**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**FORM
      10-QSB**





(Mark
      One)


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





**For
      the quarterly period ended June 30, 2006**





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





For
      the
      transition period from ________________ to _______________





**000-49620**


(Commission
      file number)





**COBALIS
      CORP.**


(Exact
      name of small business issuer as specified in its charter)





**Nevada**
            **91-1868007**(State
                or other jurisdiction
            (IRS
                Employerof
                incorporation or organization)
            Identification
                No.)





**2445
      McCabe Way, Suite 150, Irvine, California 92614**


(Address
      of principal executive offices)





**(949)
      757-0001**


(Issuer's
      telephone number)





**N/A**


(Former
      name, former address and former fiscal year, if changed since 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 (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 [  
]





State
      the
      number of shares outstanding of each of the issuer's classes of common equity,
      as of the latest practicable date: As of July 31, 2006 - 28,523,625 shares
      of
      common stock





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





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




1





**COBALIS
      CORP.**


**Index**




**Page****PART
                I.**
            **FINANCIAL
                INFORMATION**
            3Item
                1.
            Financial
                Statements
            3Consolidated
                Balance Sheet as of June 30, 2006 (unaudited)
            3Consolidated
                Statements of Operations for the three months ended June 30, 2006
                and 2005
                (unaudited)
            4Consolidated
                Statements of Stockholders’ Deficit for the three
                months ended June 30, 2006 (unaudited)
            5Consolidated
                Statements of Cash Flows for the three
                months ended June 30, 2006 and 2005 (unaudited)
            9Notes
                to Consolidated Financial Statements (unaudited)
            10Item
                2.
            Management's
                Discussion and Analysis or Plan of Operations
            21Item
                3.
            Controls
                and Procedures
            26**PART
                II.**
            **OTHER
                INFORMATION**
            27Item
                1.
            Legal
                Proceedings
            27Item
                2.
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            28Item
                3.
            Defaults
                Upon Senior Securities
            28Item
                4.
            Submission
                of Matters to a Vote of Security Holders
            29Item
                5.
            Other
                Information
            29Item
                6.
            Exhibits
            29**SIGNATURES**
            
            30




2


**PART
      I.**  **FINANCIAL
      INFORMATION**





**Item
                1.**
            **Financial
                Statements**




**Cobalis
        Corp. and Subsidiary**


**(formerly
        Biogentech Corp.)**
 **(A
        Development Stage Company)**
 **Consolidated
        Balance Sheet**


**June
                  30,****2006**(unaudited)**ASSETS**CURRENT
                  ASSETSCash
                  and cash equivalents
              
              $
              50,037TOTAL
                  CURRENT ASSETS
              
              
              50,037PROPERTY
                  AND EQUIPMENT, net of accumulated depreciation of $110,022
              
              
              5,301WEBSITE
                  DEVELOPMENT COSTS, net of accumulated amortization of
                  $33,192
              
              
              1,415PATENTS,
                  net of accumulated amortization of $292,183
              
              
              613,132DEPOSIT
              
              
              12,546TOTAL
                  ASSETS
              
              $
              682,431**LIABILITIES
                  AND STOCKHOLDERS' DEFICIT**CURRENT
                  LIABILITIESAccounts
                  payable
              
              $
              301,989Accrued
                  expenses
              
              
              520,169Accrued
                  legal settlements
              
              
              1,725,000Due
                  to related parties
              
              
              5,460,669Promissory
                  notes
              
              
              46,813Convertible
                  notes payable
              
              
              700,000TOTAL
                  CURRENT LIABILITIES
              
              
              8,754,640SENIOR
                  DEBENTURE, net of discount of $86,917
              
              
              163,083TOTAL
                  LIABILITIES
              
              
              8,917,723CONVERTIBLE
                  PREFERRED STOCK
              
              
              885,000COMMITMENTS
                  AND CONTINGENCIES
              
              
              -STOCKHOLDERS'
                  DEFICITCommon
                  stock; $0.001 par value; 50,000,000 sharesauthorized;
                  27,963,000 shares issued and outstanding
              
              
              27,963Additional
                  paid-in capital
              
              
              17,493,362Prepaid
                  expenses
              
              
              (230,485
              )Deficit
                  accumulated during the development stage
              
              
              (26,411,132
              )TOTAL
                  STOCKHOLDERS' DEFICIT
              
              
              (9,120,292
              )TOTAL
                  LIABILITIES AND STOCKHOLDERS' DEFICIT
              
              $
              682,431
  **The
        accompanying notes are an integral part of these consolidated financial
        statements.**
  3





**Cobalis
        Corp. and Subsidiary**
 **(formerly
        Biogentech Corp.)**
 **(A
        Development Stage Company)**
 **Consolidated
        Statements of Operations**


**Cumulative
                  from****Three
                  Months Ended**
              
              **November
                  21,****June
                  30,**
              
              **June
                  30,**
              
              **2000
                  (inception) to****2006**
              
              **2005**
              
              **June
                  30, 2006**(unaudited)
              
              (unaudited)
              
              (unaudited)NET
                  SALES
              
              $
              -
              
              $
              -
              
              $
              5,589COST
                  OF SALES
              
              
              -
              
              
              -
              
              
              31,342GROSS
                  PROFIT (LOSS)
              
              
              -
              
              
              -
              
              
              (25,753
              )OPERATING
                  EXPENSES:Professional
                  fees
              
              
              916,905
              
              
              511,178
              
              
              10,092,432Salary
                  and wages
              
              
              185,302
              
              
              82,567
              
              
              3,222,600Rent
                  expense
              
              
              63,076
              
              
              34,436
              
              
              632,135Marketing
                  and research
              
              
              25,809
              
              
              26,273
              
              
              1,945,244Depreciation
                  and amortization
              
              
              16,762
              
              
              24,882
              
              
              544,026Impairment
                  expense
              
              
              -
              
              
              -
              
              
              2,331,522Stock
                  option expense
              
              
              128,908
              
              
              
              
              
              128,908Other
                  operating expenses
              
              
              133,795
              
              
              105,877
              
              
              1,760,725Legal
                  settlements
              
              
              -
              
              
              -
              
              
              812,718TOTAL
                  OPERATING EXPENSES
              
              
              1,470,557
              
              
              785,213
              
              
              21,470,310LOSS
                  FROM OPERATIONS
              
              
              (1,470,557
              )
              
              (785,213
              )
              
              (21,496,063
              )OTHER
                  INCOME (EXPENSE)Interest
                  expense and financing costs
              
              
              (131,795
              )
              
              (182,732
              )
              
              (4,333,769
              )Change
                  in fair value of warrant liability
              
              
              -
              
              
              25,565
              
              
              303,700TOTAL
                  OTHER INCOME (EXPENSE)
              
              
              (131,795
              )
              
              (157,167
              )
              
              (4,030,069
              )LOSS
                  BEFORE PROVISION FOR INCOME TAXES
              
              
              (1,602,352
              )
              
              (942,380
              )
              
              (25,526,132
              )PROVISION
                  FOR INCOME TAXES
              
              
              -
              
              
              -
              
              
              -NET
                  LOSS
              
              
              (1,602,352
              )
              
              (942,380
              )
              
              (25,526,132
              )PREFERRED
                  STOCK DIVIDENDS
              
              
              
              
              
              18,750
              
              
              1,072,500NET
                  LOSS ATTRIBUTED TO COMMON STOCKHOLDERS
              
              $
              (1,602,352
              )
              $
              (961,130
              )
              $
              (26,598,632
              )NET
                  LOSS PER SHARE:BASIC
                  AND DILUTED
              
              $
              (0.06
              )
              $
              (0.04
              )
              $
              (1.28
              )WEIGHTED
                  AVERAGE SHARES OUTSTANDING:BASIC
                  AND DILUTED
              
              
              27,755,567
              
              
              24,836,808
              
              
              20,720,945
  **The
        accompanying notes are an integral part of these consolidated financial
        statements.**
  4




**Cobalis
      Corp. and Subsidiary**


**(formerly
      Biogentech Corp.)**


**(A
      Development Stage Company)**


**Consolidated
      Statements of Stockholders' Deficit**


**For
      the Period From November 21, 2000 (inception) to June 30,
      2006**




Deficitaccumulated
              
              TotalAdditional
              
              
              
              during
                  the
              
              stockholders'Common
                  stock
              
              paid-in
              
              Prepaid
              
              development
              
              equityShares
              
              Amount
              
              capital
              
              Expenses
              
              stage
              
              (deficit)Balance
                  at inception (November 21, 2000)
              
              -
              
              $
                  -
              
              $
                  -
              
              $
                  -
              
              $
                  -
              
              $
                  -Issuance
                  of founder’s shares in exchangefor
                  property and equipment
              
              16,300,000
              
              16,300
              
              -
              
              -
              
              -
              
              16,300Issuance
                  of common stock for cash - November 2000 @ $1.00
              
              30,000
              
              30
              
              29,970
              
              -
              
              -
              
              30,000Issuance
                  of common stock for cash - December 2000 @ $1.00
              
              15,000
              
              15
              
              14,985
              
              -
              
              -
              
              15,000Issuance
                  of common stock for cash - February 2001 @ $1.00
              
              12,000
              
              12
              
              11,988
              
              -
              
              -
              
              12,000Issuance
                  of common stock for cash - March 2001 @ $1.00
              
              125,000
              
              125
              
              124,875
              
              -
              
              -
              
              125,000Issuance
                  of common stock for services - March 2001 @ $1.00
              
              10,000
              
              10
              
              9,990
              
              -
              
              -
              
              10,000Contributed
                  capital
              
              -
              
              -
              
              62,681
              
              -
              
              -
              
              62,681Net
                  loss for the period from inception
              
              
              
              
              
              
              
              
              
              
              
              -(November
                  21, 2000) to March 31, 2001
              
              -
              
              -
              
              -
              
              -
              
              (223,416)
              
              (223,416)Balance
                  at March 31, 2001, as restated
              
              16,492,000
              
              16,492
              
              254,489
              
              -
              
              (223,416)
              
              47,565Issuance
                  of common stock for cash - April 2001 @ $1.00
              
              10,000
              
              10
              
              9,990
              
              -
              
              -
              
              10,000Issuance
                  of common stock for telephone equipment -April
                  2001 @ $1.00
              
              6,750
              
              7
              
              6,743
              
              -
              
              -
              
              6,750Issuance
                  of common stock for cash - May 2001 @ $1.00
              
              11,000
              
              11
              
              10,989
              
              -
              
              -
              
              11,000Issuance
                  of common stock for website development -May
                  2001 @ $1.00
              
              17,000
              
              17
              
              16,983
              
              -
              
              -
              
              17,000Issuance
                  of common stock for legal services -May
                  2001 @ $1.00
              
              1,000
              
              1
              
              999
              
              -
              
              -
              
              1,000Issuance
                  of common stock for cash - June 2001 @ $1.00
              
              23,500
              
              24
              
              23,476
              
              -
              
              -
              
              23,500Issuance
                  of common stock for cash - July 2001 @ $1.00
              
              20,000
              
              20
              
              19,980
              
              -
              
              -
              
              20,000Issuance
                  of common stock for cash - August 2001 @ $1.00
              
              25,000
              
              25
              
              24,975
              
              -
              
              -
              
              25,000Issuance
                  of common stock for services, related party -September
                  2001 @ $1.00
              
              65,858
              
              66
              
              65,792
              
              -
              
              -
              
              65,858Issuance
                  of common stock for cash - September 2001 @ $1.00
              
              15,000
              
              15
              
              14,985
              
              -
              
              -
              
              15,000Issuance
                  of common stock for services - September 2001 @ $1.00
              
              11,000
              
              11
              
              10,989
              
              -
              
              -
              
              11,000Issuance
                  of stock options for services - September 2001
              
              -
              
              -
              
              32,000
              
              -
              
              -
              
              32,000Issuance
                  of common stock for cash - October 2001 @ $1.00
              
              5,000
              
              5
              
              4,995
              
              -
              
              -
              
              5,000Issuance
                  of common stock for cash - December 2001 @ $1.00
              
              30,000
              
              30
              
              29,970
              
              -
              
              -
              
              30,000Issuance
                  of common stock for services -December
                  31, 2001 @ $1.00
              
