UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 30549




                                   FORM 10-QSB




(MarkOne)

[X]  QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934
                               For the quarterly period ended September 30, 2005

[  ] TRANSACTION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
                        For the transition period from            to
                                                       ----------    -----------

                                                 Commission file number: 0-27489
                                                                         -------

                                 DuraVest, Inc.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

           Florida                                               59-2624574
-------------------------------                              -------------------
(State or Other Jurisdiction of                                 (IRS Employer
Incorporation or Organization)                               Identification No.)




        11 South LaSalle Street, 5th Floor, Chicago, Illinois 60603-1238
        ----------------------------------------------------------------
                    (Address of principal executive offices)

                                 (312) 423-2763
                                 --------------
                           (Issuer's telephone number)



                  37 Prince Arthur Avenue, Suite 300, Toronto,
                         Ontario, Canada M5R 1B2, Canada
             ------------------------------------------------------
             (Former name, former address and former fiscal year if
                           changed after last report)


Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months after distribution of
securities under a plan confirmed by a Court. Yes[ ] No [ ]



                      APPLICABLE ONLY TO CORPORATE ISSUERS

The number of shares outstanding of each of the issuer's classes of common
equity, as of September 30, 2005 was 46,766,640 shares of common stock.

Transitional Small Business Disclosure Format (Check one):  Yes [X]  No [00}

<PAGE>


                                      INDEX


                                                                          Page
                                                                         Number
                                                                         ------

Part I.  Financial Information

     Item 1.  Financial Statements

              Balance Sheet as of September 30, 2005                        3

              Statements of Operations for the Nine Months                  4
              Ended September 30, 2005 and September 30, 2004,
              and from August 5, 1980 (inception) to
              September 30, 2005

              Statements of Cash Flows for Nine Months Ended                5
              September 30, 2005 and September 30, 2004 and
              from August 5, 1980 (inception) to
              September 30, 2005

              Notes to Financial Statements                                 6


     Item 2.  Plan of Operation                                            15


Part II. Other Information

    Item 1.  Legal Proceedings                                             23

    Item 2.  Changes in Securities                                         23

    Item 3.  Defaults in Senior Securities                                 23

    Item 4.  Submission of Matters to a Vote of Securities Holders         23

    Item 5.  Other Information                                             23

    Item 6.  Exhibits and Reports on Form 8-K                              23

Signatures                                                                 24





                                       2
<PAGE>


                         PART I - FINANCIAL INFORMATION



Item 1.  Financial Statements
-------  --------------------

DuraVest, Inc.
(A development stage enterprise)
Consolidated Balance Sheet
As at September 30, 2005
(Unaudited)

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

                                                                             $
                                                                   -----------
ASSETS
Current assets
     Cash and cash equivalents                                       6,246,197
     Accounts receivable                                                58,668
     Tax credits receivable                                            441,893
     Prepaid expenses                                                  725,060
     Other assets                                                       21,739
                                                                   -----------
                                                                     7,493,557
     Goodwill and intangible assets                                  7,039,008
                                                                   -----------
                                                                    14,532,565
                                                                   ===========

LIABILITIES
Current liabilities
     Accounts payable and accrued liabilities                        1,573,998
     Accrued interest - related party                                   16,518
     Note payable - related party (Note 7)                             100,000
                                                                   -----------
                                                                     1,690,516
Notes payable - unrelated party (Note 8)                               433,879
Non-controlling interest                                             2,533,732
                                                                   -----------
                                                                     4,658,127
                                                                   -----------
STOCKHOLDERS' DEFICIT
Preferred stock, $0.0001 par value,
     20,000,000 shares authorized,
     0 share issued and outstanding
Common stock, $0.0001 par value, 80,000,000
      shares authorized, 46,766,640 shares
      issued and outstanding                                            13,680
Additional paid-in capital                                          10,965,157
Deficit accumulated during the development stage                    (1,104,399)
                                                                   -----------
Stockholders' equity, net                                            9,874,438
                                                                   -----------
                                                                    14,532,565
                                                                   ===========

Commitment and contingencies (Note 9)

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

The accompanying notes are an integral part of the interim consolidated
financial statements.



                                       3
<PAGE>
<TABLE>
<CAPTION>


DuraVest, Inc.
(A development stage enterprise)
Consolidated Statements of Operations
(Unaudited)

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

                                           For the           For the           For the           For the              From
                                       three-month       three-month        nine-month        nine-month        1980-08-05
                                      period ended      period ended      period ended      period ended    (inception) to
                                        2005-09-30        2004-09-30        2005-09-30        2004-09-30        2005-09-30
                                   ----------------  ----------------  ----------------  ----------------   ---------------
<S>                                <C>               <C>               <C>               <C>                <C>
                                                 $                 $                 $                 $                 $
Interest income                             39,787                 -           103,192                 -           103,192
                                   ----------------  ----------------  ----------------  ----------------   ---------------
Research and
     development expenses                  180,485                             611,525                             611,525
Selling, general and
     administrative                         87,448            43,563           288,122            87,711           955,849
                                   ----------------  ----------------  ----------------  ----------------   ---------------
                                           267,933            43,563           899,647            87,711         1,567,374
                                   ----------------  ----------------  ----------------  ----------------   ---------------
Loss from operations                      (228,146)          (43,563)         (796,455)          (87,711)       (1,464,182)
                                   ----------------  ----------------  ----------------  ----------------   ---------------
Other income
(expenses)
     Recovery of bad debt                                                                                           20,000
     Stock based
     compensation                          (57,500)                            (57,500)                            (57,500)
     Interest expense                       (4,273)           (2,500)          (21,295)           (4,909)          (31,909)
     Other                                 299,139               321           152,260               183           150,234
                                   ----------------  ----------------  ----------------  ----------------   ---------------
                                           237,366            (2,179)           73,465            (4,726)           80,825
                                   ----------------  ----------------  ----------------  ----------------   ---------------
Gain (loss) before
non-controlling interest                     9,220           (45,742)         (722,990)          (92,437)       (1,383,357)
Non-controlling interest                    88,074                             278,958                             278,958
                                   ----------------  ----------------  ----------------  ----------------   ---------------
Net gain (loss)                             97,294           (45,742)         (444,032)          (92,437)       (1,104,399)
                                   ================  ================  ================  ================   ===============

Net loss per common
share, basic and diluted                         -                 -             (0,01)                -
                                   ================  ================  ================  ================

Weighted average
number of common
shares outstanding - basic              46,766,640        36,766,640        46,253,819        36,766,640
                                   ================  ================  ================  ================

Weighted average
number of common
shares outstanding - diluted            46,958,633        36,766,640        46,253,819        36,766,640
                                   ================  ================  ================  ================

---------------------------------------------------------------------------------------------------------------------------
</TABLE>

The accompanying notes are an integral part of the interim consolidated
financial statements.



