000 units @ $0.40 per unit for total proceeds of $42,000. Each
        unit consists of one share and one common share purchase warrant exercisable
        at $0.75 for a period of two (2) years. The Company paid a commission
        of $4,200 on this placement.                                        
|       |                                                                                                                                                                                                                                                                                                                                                                
|       | On September 16, 2009, the Company
        issued 165,000 units pursuant to a private placement at $0.40 per share
        for total proceeds of $66,000. Each unit consisted of one share and one
        common share purchase warrant exercisable at $0.75 for a period of two
        (2) years. The Company paid a commission of $5,900 on this placement.
|       |                                                                                                                                                                                                                                                                                                                                                                
|       | On September 30, 2009, the Company
        issued 137,500 units at $0.40 per unit for total proceeds of $55,000.
        Each unit consists of one share and one common share purchase warrant
        exercisable at $0.75 for a period of two (2) years. The Company paid a
        commission of $5,500 on this placement.                                  
|       |                                                                                                                                                                                                                                                                                                                                                                
|       | On October 29, 2009, the Company
        issued 50,000 units @ $0.40 per unit for total proceeds of $20,000. Each
        unit consists of one share and one common share purchase warrant exercisable
        at $0.75 for a period of two (2) years. The Company paid a commission
        of $2,000 on this placement.                                      
|       |                                                                                                                                                                                                                                                                                                                                                                
|       | Commitments                                                                                                                                                                                                                                                                                                                                                    

a)        Share Purchase Warrants

A summary of changes in the Companys
  share purchase warrants for the three months ended March 31, 2010 and December
  31, 2009 outstanding is presented below:

| |                                           |  | March
      31, 2010 |  |  | December
      31, 2009 | 
| | ----------------------------------------- |  | -------------------- |  |  | ----------------------- | 
| |                                           |  |                      |  |  | Weighted                | 
| |                                           |  |                      |  |  | Average                 | 
| |                                           |  | Number of            |  |  | Exercise                | 
| |                                           |  | Warrants             |  |  | Price                   | 
| |                                           |  |                      |  |  |                         | 
| | Outstanding, beginning of
         period |  | 3,124,000            |  |  | $0.75                   | 
| | Issued                                    |  | -                    |  |  | -                       | 
| | Expired                                   |  | -                    |  |  | -                       | 
| |                                           |  |                      |  |  |                         | 
| | Outstanding, end of period                |  | 3,124,000            |  |  | $0.75                   | 

---

Acrongenomics, Inc. 
  (A Development Stage Company) 
  Notes to the Financial Statements 
  March 31, 2010 and 2009 (Unaudited - Stated in US Dollars) - Page 8

|Note 8 | Common Stock  (contd)
|------ | -----------------------
|       |                        
|       | Commitments  (contd) 

| | a) | Share Purchase Warrants  (contd)                                                   
| | -- | -------------------------------------------------------------------------------------
| |    |                                                                                      
| |    | The following table summarizes the warrants outstanding
        as at March 31, 2010:

Number Outstanding
      
      Exerciseand Exercisable
      
      Price
      Expiry Date290,000
      
      $0.75
      July 31,2010317,750
      
      $0.75
      August 31, 2010120,000
      
      $0.75
      September 30,2010375,000
      
      $0.75
      October 31, 2010347,500
      
      $0.75
      December 31, 201020,000
      
      $0.75
      January 31,2011671,250
      
      $0.75
      February 28, 2011525,000
      
      $0.75
      May 31, 2011165,000
      
      $0.75
      September 30, 2011187,500
      
      $0.75
      October 31, 2011105,000
      
      $0.75
      February 28, 20123,124,000


| | b) | Stock-Based Compensation Plan                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | In May, 2005, the Company adopted a stock option plan
        which provides for the granting of stock options to selected directors,
        officers, employees or consultants in an aggregate amount of up to 2,600,000
        common shares of the Company and, in any case, the number of shares to
        be issued to any one individual pursuant to the exercise of options shall
        not exceed 10% of the issued and outstanding share capital. The grant
        of stock options, exercise prices and terms are determined by the Company's
        Board of Directors.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | A summary of changes in the Companys stock options
        for the three months ended March 31, 2010 and the year ended December
        31, 2009 is presented below:                                                                                                                                                                                                                                                                                                                                                                                                                   

| |                                  |  | March
      31, 2010 |  |  | December
      31, 2009 | 
| | -------------------------------- |  | -------------------- |  |  | ----------------------- | 
| |                                  |  |                      |  |  | Weighted                | 
| |                                  |  |                      |  |  | Average                 | 
| |                                  |  | Number of            |  |  | Exercise                | 
| |                                  |  | Options              |  |  | Price                   | 
| |                                  |  |                      |  |  |                         | 
| | Outstanding, beginning of period |  | 2,100,000            |  |  | $0.76                   | 
| | Granted                          |  | -                    |  |  | -                       | 
| | Cancelled                        |  | -                    |  |  | -                       | 
| |                                  |  |                      |  |  |                         | 
| | Outstanding, end of period       |  | 2,100,000            |  |  | $0.76                   | 
| |                                  |  |                      |  |  |                         | 
| | Exercisable, end of period       |  | 2,050,000            |  |  | $0.75                   | 

---

Acrongenomics, Inc. 
  (A Development Stage Company) 
  Notes to the Financial Statements 
  March 31, 2010 and 2009 (Unaudited - Stated in US Dollars) - Page 9

|Note 8 | Common Stock  (contd)
|------ | -----------------------
|       |                        
|       | Commitments  (contd) 

| | b) | Stock-Based Compensation Plan  (contd)                                   
| | -- | ---------------------------------------------------------------------------
| |    |                                                                            
| |    | At December 31, 2009, the following stock options were
        outstanding:

Number of sharesAggregateTotal
      
      
      Number
      
      
      Exercise
      
      
      Expiry
      
      
      IntrinsicNumber
      
      
      Vested
      
      
      Price
      
      
      Date
      
      
      Value600,000
      (1)
      
      600,000
      
      
      $1.00
      
      
      March 22, 2012
      
      $
      -100,000
      (2)
      
      100,000
      
      
      $2.50
      
      
      May 3, 2016
      
      $
      -600,000
      (3)
      
      600,000
      
      
      $0.50
      
      
      February 12, 2017
      
      $
      -500,000
      (4)
      
      500,000
      
      
      $0.60
      
      
      March 31, 2018
      
      $
      -100,000
      (5)
      
      100,000
      
      
      $0.50
      
      
      April 1, 2018
      
      $
      -200,000
      (6)
      