              33,000
              
              33
              
              32,967
              
              -
              
              -
              
              33,000Issuance
                  of common stock for services, related party -December
                  2001 @ $1.00
              
              117,500
              
              118
              
              117,382
              
              -
              
              -
              
              117,500Issuance
                  of common stock for prepaid advertising -December
                  2001 @ $1.00
              
              15,600
              
              15
              
              15,585
              
              -
              
              -
              
              15,600Issuance
                  of common stock for property and equipment -January
                  2002 @ $3.00
              
              1,000
              
              1
              
              2,999
              
              -
              
              -
              
              3,000Issuance
                  of common stock for services, related party -January
                  2002 @ $1.00
              
              33,000
              
              33
              
              32,967
              
              -
              
              -
              
              33,000Issuance
                  of common stock for cash - February 2002 @ $2.00
              
              20,000
              
              20
              
              39,980
              
              -
              
              -
              
              40,000Issuance
                  of common stock for cash - March 2002 @ $2.00
              
              12,500
              
              12
              
              24,988
              
              -
              
              -
              
              25,000Contributed
                  capital
              
              -
              
              -
              
              211,269
              
              -
              
              -
              
              211,269Deferred
                  compensation
              
              -
              
              -
              
              -
              
              (60,108)
              
              -
              
              (60,108)Net
                  loss
              
              -
              
              -
              
              -
              
              -
              
              (1,144,249)
              
              (1,144,249)Balance
                  at March 31, 2002, as restated
              
              16,965,708
              
              16,966
              
              1,005,492
              
              (60,108)
              
              (1,367,665)
              
              (405,315)
  5
  **Cobalis
            Corp. and Subsidiary**
 **(formerly
            Biogentech Corp.)**
 **(A
            Development Stage Company)**
 **Consolidated
            Statements of Stockholders' Deficit**
 **For
            the Period From November 21, 2000 (inception) to June 30,
            2006**
 Issuance
                  of common stock for services - April 2002 @ $2.00
              
              3,000
              
              3
              
              5,997
              
              -
              
              -
              
              6,000Issuance
                  of common stock for cash - April 2002 @ $1.00
              
              10,000
              
              10
              
              9,990
              
              -
              
              -
              
              10,000Issuance
                  of common stock for cash - April 2002 @ $2.00
              
              17,500
              
              17
              
              34,983
              
              -
              
              -
              
              35,000Issuance
                  of common stock for cash - May 2002 @ $1.00
              
              10,000
              
              10
              
              9,990
              
              -
              
              -
              
              10,000Issuance
                  of common stock for cash - May 2002 @ $2.00
              
              16,000
              
              16
              
              31,984
              
              -
              
              -
              
              32,000Issuance
                  of stock options for services - May 2002
              
              -
              
              -
              
              350,000
              
              -
              
              -
              
              350,000Contributed
                  capital - bonus expense
              
              -
              
              -
              
              50,000
              
              -
              
              -
              
              50,000Issuance
                  of common stock for cash - June 2002 @ $1.00
              
              5,000
              
              5
              
              4,995
              
              -
              
              -
              
              5,000Issuance
                  of common stock for cash - June 2002 @ $2.00
              
              5,000
              
              5
              
              9,995
              
              -
              
              -
              
              10,000Issuance
                  of common stock for cash - July 2002 @ $1.00
              
              5,000
              
              5
              
              4,995
              
              -
              
              -
              
              5,000Issuance
                  of common stock for cash - August 2002 @ $2.00
              
              10,000
              
              10
              
              19,990
              
              -
              
              -
              
              20,000Issuance
                  of common stock for cash - September 2002 @ $2.00
              
              10,000
              
              10
              
              19,990
              
              -
              
              -
              
              20,000Issuance
                  of stock options below fair market value - November 2002
              
              -
              
              -
              
              250,000
              
              (250,000)
              
              -
              
              -Issuance
                  of common stock for conversion of note - December 2002 @
                  2.00
              
              50,000
              
              50
              
              99,950
              
              -
              
              -
              
              100,000Issuance
                  of common stock for cash - December 2002 @ $2.00
              
              20,000
              
              20
              
              39,980
              
              -
              
              -
              
              40,000Issuance
                  of common stock for services - December 2002 @ $2.00
              
              15,000
              
              15
              
              29,985
              
              -
              
              -
              
              30,000Issuance
                  of common stock for patents - December 2002 @ $2.00
              
              2,000,000
              
              2,000
              
              1,285,917
              
              -
              
              -
              
              1,287,917Contributed
                  capital
              
              
              
              
              
              292,718
              
              -
              
              -
              
              292,718Issuance
                  of common stock for exercise of options - December 2002
              
              574,000
              
              574
              
              574,028
              
              -
              
              -
              
              574,602Deferred
                  compensation
              
              
              
              
              
              
              
              60,108
              
              
              
              60,108Contributed
                  capital
              
              
              
              
              
              5,000
              
              -
              
              -
              
              5,000Issuance
                  of common stock for services - January 2003
              
              
              
              
              
              25,000
              
              -
              
              -
              
              25,000Issuance
                  of common stock for cash February 2003 @ $2.00
              
              11,500
              
              12
              
              22,988
              
              -
              
              -
              
              23,000Issuance
                  of common stock for cash March 2003 @ $2.00
              
              5,000
              
              5
              
              9,995
              
              -
              
              -
              
              10,000Deferred
                  compensation
              
              
              
              
              
              
              
              54,000
              
              -
              
              54,000Net
                  loss
              
              
              
              
              
              
              
              -
              
              (2,148,008)
              
              (2,148,008)Balance
                  at March 31, 2003, as restated
              
              19,732,708
              
              19,733
              
              4,193,962
              
              (196,000)
              
              (3,515,673)
              
              502,022Issuance
                  of common stock for cash April 2003 @ $2.00
              
              70,000
              
              70
              
              139,930
              
              -
              
              -
              
              140,000Issuance
                  of common stock for cash May 2003 @ $2.00
              
              30,000
              
              30
              
              59,970
              
              -
              
              -
              
              60,000Acquisition
                  by Biogentech Corp of ("Togs for Tykes")
              
              1,032,000
              
              1,032
              
              (101,032)
              
              -
              
              -
              
              (100,000)Issuance
                  of common stock for penalties January 2004 @ $2.80
              
              135,000
              
              135
              
              377,865
              
              -
              
              -
              
              378,000Issuance
                  of common stock for services February 2004 @ $2.20
              
              100,000
              
              100
              
              219,900
              
              -
              
              -
              
              220,000Issuance
                  of common stock for services February 2004 @ $1.85
              
              20,000
              
              20
              
              36,980
              
              -
              
              -
              
              37,000Value
                  of beneficial converstion feature of convertibledebenture
                  issued in September 2003
              
              
              
              
              
              346,870
              
              -
              
              -
              
              346,870Fair
                  value allocated to warrant liability for detachablewarrants
                  issued with preferred stock
              
              
              
              
              
              (181,849)
              
              -
              
              -
              
              (181,849)Dividend
                  on preferred stock
              
              
              
              
              
              885,000
              
              -
              
              (885,000)
              
              -Deferred
                  compensation
              
              
              
              
              
              
              
              196,000
              
              -
              
              196,000Net
                  loss
              
              
              
              
              
              
              
              -
              
              (5,703,639)
              
              (5,703,639)Balance
                  at March 31, 2004
              
              21,119,708
              
              21,120
              
              5,977,596
              
              -
              
              (10,104,312)
              
              (4,105,596)Issuance
                  of common stock for penalties May 2004 @ $1.85
              
              170,000
              
              170
              
              314,330
              
              -
              
              -
              
              314,500Issuance
                  of common stock for services June 2004 @ $1.75
              
              10,000
              
              10
              
              17,490
              
              -
              
              -
              
              17,500Issuance
                  of common stock for conversion of debt June 2004 @ $1.60
              
              371,317
              
              371
              
              593,736
              
              -
              
              -
              
              594,107Issuance
                  of common stock for services July 2004 @ $1.35
              
              7,489
              
              8
              
              10,101
              
              
              
              
              
              10,109Issuance
                  of common stock for services July 2004 @ $1.10
              
              75,000
              
              75
              
              82,425
              
              
              
              
              
              82,500Issuance
                  of common stock for services August 2004 @ $0.75
              
              100,000
              
              100
              
              74,900
              
              
              
              
              
              75,000Conversion
                  of debt to common stock September 2004 @ 2.22
              
              857,143
              
              857
              
              1,902,000
              
              
              
              
              
              1,902,857
  **The
          accompanying notes are an integral part of these consolidated financial
          statements.**
  6
  **Cobalis
              Corp. and Subsidiary**
 **(formerly
              Biogentech Corp.)**
 **(A
              Development Stage Company)**
 **Consolidated
              Statements of Stockholders' Deficit**
 **For
              the Period From November 21, 2000 (inception) to June 30,
              2006**
 Issuance
                  of common stock for services October 2004 @ $2.20
              
              4,758
              
              5
              
              10,463
              
              
              
              
              
              10,468Issuance
                  of common stock for services October 2004 @ $2.55
              
              375,000
              
              375
              
              955,875
              
              
              
              
              
              956,250Issuance
                  of common stock for services December 2004 @ $1.45
              
              5,000
              
              5
              
              7,245
              
              
              
              
              
              7,250Issuance
                  of common stock for services December 2004 @ $1.30
              
              63,676
              
              63
              
              82,715
              
              
              
              
              
              82,778Issuance
                  of common stock for services January 2005 @ $1.05
              
              1,250
              
              1
              
              1,312
              
              
              
              
              
              1,313Issuance
                  of common stock for services January 2005 @ $1.18
              
              75,000
              
              75
              
              88,425
              
              
              
              
              
              88,500Issuance
                  of common stock for services February 2005 @ $1.10
              
              155,000
              
              155
              
              170,345
              
              
              
              
              
              170,500Issuance
                  of common stock for services February 2005 @ $1.06
              
              100,000
              
              100
              
              105,900
              
              
              
              
              
              106,000Issuance
                  of common stock for services February 2005 @ $0.95
              
              30,000
              
              30
              
              28,470
              
              
              
              
              
              28,500Issuance
                  of common stock for services February 2005 @ $1.05
              
              80,628
              
              81
              
              84,578
              
              
              
              
              
              84,659Issuance
                  of common stock for services February 2005 @ $1.00
              
              467,159
              
              467
              
              466,692
              
              
              
              
              
              467,159Issuance
                  of common stock for services February 2005 @ $0.96
              
              350,000
              
              350
              
              335,650
              
              
              
              
              
              336,000Issuance
                  of common stock for financing costs March 2005 @ $0.81
              
              50,000
              
              50
              
              40,450
              
              
              
              
              
              40,500Issuance
                  of common stock for services March 2005 @ $0.80
              
              5,000
              
              5
              
              3,995
              
              
              
              
              
              4,000Issuance
                  of common stock for services March 2005 @ $0.75
              
              120,000
              
              120
              
              89,880
              
              
              
              
              
              90,000Issuance
                  of common stock for services March 2005 @ $0.68
              
              37,500
              
              38
              
              25,462
              
              
              
              
              
              25,500Fair
                  value of warrants issued to consultants
              
              
              
              
              
              553,715
              
              
              
              
              
              553,715-Net
                  loss
              
              
              
              
              
              
              
              
              
              (8,101,014)
              
              (8,101,014)Balance
                  at March 31, 2005
              
              24,630,628
              
              24,631
              
              12,023,750
              
              -
              
              (18,205,326)
              
              (6,156,945)Cancelation
                  of common stock previously issued
              
              (105,000)
              
              (105)
              
              (113,895)
              
              
              
              
              
              (114,000)Issuance
                  of common stock for services April 2005 @ $0.59
              
              100,000
              
              100
              
              58,900
              
              
              
              
              
              59,000Issuance
                  of common stock for services April 2005 @ $0.62
              
              162,500
              
              162
              
              100,587
              
              
              
              
              
              100,749Issuance
                  of common stock for services May 2005 @ $0.60
              
              39,836
              
              40
              
              23,862
              
              
              
              
              
              23,902Issuance
                  of common stock for services June 2005 @ $0.65
              
              110,000
              
              110
              
              71,390
              
              
              
              
              
              71,500Issuance
                  of common stock for services June 2005 @ $0.45
              
              200,000
              
              200
              
              89,800
              
              
              
              
              