                                       4
<PAGE>
<TABLE>
<CAPTION>


DuraVest, Inc.
(A development stage enterprise)
Consolidated Statements of Operations
(Unaudited)

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

                                           For the           For the           For the           For the              From
                                       three-month       three-month        nine-month        nine-month        1980-08-05
                                      period ended      period ended      period ended      period ended    (inception) to
                                        2005-09-30        2004-09-30        2005-09-30        2004-09-30        2005-09-30
                                   ----------------  ----------------  ----------------  ----------------   ---------------
<S>                                <C>               <C>               <C>               <C>                <C>
                                                 $                 $                 $                 $                 $
Interest income                             39,787                 -           103,192                 -           103,192
                                   ----------------  ----------------  ----------------  ----------------   ---------------
Research and
     development expenses                  180,485                             611,525                             611,525
Selling, general and
     administrative                         87,448            43,563           288,122            87,711           955,849
                                   ----------------  ----------------  ----------------  ----------------   ---------------
                                           267,933            43,563           899,647            87,711         1,567,374
                                   ----------------  ----------------  ----------------  ----------------   ---------------
Loss from operations                      (228,146)          (43,563)         (796,455)          (87,711)       (1,464,182)
                                   ----------------  ----------------  ----------------  ----------------   ---------------
Other income
(expenses)
     Recovery of bad debt                                                                                           20,000
     Stock based
     compensation                          (57,500)                            (57,500)                            (57,500)
     Interest expense                       (4,273)           (2,500)          (21,295)           (4,909)          (31,909)
     Other                                 299,139               321           152,260               183           150,234
                                   ----------------  ----------------  ----------------  ----------------   ---------------
                                           237,366            (2,179)           73,465            (4,726)           80,825
                                   ----------------  ----------------  ----------------  ----------------   ---------------
Gain (loss) before
non-controlling interest                     9,220           (45,742)         (722,990)          (92,437)       (1,383,357)
Non-controlling interest                    88,074                             278,958                             278,958
                                   ----------------  ----------------  ----------------  ----------------   ---------------
Net gain (loss)                             97,294           (45,742)         (444,032)          (92,437)       (1,104,399)
                                   ================  ================  ================  ================   ===============

Net loss per common
share, basic and diluted                         -                 -             (0,01)                -
                                   ================  ================  ================  ================

Weighted average
number of common
shares outstanding - basic              46,766,640        36,766,640        46,253,819        36,766,640
                                   ================  ================  ================  ================

Weighted average
number of common
shares outstanding - diluted            46,958,633        36,766,640        46,253,819        36,766,640
                                   ================  ================  ================  ================

---------------------------------------------------------------------------------------------------------------------------
</TABLE>

The accompanying notes are an integral part of the interim consolidated
financial statements.



                                       5
<PAGE>
<TABLE>
<CAPTION>

DuraVest, Inc.
(A development stage enterprise)
Consolidated Statements of Cash Flows
(Unaudited)

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

                                                     For the         For the        For the         For the            From
                                                 three-month     three-month     nine-month      nine-month      1980-08-05
                                                period ended    period ended   period ended    period ended  (inception) to
                                                  2005-09-30      2004-09-30     2005-09-30      2004-09-30      2005-09-30
                                               --------------  --------------  -------------  --------------  --------------
<S>                                             <C>            <C>             <C>            <C>             <C>
                                                           $               $              $               $               $
OPERATING ACTIVITIES
Net gain (loss)                                       97,294         (45,742)      (444,032)        (92,437)     (1,104,399)
Non-controlling interest                             (88,074)                      (278,958)                       (278,958)
Foreign currency fluctuation                          15,126                         15,126                          15,126
Stock based compensation                              57,500                         57,500                          57,500
Net change in non-cash working
capital items
     Receivable - related party                       32,075            (861)       (29,834)         (9,080)        (44,920)
     Prepaid expenses                                 29,025                        205,734                         205,734
     Other assets                                    (20,102)                      (229,293)                       (229,293)
     Tax credits receivable                             (826)                        (4,409)                         (4,409)
     Accounts payable                                (14,285)         33,970         78,202          30,783         105,590
     Accrued interest - related party                  4,274           2,500         21,296           3,303          25,397
                                               --------------  --------------  -------------  --------------  --------------
Cash flows used in operating activities              112,007         (10,133)      (608,668)        (67,431)     (1,252,632)
                                               --------------  --------------  -------------  --------------  --------------

FINANCING ACTIVITIES
Cash from acquisition of subsidiaries                                             6,521,329                       6,521,329
Proceeds from issuance of debt to
     related parties                                                                                135,000         180,000
Repayment of debt to related parties                                                                (15,000)        (80,000)
Proceeds from issuance of debt to
     unrelated party                                 100,000                        300,000                         425,000
Proceeds from issuance
     of debt to a shareholder                                                                                         2,100
Repayment of debt to a shareholder                                                                                   (2,100)
Proceeds from issuance of common stock                                                                              452,500
                                               --------------  --------------  -------------  --------------  --------------
Cash flows provided by financing activities          100,000               -      6,821,329         120,000       7,498,829
                                               --------------  --------------  -------------  --------------  --------------
Net increase (decrease) in cash and
cash equivalents                                     212,007         (10,133)     6,212,661          52,569       6,246,197
Cash and cash equivalents, beginning of
period                                             6,034,190          63,903         33,536           1,201
                                               --------------  --------------  -------------  --------------  --------------
Cash and cash equivalents, end of period           6,246,197          53,770      6,246,197          53,770       6,246,197
                                               ==============  ==============  =============  ==============  ==============

Supplemental disclosure is as follows:
     Cash paid for interest                                                                           1,606
     Cash paid for taxes
                                               --------------  --------------  -------------  --------------
                                                           -               -              -           1,606
                                               ==============  ==============  =============  ==============

Non-cash items:
      Non-cash addition to prepaid                  (574,315)                      (574,315)

----------------------------------------------------------------------------------------------------------------------------
</TABLE>

The accompanying notes are an integral part of the interim consolidated
financial statements.


                                       6
<PAGE>


DuraVest, Inc.
(A development stage enterprise)
Notes to Financial Statements
As at September 30, 2005
(Unaudited)

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

1 - STATUTES, NATURE OF OPERATIONS AND GOING CONCERN

Nature of operations

DuraVest, Inc. (the "Company") was incorporated on August 5, 1980 under the laws
of the State of Florida as Ronnie Interior Designs, Inc. for the purpose of
merging with or acquiring another company. On March 13, 1998, the Company
amended and restated its articles of incorporation and changed its name to Great
Wall Food and Beverage Corporation. On November 9, 2001, the Company amended and
restated its articles of incorporation and changed its name to DuraVest, Inc.

The Company has been operating as a development stage enterprise since its
inception and is devoting substantially all its efforts to the ongoing
development of the Company.

Going concern

The accompanying financial statements were prepared assuming that the Company
will continue as a going concern. This basis of accounting contemplates the
realization of assets and the satisfaction of its liabilities in the normal
course of operations. Since inception, the Company has incurred losses of
approximately $1,104,399 and has never generated revenues from operations, and
has been dependent on investor capital and related party loans to sustain its
activities. These issues all raise substantial doubt about the Company's ability
to continue as a going concern.

The Company's continued existence is dependent upon its ability to meet its cash
needs for its activities, principally by obtaining additional debt financing and
equity capital. The Company presently has no source of additional capital. There
are no assurances that the Company will be able to continue as a going concern

The financial statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the inability of the
Company to continue as a going concern.