      150,000
      
      
      $0.50
      
      
      April 1, 2018
      
      $
      -2,100,000
      
      
      2,050,000


| | (1) | As at March 31, 2010, these options had fully vested
        and no stock-based compensation was recognized in the financial statements
        for the period then ended.                                                                                                                                                            
| | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                       
| | (2) | As at March 31, 2010, these options had fully vested
        and no stock-based compensation was recognized in the financial statements
        for the period then ended.                                                                                                                                                            
| |     |                                                                                                                                                                                                                                                                                                                                       
| | (3) | As at March 31, 2010, these options had fully vested
        and no stock-based compensation was recognized in the financial statements
        for the period ended March 31, 2010 (2009: $11,647).                                                                                                                                  
| |     |                                                                                                                                                                                                                                                                                                                                       
| | (4) | As at March 31, 2010, these options had fully vested
        and no stock-based compensation was recognized in the financial statements
        for the period then ended.                                                                                                                                                            
| |     |                                                                                                                                                                                                                                                                                                                                       
| | (5) | As at March 31, 2010, these options had fully vested
        and no stock-based compensation was recognized in the financial statements
        for the period then ended.                                                                                                                                                            
| |     |                                                                                                                                                                                                                                                                                                                                       
| | (6) | As at March 31, 2010, 150,000 of these options were
        fully vested. The remaining 50,000 options vested on April 1, 2010. During
        the three months ended March 31, 2010, the Company recognized stock-based
        compensation of $674 (2009: $15,368) included in consulting fees in the
        financial statements.

---

Acrongenomics, Inc. 
  (A Development Stage Company) 
  Notes to the Financial Statements 
  March 31, 2010 and 2009 (Unaudited - Stated in US Dollars) - Page 10

|Note 8 | Common Stock  (contd)
|------ | -----------------------
|       |                        
|       | Commitments  (contd) 

| | b) | Stock-Based Compensation Plan  (contd)                                                                                                                                             
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                      
| |    | A summary of changes in the Companys unvested
        stock options for the three month period ended March 31, 2010 and the
        year ended December 31, 2009 is presented below:

|                                 |  | March
      31, 2010 |  |  | December
      31, 2009 | 
|-------------------------------- |  | -------------------- |  |  | ----------------------- | 
|                                 |  |                      |  |  | Weighted                | 
|                                 |  |                      |  |  | Average                 | 
|                                 |  | Number of            |  |  | Exercise                | 
|                                 |  | Options              |  |  | Price                   | 
|                                 |  |                      |  |  |                         | 
|Outstanding, beginning of period |  | 50,000               |  |  | $0.50                   | 
|Granted                          |  | -                    |  |  | -                       | 
|Cancelled                        |  | -                    |  |  | -                       | 
|Vested                           |  | -                    |  |  | -                       | 
|                                 |  |                      |  |  |                         | 
|Outstanding, end of period       |  | 50,000               |  |  | $0.50                   | 

Stock-based compensation amounts, including
  those related to shares issued for non-cash consideration during the period,
  are classified in the Companys Statement of Operations as follows:

2010
      
      
      2009Consulting fees
      $
      674
      
      $
      15,368Management fees
      
      -
      
      
      11,647$
      674
      
      $
      27,015


| | d) | Share Subscriptions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    | During the three months ended March 31, 2010, the Company
        received $20,000 in respect of the issuance of 25,000 common shares at
        $0.40 per share for proceeds of $10,000 and 50,000 common shares at $0.20
    per share for proceeds of $10,000. Subsequent to March 31, 2010, the Company issued 25,000 common shares in respect of the subscription agreement at $0.40 per share while the 50,000 common shares pursuant to the subscription agreement at $0.20 remains to be issued.

---

Acrongenomics, Inc. 
  (A Development Stage Company) 
  Notes to the Financial Statements 
  March 31, 2010 and 2009 (Unaudited - Stated in US Dollars) - Page 11

|Note 9 | Subsequent Events            
|------ | -----------------------------
|       |                              
|       | Subsequent to March 31, 2010:

| | a. | the Company issued a convertible promissory note for
        proceeds received in the amount of €25,000 (US$ 33,090). The note
        bears interest at 8% per annum and is convertible into units of the Company
        at $0.20 per unit. Each unit will consist of one share and one share purchase
        warrant exercisable at $0.50 for a period of 2 years.                         
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                
| | b. | the Company received $8,000 of loan advances from two
        shareholders of the Company. These loans are non-interest bearing and
        payable one month from date of demand.                                                                                                                                                                                                             
| |    |                                                                                                                                                                                                                                                                                                                                                                                                
| | c. | the Company issued 125,000 units at a price of $0.20 per unit for total proceeds of  $25,000. Each unit consists of
        one common share and one share purchase warrant exercisable into one additional
        common share of the Company for $0.50 for a period of two (2) years from
        the date of issuance. No commissions are payable in connection with this
    subscription.

|Note 10 | Comparative Figures                                                                                                               
|------- | ----------------------------------------------------------------------------------------------------------------------------------
|        |                                                                                                                                   
|        | Certain of the comparative figures
        have been reclassified to conform with the presentation for the current
        period.

---

ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements

This quarterly report contains forward-looking statements.
These statements relate to future events or our future financial performance. In
some cases, you can identify forward-looking statements by terminology such as
may, should, expect, plan, anticipate, believe, estimate,
predict, potential or continue or the negative of these terms or other
comparable terminology. These statements are only predictions and involve known
and unknown risks, uncertainties and other factors, including the risks in the
section entitled Risk Factors, which may cause our or our industrys actual
results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. Examples
of forward-looking statements in this quartely report include statements
regarding, by way of example and not in limitation:

- the plans of Molecular Vision;
- our intention to acquire additional shares in Molecular Vision;
- our intention to close the share exchange transaction with Vardisto;
- our belief that certain products will be classified in certain categories
  for regulator purposes; and
- our cash requirements for the next 12 months.

Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee future results,
levels of activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States, we do not
intend to update any of the forward-looking statements to conform these
statements to actual results.

In this report, unless otherwise specified, all references to
common shares refer to the common shares of our capital stock.

As used in this quarterly report, the terms we, us, our,
and Acrongenomics refer to Acrongenomics Inc., unless otherwise indicated. All
references to $ means United States dollars.