              90,000Issuance
                  of common stock for services July 2005 @ $0.60
              
              10,000
              
              10
              
              5,990
              
              
              
              
              
              6,000Issuance
                  of common stock for services July 2005 @ $0.61
              
              125,000
              
              125
              
              76,125
              
              
              
              
              
              76,250Issuance
                  of common stock for interest July 2005 @ $0.61
              
              50,000
              
              50
              
              30,450
              
              
              
              
              
              30,500Cancelation
                  of common stock previously issued
              
              (150,000)
              
              (150)
              
              (143,850)
              
              
              
              
              
              (144,000)Issuance
                  of common stock for services August 2005 @ $0.48
              
              100,000
              
              100
              
              47,900
              
              
              
              
              
              48,000Issuance
                  of common stock for services September 2005 @ $0.50
              
              30,000
              
              30
              
              14,970
              
              
              
              
              
              15,000Issuance
                  of common stock for services September 2005 @ $0.42
              
              50,000
              
              50
              
              20,950
              
              
              
              
              
              21,000Issuance
                  of common stock for services September 2005 @ $0.50
              
              75,000
              
              75
              
              37,425
              
              
              
              
              
              37,500Issuance
                  of common stock for services October 2005 @ $0.53
              
              220,000
              
              220
              
              115,280
              
              (58,750)
              
              
              
              56,750Issuance
                  of common stock for prepaid interest October 2005 @ $0.58
              
              125,000
              
              125
              
              72,375
              
              (72,500)
              
              
              
              -Issuance
                  of common stock for conversion of debt October 2005 @
                  $1.75
              
              150,000
              
              150
              
              262,350
              
              
              
              
              
              262,500
  **The
          accompanying notes are an integral part of these consolidated financial
          statements.**
  7
  **Cobalis
              Corp. and Subsidiary**
 **(formerly
              Biogentech Corp.)**
 **(A
              Development Stage Company)**
 **Consolidated
              Statements of Stockholders' Deficit**
 **For
              the Period From November 21, 2000 (inception) to June 30,
              2006**
 Issuance
                  of common stock for services November 2005 @ $0.78
              
              822,706
              
              823
              
              644,847
              
              (26,700)
              
              
              
              618,970Issuance
                  of common stock for services January 2006 @ $1.54
              
              335,000
              
              335
              
              515,165
              
              (119,500)
              
              
              
              396,000Issuance
                  of common stock for services February 2006 @ $1.42
              
              62,000
              
              62
              
              87,738
              
              
              
              
              
              87,800Issuance
                  of common stock for services March 2006 @ $1.58
              
              121,467
              
              121
              
              192,237
              
              
              
              
              
              192,358Issuance
                  of common stock for conversion of notes payable andaccrued
                  interest March 2006
              
              105,250
              
              105
              
              173,557
              
              
              
              
              
              173,662Cancelation
                  of common stock previously issued
              
              (3,000)
              
              (3)
              
              (4,797)
              
              
              
              
              
              (4,800)Amortization
                  of prepaid expenses
              
              
              
              
              
              
              
              112,025
              
              
              
              112,025Value
                  of warrants issued with debt
              
              
              
              
              
              131,365
              
              
              
              
              
              131,365Repricing
                  of warrants
              
              
              
              
              
              301,155
              
              
              
              
              
              301,155Amortization
                  of fair value of warrants issued to consultants
              
              
              
              
              
              1,541,628
              
              
              
              
              
              1,541,628-Net
                  loss
              
              
              
              
              
              
              
              
              
              (6,603,454)
              
              (6,603,454)Balance
                  at March 31, 2006
              
              27,366,387
              
              27,366
              
              16,377,254
              
              (165,425)
              
              (24,808,780)
              
              (8,569,585)Issuance
                  of common stock for converstion of note payable andaccrued
                  interest April 2006
              
              27,200
              
              27
              
              51,109
              
              
              
              
              
              51,136Issuance
                  of common stock for services April 2006 @ $1.46
              
              115,000
              
              115
              
              167,835
              
              
              
              
              
              167,950Issuance
                  of common stock for cashless exercise of warrants
              
              192,997
              
              193
              
              (193)
              
              
              
              
              
              -Issuance
                  of common stock for services May 2006 @ $1.37
              
              150,000
              
              150
              
              204,450
              
              (165,600)
              
              
              
              39,000Issuance
                  of common stock for conversion of accounts payable
              
              111,416
              
              112
              
              142,501
              
              
              
              
              
              142,613Amortization
                  of prepaid expenses
              
              
              
              
              
              
              
              100,540
              
              
              
              100,540Fair
                  value of vested stock options issued to employees
              
              
              
              
              
              128,908
              
              
              
              
              
              128,908Amortization
                  of fair value of warrants issued to consultants
              
              
              
              
              
              421,498
              
              
              
              
              
              421,498-Net
                  loss
              
              
              
              
              
              
              
              
              
              (1,602,352)
              
              (1,602,352)Balance
                  at June 30,2006 (unaudited)
              
              27,963,000
              
              $
                  27,963
              
              $
                  17,493,362
              
              $
                  (230,485)
              
              $(26,411,132)
              
              $
                  (9,120,292)




**The
        accompanying notes are an integral part of these consolidated financial
        statements.**




8


**Cobalis
        Corp. and Subsidiary**
 **(formerly
        Biogentech Corp.)**
 **(A
        Development Stage Company)**
 **Consolidated
        Statements of Cash Flows**


**Cumulative
                from****Three
                Months Ended**
            
            **November
                21,****June
                30,**
            
            **June
                30,**
            
            **2000
                (inception) to****2006**
            
            **2005**
            
            **June
                30, 2006**(unaudited)
            
            (unaudited)
            
            (unaudited)CASH
                FLOWS FROM OPERATING ACTIVITIES:Net
                loss
            
            $
            (1,602,352
            )
            $
            (942,380
            )
            $
            (25,526,132
            )Adjustment
                to reconcile net loss to net cashprovided
                by (used in) operating activities:Depreciation
                and amortization expense
            
            
            16,762
            
            
            24,882
            
            
            544,026Common
                stock issued for services
            
            
            206,950
            
            
            231,151
            
            
            5,053,273Common
                stock issued for penalty
            
            
            -
            
            
            -
            
            
            692,500Common
                stock issued for financing costs
            
            
            -
            
            
            -
            
            
            71,000Change
                in value of warrant liability
            
            
            -
            
            
            (25,565
            )
            
            (303,700
            )Amortization
                of debt issue costs
            
            
            16,376
            
            
            -
            
            
            127,948Exercise
                of stock options for services
            
            
            -
            
            
            -
            
            
            26,960Amortization
                of discounts on notes
            
            
            -
            
            
            -
            
            
            790,128Issuance
                of stock options/warrants for services
            
            
            421,498
            
            
            201,990
            
            
            2,923,841Capital
                contribution - bonus (related party)
            
            
            -
            
            
            -
            
            
            50,000Amortization
                of prepaid expenses
            
            
            100,540
            
            
            -
            
            
            228,165Amortization
                of deferred compensation
            
            
            -
            
            
            -
            
            
            250,000Discount
                on common stock issued for settlement of debt
            
            
            -
            
            
            -
            
            
            50,000Impairment
                expense
            
            
            -
            
            
            -
            
            
            2,331,522Re-pricing
                of warrants
            
            
            -
            
            
            -
            
            
            301,155Value
                of vested stock options issued to employees
            
            
            128,908
            
            
            -
            
            
            128,908Changes
                in assets and liabilities:
            
            
            
            
            
            
            
            
            -Prepaid
                expenses and other assets
            
            
            4,680
            
            
            (475,000
            )
            
            -Inventory
            
            
            -
            
            
            -
            
            
            6,250Deposits
            
            
            -
            
            
            -
            
            
            27,454Accounts
                payable
            
            
            4,853
            
            
            (17,155
            )
            
            852,992Accrued
                expenses
            
            
            19,557
            
            
            67,207
            
            
            1,434,358Accrued
                legal settlement
            
            
            -
            
            
            -
            
            
            1,725,000Amounts
                due to related parties
            
            
            215,574
            
            
            129,806
            
            
            2,043,481Net
                cash used in operating activities
            
            
            (466,654
            )
            
            (805,064
            )
            
            (6,170,871
            )CASH
                FLOWS FROM INVESTING ACTIVITIES:Purchase
                of property and equipment
            
            
            -
            
            
            -
            
            
            (89,272
            )Increase
                in patent costs
            
            
            -
            
            
            -
            
            
            (24,711
            )Change
                in restricted cash
            
            
            -
            
            
            -
            
            
            -Merger
                fees and costs
            
            
            -
            
            
            -
            
            
            -Increase
                in acquisition deposits
            
            
            -
            
            
            -
            
            
            (2,220,000
            )Increase
                in other deposits
            
            
            -
            
            
            -
            
            
            (40,000
            )Increase
                in capitalized website
            
            
            -
            
            
            -
            
            
            (18,097
            )Net
                cash used in investing activities
            
            
            -
            
            
            -
            
            
            (2,392,080
            )CASH
                FLOWS FROM FINANCING ACTIVITIES:Change
                in cash overdraft
            
            
            -
            
            
            (11,941
            )
            
            -Payment
                on contract
            
            
            -
            
            
            -
            
            
            (161,000
            )Proceeds
                from advances - related party
            
            
            -
            
            
            614,500
            
            
            4,581,449Proceeds
                from advances from stockholders
            
            
            -
            
            
            260,000
            
            
            310,000Proceeds
                from issuance of notes payable
            
            
            -
            
            
            -
            
            
            1,465,000Proceeds
                from sale of common stock
            
            
            -
            
            
            -
            
            
            806,500Proceeds
                from sale of preferred stock
            
            
            -
            
            
            -
            
            
            885,000Proceeds
                from convertible debenture
            
            
            -
            
            
            100,000
            
            
            700,000Capital
                contribution
            
            
            -
            
            
            -
            
            
            571,668Payment
                of debt issue costs
            
            
            -
            
            
            -
            
            
            (83,500
            )Payments
                on advances from stockholders
            
            
            (10,000
            )
            
            (55,200
            )
            
            (60,000
            )Payments
                on advances - related party
            
            
            -
            
            
            -
            
            
            (402,129
            )Net
                cash provided by financing activities
            
            
            (10,000
            )
            
            907,359
            
            
            8,612,988NET
                INCREASE (DECREASE) IN CASH ANDCASH
                EQUIVALENTS
            
            
            (476,654
            )
            
            102,295
            
            
            50,037CASH
                AND CASH EQUIVALENTS, Beginning of year
            
            
            526,691
            
            
            1,169
            
            
            -CASH
                AND CASH EQUIVALENTS, End of year
            
            $
            50,037
            
            $
            103,464
            
            $
            50,037SUPPLEMENTAL
                DISCLOSURES OF CASH FLOW INFORMATION:Interest
                paid
            
            $
            -
            
            $
            -
            
            $
            -Income
                taxes paid
            
            $
            -
            
            $
            -
            
            $
            -


**The
      accompanying notes are an integral part of these consolidated financial
      statements.**




9


**COBALIS
        CORP. AND SUBSIDIARY**
 **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
        THE THREE MONTHS ENDED JUNE 30, 2006 AND 2005**
 **(UNAUDITED)**




**NOTE
      1 - BASIS OF PRESENTATION**





The
      unaudited consolidated financial statements have been prepared by Cobalis Corp.
      (the “Company”), pursuant to the rules and regulations of the Securities and
      Exchange Commission. The information furnished herein reflects all adjustments
      (consisting of normal recurring accruals and adjustments) which are, in the
      opinion of management, necessary to fairly present the operating results for
      the
      respective periods. Certain information and footnote disclosures normally
      present in annual consolidated financial statements prepared in accordance
      with
      accounting principles generally accepted in the United States of America have
      been omitted pursuant to such rules and regulations. These consolidated
      financial statements should be read in conjunction with the audited consolidated
      financial statements and footnotes for the year ended March 31, 2006 included
      in
      the Company’s Annual Report on Form 10-KSB. The results of the three months
      ended June 30, 2006 are not necessarily indicative of the results to be expected
      for the full year ending March 31, 2007.