                                       7
<PAGE>


DuraVest, Inc.
(A development stage enterprise)
Notes to Financial Statements
As at September 30, 2005
(Unaudited)

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


2 - SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation and accounting estimates

The accompanying unaudited consolidated financial statements of Duravest, Inc.
(the Company) have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Item 310(b) of Regulation S-B. Accordingly, they do not include
all of the information and footnotes required by accounting principles generally
accepted in the United States of America for complete financial statements. All
adjustments which, in the opinion of management, are considered necessary for a
fair presentation of the results of operations for the periods shown are of a
normal recurring nature and have been reflected in the unaudited consolidated
financial statements. There are no additional material subsequent events or
material contingencies that require disclosure. The results of operations for
the periods presented are not necessarily indicative of the results expected for
the full fiscal year or for any future period. The information included in these
unaudited consolidated financial statements should be read in conjunction with
Plan of operation contained in this report and with the financial statements and
accompanying notes included in the annual report on Form 10-KSB for the fiscal
year ended December 31, 2004.

The accompanying financial statements are prepared on the accrual basis of
accounting in accordance with accounting principles generally accepted in the
United States of America ("GAAP"). The preparation of financial statements in
conformity with GAAP requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period. These
estimates are based on management's best knowledge of current events and actions
that the Company may undertake in the future. Actual results could differ from
those estimates.

Principles of consolidation

These financial statements include the accounts of the Company and all
subsidiaries from the date of their acquisition.

Cash and cash equivalents

The Company considers all highly liquid investments with a maturity of three
months or less when purchased to be cash equivalents.

Fair value of financial presentation

The carrying amounts of the Company's financial assets and liabilities,
including cash and cash equivalents, approximate fair value because of their
short maturities.


                                       8
<PAGE>


DuraVest, Inc.
(A development stage enterprise)
Notes to Financial Statements
As at September 30, 2005
(Unaudited)

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



2 - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Income taxes

The Company accounts for income taxes pursuant to the provisions of Statement of
Financial Accounting Standards (SFAS) No. 109, Accounting for Income Taxes,
which requires, among other things, a liability approach to calculating deferred
income taxes. The asset and liability approach requires the recognition of
deferred tax liabilities and assets for the expected future tax consequences of
temporary differences between the carrying amounts and the tax bases of assets
and liabilities.

Foreign currency translation

Integrated foreign operations are translated using the temporal method. Under
this method, monetary items are translated into United States dollars at the
rate of exchange in effect at the balance Non-monetary items are translated at
historical exchange rates. Expenses are translated at average rates in effect
during the period in which they were incurred. Gains and losses resulting from
the fluctuation of foreign exchange rates have been included in the
determination of income.

Earnings per share

The Company follows the provisions of SFAS No. 128, Earnings per Share, which
requires companies with complex capital structures or common stock equivalents
to present both basic and diluted earnings (loss) per share ("EPS") on the face
of the statements of operations. Basic EPS is calculated as income available to
common stockholders divided by the weighted average number of common shares
outstanding during the period. Diluted EPS is calculated using the treasury
stock method for common stock equivalents.

The Company, as of September 30, 2005, has 1,850,000 stock options (notes 4 and
6) outstanding and had a convertible note payable which could be converted into
another 493,044 shares (note 8c).

As the exercice price of 500,000 options will not be determined until November
30, 2005, these equity instruments were not included in the computation of
diluted earnings per share.

Reconciliation of the diluted weighted average number of common shares
outstanding for the following periods is as follows:
<TABLE>
<CAPTION>


                                                            For the           For the            For the            For the
                                                        three-month       three-month         nine-month         nine-month
                                                       period ended      period ended       period ended       period ended
Number of instruments                                    2005-09-30        2004-09-30         2005-09-30         2004-09-30
-------------------------------------------------   ----------------  ----------------   ----------------  -----------------
<S>                                                 <C>               <C>                <C>               <C>
Basic weighted average number of
common shares outstanding                                46,766,640        36,766,640         46,253,819         36,766,640
Effect of dilutive stock options                            186,813
Effect of dilutive convertible note                           5,180
                                                    ----------------  ----------------   ----------------  -----------------
                                                         46,958,633        36,766,640         46,253,819         36,766,640
                                                    ================  ================   ================  =================
</TABLE>


                                       9
<PAGE>


DuraVest, Inc.
(A development stage enterprise)
Notes to Financial Statements
As at September 30, 2005
(Unaudited)

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



2 - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Comprehensive income

In accordance with SFAS No. 130, Reporting Comprehensive Income, the Company is
required to separately report its comprehensive income (loss). The Company has
no items of other comprehensive income or loss, therefore, net loss and
comprehensive loss are the same for all periods presented.

Reclassifications

Certain prior period amounts have been reclassified to conform to the current
period presentation.

3 - CHANGES IN ACCOUNTING POLICIES

Stock-Based Compensation

The Company has elected to apply the intrinsic value method of accounting in
accordance with Accounting Principles Board Opinion No. 25 (APB 25), Accounting
for Stock Issued to Employees. Under the intrinsic value method of accounting,
compensation expense is recognized if the exercise price of the Company' s stock
options is less than the market price of the underlying common stock on the date
of grant. Stock-based compensation is recognized on the straight-line basis over
the vesting period of the individual options.

Under the provisions of SFAS 123, companies that elect to account for
stock-based awards in accordance with the provisions of APB 25 are required to
disclose the pro forma net income (loss) that would have resulted from the use
of the fair value based method under SFAS 123.

Accounting pronouncements not yet implemented

In December 2004, the Financial Accounting Standards Board ("FASB") revised
Statement No. 123, Share-Based Payment. SFAS No. 123 (revised 2004) focuses
primarily on accounting for transactions in which an entity obtains services in
exchange of share-based payment transactions and requires that such transactions
be accounted for using the fair value-based method and that compensation expense
be recorded in the statement of operations. The Company is currently assessing
the impact of adoption of this pronouncement.



                                       10
<PAGE>


DuraVest, Inc.
(A development stage enterprise)
Notes to Financial Statements
As at September 30, 2005
(Unaudited)

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



4 - BUSINESS ACQUISITIONS

On January 14, 2005, the Company issued to Hunter Fund LTD, a British Virgin
Islands' Corporation ("Hunter Fund"), 10,000,000 shares of Duravest's common
stock in exchange for the transfer from Hunter Fund to Duravest of all of the
outstanding stock of Cardio Management Systems, Inc., a corporation organized
under the Canada Business Corporations Act ("Cardio"). Pursuant to this
transaction, Cardio becomes a wholly-owned subsidiary of Duravest. Hunter Fund
had provided the CDN $7,500,000 to Cardio, which it used to make its second
investment in Estracure, a corporation organized under the Canada Business
Corporations Act ("Estracure"). This second investment made on January 14, 2005
consists of the acquisition by Cardio of an additional 482,966 shares of
Estracure, making Cardio the majority shareholder of Estracure with 50.10% of
all the issued and outstanding common shares. In exchange for its CDN $7,500,000
provided to Cardio, Hunter Fund had received 9,000,000 shares of newly issued
stock of Cardio and an assignment of 1,000,000 outstanding shares of Cardio from
the president and director of the Company. Thus, at the time of the Duravest
acquisition of Cardio, Hunter Fund owned all of Cardio's outstanding stock.