Plan of Operation

Corporate Overview

Until August 19, 2008, we had been operating pursuant to a
development agreement with Molecular Vision Limited (Molecular Vision),
whereby we funded the development of the point-of-care device of Molecular
Vision in return for a license to commercialize and sell the device. On August
19, 2008, we changed our relationship with Molecular Vision by entering into an
interim agreement, and a subsequent agreement on November 13, 2008, whereby, we
terminated our previous development agreement in exchange for a royalty on
product sales or license fees received by Molecular Vision for products or
licenses based on Molecular Visions suite of patents, and we received 17,168
additional common shares of Molecular Vision.

On January 31, 2009, we entered into a share exchange agreement
with Vardisto Investments Limited (Vardiso), whereby we agreed to acquire 600
shares of common stock of Vardisto, representing 60% of their total outstanding
share capital in exchange for the issuance of 9,000,000 shares of our common
stock. The share exchange agreement is conditional upon certain events occurring
and there is no assurance that the share exchange agreement will close. As at
May 12, 2010, we have not issued the 9,000,000 share in connection with the
acquisition of Vardisto and the transaction has not closed.

3

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Over the next 12 months, we will work on closing the share
exchange agreement with Vardisto. Further, we intend to work with Molecular
Vision to develop and commercialize the BioLED Technology.

Cash Requirements

We have not generated any revenues and our operating activities
have resulted in a loss of $165,925 for the three months period ended March 31,
2010 and a loss of $211,282 for the three month period ended March 31, 2009.
This negative cash flow is attributable to our operating expenses, including but
not limited to, general and administration and the payment of our audit fees and
legal fees. We anticipate that our expenses will increase as we intend to focus
on the development of our new project with Vardisto. We estimate our expenses in
the next 12 months will be approximately $1,800,000, generally falling in four
major categories: research and development, general and administrative expenses,
investor relations and professional fees.

We estimate our operating expenses and working capital
requirements for the next 12 months to be as follows:

Expense
    
    AmountResearch & Development
    $
    500,000General & Administrative
    $
    600,000Investor Relations
    $
    400,000Professional fees
    $
    300,000$
    1,800,000


Research & Development expenses are expected to include our
contributions to the research and development of the potential
cholesterol-lowering agent that is currently in development by the subsidiary of
Vardisto. If we do not acquire Vardisto, then we intend to seek out and acquire
another, as yet unknown, technology and to spend approximately this amount on
our research and development.

General & Administrative will include office rent,
utilities, communication, office equipment and supplies, banking fees,
insurance, corporate materials, accounting and temporary office assistance.

Investor Relations will include the costs of paying for
investor relations representatives, press releases, advertising, and travel
expenses related to promoting our company.

Professional fees will include all payments to our outsourced
attorney and independent auditor.

As of March 31, 2010, we had approximately $1,680 in cash. We
do not have enough funds to pay for our estimated operating expenses for the
next 12 months and require additional financing to continue our business. We
anticipate that we will have to address the cash shortfall through additional
equity financings in the future. We can offer no assurance, however, that such
financings will be available on terms acceptable to our company. The weakening
of economic conditions in the U.S. and around the world could have harmful
effects on our ability to raise money to fund our planned operations.

We believe that decreases in value of the common shares of many
companies worldwide will make selling shares of our common stock increasingly
difficult. If we are not able to sell enough of our shares to meet our financial
needs, we will have to consider borrowing the money we need. Because of the
credit crisis, it is possible that we would not be able to borrow adequate
amounts to fund our operations on terms and at rates of interest we find
acceptable and in our best interests. If we are unable to obtain the amount of
money that we need to fund our operations, then we will likely go out of
business and investors will lose their entire investment in our company.

We do not expect that the difficult economic conditions are
likely to improve significantly in the near future. Further deterioration of the
economy, and even consumer fear that the economy will deteriorate further could
intensify the adverse effects of these difficult market conditions.

Purchase of Significant Equipment

We do not intend to purchase any significant equipment.

4

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Personnel Plan

We currently have two executive officers and one consultant,
which are engaged pursuant to consulting agreements.

General Administration

We anticipate spending approximately $600,000 on general and
administration costs in the next 12 months. These costs are expected to consist
primarily of travel, office, rent and consulting fees.

Results of Operations

Our operating results for the three month period ended March
31, 2010 and March 31, 2009 are summarized as follows:

Three Months Ended
    
    
      Three Months EndedMarch 31, 2010
    
    
      March 31, 2009Revenue
    $
      -
    
    $
      -Expenses
    
      130,394
    
    
      197,304Other Expenses (Income)
    
      119,586
    
    
      13,978Net Income (Loss)
    $
      (249,980
    )
    $
      (211,282
    )


Revenue

We have not earned any revenues since our inception and we do
not anticipate earning revenues until such time as we have begun commercial
production or receive royalties from our investment with Molecular Vision.

Expenses

Our expenses for the three month period ended March 31, 2010
and 2009 are summarized as follows:

Three Months
    
    
      Three MonthsEnded
    
    
      EndedMarch 31, 2010
    
    
      March 31, 2009Accounting and audit fees
    $
      48,965
    
    $
      34,779Bank charges
    
      302
    
    
      453Consulting fees
    
      65,174
    
    
      111,743Legal fees
    
      -
    
    
      10,566Management fees
    
      -
    
    
      11,647Office and miscellaneous
    
      665
    
    
      1,473Public relations and donation
    
      -
    
    
      7,600Rent
    
      15,288
    
    
      15,279Research and development
    
      -
    
    
      -Transfer agent and filing fees
    
      -
    
    
      1,892Travel
    
      -
    
    
      1,872Total expenses
    $
      130,394
    
    $
      197,304


Total expenses for the three months ended March 31, 2010
decreased by $66,910 compared to the same period in 2009 largely due to
decreases in legal fees of $10,566, management fees of $11,647, public relation
of $7,600, consulting fees of $46,569, transfer agents and travel fees of
$3,764, office (including rent and bank charges) of $950 and an increase in
accounting and audit fees of $14,186.

Accounting and Audit Fees

Our accounting and audit fees increased by $14,186 in the three
months ended March 31, 2010 compared to the same period last year due to
an increase in audit fees largely as a result of complexity around the convertible notes that were restructured during the 2009 fiscal year.

5

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Bank Charges

Our bank charges decreased by $151 in the three months ended
March 31, 2010 compared to the same period last year due to reduction in our
bank activity.

Consulting Fees

The consulting fees we paid decreased by $46,569 in the three
months ended March 31, 2010 compared to the same period last year due to
termination of consulting agreements in 2009.

Legal Fees

Our legal fees decreased by $10,566 in the three months ended
March 31, 2010 compared to the same period last year due to reduction in
business activity.