Going
      Concern





The
      accompanying consolidated financial statements have been prepared in accordance
      with accounting principles generally accepted in the United States of America,
      which contemplate continuation of the Company as a going concern. The Company
      has incurred a net loss of $1,602,352 for the three months ended June 30, 2006
      and as of June 30, 2006, the Company had a working capital deficit of $8,704,603
      and a stockholder deficit of $9,120,292. In addition, as of June 30, 2006,
      the
      Company has not developed a substantial source of revenue.





These
      conditions raise substantial doubt as to the Company's ability to continue
      as a
      going concern. These consolidated financial statements do not include any
      adjustments that might result from the outcome of this uncertainty. These
      consolidated financial statements do not include any adjustments relating to
      the
      recoverability and classification of recorded asset amounts, or amounts and
      classification of liabilities that might be necessary should the Company be
      unable to continue as a going concern.





The
      Company is currently attempting to raise additional financing for operating
      purposes. The Company is also attempting to partner with a large pharmaceutical
      company for research and development, marketing and distribution of its
      product.





The
      Company requires substantial capital to pursue its operating strategy and
      currently has limited cash for operations. Until the Company can obtain revenues
      or obtain funding through debt and equity financing sufficient to fund working
      capital needs and additional research and development costs necessary to obtain
      the regulatory approvals for commercialization, the Company will be dependent
      upon external sources of financing.





There
      can
      be no assurances that sufficient financing will be available on terms acceptable
      to the Company, or at all. If the Company is unable to obtain such financing,
      the Company will be forced to scale back operations, which could have an adverse
      effect on the Company's financial condition and results of operations. These
      factors raise substantial doubt about the Company's ability to continue as
      a
      going concern.





Management
      believes that actions presently being taken to revise the Company's operating
      and financial requirements provide the opportunity for the Company to continue
      as a going concern.




10


**COBALIS
        CORP. AND SUBSIDIARY**
 **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
        THE THREE MONTHS ENDED JUNE 30, 2006 AND 2005**
 **(UNAUDITED)**


Stock
      Options





The
      Company adopted SFAS No. 123 (Revised 2004), *Share
      Based Payment* (“SFAS
      No. 123R”), under the modified-prospective transition method on
      January 1, 2006. SFAS No. 123R requires companies to measure and
      recognize the cost of employee services received in exchange for an award of
      equity instruments based on the grant-date fair value. Share-based compensation
      recognized under the modified-prospective transition method of SFAS
      No. 123R includes share-based compensation based on the grant-date fair
      value determined in accordance with the original provisions of SFAS
      No. 123, *Accounting
      for Stock-Based Compensation,* for
      all
      share-based payments granted prior to and not yet vested as of January 1,
      2006 and share-based compensation based on the grant-date fair-value determined
      in accordance with SFAS No. 123R for all share-based payments granted after
      January 1, 2006. SFAS No. 123R eliminates the ability to account for
      the award of these instruments under the intrinsic value method prescribed
      by
      Accounting Principles Board (“APB”) Opinion No. 25, *Accounting
      for Stock Issued to Employees* ,
      and
      allowed under the original provisions of SFAS No. 123. Prior to the
      adoption of SFAS No. 123R, the Company accounted for our stock option plans
      using the intrinsic value method in accordance with the provisions of APB
      Opinion No. 25 and related interpretations.





As
      a
      result of adopting SFAS No. 123R, the Company recognized $128,908 in
      share-based compensation expense for the three months ended June 30, 2006
      related to options granted to employees in May 2006. The impact of this
      share-based compensation expense on the Company’s basic and diluted earnings per
      share was $0.00 per share. The fair value of our stock options was estimated
      using the Black-Scholes option pricing model.





For
      periods presented prior to the adoption of SFAS No. 123R, pro forma
      information regarding net income and earnings per share as required by SFAS
      No. 123R has been determined as if we had accounted for our employee stock
      options under the original provisions of SFAS No. 123. The fair value of
      these options was estimated using the Black-Scholes option pricing model. There
      was no pro forma expense to recognize during the three months ended June
      30,2006.








Patent
      Costs





Patent
      costs are carried at cost less accumulated amortization, which is calculated
      on
      a straight-line basis, over the estimated economic life of the patent. In
      accordance with SFAS No. 142, "Goodwill and Other Intangible Assets," the
      Company evaluates intangible assets and other long-lived assets (including
      patent costs) for impairment, at least on an annual basis and whenever events
      or
      changes in circumstances indicate that the carrying value may not be recoverable
      from its estimated future cash flows. Recoverability of intangible assets and
      other long-lived assets is measured by comparing their net book value to the
      related projected undiscounted cash flows from these assets, considering a
      number of factors including past operating results, budgets, economic
      projections, market trends and product development cycles. If the net book
      value
      of the asset exceeds the related undiscounted cash flows, the asset is
      considered impaired, and a second test is performed to measure the amount of
      impairment loss. During the year ended March 31, 2004, the Company recognized
      an
      impairment expense of $111,522 related to one of its patents as it determined
      that this patent had no future value based on its assessment of expected future
      cash flows to be generated by this patent and the results of an independent
      appraisal done in April 2004. Amortization expense related to these patents
      for
      the three months ended June 30, 2006 and 2005 was $13,467 and $13,467,
      respectively. Projected amortization expense approximates $52,000, $49,000,
      $49,000, $49,000 and $49,000, respectively, for each of the five years ended
      March 31, 2011. The weighted-average life of the remaining patents is
      approximately 15.2 years.




11





**COBALIS
      CORP. AND SUBSIDIARY**


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


**FOR
      THE THREE MONTHS ENDED JUNE 30, 2006 AND 2005**


**(UNAUDITED)**






Recently
      Issued Accounting Pronouncements





In
      February 2006, FASB issued SFAS No. 155, “ *Accounting
      for Certain Hybrid Financial Instruments* ”.
      SFAS
      No. 155 amends SFAS No 133, “Accounting for Derivative Instruments and Hedging
      Activities”, and SFAS No. 140, “Accounting for Transfers and Servicing of
      Financial Assets and Extinguishments of Liabilities”. SFAS No. 155, permits fair
      value remeasurement for any hybrid financial instrument that contains an
      embedded derivative that otherwise would require bifurcation, clarifies which
      interest-only strips and principal-only strips are not subject to the
      requirements of SFAS No. 133, establishes a requirement to evaluate interest
      in
      securitized financial assets to identify interests that are freestanding
      derivatives or that are hybrid financial instruments that contain an embedded
      derivative requiring bifurcation, clarifies that concentrations of credit risk
      in the form of subordination are not embedded derivatives, and amends SFAS
      No.
      140 to eliminate the prohibition on the qualifying special-purpose entity from
      holding a derivative financial instrument that pertains to a beneficial interest
      other than another derivative financial instrument. SFAS 155 is effective for
      all financial instruments acquired or issued after the beginning of the
      Company’s first fiscal year that begins after September 15, 2006. Management
      believes that this statement will not have a significant impact on the
      consolidated financial statements.




In
      March
      2006 FASB issued SFAS 156 “ *Accounting
      for Servicing of Financial Assets”.* SFAS
      No.
      156 amends FASB Statement No. 140, *Accounting
      for Transfers and Servicing of Financial Assets and Extinguishments of
      Liabilities,* with
      respect to the accounting for separately recognized servicing assets and
      servicing liabilities. This Statement: (1) requires an entity to recognize
      a
      servicing asset or servicing liability each time it undertakes an obligation
      to
      service a financial asset by entering into a servicing contract, (2) requires
      all separately recognized servicing assets and servicing liabilities to be
      initially measured at fair value, if practicable; (3) permits an entity to
      choose the ‘amortization method’ or ‘fair value measurement method’ for each
      class of separately recognized servicing assets and servicing liabilities;
      (4)
      at its initial adoption, permits a one-time reclassification of
      available-for-sale securities to trading securities by entities with recognized
      servicing rights, without calling into question the treatment of other
      available-for-sale securities under Statement 115, provided that the
      available-for-sale securities are identified in some manner as offsetting the
      entity’s exposure to changes in fair value of servicing assets or servicing
      liabilities that a servicer elects to subsequently measure at fair value; and
      (5) requires separate presentation of servicing assets and servicing liabilities
      subsequently measured at fair value in the statement of financial position
      and
      additional disclosures for all separately recognized servicing assets and
      servicing liabilities. SFAS 156 is effective as of the beginning of the
      Company’s first fiscal year that begins after September 15, 2006. Management
      believes that this statement will not have a significant impact on the
      consolidated financial statements.





**NOTE
      2 - LOSS PER SHARE**





The
      Company reports loss per share in accordance with SFAS No. 128, "Earnings per
      Share." Basic loss per share is computed by dividing loss available to common
      shareholders by the weighted average number of common shares available. Diluted
      loss per share is computed similar to basic loss per share except that the
      denominator is increased to include the number of additional common shares
      that
      would have been outstanding if the potential common shares had been issued
      and
      if the additional common shares were dilutive. Diluted loss per share has not
      been presented since the effect of the assumed exercise of options and warrants
      to purchase common shares would have an anti-dilutive effect. There
      were 10,467,600 and 5,844,167 c ommon
      equivalent shares outstanding related to the options and warrants at June 30,
      2006 and 2005, respectively. In addition, as of June 30, 2006, 716,667 shares
      of
      common stock are issuable upon the conversion of the convertible note payable
      and convertible preferred stock.




12




**COBALIS
        CORP. AND SUBSIDIARY**
 **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
        THE THREE MONTHS ENDED JUNE 30, 2006 AND 2005**
 **(UNAUDITED)**
  **NOTE
      3 - PROPERTY AND EQUIPMENT**





The
      cost
      of property and equipment at June 30, 2006 consisted of the
      following:





Furniture
                and fixtures
            
            $
            73,203Office
                equipment
            
            
            42,120115,323Less
                accumulated depreciation and amortization
            
            
            (110,022
            )$
            5,301





Depreciation
      expense for the three months ended June 30, 2006 and 2005 was $3,118 and
      $11,239, respectively.








**NOTE
      4 - ACCRUED LEGAL SETTLEMENTS**





Former
      Landlord





In
      March
      2003, the Company vacated its office space. The landlord then filed suit against
      the Company in the County of Orange, Superior Court of California, for unpaid
      rent. In January 2006, this matter was settled and the Company is to pay a
      total
      of $200,000 over the next year. As of June 30, 2006, the balance due under
      this
      settlement was $125,000.




Gryphon
      Master Fund LP





On
      March
      31, 2006, the Company reached a settlement with Gryphon Master Lund LP related
      to two investments (See Notes 7 and 9) in the Company by Gryphon in September
      2003 totaling $1,600,000. The settlement agreement requires the Company to
      pay a
      maximum of $1,600,000 which will be reduced to $1,400,000 if the Company is
      able
      to pay the judgment on or before October 1, 2006. Full repayment is due under
      the settlement agreement on or before April 1, 2007. The settlement agreement
      also provides for Gryphon to convert its two investments (convertible debenture
      and convertible preferred stock) in the Company totaling $1,600,000 into 716,667
      shares of the Company common stock as per the terms of the original investment
      agreements. In addition the settlement agreement provides for a reduction of
      the
      exercise price to $0.01 for the 194,167 warrants currently held by Gryphon.
      During the three months ended June 30, 2006, Gryphon did a cashless exercise
      of
      these warrants and received a total of 192,997 shares of the Company’s common
      stock.





As
      of
      June 30, 2006, the full $1,600,000 was still due under the settlement
      agreement.





**NOTE
      5 - DUE TO RELATED PARTIES**





Due
      to
      related parties at June 30, 2006 consists of the following:





R&R
                Holdings, Inc. and affiliate a)
            
            $
            5,194,553Chaslav
                Radovich b)
            
            
            98,958Other
                officers/executives c)
            
            
            167,158$
            5,460,669




13


**COBALIS
        CORP. AND SUBSIDIARY**
 **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
        THE THREE MONTHS ENDED JUNE 30, 2006 AND 2005**
 **(UNAUDITED)**


a)
      On
      January 1, 2001, the Company entered into a consulting contract with R&R
      Holdings, Inc. and its affiliate, Silver Mountain Promotions, Inc. ("R&R")
      whereby they would provide managerial consulting services to the Company at
      the
      rate of $125,000 per year and the rate was increased to $135,000 per year.
      R&R is also a shareholder of the Company and the controlling shareholder of
      R&R is Mr. Radul “Rudy” Radovich, the Company’s Chairman. As of June 30,
      2006, the Company had accrued $512,392 of consulting fees relating to this
      agreement.