On January 14, 2005, Duravest entered into an option agreement with Estracure
and all the owners of all the outstanding stock of Estracure except for the
stock held by Cardio (the "Estracure Minority Shareholders"). Under the
agreement, the Estracure Minority Shareholders have the collective right and
option, at any time before September 30, 2005, to exchange all their shares in
Estracure with Duravest for shares of Duravest's common stock if the human
clinical trials presently being conducted with Estradiol meet certain
conditions.

Except for those under the agreement, there is no material relationship between
Duravest, its affiliates, and the Estracure Minority Shareholders who are
parties to the agreement.

On January 14, 2005, the Company entered into a stock option agreement with a
director of Estracure who was the beneficial of an option to buy special common
shares of Estracure under Estracure's Stock Option Plan. Under this agreement,
Duravest has granted this director the right and option to acquire up to 600,000
shares of its common stock at an exercise price of $0.76. Except for those under
this agreement, there is no material relationship between Duravest, its
affiliates and this director of Estracure.

The acquisitions were accounted for using the purchase method and the operations
of the companies acquired are included in the consolidated earnings since the
acquisition date. The preliminary purchase price allocation is as follows:

                                                                             $
                                                              -----------------

Current assets                                                         763,984
Goodwill and intangible assets (a)                                   7,039,007
Current liabilities                                                 (1,038,180)
Non-controlling interest                                            (2,813,303)
                                                              -----------------
                                                                     3,951,508
Cash at acquisition                                                  6,521,329
                                                              -----------------
                                                                    10,472,837
                                                              =================


                                       11
<PAGE>


DuraVest, Inc.
(A development stage enterprise)
Notes to Financial Statements
As at September 30, 2005
(Unaudited)

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


4 - BUSINESS ACQUISITIONS (continued)
                                                                             $
                                                              -----------------

Stock options issued                                                   468,837
Stock issuance                                                      10,004,000
                                                              -----------------
Total consideration                                                 10,472,837
                                                              =================

(a)   This purchase price allocation is preliminary since the Company has not
      yet completed the evaluation of the identifiable intangible assets,
      in-process research and development and other elements resulting from this
      acquisition. The in-process research and development would probably be
      expensed if identified as part of the purchase price allocation.

5 - CAPITAL STOCK

The total number of shares of capital stock which the Company has the authority
to issue is 100,000,000 shares, consisting of 80,000,000 shares of common stock
having a par value of $0.0001 per share and 20,000,000 shares of preferred stock
having a par value of $0.0001 per share. Each share of common stock entitles the
holder to one vote, without any right of cumulative voting. With regard to the
preferred stock, the Board of Directors has the authority to classify any
unissued shares by setting or changing in any one or more respects the
preferences, conversion or other rights, voting powers, restrictions,
limitations as to dividends, qualifications or terms or conditions of redemption
of such shares.

6 - STOCK OPTIONS

In addition to the option grant discussed in note 4, the Company granted and
issued the following:

-    On September 1, 2005:

     -    To the president and chief executive officer of the Company, pursuant
          to an employment agreement, an option to purchase up to 500,000 shares
          of the Company's common stock exercisable after November 30, 2007 and
          on or before November 30, 2010; exercise price equal to the mean of
          the bid and ask price of the stock on November 30, 2005 (end of "trial
          period") or $0.88 per share whichever is greater; and if he ceases to
          be chief executive officer of the Company during the first two years
          of this stock option (before November 30, 2007), the option will
          reduce to an option to purchase a maximum of 250,000 shares;

-    On September 7, 2005:

     -    To the Company's president and chief executive officer, an additional
          option to purchase up to 250,000 shares of the Company's Common Stock
          at $0.88 per share.

          To a director of the Company, an option to purchase up to 250,000
          shares of the Company's Common Stock at $0.88 per share.



                                       12
<PAGE>


DuraVest, Inc.
(A development stage enterprise)
Notes to Financial Statements
As at September 30, 2005
(Unaudited)

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



6 - STOCK OPTIONS (Continued)

          The right of these two optionees to exercise the options shall vest in
          the optionees on September 1, 2006 provided that the optionees, who
          were elected as directors of the Company on September 6, 2005 continue
          to so serve as directors through August 31, 2006. If the optionees
          cease to serve as directors of the Company prior to September 1, 2006,
          the options shall terminate as of the date of the cessation. The
          options may be exercised in lots of no less than 500 shares at any
          time after August 31, 2006 and on or before August 31, 2010.

     -    To the representative of the Company's controlling shareholder, and a
          director of Estracure, a controlled subsidiary of the Company, an
          option to purchase up to 250,000 shares of the Company's Common Stock
          at $0.65 per share.

          The option has immediate vesting and may be exercised in whole at any
          time and in part from time to time in lots of no less than 500 shares
          on or before September 31, 2010. The intrinsic value calculated under
          APB 25 is $57,500 and has been accounted for as stock based
          compensation in the consolidated statements of operations.

The fair value of the options granted during the period was estimated at the
date of grant using the Black-Scholes option pricing model with the following
weighted-average assumptions: risk free interest rate of 4.0%, expected
volatility of 132%, an expected option life of 5 years and no expected
dividends. The weighted average fair value of options granted was $0.77 per
share.

The following table illustrates the effect on net loss per share as if the fair
value method had been applied to all grants of stock options:
<TABLE>
<CAPTION>


                                                            For the           For the            For the            For the
                                                        three-month       three-month         nine-month         nine-month
                                                       period ended      period ended       period ended       period ended
                                                         2005-09-30        2004-09-30         2005-09-30         2004-09-30
                                                    ----------------  ----------------   ----------------  -----------------
<S>                                                 <C>               <C>                <C>               <C>
                                                                  $                 $                  $                  $
Net gain (loss) - as reported                                97,294           (45,742)          (444,032)           (92,437)
Stock-based compensation expense
included in net loss - as reported                           57,500                               57,500
                                                    ----------------  ----------------   ----------------  -----------------
                                                            154,794           (45,742)          (386,532)           (92,437)
Stock-based compensation expense
determined under fair value method                          220,670                              220,670
                                                    ----------------  ----------------   ----------------  -----------------
Net loss - pro forma                                        (65,876)          (45,742)          (607,202)           (92,437)
                                                    ================  ================   ================  =================

Net loss per share (basic and diluted) -
as reported and pro forma                                         -                 -              (0.01)                 -
                                                    ================  ================   ================  =================

</TABLE>

                                       13
<PAGE>


DuraVest, Inc.
(A development stage enterprise)
Notes to Financial Statements
As at September 30, 2005
(Unaudited)

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



7 - RELATED PARTY TRANSACTIONS

Funds disbursed

Disbursements totaling $37,816 have been paid to officers, companies owned by
shareholders, and other related parties during the periods ended September 30,
2005 for administrative fees, consulting services rendered and reimbursement of
expenses paid on behalf of the Company.

Notes payable

On June 1, 2004, with the Board of Directors' approval, the Company borrowed a
total of $100,000 from Fulton Partners, a related company. The control person of
Fulton Partners is a former officer of the Company and is also the owner of
Herne Financial Limited, a shareholder of the Company. The note is unsecured,
bears interest at a rate of 6% per annum, with the interest and principal
payable on demand. No interest has been paid on the note as at September 30,
2005.