Management Fees

Our management fees decreased by $11,647 in the three months
ended March 31, 2010 compared to the same period last year due to the company
not issuing any shares for services to directors during 2010, which was the case
in 2009.

Office and Miscellaneous

Our office and miscellaneous fees decreased by $808 in the
three months ended March 31, 2010 compared to the same period last year due to
office expenses being included in our rent agreement.

Public Relations

Our public relations fees decreased by $7,600 in the three
months ended March 31, 2010 compared to the same period last year due to not
having an investor relations person in 2010, which we had in 2009.

Transfer Agent

Our transfer agent fees decreased by $1,892 in the three months
ended March 31, 2010 compared to the same period last year due to reduction in
activity.

Travel

Our travel expenses decreased by $1,872 in the three months
ended March 31, 2010 compared to the same period last year due to reduction in
travel.

Other Income (Expenses)

Other expenses for the three months ended March 31, 2010 totaled $119,586 compared to $13,978 for the three months ended March 31, 2009. The increase arises primarily as a result of an increase of $77,123 in respect of the change in the fair value of the derivative liability associated with our convertible promissory notes, an increase of $19,578 in respect of the foreign exchange loss that occurred upon the translation of the convertible promissory notes to their US$ equivalent of the fixed Canadian dollar repayment due on maturity and an increase of $8,899 in respect of interest and accretion associated with our convertible promissory notes.

Liquidity and Capital Resources

Working Capital

Our working capital as at March 31, 2010 and December 31, 2009
is summarized as follows:

At March 31, 2010
    
    
      At December 31, 2009Current Assets
    $
      16,680
    
    $
      19,303Current Liabilities
    
      1,607,354
    
    
      1,380,671Working Capital (deficit)
    $
      (1,590,674
    )
    $
      (1,361,368
    )


The increase in our working capital deficit was primarily due
to an increase in our liabilities. As at March 31, 2010, we had $1,607,354 in
liabilities, compared to $1,380,671 in liabilities as at December 31, 2009.

6

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On March 11, 2010, we received $10,000 in respect of a private placement of  50,000 units at a price of $0.20 per unit. Each unit consists of one share of our common stock and one share purchase warrant exercisable at $0.50 per share for a period of 2 years expiring May 15, 2012.   These shares have yet to be issued.

On April 15, 2010, we received $10,000 in respect of a private placement of 25,000 units at a price of $0.40 per unit.. Each unit consists of one share of our common stock and one share purchase warrant exercisable at $0.75 for a period of 2 years from date of issuance.  These shares were issued on April 15, 2010.

We issued a convertible promissory note dated April 1, 2010
with a maturity date of October 1, 2010 for proceeds received in the amount of
€25,000 (US$33,090). The note bears interest at 8% per annum and is convertible
into units of our company at $0.20 per unit. Each unit will consist of one share
and one share purchase warrant exercisable at US$0.50 for a period of 2 years.

On April 8, 2010, we received $5,000 loan advance from one of
our stockholders. On April 14, 2010, we received $3,000 loan advance from one of
our stockholders. These loans are non-interest bearing and payable one month
from date of demand.

On May 12, 2010, we issued 125,000 units at a price of $0.20
per unit for gross proceeds of $25,000 to one investor. Each unit consists of
one share of our common stock and one share purchase warrant exercisable into
one additional share of our company for $0.50 for a period of 2 years from the
date of issuance.

Cash Flows

Our cash flow for the three month period ended March 31, 2010
and March 31, 2009 is summarized as follows:

|                                              |   | Three Months Ended |   |   | Three Months Ended |  
|--------------------------------------------- | - | ------------------ | - | - | ------------------ | -
|                                              |   | March 31, 2010     |   |   | March 31, 2009     |  
|Cash flows used in operating
      activities | $ | (45,672            | ) | $ | (214,139           | )
|Cash flows from investing activities          |   | -                  |   |   | -                  |  
|Cash flows from financing activities          |   | 43,049             |   |   | 225,000            |  
|Increase (decrease) in cash during the period | $ | (2,623             | ) | $ | 10,861             |  

Cash Used in Operating Activities

Our cash used in operating activities decreased by $168,467 in the three months ended March 31, 2010 compared to the same period last year due to a decrease in cash used for general and administrative expenses and an increase in our accounts payable and accrued liabilities.

Cash From Investing Activities

There were no changes in our cash from investing activities in the three months ended March 31, 2010 compared to the same period last year.

Cash From Financing Activities

Our cash from financing activities decreased by $181,951 in the three months ended March 31, 2010 compared to the same period last year due to a decrease in common stock issued during the period.

Going Concern

We have historically incurred losses and have incurred a loss
of $249,980 for the three month period ended March 31, 2010. Because of these
historical losses, we will require additional working capital to develop our
business operations. We intend to raise additional working capital through
private placements, public offerings, bank financing and/or advances from
related parties or shareholder loans.

The continuation of our business is dependent upon obtaining
further financing and achieving a profitable level of operations. The issuance
of additional equity securities by us could result in a significant dilution in
the equity

7

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interests of our current or future stockholders. Obtaining
commercial loans, assuming those loans would be available, will increase our
liabilities and future cash commitments.

There are no assurances that we will be able to either (i)
achieve a level of revenues adequate to generate sufficient cash flow from
operations; or (ii) obtain additional financing through either private
placements, public offerings and/or bank financing necessary to support our
working capital requirements. To the extent that funds generated from operations
and any private placements, public offerings and/or bank financing are
insufficient, we will have to raise additional working capital. No assurance can
be given that additional financing will be available, or if available, will be
on terms acceptable to us. If adequate working capital is not available we may
cease operations.

These conditions raise substantial doubt about our ability to
continue as a going concern. The financial statements do not include any
adjustments relating to the recoverability and classification of asset carrying
amounts or the amount and classification of liabilities that might be necessary
should we be unable to continue as a going concern.

Future Financing

We will require additional financing to fund our planned
operations, including researching and developing our patents, the related
compounds and any further intellectual property that we may acquire and entering
some of our current compounds into clinical trials. We currently do not have
committed sources of additional financing and may not be able to obtain
additional financing, particularly, if the volatile conditions in the stock and
financial markets, and more particularly the market for early development stage
biotechnology research and development company stocks persist.

There can be no assurance that additional financing will be
available to us when needed or, if available, that it can be obtained on
commercially reasonable terms. If we are not able to obtain the additional
financing on a timely basis, if and when it is needed, we will be forced to
delay or scale down some or all of our research and development activities or
perhaps even cease the operation of our business.