R&R
      advances the Company cash from time to time. As of June 30, 2006, the Company
      owed R&R $2,520,221 related to these advances. The St. Petka Trust, which is
      controlled by Mr. Radul Radovich, also advances the Company cash from time
      to
      time. As of June 30, 2006, the Company owed St. Petka Trust $1,585,500 related
      to these advances. The Company has accrued interest on these advances at a
      rate
      of 10% per annum. Accrued interest at June 30, 2006 related to these advances
      totaled $576,440. See Note 12.





b)
      The
      Company currently owes its President, a total of $98,958 in past due
      compensation.





c)
      The
      Company currently owes two current and one former executives $54,033 and
      $113,125, respectively, in past due compensation.








**NOTE
      6 - PROMISSORY NOTES**





In
      June
      2005, the Company converted a total of $205,174 of amounts due for clinical
      trials into nine promissory notes that accrued interest at a rate of 10% per
      annum and were due on December 27, 2005. During the three months ended March
      31,
      2006 and June 30, 2006, respectively, the Company converted $131,042 and $27,319
      of these promissory notes plus accrued interest into 105,250 and 27,200 shares
      of the Company’s common stock. At June 30, 2006, $46,813 of these notes was
      still outstanding.








**NOTE
      7 - CONVERTIBLE NOTES PAYABLE**





Gryphon
      Master Fund, LP (See Note 4)





In
      September 2003, the Company sold a $600,000, three-year, 8% convertible note
      payable to Gryphon Master Fund, LP, which is convertible into shares of the
      Company's common stock at the initial conversion price of $2.00 per share.
      This
      price is subject to adjustment should the Company issue shares of its common
      stock at a price less than $1.75 per share. The convertible note payable was
      sold with detachable three-year warrants to purchase 90,000 shares of the
      Company's common stock at $2.88 per share. The warrant exercise price is also
      subject to adjustment based on sales of the Company's common stock below the
      current fair market value on the contract date.




14


**COBALIS
        CORP. AND SUBSIDIARY**
 **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
        THE THREE MONTHS ENDED JUNE 30, 2006 AND 2005**
 **(UNAUDITED)**


The
      fair
      value of these warrants totaling $169,630 was computed using the Black-Scholes
      model under the following assumptions: (1) expected life of 3 years; (2)
      volatility of 104%, (3) risk free interest of 4.39% and (4) dividend rate of
      $0%. In addition, since this debt is convertible into equity at the option
      of
      the note holder at beneficial conversion rates, an embedded beneficial
      conversion feature was recorded as a debt discount and amortized using the
      effective interest method over the life of the debt in accordance with Emerging
      Issues Task Force No. 00-27, "Application of Issue No. 98-5 to Certain
      Convertible Instruments." Since the intrinsic value of the beneficial conversion
      feature and relative fair value of the warrants exceeds the proceeds of the
      convertible debt, the amount of the discount assigned to the beneficial
      conversion feature and warrants is limited to the amount of the net proceeds
      of
      the convertible debt. Therefore, the Company recorded a discount of $516,500
      (consisting of relative fair value of the warrants of $169,630 and beneficial
      conversion features of $346,870), the net proceeds received by the Company
      after
      the debt discount of $83,500. During the year ended March 31, 2005, the Company
      fully amortized the debt discount associated with the $600,000 convertible
      note
      payable due to the lawsuit filed by the holder of the convertible note
      payable.




On
      March
      31, 2006, the Company reached a settlement with Gryphon Master Lund LP related
      to two investments in the Company by Gryphon in September 2003 totaling
      $1,600,000 (See Notes 4 and 9). The settlement agreement requires the Company
      to
      pay a maximum of $1,600,000 which will be reduced to $1,400,000 if the Company
      is able to pay the judgment on or before October 1, 2006. Full repayment is
      due
      under the settlement agreement on or before April 1, 2007. The settlement
      agreement also provides for Gryphon to convert its two investments (convertible
      debenture and convertible preferred stock) in the Company totaling $1,600,000
      into 716,667 shares of the Company common stock as per the terms of the original
      investment agreements. In addition the settlement agreement provides for a
      reduction of the exercise price to $0.01 for the 194,167 warrants currently
      held
      by Gryphon.





During
      the three months ended June 30, 2006, Gryphon did a cashless exercise of these
      warrants and received a total of 192,997 shares of the Company’s common
      stock.








Tejeda
      and Tejeda, Inc.





On
      June
      13, 2005, the Company entered into a loan agreement with Tejeda and Tejeda,
      Inc.
      in the amount of $100,000. The loan is due on or before the 12-month anniversary
      and accrues interest at the rate of 10% per annum. The note is personally
      guaranteed by Mr. Radul Radovich, the Company’s Chairman, and Mr. Chaslav
      Radovich the Company’s CEO. On the 12-month anniversary, the holder of the note
      may elect to convert the loan into shares of the Company’s common stock at $1.75
      per shares or at a price equal to a 25% discount to the closing bid price on
      the
      day of conversion at maturity. If such conversion is elected, the loan shall
      be
      considered paid in full. The loan is convertible at the maturity, which is
      the
      date at which the conversion feature will become beneficial; therefore the
      intrinsic value of the beneficial conversion feature of approximately $25,000
      has been calculated at the commitment date using the stock price as of that
      date. The amount will be recorded as interest expense at the date of conversion,
      if the loan is converted to shares of common stock.





**NOTE
      8 - SENIOR DEBENTURE**





On
      October 26, 2005, the Company issued a senior debenture to the Brad Chisick
      Trust in the amount of $250,000 that accrues interest at 10% per annum and
      is
      due on October 26, 2007. In addition, the Company also issued to the Brad
      Chisick Trust a warrant to purchase 500,000 shares of the Company’s common stock
      for $1.75 per shares.




15


**COBALIS
        CORP. AND SUBSIDIARY**
 **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
        THE THREE MONTHS ENDED JUNE 30, 2006 AND 2005**
 **(UNAUDITED)**


The
      fair
      value of these warrants totaling $276,827 was computed using the Black-Scholes
      model under the following assumptions: (1) expected life of 5 years; (2)
      volatility of 194%, (3) risk free interest of 4.50% and (4) dividend rate of
      $0%. The face amount of the senior debenture of $250,000 was proportionately
      allocated to the senior debenture and the warrants in the amount of $118,635
      and
      $131,365, respectively. The amount allocated to the warrants of $131,365 was
      recorded as a discount on the senior debenture and is being amortized over
      the
      term of the debenture. During the three months ended June 30, 2006, the Company
      amortized $16,376 of the discount to interest expense. The balance of the
      debenture is shown net of unamortized discount of $86,917 in the balance sheet.
      In addition, on October 26, 2005, the Company issued to the Brad Chisick Trust
      125,000 shares of its common stock valued at $72,500 as pre-payment of the
      accrued interest on this senior debenture. The prepaid interest will be
      amortized to interest expense over the two year term of the senior
      debenture.






**NOTE
      9 - CONVERTIBLE PREFERRED STOCK**





In
      September 2003, the Company sold 1,000 shares of its 7.5% convertible preferred
      stock (the "Convertible Preferred Stock") to Gryphon Master Fund, LP, for
      $1,000,000, less direct issuance costs of $115,000, which were netted against
      the proceeds of the offering. The Convertible Preferred Stock carries voting
      rights equivalent to the number of shares of common stock into which it can
      be
      converted, and has liquidation preference of $1,000 per share. The Convertible
      Preferred Stock is convertible into shares of the Company's common stock at
      the
      initial conversion price of $2.40 per share. This price is subject to change
      should the Company issue shares of its common stock at a price less than $1.75
      per share. Included with the Convertible Preferred Stock were detachable
      three-year warrants to purchase 104,167 shares of the Company's common stock
      at
      the price of $2.88 per share (the "Preferred Warrants"). The warrant exercise
      price is also subject to adjustment based on sales of the Company's common
      stock
      below the current fair market value on the contract date.





The
      fair
      value of these warrants totaling $181,849 was computed using the Black-Scholes
      model under the following assumptions: (1) expected life of 3 years; (2)
      volatility of 112%, (3) risk free interest of 4.1% and (4) dividend rate of
      $0%.
      In addition, since this convertible preferred stock is convertible into equity
      at the option of the stockholder at beneficial conversion rates, an embedded
      beneficial conversion feature was recorded as a discount to additional paid
      in
      capital in accordance with Emerging Issues Task Force No. 00-27, "Application
      of
      Issue No. 98-5 to Certain Convertible Instruments." Since the intrinsic value
      of
      the beneficial conversion feature and relative fair value of the warrants
      exceeds the proceeds of the convertible debt, the amount of the discount
      assigned to the beneficial conversion feature and warrants is limited to the
      amount of the proceeds of the convertible preferred stock. The discount was
      recorded as a preferred stock dividend at the date of issuance. The Company
      recognized $885,000 of preferred dividends related to the discount.




On
      March
      31, 2006, the Company reached a settlement with Gryphon Master Lund LP related
      to two investments in the Company by Gryphon in September 2003 totaling
      $1,600,000 (See Notes 4 and 7). The settlement agreement requires the Company
      to
      pay a maximum of $1,600,000 which will be reduced to $1,400,000 if the Company
      is able to pay the judgment on or before October 1, 2006. Full repayment is
      due
      under the settlement agreement on or before April 1, 2007. The settlement
      agreement also provides for Gryphon to convert its two investments (convertible
      debenture and convertible preferred stock) in the Company totaling $1,600,000
      into 716,667 shares of the Company common stock as per the terms of the original
      investment agreements. In addition the settlement agreement provides for a
      reduction of the exercise price to $0.01 for the 194,167 warrants currently
      held
      by Gryphon.




16
 
 **COBALIS
          CORP. AND SUBSIDIARY**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE THREE MONTHS ENDED JUNE 30, 2006 AND 2005**
 **(UNAUDITED)**


During
      the three months ended June 30, 2006, Gryphon did a cashless exercise of these
      warrants and received a total of 192,997 shares of the Company’s common
      stock.





**NOTE
      10 - STOCKHOLDERS’ DEFICIT**





Preferred
      Stock





The
      Company has authorized 5,000,000 shares of $0.001 par value preferred stock
      of
      which 1,000 have been designated at Convertible Preferred Stock (see Note
      9).





Common
      Stock





The
      Company has authorized 50,000,000 shares of $0.001 par value common
      stock.




Stock
      Options





The
      following table summarizes the options outstanding:






**Options
                outstanding**
            
            **Weighted
                Average Exercise****Price**
            
            **Aggregate**
              **Intrinsic**
              **Value**Outstanding,
                March 31, 2006
            
            
            1,625,000
            
            $
            1.74
            
            $
            374,000Granted
            
            
            2,500,000
            
            $
            1.40Forfeited/Canceled
            
            
            (100,000
            )
            $
            1.00Exercised
            
            
            -
            
            
            -Outstanding,
                June 30, 2006
            
            
            4,025,000
            
            $
            1.55
            
            $
            16,250






The
      weighted average remaining contractual life of options outstanding is 3.44
      years
      at June 30, 2006. The exercise prices for the options outstanding at June 30,
      2006 are as follows:






**Number
                of**
              **Options**
            
            **Exercise**
              **Price**325,000
            
            $1.002,500,000
            
            $1.401,200,000
            
            $2.004,025,000






The
      fair
      value for the options issued during the three months ended June 30, 2006 was
      estimated at the date of grant using a Black-Scholes option pricing model with
      the following weighted-average assumptions: risk-free interest rate of 4.50%;
      dividend yields of 0%; volatility factors of the expected market price of the
      Company’s common shares of 188%; and a weighted average expected life of the
      option of 5 years.




17


**COBALIS
        CORP. AND SUBSIDIARY**
 **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
        THE THREE MONTHS ENDED JUNE 30, 2006 AND 2005**
 **(UNAUDITED)**


The
      Black-Scholes option valuation model was developed for use in estimating the
      fair value of traded options which have no vesting restrictions and are fully
      transferable. In addition, option valuation models require the input of highly
      subjective assumptions including the expected stock price volatility. Because
      the Company's employee stock options have characteristics significantly
      different from those of traded options, and because changes in the subjective
      input assumptions can materially affect the fair value estimate, in management's
      opinion, the existing models do not necessarily provide a reliable single
      measure of the fair value of employee stock options.