8 - NOTES PAYABLE - UNRELATED PARTY

a)   On November 24, 2004, with the Board of Directors' approval, the Company
     borrowed a total of $125,000 from an unrelated company. The note is
     unsecured, bears interest at a rate of 4% per annum, with the interest and
     principal payable in monthly instalments of $3,689 beginning December 24,
     2004. The final payment is due November 2007. No payments were made on this
     note as at September 30, 2005.

b)   On January 27, 2005, with the Board of directors' approval, the Company
     borrowed a total of $200,00 from an unrelated company. The note is
     unsecured, bears interest at a rate of 4 % per annum, with the interest and
     principal payable in monthly instalments of $5,905 beginning February 27,
     2005. The final payment is due January 2008. No payments have been made on
     this note as at September 30, 2005.

c)   On September 1, 2005, with the Board of directors' approval, the Company
     borrowed a total of $100,000 from an unrelated company. On the same date,
     this note was consolidated with the above two notes described in a) and b)
     plus accrued interest for an aggregate note of $433,879. The consolidated
     note bears interest at 5% per annum. The accrued interest as of August 31st
     of each year is payable within 10 days of this date during the term of the
     note. The principal of the note, together with any then unpaid interest, is
     payable on August 31, 2008. The holder of this note is entitled, at the
     holder's option, to convert any or all of the unpaid principal and any
     accrued but unpaid interest into shared of the Company's common stock at
     the conversion price of $0.88 per share.

     In case the Company shall issue or sell any common stock for cash at
     consideration per share less than $0.88 per share, the conversion price
     will be adjusted to equal that per share consideration received by the
     Company upon the sale of its common stock.

9 - COMMITMENT AND CONTINGENCIES

The Company conducts its operations from leased facilities, under operating
leases on a month-to-month basis, which can be terminated by either party upon
giving notice 60 days in advance. At September 30, 2005, future minimum lease
payments and rent usage tax were $0.



                                       14
<PAGE>


Item 2.  Plan of Operation
-------  -----------------

General.
--------

     Information is set forth herein concerning (i) recent material events
involving DuraVest, Inc. ("DuraVest") occurring since June 30, 2005; (ii)
Estradiol Project of Estracure, Inc. ("Estracure"), a majority owned subsidiary
of DuraVest; and (iii) DuraVest's acquisition of its Estracure interest and the
contractual relations between the companies.

Recent Events.
--------------

     On September 6, 2005, the Board of Directors of Duravest was reorganized.
Dr. Ogan Gurel and Mr. Friedrich W. Goebel were elected to the Board of
Directors by the resignations from the Board of Ms. Patti Cooke and Michael A.
Eustace, the previous directors. Dr. Gurel was elected President, Chief
Executive, Financial and Accounting Officer and Mr. Goebel was appointed as the
Audit Committee of the Board.

     Dr. Ogan Gurel, age 41, became a director and the President and Chief
Executive Officer of the Company in September of 2005. He was elected to serve
as a director for the ensuing year and until his successor is duly elected and
qualified. He was elected President until further action of the Board of
Directors. He is employed by the Company under the terms of an employment
agreement as referred to below. From 1991 to 1997, Dr. Gurel was the President
of Jefferson Media/MCAT Intensive Review in New York City, New York. This firm
developed, marketed and taught a high-level MCAT preparation course in New York
City, Boston and Kansas City. From 1997 through 2000, he was an independent
medical consultant in Boston and Lexington, Massachusetts. From January to
December of 2001, he was employed as an Associate by Booz/Allen/Hamilton, a
global strategy management consulting firm, in Chicago, Illinois. From December
of 2001 to January of 2005, he was the Vice President and Medical Director of
SG-2, LLC, a medical research and consulting firm in Evanston, Illinois. From
January of 2005 to the present, he has been the Chairman and Chief Executive
Officer of Aesis Research Group, a Chicago, Illinois firm providing
intelligence, information and research services in the health care and life
sciences sectors. Dr. Gurel presently acts as an Adjunct Professor in the School
of Science & Mathematics of Roosevelt University in Chicago. Illinois. He has
also taught as a Teaching Fellow or Teaching Assistant at Columbia University,
in New York City and Harvard Medical School in Cambridge, Massachusetts. Dr.
Gurel received a Bachelors Degree in Biochemical Sciences cum laude from Harvard
University in 1986, a Masters Degree in Biochemistry & Molecular Biophysics from
Columbia University in 1991 and a Doctor of Medicine Degree (Alpha Omega Alpha)
from Columbia University College of Physicians and Surgeons in 1996.

     Friedrich Wilhelm Goebel, age 42, became a director of the Company in
September of 2005 to serve for the ensuing year and until his successor is duly
elected and qualified. From September 1987 to September of 1996, Mr. Goebel was
employed as a director of Bayerische Hypotheken-und Wechsel-Bank, a German
financial institution. From September of 1996 to March of 1999, he served as a
director of S G Cowen, an investment banking firm specializing in the fields of
technology and health care. From December of 1999 to the present, he has been an
investment banker with and the Chief Executive Officer of Viscardi AG, an
investment and merchant banking firm in Munich, Germany. Mr. Goebel received a
Bachelors Degree in Business and Finance from the University of Cologne in 1984
and a Masters Degree in Business Administration from the European School of
Business in 1987.

     On September 7, 2005, DuraVest issued stock options to purchase shares of
its common stock as follows:

     1. An option to purchase up to 250,000 shares at $0.80 per share was issued
to Dr. Ogan Gurel. If he serves as a director for one full year the option vests
and is exercisable until September 6, 2010; otherwise the option terminates on
September 6, 2006.

     2. An option to purchase up to 250,000 shares at $0.80 per share was issued
to Friedrich W. Goebel. If he serves as a director for one full year the option
vests and is exercisable until September 6, 2010; otherwise the option
terminates on September 6, 2006.


                                       15
<PAGE>


     3. An option to purchase up to 250,000 shares was issued to Petr Ondrousek,
the representative to DuraVest of Hunter Fund, Ltd., its controlling
shareholder, and a director of Estracure. The option is exercisable at $0.65 per
share until September 1, 2010.

     In addition, the Employment Agreement with Dr. Gurel provides that if Dr.
Gurel's services are continued by the Board of Directors after November 30,
2005, he will be granted an additional stock option to purchase up to 500,000
shares of DuraVest's common stock at a per share price equal to the higher of
$0.88 of the mean of the bid and ask price of the stock on November 30, 2005. If
Dr. Gurel ceases to be the Chief Executive before December 1, 2007, the option
will reduce to an option to purchase up to 250,000 shares. The option is
exercisable between December 1, 2007 and November 30, 2010.

     As of September 1, 2005, DuraVest issued its Convertible Promissory Note
("Note") for $433,951. The Note is due August 31, 2008 and bears interest,
payable at 5 per annum. The principal and any unpaid interest, is convertible
during its term into shares of DuraVest's common stock at $0.88 per share. The
Note was issued to the holder in consideration of a loan of $100,000 and
replacement of two previous notes whose principle and interest totaled $333,951.

     Additional information with respect to: (i) the reorganization of
management; (ii) the Employment Agreement between DuraVest and Dr. Gurel; and
(iii) the issuance of stock options and a Convertible Promissory Note by
DuraVest is set out in DuraVest's Form 8-K dated September 7, 2005 and filed on
September 13, 2005 and the Exhibits thereto.