Since inception we have funded our operations primarily through
equity and debt financings and we expect that we will continue to fund our
operations through equity and debt financing. If we raise additional financing
by issuing equity securities, our existing stockholders ownership will be
diluted. Obtaining commercial loans, assuming those loans would be available,
will increase our liabilities and future cash commitments.

There is no assurance that we will be able to maintain
operations at a level sufficient for an investor to obtain a return on his, her,
or its investment in our common stock. Further, we may continue to be
unprofitable.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to our
stockholders.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISKS.

Not Applicable.

ITEM 4T. CONTROLS AND PROCEDURES.

Disclosure Controls and Procedures

As required by Rule 13a-15 under the Securities Exchange Act of
1934, our management, with the participation of our principal executive officer
and our principal financial officer, evaluated our disclosure controls and
procedures (as defined in Rules 13a-15(e) of the Securities Exchange Act of
1934) as of the end of the period covered by this quarterly report on Form 10-Q.
Disclosure controls and procedures are controls and other procedures that are
designed to ensure that information required to be disclosed in our reports
filed or submitted under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported, within the time periods specified in the
Securities and Exchange Commissions rules and forms.
Disclosure controls and procedures include controls and procedures designed to
ensure that information required to be disclosed in our reports filed under the
Securities Exchange Act of 1934 is accumulated and communicated to our principal
executive officer and our principal financial officer to allow timely decisions
regarding required disclosure.

8

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Based on that evaluation, our management, with the participation of our principal executive officer and our principal financial officer, concluded that as of the end of the period covered by this quarterly report on Form 10-Q, our disclosure controls and procedures were not effective. The ineffectiveness of our disclosure controls and procedures was due to the material weaknesses disclosed below.

We intend to take appropriate and reasonable steps to make the
necessary improvements to remediate these deficiencies at some time in the
future. This will depend on our financial position and the managements
determination of which changes should be made and when. We intend to consider
the results of our remediation efforts and related testing as part of our
year-end assessment of the effectiveness of our internal control over financial
reporting.

We continue to have material weaknesses in our internal control
over financial reporting as disclosed in our annual report on Form 10-K filed on
April 15, 2010. We have not implemented remediation measures for the material
weaknesses described in our annual report due to lack of funds. These material
weaknesses are in our internal control processes over procurement and
disbursements, primarily related to lack of segregations of duties.

More specifically, management has identified the following
weaknesses:

- Our company does not have a code of conduct or ethics;
- Our company does not have Human Resources policies and Procedures and
  Function Activities are not clearly defined;
- Our company does not have a specific Mission Statement or Key Performance
  indicators;
- Our company's accounting staff does not have sufficient technical
  accounting knowledge relating to accounting for income taxes and complex US
  GAAP matters. Management corrected any errors prior to the release of our
  company's March 31, 2010 financial statements.

We intend to implement remediation measures for these material
weaknesses. Such remediation activities include the following:

| | (1) | We intend to appoint independent members to our audit
      committee in the 2010 fiscal year;                                                                                                              
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                             
| | (2) | We intend to update the documentation of our internal
      control processes, including formal risk assessment of our financial
      reporting processes as well as codify a code of conduct and
  ethics;
| |     |                                                                                                                                                                                                             
| | (3) | We intend to update our business plan to include a
      Mission Statement and document our key performance indicators;
  and                                                                               
| |     |                                                                                                                                                                                                             
| | (4) | We intend to engage the services of an independent
      consultant with sufficient expertise in complex US GAAP matters to assist
      us in the preparation of our financial statements.                 

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Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial
  reporting during the fiscal quarter ended March 31, 2010 that have materially
  affected, or are reasonably likely to materially affect our internal control
  over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

We know of no material, existing or pending legal proceedings
to which we are a party or of which any of our properties is the subject. In
addition, we do not know of any such proceedings contemplated by any
governmental authorities. We know of no proceedings in which any of our
directors, officers or affiliates, or any registered or beneficial stockholder
is a party adverse to our company or has a material interest adverse to our
company.

ITEM 1A. RISK FACTORS.

Much of the information included in this report includes or is
based upon estimates, projections or other forward looking statements. Such
forward looking statements include any projections and estimates made by us and
our management in connection with our business operations. While these
forward-looking statements, and any assumptions upon which they are based, are
made in good faith and reflect our current judgment regarding the direction of
our business, actual results will almost always vary, sometimes materially, from
any estimates, predictions, projections, assumptions or other future performance
suggested herein. Such estimates, projections or other forward looking
statements involve various risks and uncertainties as outlined below. We
caution the reader that important factors in some cases have affected and, in
the future, could materially affect actual results and cause actual results to
differ materially from the results expressed in any such estimates, projections
or other forward looking statements.

Shares of our common stock are speculative, especially since we
are in the development stage of our new business. We operate in a volatile
sector of business that involves numerous risks and uncertainties. The risks and
uncertainties described below are not the only ones we face. Other risks and
uncertainties, including those that we do not currently consider material, may
impair our business. If any of the risks discussed below actually occur, our
business, financial condition, operating results or cash flows could be
materially adversely affected. This could cause the trading price of our
securities to decline, and you may lose all or part of your investment.
Prospective investors should consider carefully the risk factors set out
below.

Risks Related to our Financial Condition

We have not earned any revenues since our incorporation and
only have a limited operating history in our current business, which raise doubt
about our ability to continue as a going concern.

Our company has a limited operating history in our current
business and is in the development stage. We have not generated any revenues
since our inception and we will, in all likelihood, continue to incur operating
expenses without significant revenues until Molecular Vision successfully
develops its BioLED Technology and commercializes its future point-of-care
testing devices. Our primary source of funds has been the sale of our common
stock. We cannot assure that we will be able to generate any significant
revenues or income. These circumstances make us dependent on additional
financial support until profitability is achieved.

Our independent auditors have expressed substantial doubt
about our ability to continue as a going concern, which may hinder our ability
to obtain future financing.

Since our inception, we have accumulated a deficit of $27,820,375 as at March 31, 2010 and incurred a net loss of $249,980 during the three month period ended March 31, 2010. These circumstances raise substantial doubt about our ability to continue as a going concern, as described in the explanatory paragraph to our independent auditors report on our consolidated financial statements for the year ended December 31, 2009, which are included in our annual report on Form 10-K filed with the SEC on April 15, 2010. Although our consolidated financial statements raise substantial doubt about our ability to continue as a going concern, they do not include any adjustments relating to recoverability and classification of recorded assets, or the amounts or classifications of liabilities that might be necessary in the event our company cannot continue in existence.