Warrants





The
      following table summarizes the warrants outstanding:






**Warrants**
              **outstanding**
            
            **Weighted
                Average Exercise Price**
            
            **Aggregate
                Intrinsic**
              **Value**Outstanding,
                March 31, 2006
            
            
            6,636,767
            
            $
            1.67
            
            $
            1,435,630Granted
            
            
            -
            
            
            -Forfeited/Canceled
            
            
            -
            
            
            -Exercised
            
            
            (194,167
            )
            $
            0.01Outstanding,
                June 30, 2006
            
            
            6,442,600
            
            $
            1.72
            
            $
            156,000






The
      weighted average remaining contractual life of warrants outstanding is 3.65
      years at June 30, 2006.


The
      exercise prices for the warrants outstanding at June 30, 2006 are as follows:





**Number
                of**
              **Warrants**
            
            **Exercise**
              **Price**150,000
            
            $.016,092,600
            
            $1.75200,000
            
            $2.006,442,600








**NOTE
      1** **1
      - LITIGATION**





*Former
      Leased Office Space:* The Company a defendant in a suit brought by its
      former landlord for breach of lease agreement and alleged unpaid rent in the
      County of Orange, Superior Court of California, Case #03CC02904. In January
      2006, this matter was settled and the Company is to pay a total of $200,000
      over
      the next year, of which the Company paid the first $75,000 on January 31, 2006.
      This leaves a total of $125,000 owing, of which $75,000 is due on July 31,
      2006,
      and $50,000 is due on December 31, 2006 pursuant to a forbearance agreement.
      Subsequent to the period covered by this report, and as of July 31, 2006, the
      Company did not make the $75,000 payment due on that date. On August 8, 2006,
      the Company received a notice that it breached the forbearance
      agreement.




18


**COBALIS
        CORP. AND SUBSIDIARY**
 **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
        THE THREE MONTHS ENDED JUNE 30, 2006 AND 2005**
 **(UNAUDITED)**


*Marinko
      Vekovic:* **** On
      March
      9, 2006, Marinko Vekovic, a former consultant, filed a Complaint against the
      Company alleging a breach of a written consulting agreement, specific
      performance of common stock warrants and the “reasonable value of work and labor
      performed,” seeking damages in excess of $700,000, and specific performance of
      an alleged obligation to issue 600,000 free trading warrants at a $1.75 share
      price. The lawsuit, entitled Vekovic vs. Cobalis, is pending in Orange County
      Superior Court, Central Justice Center, Case No. 06CC03923.





On
      April
      18, 2006, the Company filed an Answer to the Complaint, denying the allegations
      by Mr. Vekovic. On the same date, the Company also filed a Cross-Complaint
      for
      rescission of the consulting agreement, on grounds that Mr. Vekovic made
      numerous material misrepresentations intended to fraudulently induce the Company
      to enter the consulting agreement and to issue to Vekovic 112,500 shares of
      the
      Company’s S-8 common stock. Through the Company’s Cross-Complaint, the Company
      seeks to rescind the consulting agreement and seeks restitution from Mr. Vekovic
      in an amount no less than the price for which Mr. Vekovic sold the 112,500
      shares of the Company’s S-8 common stock, plus all or some portion of the
      compensation paid to Mr. Vekovic, given that Mr. Vekovic substantially failed
      to
      perform the consulting services which were the subject of the consulting
      agreement. The Company also seeks to recover attorneys’ fees incurred in the
      defense of the Complaint and the prosecution of the Company’s Cross-Complaint,
      pursuant to the attorneys’ fee provision in the consulting
      agreement.





The
      Company believes that it will prevail in defending Mr. Vekovic’s Complaint and
      that its liability to Mr. Vekovic, if any, would not be material. Furthermore,
      the Company believes that it has a good chance of prevailing on its
      Cross-Complaint, such that the Company would recover a monetary award from
      Mr.
      Vekovic. However, as is the case with any litigation, the Company cannot
      guarantee the outcome of the case.





*Europacific
      Consulting, Inc.* **** This
      action was filed on May 23, 2006 in the Supreme Court of New York, County of
      New
      York, Case No. 601830/06. Europacific Consulting, Inc. (“Europacific”) is a New
      York corporation whose sole shareholder and director is Antonio Treminio, who
      are suing for alleged breach of oral contract and damages of $250,000.
      Europacific alleges that Cobalis orally engaged Europacific to perform certain
      services for the Company, including introductions to potential board members,
      qualified investors and strategic alliances for the Company’s product line. The
      Company issued 20,000 shares to Europacific in January 2005, and canceled those
      shares in May 2005, after what it contends is Europacific’s fraudulent
      inducement and failure to perform. The Company intends to vigorously contest
      this case and consider this a frivolous claim. The Company believes the claim
      for $250,000 is without basis since the consideration for Europacific’s services
      was 20,000 shares, which at a current market value of $1.10 per share, would
      equal approximately only $22,000.





In
      the
      ordinary course of business, the Company is generally subject to claims,
      complaints, and legal actions. At June 30, 2006, management believes that the
      Company is not a party to any action which would have a material impact on
      its
      financial condition, operations, or cash flows.








**NOTE
      1** **2
      - SUBSEQUENT EVENTS**





On
      July
      18, 2006, the Company entered into an Accord and Satisfaction Agreement
      (“Agreement”) with several related party creditors, arranging to settle debt of
      $5,194,553 including interest accrued through June 30, 2006, in exchange for
      the
      issuance of 3,995,809 shares of the Company’s $.001 par value common stock. This
      debt was incurred in the form of related party advances and services rendered
      to
      the Company over recent months. The conversion rate is $1.30 per share,
      representing a premium on the market price of the Company’s closing share price
      on Monday, July 17, 2006 of $1.00 per share.




19


**COBALIS
        CORP. AND SUBSIDIARY**
 **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
        THE THREE MONTHS ENDED JUNE 30, 2006 AND 2005**
 **(UNAUDITED)**


The
      related parties that are owed funds include Radul Radovich, the Company’s
      Chairman of the Board of Directors, and several entities owned and controlled
      by
      Mr. Radovich. The amounts owed were as follows: Mr. Radovich was owed $952,611
      principal along with interest of $127,509, for a total of $1,084,120, which
      is
      to be converted to 833,938 restricted shares of the Company’s common stock; St.
      Petka Trust, a majority shareholder of the Company, and of which Mr. Radovich
      is
      the beneficiary and trustor, was owed $1,585,500 principal, along with interest
      of $211,335, for a total of $1,796,835, which is to be converted to 1,382,180
      restricted shares of the Company’s common stock; R and R Holdings, Inc. a Nevada
      corporation owned by Mr. Radovich, was owed $471,507 principal, along with
      interest of $62,848, for a total of $534,355, which is to be converted to
      411,042 restricted shares of the Company’s common stock; Silver Mountain
      Promotions, Inc., a Nevada corporation, owned by Mr. Radovich, was owed $922,103
      principal, along with interest of $122,909, for a total of $1,045,012, which
      is
      to be converted to 803,855 restricted shares of the Company’s common stock; R R
      Development, Inc., a California corporation, owned by Mr. Radovich, was owed
      $170,000 principal, along with interest of $51,838, for a total of $221,838,
      which is to be converted to restricted 170,644 shares of the Company’s common
      stock. In addition, Mr. Radovich was owed $512,392 for consulting fees, pursuant
      to a consulting contract with the Company. This amount is to be converted to
      394,147 restricted shares of the Company’s common stock.




The
      shares will not be issued until and unless the Company is able to increase
      its
      authorized common stock, which must be approved by shareholder vote at the
      Company’s next shareholder meeting. The 3,995,809 shares would represent
      approximately 12.4% of the Company’s currently issued and outstanding common
      stock, though the shares will not be issued until after a future shareholder
      vote. The issuance would also increase Mr. Radovich’s aggregate beneficial
      ownership to approximately 36.2%, assuming current outstanding common stock
      levels. The agreement was approved by a majority of the Company’s disinterested
      board members.





In
      addition, subsequent to June 30, 2006, the Company:





·
            issued
                208,333 shares of common stock to Gryphon Master Fund upon the conversion
                of 500 shares of convertible preferred
                stock;





·
            issued
                200,000 shares of common stock to Tejeda & Tejeda upon the conversion
                of $100,000 of convertible
                debentures;





·
            issued
                a total of $250,000 in convertible debentures that are due on September
                14, 2006; and




·
              received
                  a notice on August 8, 2006, that the Company is in breach of the
                  forbearance agreement with regard to the litigation pertaining
                  to its
                  former landlord.




20




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




**This
      following information specifies certain forward-looking statements of management
      of the company. Forward-looking statements are statements that estimate the
      happening of future events and are not based on historical fact. Forward-looking
      statements may be identified by the use of forward-looking terminology, such
      as
“may”, “shall”, “could”, “expect”, “estimate”, “anticipate”, “predict”,
“probable”, “possible”, “should”, “continue”, or similar terms, variations of
      those terms or the negative of those terms. The forward-looking statements
      specified in the following information have been compiled by our management
      on
      the basis of assumptions made by management and considered by management to
      be
      reasonable. Our future operating results, however, are impossible to predict
      and
      no representation, guaranty, or warranty is to be inferred from those
      forward-looking statements.**





**The
      assumptions used for purposes of the forward-looking statements specified in
      the
      following information represent estimates of future events and are subject
      to
      uncertainty as to possible changes in economic, legislative, industry, and
      other
      circumstances. As a result, the identification and interpretation of data and
      other information and their use in developing and selecting assumptions from
      and
      among reasonable alternatives require the exercise of judgment. To the extent
      that the assumed events do not occur, the outcome may vary substantially from
      anticipated or projected results, and, accordingly, no opinion is expressed
      on
      the achievability of those forward-looking statements. No assurance can be
      given
      that any of the assumptions relating to the forward-looking statements specified
      in the following information are accurate, and we assume no obligation to update
      any such forward-looking statements.**




Our
      Management's Discussion and Analysis of Financial Condition and Results of
      Operations section discusses our financial statements, which have been prepared
      in accordance with accounting principles generally accepted in the United States
      of America. The preparation of these financial statements requires us to make
      estimates and assumptions that affect the reported amounts of assets and
      liabilities at the date of the financial statements and the reported amounts
      of
      revenues and expenses during the reporting period. On an on-going basis, we
      evaluate our estimates and judgments, including those related to revenue
      recognition, accrued expenses, financing operations, and contingencies and
      litigation. We base our estimates and judgments on historical experience and
      on
      various other factors that are believed to be reasonable under the
      circumstances, the results of which form the basis for making judgments about
      the carrying value of assets and liabilities that are not readily apparent
      from
      other sources. Actual results may differ from these estimates under different
      assumptions or conditions. The most significant accounting estimates inherent
      in
      the preparation of our financial statements include estimates as to the
      appropriate carrying value of certain assets and liabilities which are not
      readily apparent from other sources, primarily valuation of patent costs and
      stock-based compensation. The methods, estimates and judgments we use in
      applying these most critical accounting policies have a significant impact
      on
      the results we report in our consolidated financial statements.




21




**OVERVIEW**





As
      discussed above, we were incorporated in 1997 and on July 6, 2004 changed our
      name to Cobalis Corp., having previously used the BioGentech Corp. In 2003,
      we
      acquired our operational subsidiary, BioGentech Incorporated,(BioGentec). To
      distinguish between parent and subsidiary, a slight spelling difference was
      utilized. BioGentec, a private Nevada corporation, was incorporated on November
      21, 2000 according to the laws of Nevada, under the name St Petka, Inc. On
      May
      4, 2001, St. Petka, Inc. changed its name to BioGentec Incorporated. On July
      2,
      2003, BioGentec was merged into Togs for Tykes Acquisition Corp., a wholly
      owned
      subsidiary formed for the purpose of acquiring BioGentec. As allowed under
      SFAS
      141, “Business Combinations” (“SFAS 141”), we designated a date of convenience
      of the closing for accounting purposes as June 30, 2003. Under the terms of
      the
      merger agreement, all of BioGentec's outstanding common stock (19,732,705 shares
      of $0.001 par value stock) was exchanged for 19,732,705 shares newly issued
      shares of $0.001 par value stock of Cobalis Corp. common stock. This transaction
      was consummated with the filing of the Articles of Merger with the State of
      Nevada on July 2, 2003. BioGentec shareholders then effectively controlled
      approximately 95% of the issued and outstanding common stock of Cobalis. Since
      the shareholders of BioGentec obtained control of Cobalis, according to SFAS
      141, this acquisition was treated as a recapitalization for accounting purposes,
      in a manner similar to reverse acquisition accounting.