The Estradiol Project
---------------------

     On January 14, 2005, DuraVest acquired all of the outstanding stock of
Cardio Management Systems, Inc., a corporation organized under the Canada
Business Corporation Act ("Cardio") in exchange for 10,000,000 newly issued
shares of DuraVest's common stock. Cardio's only material asset is a majority of
the outstanding stock (742,966 out of 1,482,966 outstanding shares) of
Estracure, a corporation organized under the Canada Business Corporation Act..
Estracure is involved in the research, development and commercialization of the
use of "Estradiol" to reduce restenosis after angioplasty ("Estradiol Project").
This acquisition was completed under the Conditional Stock Exchange Agreement
between DuraVest, Cardio and Cardio's shareholder dated April 4, 2002 (filed as
Exhibit 12(d) to DuraVest's Form 10-QSB for the three-month period ended March
31, 2002) and the Amendment to it dated March 29, 2004 (filed as Exhibit
12(d)(1) to DuraVest's Form 10-KSB for the year ended December 31, 2003). The
10,000,000 shares of DuraVest issued to the Cardio shareholder were issued as
"restricted securities" as such are defined under the Securities Act of 1933, as
amended ("Securities Act").

     Estracure's Estradiol Project was developed by a team of Canadian medical
researchers working under the auspices of the Montreal Heart Institute. They
began research in 1997 to determine why arteriosclerosis and other diseases
creating indurations of the arteries occurred more frequently in men than women.
They focused their efforts on the potential role of naturally occurring hormones
unique to women in blocking the onset of arteriosclerosis or other indurations
of the arteries. After preliminary trials they focused their efforts on a form
of Estradiol (17-beta Estradiol), a female sex hormone of the estrogen family.
At this point their goal was to develop a product and treatment which would
reduce the recurrence of blockage following an angioplasty procedure, a
non-surgical interventional procedure using a tiny balloon to open blocked
arterial passages and the use of intravascular stents. The Estracure treatment
involves the application or injection of Estradiol during the angioplasty
procedure to impede the re-blocking of the arterial passage.

     The results of the research to date have been promising. The initial
studies have been followed by work in a clinically relevant animal model, the
stent porcine coronary artery model, where there was confirmation that local
delivery of 17-beta Estradiol significantly decreases neointimal hyperplasia and
significantly enhances re-endothelialization and endothelial function after
PTCA.



                                       16
<PAGE>


     Under the approval of Canadian Health authorities, conducted Phase IIb
human clinical trials. The multicenter study (10 centers) aimed to determine the
effects of local perfusion of 17-8-Estradiol in the restenosis process following
PTCA and/or stent implementation. A dose of 17-8-was infused locally by a
catheter simultaneously with the PTCA procedure. Patients will be followed for a
period of one year with an angiographic control at six months to evaluate
restenosis. A 60 patients sub-group will be submitted to an angiographic
evaluate endothelial function. This study was initiated in the third quarter of
2002 and recruitment was completed by the end of 2004. On October 28, 2005, Dr.
Jean-Francois Tanguay, M.D., SPSQ, FRCP of the Montreal Health Institute and the
Chief Scientific Officer of Estracure, announced the results of the Phase II
clinical trial involving 299 patients. The trial compared the safety and
efficiency of 17-B-estradoil with a placebo through local injection of the
Estradiol at the site of conventional angioplasty stenting. With respect to the
safety issue, the 17-B-estradoil treated patients experienced one-third less
major adverse cardiac events (MACE) and an over two-thirds reduction in urgent
percutaneous coronary intervention (PCI).

     The management of DuraVest and Estracure view these safety results (in
fact, safety improvements over placebo) as positive and a reason to move forward
with the research and development of the Estradiol Project. On the efficacy
side, a strong trend towards reductions in clinical restenosis (even with the
brief and transient dosing that was involved with this simple injection
"proof-of-concept" trial) was revealed. For example, one important measure of
clinical restenosis is target lesion revascularization (TRL) which refers to the
need for a repeat procedure to open up a restenosed vessel. In this trial, the
high-dose 17-B-estradiol group experienced a one-third reduction in TLR. Simply
put, the 17-B-estradiol patients required substantially less such repeat
procedures than those treated with placebos. This means less exposure to repeat
procedural risk, less overall cost and grater quality of life for patients.

     The Estradiol Project is moving forward on several fronts. Animal (pig)
trials with the actual proprietary 17-B-estradiol eluting stent are already in
progress. Preliminary results have indicated that our stent is performing to
anticipated safety and technical specifications. Phase III trials using these
stents in human patients are planned in Europe in the first half of 2006. The
clinical trial requirements for Europe and the U.S. are different and often such
trials are conducted in Europe before moving to the U.S. market. We are moving
forward rapidly with out clinical trial development and hope to have preliminary
results by 2007 with submission to the appropriate European and U.S. regulatory
authorities to proceed soon after that.

     Contrary to other anti-restenosis drugs presently in clinical evaluation,
17-8-Estradiol is a non-toxic naturally occurring hormone that has been shown by
Estracure's scientific team to have a dual beneficial effect in improving
vascular healing and preventing restenosis after angioplasty. The to-date
studies have demonstrated that local delivery of 17-8-Estradiol significantly
decreases neointimal hyperplasia after PTCA without secondary effects.

     Estracure believes that it presently has sufficient funds for its
pre-clinical and clinical programs (including the development and clinical
evaluation of an Estradiol drug eluting stent) for at least the next six months.
There is no assurance these funds will be sufficient to develop Estradiol as a
marketable product.

     In addition, the acquisition by Cardio of Estracure has greatly increased
DuraVest's administrative and operating costs. Since DuraVest has no revenue
source, it will have to obtain additional working capital to cover these
expenses, and if necessary to provide additional funding to Estracure. There are
no present definitive arrangements under which DuraVest can obtain additional
funding and no assurance it will be able to do so.

Acquisition of Estracure Interest and Contractual Relations.
------------------------------------------------------------

     Cardio was formed in 2001 to provide funds to and acquire an investment in
Estracure. On May 8, 2002 it acquired 260,000 shares of Estracure (stated after
giving effect to a forward stock split of 10,000 to 1 on September 8, 2004) for
which it paid $2,500,000 (Canadian Dollars - hereinafter "CND"). On January 14,
2005, Cardio acquired an additional 482,966 shares of Estracure for which it


                                       17
<PAGE>


paid $7,500,000 (CND). The 10,000,000 shares of DuraVest issued for all the
Cardio stock were issued to Hunter Fund, LTD., a British Virgin Islands'
corporation ("Hunter Fund"). Hunter Fund provided the $7,500,000 to Cardio which
it used to make its second investment in Estracure. In exchange for its
$7,500,000 provided to Cardio, Hunter Fund received 9,000,000 shares of newly
issued stock of Cardio and an assignment of the other 1,000,000 outstanding
shares of Cardio from Patti Cooke, President and director of DuraVest. Thus, at
the time of the DuraVest acquisition of Cardio, Hunter Fund owned all of
Cardio's outstanding stock and received all of the 10,000,000 shares issued by
DuraVest in exchange for the Cardio stock.