10

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Risks Related to our Business

The global financial crisis has had, and may continue to
have, an impact on our business and financial condition.

The ongoing global financial crisis may also limit our ability
to access the capital markets at a time when we would like, or need, to raise
capital, which could have an impact on our ability to react to changing economic
and business conditions. Accordingly, if the global financial crisis and current
economic downturn continue or worsen, our business, results of operations and
financial condition could be materially and adversely affected.

The share exchange agreement with Vardisto may not complete
and we may not obtain an interest in the development of the potential
cholesterol-lowering agent.

The share exchange agreement may not complete and we may not
obtain an interest in the development of the potential cholesterol-lowering
agent. Even if we do obtain an interest in the potential cholesterol-lowering
agent, there is no assurance that it will ever become commercially viable. The
development of life science technology is extremely risky and expensive. It is
likely that we will never develop and sell a product that will make us
profitable. If we never become profitable, we will go out of business and
investors will lose all of the money they have invested in our company.

We need to raise additional financing to support the
research and development of future business but we cannot be sure that we will
be able to obtain additional financing on terms favorable to us when needed. If
we are unable to obtain additional financing to meet our needs, our operations
may be adversely affected or terminated.

Our ability to develop our business is dependent upon our
ability to raise significant additional financing when needed. Our future
capital requirements will depend upon many factors, including:

- the closing of the share exchange agreement with Vardisto;
- investments in other technologies or technology companies; and
- any additional investments in Molecular Vision, including investments
  required to maintain our ownership position.

We have limited financial resources and to date, no cash flow
from operations and we are dependent for funds on our ability to sell our common
stock, primarily on a private placement basis. There can be no assurance that we
will be able to obtain financing on that basis in light of factors such as the
market demand for our securities, the state of financial markets generally and
other relevant factors. Any sale of our common stock in the future will result
in dilution to existing stockholders. Furthermore, there is no assurance that we
will not incur debt in the future, that we will have sufficient funds to repay
our future indebtedness or that we will not default on our future debts,
jeopardizing our business viability. Finally, we may not be able to borrow or
raise additional capital in the future to meet our needs or to otherwise provide
the capital necessary to conduct the development of our technology, which might
result in the loss of some or all of your investment in our common stock.

Molecular Vision may be subject to intellectual property
litigation such as patent infringement claims, which could adversely affect our
business.

Other patents could exist or could be filed which would
prohibit or limit Molecular Visions ability to develop the BioLED Technology.
In the event of an intellectual property dispute, we may be forced to litigate.
Intellectual property litigation would divert attention away from developing the
Bio LED Technology and marketing our potential products and be very expensive.
An adverse outcome could take our ability to develop or commercialize a
potential product and could prevent us from becoming profitable.

11

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Because some of our officers and directors are located in
non-U.S. jurisdictions, you may have no effective recourse against the
management for misconduct and may not be able to enforce judgment and civil
liabilities against our officers, directors, experts and agents.

Most of our directors and officers are nationals and/or
residents of countries other than the United States, and all or a substantial
portion of their assets are located outside the United States. As a result, it
may be difficult for you to enforce within the United States any judgments
obtained against our officers or directors, including judgments predicated upon
the civil liability provisions of the securities laws of the United States or
any U.S. state.

If we are deemed to be an investment company under the
Investment Company Act, we may be required to institute burdensome compliance
requirements and our activities may be restricted.

The Investment Company Act of 1940(the Investment
Company Act) contains substantive legal requirements that regulate the manner
in which investment companies are permitted to conduct their business
activities. If we are deemed to be an investment company under the Investment
Company Act, we may be required to institute burdensome compliance requirements
and our activities may be restricted, which would materially adversely affect
our business, financial condition and results of operations. In addition, our
contracts would be voidable and a court could appoint a receiver to take control
of and liquidate our business.

In order not to be regulated as an investment company under the
Investment Company Act, unless we can qualify for an exemption, we must ensure
that we are engaged primarily in a business other than investing, reinvesting,
owning, holding or trading in securities (as defined in the Investment Company
Act) and that we do not own or acquire investment securities having a value
exceeding 40% of the value of our total assets (exclusive of U.S. government
securities and cash items) on an unconsolidated basis. The SEC has adopted Rule
3a-1 that provides an exemption from registration as an investment company if a
company meets both an asset and an income test and is not otherwise primarily
engaged in an investment company business by, among other things, holding itself
out to the public as such or by taking controlling interests in companies with a
view to realizing profits through subsequent sales of these interests. A company
satisfies the asset test of Rule 3a-1 if it has no more than 45% of the value of
its total assets (adjusted to exclude U.S. Government securities and cash) in
the form of securities other than interests in majority-owned subsidiaries and
companies which it primarily and actively controls. A company satisfies the
income test of Rule 3a-1 if it has derived no more than 45% of its net income
for its last four fiscal quarters combined from securities other than interests
in majority owned subsidiaries and primarily controlled companies.

Our ability to hire and retain qualified personnel will be
an important factor in the success of our business and a failure to hire and
retain key personnel may result in our inability to manage and implement our
business plan.

Our ability to hire and retain qualified personnel will be an
important factor in the success of our business. In addition, in order to manage
growth effectively, we must implement management systems and continue to recruit
and train new employees. We may not be able to attract and retain the necessary
qualified personnel. If we are unable to retain or to hire qualified personnel
as required, we may not be able to adequately manage and implement our business
plan.

Our disclosure controls and procedures and internal control
over financial reporting were proven not effective, which may cause our
financial reporting to be unreliable and lead to misinformation being
disseminated to the public.

Our management evaluated our disclosure controls and procedures
as of December 31, 2009 and concluded that as of that date, our disclosure
controls and procedures were not effective. The ineffectiveness of our
disclosure controls and procedures was due to a lack of knowledge regarding U.S.
generally accepted accounting principles and the rules of the Securities and
Exchange Commission by responsible people within our company.

In addition, our management evaluated our internal control over
financial reporting as of December 31, 2009 and concluded that that there were
material weaknesses in our internal control over financial reporting as of that
date and that our internal control over financial reporting was not effective as
of that date. A material weakness is a deficiency or a combination of control
deficiencies in internal control over financial reporting such that there is a

12

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reasonable possibility that a material misstatement of our
annual or interim financial statements will not be prevented or detected on a
timely basis. We intend to remedy these material weaknesses in the 2010 fiscal
year.