**GOING
      CONCERN**





The
      accompanying consolidated financial statements have been prepared in conformity
      with accounting principles generally accepted in the United States of America,
      which contemplate continuation as a going concern. We incurred a net loss of
      $1,602,352 for the three months ended June 30, 2006 and as of June 30, 2006;
      we
      had a working capital deficit of $8,704,603 and a stockholder deficit of
      $9,120,292. In addition, as of June 30, 2006, we have not developed a
      substantial source of revenue. These conditions raise substantial doubt as
      to
      our ability to continue as a going concern. The consolidated financial
      statements do not include any adjustments that might result from the outcome
      of
      this uncertainty. The consolidated financial statements do not include any
      adjustments relating to the recoverability and classification of recorded asset
      amounts, or amounts and classification of liabilities that might be necessary
      should we be unable to continue as a going concern.





We
      are
      currently attempting to raise additional debt and equity financing for operating
      purposes. We require substantial capital to pursue our operating strategy,
      which
      includes commercialization of our products, and we currently have limited cash
      for operations. Until we can obtain revenues sufficient to fund working capital
      needs and additional research and development costs necessary to obtain the
      regulatory approvals for commercialization, we will be dependent upon external
      sources of financing.





We
      believe that actions presently being taken to revise our operating and financial
      requirements provide the opportunity for us to continue as a going concern.
      There can be no assurances that sufficient financing will be available on terms
      acceptable to us, or at all. If we are unable to obtain such financing, we
      will
      be forced to scale back operations, which could have an adverse effect on our
      financial condition and results of operations.





**CRITICAL
      ACCOUNTING POLICY AND ESTIMATES**





Our
      Management's Discussion and Analysis of Financial Condition and Results of
      Operations section discusses our consolidated financial statements, which have
      been prepared in accordance with accounting principles generally accepted in
      the
      United States of America. The preparation of the consolidated financial
      statements requires management to make estimates and assumptions that affect
      the
      reported amounts of assets and liabilities at the date of the consolidated
      financial statements and the reported amounts of revenues and expenses during
      the reporting period. On an on-going basis, management evaluates its estimates
      and judgments, including those related to revenue recognition, accrued expenses,
      financing operations, and contingencies and litigation. Management bases its
      estimates and judgments on historical experience and on various other factors
      that are believed to be reasonable under the circumstances, the results of
      which
      form the basis for making judgments about the carrying value of assets and
      liabilities that are not readily apparent from other sources. Actual results
      may
      differ from these estimates under different assumptions or conditions. The
      most
      significant accounting estimates inherent in the preparation of our consolidated
      financial statements include estimates as to the appropriate carrying value
      of
      certain assets and liabilities which are not readily apparent from other
      sources, primarily valuation of patent costs and stock-based compensation.
      The
      methods, estimates and judgments we use in applying these most critical
      accounting policies have a significant impact on the results we report in our
      consolidated financial statements.




22





**Patent
      Cost Valuation.** The
      determination of the fair value of certain acquired assets and liabilities
      is
      subjective in nature and often involves the use of significant estimates and
      assumptions. Determining the fair values and useful lives of intangible assets
      requires the exercise of judgment. While there are a number of different
      generally accepted valuation methods to estimate the value of intangible assets
      acquired, we primarily use the weighted-average probability method outlined
      in
      SFAS 144, “Accounting for the Impairment or Disposal of Long-Lived Assets.” This
      method requires significant management judgment to forecast the future operating
      results used in the analysis. In addition, other significant estimates are
      required such as residual growth rates and discount factors. The estimates
      we
      have used are consistent with the plans and estimates that we use to manage
      our
      business, based on available historical information and industry averages.
      The
      judgments made in determining the estimated useful lives assigned to each class
      of assets acquired can also significantly affect our net operating results.





**Stock-based
      Compensation.** We
      adopted SFAS No. 123 (Revised 2004), *Share
      Based Payment* (“SFAS
      No. 123R”), under the modified-prospective transition method on
      January 1, 2006. SFAS No. 123R requires companies to measure and
      recognize the cost of employee services received in exchange for an award of
      equity instruments based on the grant-date fair value. Share-based compensation
      recognized under the modified-prospective transition method of SFAS
      No. 123R includes share-based compensation based on the grant-date fair
      value determined in accordance with the original provisions of SFAS
      No. 123, *Accounting
      for Stock-Based Compensation,* for
      all
      share-based payments granted prior to and not yet vested as of January 1,
      2006 and share-based compensation based on the grant-date fair-value determined
      in accordance with SFAS No. 123R for all share-based payments granted after
      January 1, 2006. SFAS No. 123R eliminates the ability to account for
      the award of these instruments under the intrinsic value method prescribed
      by
      Accounting Principles Board (“APB”) Opinion No. 25, *Accounting
      for Stock Issued to Employees* ,
      and
      allowed under the original provisions of SFAS No. 123. Prior to the
      adoption of SFAS No. 123R, we accounted for our stock option plans using
      the intrinsic value method in accordance with the provisions of APB Opinion
      No. 25 and related interpretations.





**Estimate
      of Litigation-based Liability.** We
      are a
      defendant in certain claims and litigation in the ordinary course of business.
      We accrue liabilities relating to these lawsuits on a case-by-case basis. We
      generally accrue attorney fees and interest in addition to the liability being
      sought. Liabilities are adjusted on a regular basis as new information becomes
      available. We consult with our attorneys to determine the viability of an
      expected outcome. The actual amount paid to settle a case could differ
      materially from the amount accrued.





**LIQUIDITY
      AND CAPITAL RESOURCES**





We
      had
      cash and cash equivalents of $50,037 at June 30, 2006. Our total current assets
      at June 30, 2006 were $50,037. We also had the following long term assets:
      $5,301 in property and equipment, net; $1,415 in net website development costs;
      $613,132 represented by net value of our patents; and $12,546 in deposits.
      Our
      total assets as of June 30, 2006 were $682,431.




23





Our
      total
      current liabilities were $8,754,640 at June 30, 2006, which was represented
      by
      accounts payable of $301,989 and accrued expenses of $520,169; accrued legal
      settlements of $1,725,000; due to related parties of $5,460,669; promissory
      notes of $46,813; and convertible notes payable of $700,000.





In
      June
      2005, we converted a total of $205,174 of amounts due for clinical trials into
      nine promissory notes that accrued interest at a rate of 10% per annum and
      were
      due on December 27, 2005. During the three months ended March 31, 2006 and
      June
      30, 2006, respectively, we converted $131,042 and $27,319 of these promissory
      notes plus accrued interest into 105,250 and 27,200 shares of our common stock.
      At June 30, 2006, $46,813 of these notes was still outstanding.





We
      also
      had $163,083 represented by a senior debenture, making our total liabilities
      $8,917,723, and a convertible preferred stock liability of $885,000. Our
      liabilities exceeded our assets by $8,235,292.





We
      have
      financed our operations primarily through cash generated from related party
      debt
      financing as well as issuing a convertible debenture.





Our
      net
      cash used in financing activities was $10,000 for the three months ended June
      30, 2006 compared to net cash provided by financing activities or $907,359
      for
      the three months ended June 30, 2005. The decrease of $917,359 is primarily
      due
      to a reduction in related party advances.





In
      June
      2005, we entered into a loan agreement with Tejeda and Tejeda, Inc. in the
      amount of $100,000. The loan is due in one year. The note is personally
      guaranteed by Mr. Radul Radovich, the chairman of our board of directors, and
      Mr. Chas Radovich, our President, Secretary and one of our directors. When
      the
      loan is due, the holder of the note has the option to convert the loan into
      shares of our common stock at $0.50 per share or at a price equal to a 25%
      discount to the closing bid price on the day of conversion at maturity.
      Subsequent to the period covered by this report, the holder of the note elected
      to convert the note to 200,000 shares of our common stock.





In
      October 2005, we issued a senior debenture to the Brad Chisick Trust for
      $250,000 that accrues interest at 10% per annum, and is due in two years. We
      also issued the holder of this debenture a warrant to purchase 500,000 shares
      of
      our common stock at $1.75 per share.





During
      the three months ended June 30, 2006, we issued 111,416 shares of our common
      stock that were registered on or about May 11, 2006 on Form S-8 as payment
      for
      certain accounts payable, past due salaries to certain related parties and
      amounts due to consultants.





Subsequent
      to the period covered by this report, we issued a total of $250,000 in
      convertible debentures that are due on September 14, 2006.




24




**RESULTS
      OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2006 AS COMPARED TO THE THREE
      MONTHS ENDED JUNE 30, 2005**





**Revenues
      and Cost of Sales.** We
      had no
      significant revenues for the three months ended June 30, 2006 and June 30,
      2005
      as we are undertaking a Phase III clinical trial in order to obtain FDA approval
      of PreHistin TM as an
      over the counter drug. Our net sales were $0, as were our cost of sales and
      gross loss for the three months ended June 30, 2006, as compared net sales
      of $0
      as were our cost of sales and gross loss for the three months ended June 30,
      2005.





**Operating
      Expenses.** Our
      operating expenses for the three months ended June 30, 2006 were $1,470,557
      compared to $785,213 for the three months ended June 30, 2005. For both periods,
      we incurred expenses for two major purposes: i) ongoing development of our
      PreHistin TM product
      and related product management and ii) general management and fund raising
      efforts. For the three months ended June 30, 2006, this amount was represented
      by $16,762 in depreciation and amortization; $916,905 in professional fees;
      $185,302 in salary and wages; $63,076 in rent expense; $25,809 in marketing
      and
      research; $128,908 in stock option expense; and $133,795 in other operating
      expenses. This is compared to the three months ended June 30, 2005, where we
      had
      $24,882 in depreciation and amortization; $511,178 in professional fees; $82,567
      in salary and wages; $34,436 in rent expense; $26,273 in marketing and research;
      and $105,877 in other operating expenses. Our operating expenses increased
      during the three months ended June 30, 2006 as compared to the three months
      ended June 30, 2005 principally as a result of an increase in professional
      fees,
      which include payments for accounting, legal and shareholder relations and
      amortization of the value of warrants issued to consultants over the terms
      of
      the related consulting agreements, and an increase in stock option expense
      related to the adoption of SFAS No. 123R. A significant portion of the
      professional fees were paid by issuing shares of our stock. The value of these
      services was based on the market value of our stock at the measurement date.





Interest
      expense and financing costs for the three months ended June 30, 2006 were
      $131,795 compared to $182,732 for the three months ended June 30, 2005. The
      decrease is due to no non-registration penalties being accrued during the three
      months ended June 30, 2006 as compared to penalties of $96,000 during the three
      months ended June 30, 2005, offset by higher interest charges due to more debt
      outstanding.





The
      change in the fair value in the warrant liability relates to the decrease in
      the
      value of the detachable warrants issued in connection with the convertible
      note
      payable and convertible preferred stock. Due to the decrease of our stock price,
      the fair value of these warrants has decreased resulting in the decrease of
      the
      warrant liability.




**OUR
      PLAN OF OPERATION FOR THE NEXT TWELVE MONTHS.**





Over
      the
      next 12 months, we plan to continue moving forward with the completion of the
      Phase III clinical trials of our allergy prevention product,
      PreHistin TM ,
      followed by submission of a new drug application (“NDA”) to the FDA for
      marketing approval of PreHistin TM as an
      over the counter ("OTC") allergy medication. Once the NDA is filed, we hope
      to
      receive approval from the FDA enabling our marketing launch in the United States
      of the product or licensing to a potential pharmaceutical partner. We estimate
      the cost to complete the Phase III clinical trials and the submission of the
      NDA
      to the FDA for marketing approval will be approximately $5,000,000.





In
      addition to seeking approval from the FDA for the primary indication of seasonal
      allergic rhinitis (hay fever) for PreHistin TM ,
      we may
      conduct additional studies to validate the viability of approval for
      supplemental indications and alternative delivery mechanisms. The tests will
      be
      a combination of clinical trials and laboratory analyses.