     Prior to November 14, 2004, the contractual arrangement between Cardio and
Estracure (which arrangements were made when Cardio made its first investment of
$2,500,000 (CND) in Estracure) provided that Cardio had a first option right to
provide any additional investments in Estracure, but that Cardio could not, in
any event, acquire 50% or more of Estracure's outstanding stock. Hunter Fund was
not willing to provide the requisite financing unless Estracure would end up as
a majority-owned subsidiary of Cardio. Accordingly, the agreements between
Cardio and Estracure were re-negotiated and revised. As a result of these
revisions, DuraVest has entered into and has agreed to enter into contractual
agreements with the shareholders of Estracure other than Cardio ("Estracure
Minority Shareholders") and with an individual who had held an option to
purchase stock of Estracure ("Estracure's Option Holder").

     On January 14, 2005, DuraVest entered into an "Option Agreement" with
Estracure and the Estracure Minority Shareholders. (A copy of this agreement was
filed as Exhibit 12(e) with DuraVest Report on Form 8-K for January 14, 2005.)
Under the Option Agreement, the Estracure Minority Shareholders have the
collective right and option to exchange all of their Estracure shares with
DuraVest for shares of its common stock ("Exchange Option") if the human
clinical trials presently being conducted with Estradiol have: (i) had a
positive scientific outcome; (ii) provided proof of validation; and (iii)
established that the science of Estracure is commercially viable. The Estracure
Minority Shareholders may collectively exercise the Exchange Option in
accordance with the following:

     An "Independent Committee" shall be organized to evaluate the Estradiol
     Project. The Independent Committee shall consist of three members. One
     member shall be named by each of DuraVest and the Estracure Minority
     Shareholders as a group. The third member shall be selected by the initial
     two members.

     The Estracure Minority Shareholders may, at any time before December 31,
     2005, exercise their Exchange Option by giving collective written notice of
     exercise to DuraVest concurrently with the delivery by Estracure to the
     Independent Committee of the information necessary to enable it to make its
     evaluation of the Estradiol Project under the Option Agreement.

     Within 15 days of the receipt of the information on the Estradiol Project
     the Independent Committee shall deliver a written report containing its
     majority or unanimous opinion that either:

          (1) The human clinical trials presently undertaken by Estracure have:
     (i) had a positive scientific outcome; (ii) provided proof of validation;
     and (iii) established that the Estracure science involved in the trials is
     commercially viable; or

          (2) The human clinical trials presently undertaken by Estracure have:
     (i) not had a positive scientific outcome; (ii) not provided proof of
     validation; or (iii) not established that the Estracure science involved in
     the trials is commercial viable.

     If the Independent Committee's report concludes that the human clinical
     trials being undertaken by Estracure have: (i) not had a positive
     scientific outcome; (ii) not provided proof of validation; or (iii) not
     established that the Estracure science involved in the trials is commercial
     viable, the Exchange Option and the Option Agreement will terminate.


                                       18
<PAGE>


     If the Independent Committee's report concludes that the human clinical
     trials being undertaken by Estracure have: (i) had a positive scientific
     outcome; (ii) provided proof of validation; and (iii) established that the
     Estracure science involved in the trials is commercially viable, then the
     Exchange Option shall be deemed to have been effectively exercised by the
     Estracure Minority Shareholders as of the date the report of the
     Independent Committee is delivered to them and DuraVest.

     If the Independent Committee's report is positive and the Exchange Option
     effectively exercised, the appraised "Fair Market Value" of Estracure shall
     then be determined as follows:

          (1) The two appraisers shall be selected by a random drawing from the
     following: Demers Beaulne, KPMG, Ernst & Young, Samson Belair Deloitte &
     Touche and Pricewaterhouse Coopers;

          (2) During the 30 day period following receipt of the Independent
     Committee's report each of the two selected appraisers shall prepare a
     report under the guidelines set out in the Option Agreement containing
     their opinion of the Fair Market Value of Estracure and deliver it to
     DuraVest and the Estracure Minority shareholders; and

          (3) For the purpose of the Exchange Option the Fair Market Value of
     Estracure shall be the average of the Fair Market Values contained in the
     opinions of the two selected appraisers.

     The exchange of the Estracure shares held by the Estracure Minority
     Shareholders for shares of DuraVest's common stock shall be completed by
     the Closing of the Option Agreement to be held within 30 days of the
     receipt of the appraisals of the Fair Market Value of Estracure.

     For purposes of the stock exchange, the "Market Price" of the DuraVest
     common stock shall mean the 60 day weighted average trading price of the
     stock on the Over-the-Counter Bulletin Board with the last of the 60 days
     being the thirtieth day following the date of delivery of the positive
     report from the Independent Committee.

     For purposes of the stock exchange the "DuraVest Market Capitalization"
     shall be the Market Price of the DuraVest common stock multiplied by the
     number of outstanding shares as of the Closing and adjusted to Canadian
     dollars

     For purposes of the stock exchange the "Minority Shareholders Percentage"
     shall be the percentage of Estracure's outstanding stock as of the Closing
     calculated on a fully-diluted basis held by the Estracure Minority
     Shareholders.

     For purposes of the stock exchange, the "Total Exchange Value" of all the
     Estracure shares to be exchanged will be the greater of: (i) $31,000,000
     CDN; or (ii) the Fair Market Value of Estracure, in either case multiplied
     by the Minority Shareholders Percentage; but in no event greater than 80%
     of the DuraVest Market Capitalization.

     The stock exchange will be completed at the Closing by:

          (i) the transfer of all of their Estracure shares to DuraVest by the
          Estracure Minority Shareholders; and

          (ii) the issuance by DuraVest to the Estracure Minority Shareholders
          of a number of DuraVest's common shares equal to the Total Exchange
          Value, converted into U.S. Dollars, divided by the Market Price, i.e.,


                                       19
<PAGE>


          if the Market Price of DuraVest's common stock is $1.00 U.S. per share
          and the Total Exchange Value converted to United States Dollars is
          $14,000,000 the Estracure Minority Shareholders would receive a total
          of 14,000,000 shares of Estracure

     The Option Agreement contains mutual representations and covenants common
     to such agreements. The foregoing is a summary of the Option Agreement, and
     does not purport to present all the information set out therein.

     Prior to January 14, 2005, Mr. Jacques-Oliva Belair of Montreal, Quebec
held a stock option from Estracure under which he had the option to acquire up
to 4% of its participating stock ("Estracure Option"). Since DuraVest was of the
opinion that the entire stock ownership of Estracure should be held by DuraVest
or Cardio, if the Estracure Minority Shareholder were to exercise their right to
exchange their Estracure Stock of DuraVest stock under the Option Agreement,
DuraVest and Mr. Belair entered into a "Stock Option Agreement" on January 14,
2005. Under the Stock Option Agreement, Mr. Belair has renounced and terminated
the Estracure Option. In exchange for this termination, DuraVest granted to Mr.
Belair the right and option to purchase up to 600,000 shares of its common stock
at an exercise price of $0.76 (USD) per share ("DuraVest Stock Option") on the
following additional terms and conditions:

     The right to exercise the DuraVest Stock Option will vest on the earlier
     of: (i) September 30, 2005; or (ii) the date the Estracure Minority
     Shareholders exercise their option to exchange their Estracure shares into
     DuraVest shares under the Option Agreement ("Vesting Date").