We have not yet remediated these material weaknesses and we
believe that our disclosure controls and procedures and internal control over
financial reporting continue to be ineffective. Until these issues are
corrected, our ability to report quarterly and annual financial results or other
information required to be disclosed on a timely and accurate basis may be
adversely affected and our financial reporting may continue to be unreliable,
which could result in additional misinformation being disseminated to the
public. Investors relying upon this misinformation may make an uninformed
investment decision.

Risks Related to our Common Shares

The recent weakening of economic conditions around the world
could have harmful effects on our company. If these harmful effects cause us to
cease our development of medical technologies, then our shareholders will likely
lose their entire investment in our company.

The recent weakening of economic conditions in the U.S. and
around the world could have harmful effects on our ability to raise money to
fund our planned operations. If this happens, we would likely go out of business
and our investors will lose their entire investment in our company.

We believe that recent decreases in value of the common shares
of many companies worldwide will make selling shares of our common stock
increasingly difficult. If we are not able to sell enough of our shares to meet
our financial needs, we will have to consider borrowing the money we need. A
tightening of credit conditions has also been experienced in the economy
recently. Because of the recent credit crisis, it is possible that we would not
be able to borrow adequate amounts to fund our operations on terms and at rates
of interest we find acceptable and in the best interests of our company. If we
are unable to obtain the amount of money that we need to fund our operations,
then we will likely go out of business and investors will lose their entire
investment in our company.

Because we do not intend to pay any dividends on our common
stock, investors seeking dividend income or liquidity should not purchase shares
of our common stock.

We have not declared or paid any dividends on our common stock
since our inception, and we do not anticipate paying any such dividends for the
foreseeable future. Investors seeking dividend income or liquidity should not
invest in our common stock.

A decline in the price of our common stock could affect our
ability to raise further working capital and adversely impact our ability to
continue operations.

A prolonged decline in the price of our common stock could
result in a reduction in the liquidity of our common stock and a reduction in
our ability to raise capital. Because a portion of our continued operations will
be financed through the sale of equity securities, a decline in the price of our
common stock could be especially detrimental to our liquidity and our
operations. Such reductions may force us to reallocate funds from other planned
uses and may have a significant negative effect on our business plan and
operations, including our ability to develop new products and continue our
current operations. If our stock price declines, we can offer no assurance that
we will be able to raise additional capital or generate funds from operations
sufficient to meet our obligations. If we are unable to raise sufficient capital
in the future, we may not be able to have the resources to continue our normal
operations.

If we issue additional shares in the future, it will result
in the dilution of our existing shareholders.

Our certificate of incorporation authorizes the issuance of up
to 100,000,000 shares of common stock with a par value of $0.001. Our board of
directors may choose to issue some or all of such shares to acquire one or more
businesses or to provide additional financing in the future. The issuance of any
such shares will result in a reduction of the book value and market price of the
outstanding shares of our common stock. If we issue any such additional shares,
such issuance will cause a reduction in the proportionate ownership and voting
power of all current shareholders. Further, such issuance may result in a change
of control of our corporation.

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Trading of our stock may be restricted by the Securities
Exchange Commissions penny stock regulations, which may limit a stockholders
ability to buy and sell our stock.

The Securities and Exchange Commission has adopted regulations
which generally define penny stock to be any equity security that has a market
price (as defined) less than $5.00 per share or an exercise price of less than
$5.00 per share, subject to certain exceptions. Our securities are covered by
the penny stock rules, which impose additional sales practice requirements on
broker-dealers who sell to persons other than established customers and
accredited investors. The term accredited investor refers generally to
institutions with assets in excess of $5,000,000 or individuals with a net worth
in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly
with their spouse. The penny stock rules require a broker-dealer, prior to a
transaction in a penny stock not otherwise exempt from the rules, to deliver a
standardized risk disclosure document in a form prepared by the Securities and
Exchange Commission, which provides information about penny stocks and the
nature and level of risks in the penny stock market. The broker-dealer also must
provide the customer with current bid and offer quotations for the penny stock,
the compensation of the broker-dealer and its salesperson in the transaction and
monthly account statements showing the market value of each penny stock held in
the customers account. The bid and offer quotations, and the broker-dealer and
salesperson compensation information, must be given to the customer orally or in
writing prior to effecting the transaction and must be given to the customer in
writing before or with the customers confirmation. In addition, the penny stock
rules require that prior to a transaction in a penny stock not otherwise exempt
from these rules, the broker-dealer must make a special written determination
that the penny stock is a suitable investment for the purchaser and receive the
purchasers written agreement to the transaction. These disclosure requirements
may have the effect of reducing the level of trading activity in the secondary
market for the stock that is subject to these penny stock rules. Consequently,
these penny stock rules may affect the ability of broker-dealers to trade our
securities. We believe that the penny stock rules discourage investor interest
in and limit the marketability of our common stock.

The Financial Industry Regulatory Authority, or FINRA, has
adopted sales practice requirements which may also limit a stockholders ability
to buy and sell our stock.

In addition to the penny stock rules described above, FINRA
has adopted rules that require that in recommending an investment to a customer,
a broker-dealer must have reasonable grounds for believing that the investment
is suitable for that customer. Prior to recommending speculative low priced
securities to their non-institutional customers, broker-dealers must make
reasonable efforts to obtain information about the customers financial status,
tax status, investment objectives and other information. Under interpretations
of these rules, FINRA believes that there is a high probability that speculative
low priced securities will not be suitable for at least some customers. FINRA
requirements make it more difficult for broker-dealers to recommend that their
customers buy our common stock, which may limit your ability to buy and sell our
stock and have an adverse effect on the market for our shares.

Our common stock is illiquid and the price of our common
stock may be negatively impacted by factors which are unrelated to our
operations.

Our common stock currently trades on a limited basis on the OTC
Bulletin Board. Trading of our stock through the OTC Bulletin Board is
frequently thin and highly volatile. There is no assurance that a sufficient
market will develop in our stock, in which case it could be difficult for
shareholders to sell their stock. The market price of our common stock could
fluctuate substantially due to a variety of factors, including market perception
of our ability to achieve our planned growth, quarterly operating results of our
competitors, trading volume in our common stock, changes in general conditions
in the economy and the financial markets or other developments affecting our
competitors or us. In addition, the stock market is subject to extreme price and
volume fluctuations. This volatility has had a significant effect on the market
price of securities issued by many companies for reasons unrelated to their
operating performance and could have the same effect on our common stock.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS.