25





As
      of
      June 30, 2006, we had cash and equivalents of $50,037. To fully execute our
      business plan for the next 12 months, we will need to raise additional funds
      in
      order to complete the Phase III clinical trials, submit the
      PreHistin TM application to the United States FDA, and execute a licensing agreement or
      otherwise launch the PreHistin TM product.
      There is no assurance that these funds will be raised.




In
      October 2005, we reported results of an initial six-week 714 patient Phase
      III
      trial designed to study various PreHistin TM dose
      regimens for reducing seasonal allergy symptoms when compared to placebo. As
      reported, the statistical analysis utilized a modified intent to treat and
      an
      ANOVA (ANalysis Of VAriation) model to determine the treatment effects for
      the
      four arm study and certain assumptions used were not specified in the
      statistical analysis plan (SAP). Although the data resulting from the prior
      Phase III clinical trial demonstrated that patients who were administered
      PreHistin TM showed a
      statistically significant reduction of allergy symptoms when the modified
      analysis was applied, the data most likely will be viewed by the FDA as
      supportive data and not as pivotal Phase III results required to secure
      approval.




In
      June
      2006, we announced that we intend to initiate two identical, Phase III clinical
      trials of our anti-allergy medication PreHistin TM in
      patients with seasonal allergic rhinitis. The randomized, double blind,
      placebo-controlled studies are intended to assess the efficacy, overall safety
      and tolerability of our flagship drug PreHistin TM to
      prevent the onset and reduce the severity of allergy symptoms.




The
      new
      study design calls for two simultaneously conducted Phase III clinical trials,
      each comprised of one placebo arm and one active arm receiving 3.3 mg of
      sublingual PreHistin TM administered twice daily for the six weeks of the study. We anticipate that
      the
      double blind, placebo-controlled trials will be conducted at approximately
      23
      sites throughout the United States during the Ragweed allergy season. The trials
      are expected to commence in August 2006 and will utilize electronic diary
      records to assess improvement in the severity of nasal allergy symptoms. We
      expect that approximately 1,500 to 2,000 patients will be randomized into the
      twin studies to receive either placebo or PreHistin TM for
      three weeks prior to the onset of the allergy season, and for an additional
      three weeks into the season.




We
      estimate these costs to be approximately $5,000,000 over the coming year. We
      will need to raise funds to execute studies for the further development of
      the
      PreHistin TM product
      line and to complete the acquisition of additional products. We plan to raise
      these funds through private or other equity offerings. We may attempt to secure
      loans from lending institutions or other sources. There is no guarantee that
      we
      will be able to raise additional funds through offerings or other sources.
      If we
      are unable to raise funds, our ability to continue with product development
      will
      be hindered.





Other
      than the research and development related to our PreHistin TM product,
      we do not plan to engage in any other research and development unless we are
      able to raise additional funds. We do not anticipate any significant hiring
      over
      the next 12 months.





**Off-balance
      sheet arrangements.** There
      are
      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 are material to investors.








**Item
      3.****Controls
      and Procedures**





As
      required by SEC rules, we have evaluated the effectiveness of the design and
      operation of our disclosure controls and procedures at the end of the period
      covered by this report. This evaluation was carried out under the supervision
      and with the participation of our management, including our principal executive
      officer and principal financial officer. Based on this evaluation, these
      officers have concluded that the design and operation of our disclosure controls
      and procedures are effective. There were no changes in our internal control
      over
      financial reporting or in other factors that have materially affected, or are
      reasonably likely to materially affect, our internal control over financial
      reporting.




26





Disclosure
      controls and procedures are our controls and other procedures that are designed
      to ensure that information required to be disclosed by us in the reports that
      we
      file or submit under the Exchange Act is recorded, processed, summarized and
      reported, within the time periods specified in the SEC’s rules and forms.
      Disclosure controls and procedures include, without limitation, controls and
      procedures designed to ensure that information required to be disclosed by
      us in
      the reports that we file under the Exchange Act is accumulated and communicated
      to our management, including principal executive officer and principal financial
      officer, as appropriate, to allow timely decisions regarding required
      disclosure.








**Part
      II.**  **OTHER
      INFORMATION**





**Item
      1.**  **Legal
      Proceedings**





*Former
      Leased Office Space:* We are a
      defendant in a suit brought by our former landlord for breach of lease agreement
      and alleged unpaid rent in the County of Orange, Superior Court of California,
      Case #03CC02904. In January 2006, this matter was settled and we are to pay
      a
      total of $200,000 over the next year, of which we paid the first $75,000 on
      January 31, 2006. This leaves a total of $125,000 owing, of which $75,000 is
      due
      on July 31, 2006, and $50,000 is due on December 31, 2006 pursuant to a
      forbearance agreement. Subsequent to the period covered by this report, and
      as
      of July 31, 2006, we did not make the $75,000 payment due on that date. On
      August 8, 2006, we have received a notice that we have breached the forbearance
      agreement.





*Marinko
      Vekovic:* **** On
      March
      9, 2006, Marinko Vekovic, a former consultant, filed a Complaint against the
      Company alleging a breach of a written consulting agreement, specific
      performance of common stock warrants and the “reasonable value of work and labor
      performed,” seeking damages in excess of $700,000, and specific performance of
      an alleged obligation to issue 600,000 free trading warrants at a $1.75 share
      price. The lawsuit, entitled Vekovic vs. Cobalis, is pending in Orange County
      Superior Court, Central Justice Center, Case No. 06CC03923.





On
      April
      18, 2006, we filed an Answer to the Complaint, denying the allegations by Mr.
      Vekovic. On the same date, the Company also filed a Cross-Complaint for
      rescission of the consulting agreement, on grounds that Mr. Vekovic made
      numerous material misrepresentations intended to fraudulently induce us to
      enter
      the consulting agreement and to issue to Vekovic 112,500 shares of our S-8
      common stock. Through our Cross-Complaint, we seek to rescind the consulting
      agreement and seeks restitution from Mr. Vekovic in an amount no less than
      the
      price for which Mr. Vekovic sold the 112,500 shares of our S-8 common stock,
      plus all or some portion of the compensation paid to Mr. Vekovic, given that
      Mr.
      Vekovic substantially failed to perform the consulting services which were
      the
      subject of the consulting agreement. We also seek to recover attorneys’ fees
      incurred in the defense of the Complaint and the prosecution of our
      Cross-Complaint, pursuant to the attorneys’ fee provision in the consulting
      agreement.





We
      believe that we will prevail in defending Mr. Vekovic’s Complaint and that our
      liability to Mr. Vekovic, if any, would not be material. Furthermore, we believe
      that we have a good chance of prevailing on our Cross-Complaint, such that
      we
      would recover a monetary award from Mr. Vekovic. However, as is the case with
      any litigation, we cannot guarantee the outcome of the case.





27


*Europacific
      Consulting, Inc.* **** This
      action was filed on May 23, 2006 in the Supreme Court of New York, County of
      New
      York, Case No. 601830/06. Europacific Consulting, Inc. (“Europacific”) is a New
      York corporation whose sole shareholder and director is Antonio Treminio, who
      are suing for alleged breach of oral contract and damages of $250,000.
      Europacific alleges that we orally engaged Europacific to perform certain
      services for us, including introductions to potential board members, qualified
      investors and strategic alliances for our product line. We issued 20,000 shares
      to Europacific in January 2005, and canceled those shares in May 2005, after
      what we contend is Europacific’s fraudulent inducement and failure to perform.
      We intend to vigorously contest this case and consider this a frivolous claim.
      We believe the claim for $250,000 is without basis since the consideration
      for
      Europacific’s services was 20,000 shares, which at a current market value of
      $1.10 per share, would equal approximately only $22,000.








**Item
      2.**  **Unregistered
      Sales of Equity Securities and Use of Proceeds**





During
      the three months ended June 30, 2006, we issued the following shares of our
      unregistered common stock:





·
            27,200
                shares to Frank Hampel for conversion of a note payable and accrued
                interest valued at $51,136;





·
            15,000
                shares to Jaffoni & Collins for services valued at
                $22,950;





·
            192,997
                shares to Gryphon Master Fund for the cashless exercise of 194,167
                warrants;





·
            100,000
                shares to the Wells Group for services valued at
                $145,000;





·
            120,000
                shares to Adam Barnett for services valued at $165,600;





·
            20,000
                shares to Norman Rest for services valued at $26,800; and





·
            10,000
                shares to Elmer Carlson for services valued at
                $12,200.







Subsequent
      to the period covered by this report, we issued the following restricted common
      stock:




·
            208,333
                shares to Gryphon Master Fund upon the conversion of 500 shares of
                convertible preferred stock; and





·
            200,000
                shares to Tejeda & Tejeda upon the conversion of $100,000 of
                convertible debentures.





We
      did
      not receive any proceeds from the issuance of these shares; these shares were
      all issued in lieu of repaying our employees, consultants, advisors, and as
      the
      case may be, creditors in cash.




These
      transactions were not registered under the Act in reliance on the exemption
      from
      registration in Section 4(2) of the Act, as transactions not involving any
      public offering. The securities were issued to our employees, officers,
      directors, consultants, advisors, who by virtue of those relationships, we
      believe were familiar with our business, and were able to assess the risks
      and
      merits of the investment.







**Item
      3.**  **Defaults
      Upon Senior Securities**





Not
      applicable




28





**Item
      4.**  **Submission
      of Matters to a Vote of Security Holders**





Not
      applicable





**Item
      5.**  **Other
      Information**





Not
      applicable





**Item
      6.**  **Exhibits**








**Regulation**
              **S-B
                Number**
            
            **Exhibit**3.1
            
            Articles
                of Incorporation (1)3.1.1
            
            Certificate
                of Amendment to Articles of Incorporation (1)3.1.2
            
            Certificate
                of Amendment to Articles of Incorporation (2)3.1.3
            
            Certificate
                of Amendment to Articles of Incorporation (3)3.2
            
            Bylaws
                (1)4.1
            
            Convertible
                Note with Gryphon Master Fund LP (4)10.1
            
            Asset
                Purchase Agreement between BioGentec Inc., (fka St. Petka, Inc.)
                and Gene
                Pharmaceuticals, LLC, (fka Allergy Limited, LLC,) as amended
                (4)10.2
            
            Employment
                Agreement with Thomas Stankovich (5)10.3
            
            Employment
                Agreement with Gerald Yakatan (6)10.4
            
            Employment
                Agreement with Chaslav Radovich (6)31.1
            
            Rule
                13a-14(a)/15d-14(a) Certification of Chief Executive Officer of the
                Company (7)31.2
            
            Rule
                13a-14(a)/15d-14(a) Certification of Chief Financial Officer of the
                Company (7)32.1
            
            Section
                906 Certification by Chief Executive Officer (7)32.2
            
            Section
                906 Certification by Chief Financial Officer
                (7)




(1)  Incorporated
      by reference to the exhibits to the registrant’s registration statement on Form
      10-SB filed on February 8, 2002.


(2)  Incorporated
      by reference to the exhibits to the registrant’s information statement on
      schedule 14C filed on June 10, 2003.


(3)  Incorporated
      by reference to the exhibits to the registrant’s current report on Form 8-K,
      filed July 8, 2004.


(4)  Incorporated
      by reference to the exhibits to the registrant’s annual report on Form 10-KSB
      for the fiscal year ended March 31, 2004.


(5)  Incorporated
      by reference to the exhibits to the registrant’s quarterly report on Form 10-QSB
      for the period ended December 31, 2005


(6)  Incorporated
      by reference to the exhibits to the registrant’s annual report on Form 10-KSB
      for the fiscal year ended March 31, 2006


(7)  Included
      herein.




29




**SIGNATURES**





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





**COBALIS
                CORP.**Date: August
              18, 2006
            By:
            /s/ Gerald
              YakatanGerald
              YakatanTitle:
              Principal
              Executive Officer, Director




**COBALIS
                  CORP.**Date: August
                18, 2006
              By:
              /s/ Chaslav
                RadovichChaslav
                  RadovichTitle:President,
                  Secretary,
                  Director





**COBALIS
                CORP.**Date: August
              18, 2006
            By:
            /s/ Thomas
              StankovichThomas
              StankovichTitle:
              Treasurer
              and Chief Financial Officer


30