     The DuraVest Stock Option may be exercised at any time after the Vesting
     Date during its term which expires January 13, 2008.

     It may be exercised in lots of at least 200,000 shares or it's then
     remaining balance of unexercised shares.

     The exercise price may be paid in: (i) cash; (ii) in whole shares of
     DuraVest's common stock; (iii) by the withholding of shares of DuraVest
     common stock issuable upon its exercise; or (iv) by any combination of the
     foregoing agreeable to DuraVest's Board of Directors.

     The shares issued upon exercise of the DuraVest Stock Option will be issued
     by DuraVest as "restricted securities" under the Securities Act of 1933
     ("Securities Act") and acquired by Mr. Belair for investment.

     DuraVest has agreed to grant Mr. Belair certain rights to have a
     Registration Statement filed under the Securities Act for the sale of
     shares acquired under the DuraVest Stock Option pursuant to a "Registration
     Rights Agreement" hereinafter discussed.

     The grant of the DuraVest Stock Option has been approved by the Quebec
     Securities Commission.

     A copy of the DuraVest Stock Option Agreement was filed as Exhibit 12(f) to
DuraVest's Form 8-K Report for January 14, 2005.

     DuraVest has agreed with the Estracure Minority Shareholders that if the
Independent Committee issues a positive report on the Estradiol Project,
DuraVest will enter into a "Registration Rights Agreement" with them and Mr.
Jacques-Oliva Belair within five business days after receipt of the report. The
Registration Rights Agreement will apply to all shares of DuraVest's common
stock issued to the Estracure Minority Shareholders under the Exchange Offer and
to Mr. Belair under the DuraVest Stock Option ("Covered Shares"). The
Registration Rights Agreement provides that upon the written request of the



                                       20
<PAGE>


holders of at least 25% of the total number of Covered Shares, DuraVest will
file a Registration Statement under the Securities Act with respect to Covered
Shares which the holders desire to sell. The Registration Rights Agreement also
provides that:

     Its term will last until the holders of the Covered Shares are able to
     utilize the provisions of Rule 144 (k) for resale of the shares.

     The holders of the Covered Shares also have certain "piggyback rights" to
     have shares to be sold by them included in any future Registration
     Statement filed by DuraVest during its term.

     If the holders of 15% of the total Covered Shares so request, DuraVest will
     file a Registration Statement on Form S-3 for the desired sale of Covered
     Shares, if such Form S-3 is available to DuraVest.

     The right to demand a Registration Statement for the covered shares will
     expire, once DuraVest has filed two such Registration Statements.

     DuraVest will be responsible for the costs and expenses of the filing on
     any Registration Statements.

     The parties will indemnify each other for liabilities for certain
     violations of securities laws in any sales made pursuant to a Registration
     Statement filed under it.


     DuraVest has agreed with Mr. Jacques-Oliva Belair that, if the Registration
Rights Agreement is not entered into with the Estracure Minority Shareholders
under the Option Agreement, DuraVest will enter into an agreement with Mr.
Belair granting him "piggyback rights" similar to those contained in the
Registration Rights Agreement.

     A copy of the form of Registration Rights Agreement was filed herewith as
Exhibit 12(g) to DuraVest's Form 8-K Report for January 14, 2005.

     All of the shareholders of Estracure, including Cardio, have entered into a
"Shareholders Agreement", the principal provisions of which are as follows:

     (i) Cardio is entitled to nominate two of the five members of the Board of
Directors;

     (ii) The shareholders of Estracure benefit from a preemptive right to
subscribe, on a pro rata basis, to any additional shares issued by Estracure;

     (iii) A Shareholder of Estracure may only assign its shares therein in the
following circumstances:

          -    The assignment is made to an affiliate, subsidiary, or holding
               company of said shareholder; or

          -    Such a shareholder has offered his shares to the other
               shareholders who are entitled to acquire same on a pro rata
               basis.

     (iv) In the event that one or more shareholders holding, in the aggregate,
more than 45% of the issued and outstanding shares of Estracure wish to assign
their shares to a third party, the remaining shareholders may require that their
shares be purchased on the same terms and conditions. Inversely, under the same
circumstances, the shareholders controlling more than 45% of the issued and
outstanding shares of Estracure may compel the remaining shareholders to sell to
such a third party.




                                       21
<PAGE>


     (v) A Shareholder shall be deemed to sell all of its shares in Estracure
upon the occurrence of certain events, the following of which are applicable to
Cardio:

          -    Change of control of Cardio except for its Acquisition by
               DuraVest without the unanimous consent of the other shareholders
               of Estracure;

          -    The seizure of a shareholder's shares in Estracure and such
               seizure is not or contested within 30 days thereof;

          -    The bankruptcy of a shareholder;

          -    Fraud by a shareholder;

          -    Criminal Act by a shareholder;

          -    The default of a shareholder in respecting anyone of its
               obligation under the terms of Shareholders Agreement in such
               default has not been remedied within a reasonable time; and

     (vi) Decisions in respect of a number of matters have been made subject to
the consent of the shareholders, either by a 75% majority or by unanimous
approval.

     If the Estracure Minority Shareholders exercise their Exchange Offer and
DuraVest or Cardio acquire all of their Estracure shares, this Shareholders
Agreement will automatically terminate.
























                                       22
<PAGE>


                          PART II - OTHER INFORMATION

Item 1.  Legal Proceedings
-------  -----------------

     Not Applicable


Item 2.  Changes in Securities
-------  ---------------------

     Not Applicable


Item 3.  Defaults in Senior Securities
-------  -----------------------------

     Not Applicable



Item 4.  Submission of Matters to a Vote of Securities Holders
-------  -----------------------------------------------------

     Not Applicable



Item 5.  Other Information
-------  ------------------

     Not Applicable

Item 6.  Exhibits and Reports on Form 8-K

     (a)      12(e)(1)       Amending Agreement Dated March 21, 2005 to Option
                             Agreement Dated January 14, 2005 Between
                             DuraVest, Inc., Innovacor Limited Partnership,
                             Cardio at Work, Inc., and Mr. Sam Greenburg

     (b)      12(e)(2)       Second Amending Agreement Dated September 23,
                             2005 to Option Agreement Dated January 14, 2005
                             Between DuraVest, Inc., Innovacor Limited
                             Partnership, Cardio at Work, Inc., and Mr. Sam
                             Greenburg

     (c)      Exhibit 31     Certificate Pursuant to Section 302 of the Sabanes-
                             Oxley Act

              Exhibit 32     Certificate Pursuant to Section 906 of the Sabanes-
                             Oxley Act

     (d)      Form 8-K

              (1)      A Report on Form 8-K dated September 7, 2005
                       was filed by the Issuer during the
                       three-month period ended June 30, 2005 on
                       September 13, 2005. No financial statements
                       were included in this Report.

              (2)      A Report on Form 8-K dated October 28, 2005
                       was filed by the Issuer during the
                       three-month period ended June 30, 2005 on
                       September 13, 2005.




                                       23
<PAGE>




                                   SIGNATURES
                                   ----------

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

                                     DURAVEST, INC.

Dated:   November 14, 2005
                                     By: /s/ Dr. Ogan Gorel
                                        ----------------------------------------
                                        Dr. Ogan Gorel, President, Principal
                                        Executive, Financial and Accounting
                                        Officer






























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