Please see Item 5. Other Information of Part II of this
quarterly report on Form 10-Q.

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ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. [REMOVED AND RESERVED].

ITEM 5. OTHER INFORMATION.

On March 11, 2010, we sold 50,000 units at a price of $0.20 per
unit for gross proceeds of $10,000 to one investor. Each unit consists of one
share of our common stock and one share purchase warrant exercisable at $0.50
per share for a period of 2 years expiring on May 15, 2012. We sold these units
to one non-U.S. person (as that term is defined in Regulation S of the
Securities Act of 1933) in an offshore transaction relying on Regulation S. We
have not issued these shares yet.

On April 15, 2010, we issued 25,000 units at a price of $0.40
per unit for gross proceeds of $10,000 to two investors. Each unit consists of
one share of our common stock and one share purchase warrant exercisable at
$0.75 for a period of 2 years from date of issuance. We issued these units to
two U.S. persons relying on the exemption from the registration requirements of
the Securities Act of 1933 provided by Section 4(2) of the Securities Act of
1934.

We issued a convertible promissory note dated April 1, 2010
with a maturity date of October 1, 2010 for proceeds received in the amount of
€25,000 (US$33,090). The note bears interest at 8% per annum and is convertible
into units of our company at $0.20 per unit. Each unit will consist of one share
and one share purchase warrant exercisable at US$0.50 for a period of 2 years.
We issued this convertible promissory note to one non-U.S. person (as that term
is defined in Regulation S of the Securities Act of 1933) in an offshore
transaction relying on Regulation S.

On April 8, 2010, we received $5,000 loan advance from one of
our stockholders. On April 14, 2010, we received $3,000 loan advance from one of
our stockholders. These loans are non-interest bearing and payable one month
from date of demand.

On May 12, 2010, we issued 125,000 units at a price of $0.20
per unit for gross proceeds of $25,000 to one investor. Each unit consists of
one share of our common stock and one share purchase warrant exercisable into
one additional share of our company for $0.50 for a period of 2 years from the
date of issuance. We issued these units to one non-U.S. person (as that term is
defined in Regulation S of the Securities Act of 1933) in an offshore
transaction relying on Regulation S.

ITEM 6. EXHIBITS.

Exhibits required by Item 601 of Regulation S-K:

Exhibit No.
    Document Name(3)
    Articles of Incorporation and Bylaws3.1
    Articles of Incorporation (incorporated by reference to
      an exhibit to our registration statement on Form 10-SB filed on May 24,
      2002, as amended)3.2
    Bylaws, as amended (incorporated by reference to an
      exhibit to our registration statement on Form 10- SB filed on May 24,
      2002, as amended)(10)
    Material Contracts10.1
    Agreement for the Sale of Stock between our company and
      Dr. Leftheris Georgakopoulos dated February 13, 2006 (incorporated by
      reference to an exhibit to our current report on Form 8-K filed February
      16, 2006)10.2
    Development Agreement between our company and Molecular
      Vision Limited (incorporated by reference to an exhibit to our current
      report on Form 8-K filed on February 20, 2007)10.3
    Employment Agreement dated September 3, 2007 between our
      company and Dr. Dimitris Goundis (incorporated by reference to an exhibit
      to our current report on Form 8-K filed on September 28, 2007)


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Exhibit No.
      Document Name10.4
      Letter Agreement dated February
          1, 2008 with Molecular Vision Limited (incorporated by reference to
          an exhibit to our current report on Form 8-K filed on February 19, 2008)10.5
      Royalty Agreement dated November
          13, 2008 with Molecular Vision Limited (incorporated by reference to
          an exhibit to our current report on Form 8-K filed on November 20, 2008)10.6
      Supplemental Agreement to
          the Subscription and Shareholders Agreement relating to Molecular
          Vision Limited dated November 13, 2008 (incorporated by reference to
          an exhibit to our current report on Form 8-K filed on November 20, 2008)10.7
      Option Agreement dated November
          13, 2008 with Molecular Vision Limited to acquire additional 20,000
          shares of Molecular Vision Limited (incorporated by reference to an
          exhibit to our current report on Form 8-K filed on November 20, 2008)10.8
      Deed of Termination and Release
          dated November 13, 2008 with Molecular Vision Limited (incorporated
          by reference to an exhibit to our current report on Form 8-K filed on
          November 20, 2008)10.9
      Share Exchange Agreement dated
          January 31, 2009 between our company, Vardisto Investments Limited and
          a certain shareholder of Vardisto Investments Limited (incorporated
          by reference to an exhibit to our current report on Form 8-K filed on
          March 12, 2009)10.10
      Asset Purchase Agreement dated
          January 30, 2009 between Maragrita Hadzopoulou-Cladaras and Halldale
          Ventures Limited (incorporated by reference to an exhibit to our current
          report on Form 8-K filed on March 12, 2009)10.11
      Promissory note dated June
          12, 2008 issued to Ron and Johanne Lizée by our company (incorporated
          by reference to our quarterly report on Form 10-Q filed on May 15, 2009)10.12
      Promissory note dated July
          15, 2009 issued to Ron and Johanne Lizée by our company (incorporated
          by reference to our quarterly report on Form 10-Q filed on August 14,
          2009)10.13
      Employment Agreement dated
          April 1, 2007 between our company and Platon Tzouvalis (incorporated
          by reference to an exhibit to our annual report on Form 10-K filed on
          April 15, 2010)10.14
      Employment Agreement dated
          April 1, 2007 between our company and Manos Topoglidis (incorporated
          by reference to an exhibit to our annual report on Form 10-K filed on
          April 15, 2010)10.15
      Management and Operational
          Services Agreement dated October 1, 2008 between our company and Vardisto
          Investments Limited (incorporated by reference to an exhibit to our
          annual report on Form 10- K filed on April 15, 2010)(31)
      Section 302 Certifications31.1*
      Section
          302 Certification of Platon Tzouvalis31.2*
      Section
          302 Certification of Ron Lizée(32)
      Section 906 Certifications32.1*
      Section
          906 Certification of Platon Tzouvalis32.2*
      Section
          906 Certification of Ron Lizée


* Filed herewith.

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SIGNATURES

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

ACRONGENOMICS INC.

By:

*/s/ Platon Tzouvalis*
  Platon Tzouvalis
  President & Director
  (Principal Executive Officer)
  Date: May 17, 2010

By:

*/s/ Ron Lizée*
  Ron Lizée
  Chief Financial Officer & Director
  (Principal Financial Officer and Principal Accounting Officer)
  Date: May 17, 2010

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