FORM 10-QSB-A1  [X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended March 31, 2007  [ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from ____________  to____________  Commission File No. 000-49652  ZALDIVA, INC. ------------- (Name of Small Business Issuer as specified in its Charter)   FLORIDA                                 65-0773383 -------                                 ---------- (State or other jurisdiction of          (I.R.S. Employer Identification No.) incorporation or organization)  331 East Commercial Blvd. Ft. Lauderdale, FL 33334 ------------------------ (Address of Principal Executive Office)  Issuer's Telephone Number, including Area Code:  (877) 925-3482  Check whether the Registrant (1) has filed all reports required to be filed by Sections 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.  (1) Yes  X  No                (2) Yes X     No ---   ---                    ---      ---  Indicate by check mark whether the Registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act)  Yes   No X ---  ---  APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS  Not applicable.  APPLICABLE ONLY TO CORPORATE ISSUERS  Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date:  March 31, 2007    7,167,858      Transitional small business disclosure format (check one):  Yes   No X ---  ---  PART I - FINANCIAL INFORMATION  Item 1.   Financial Statements.  The Financial Statements of the Registrant required to be filed with this 10-QSB Quarterly Report were prepared by management, and commence on the following page, together with Related Notes. In the opinion of management, the Financial Statements fairly present the financial condition of the Registrant.    <PAGE> ZALDIVA, INC. Balance Sheet March 31, 2007 (RESTATED) (unaudited)  ASSETS Current Assets Cash $    53,396 Accounts Receivable - Inventory                                                64,321 ----------- Total Current Assets                                  117,717  Property, and Equipment                                     678,881  Other Assets - ----------- TOTAL ASSETS                                            $   796,598 ===========  LIABILITIES AND STOCKHOLDERS' Deficit Current Liabilities: Accounts Payable                                    $    30,420  Preferred Stock $.001 par value authorized 20,000,000; 800,000 issued; liquidation value of $1.00 per share 941,176  ----------- Total Current Liabilities                               971,596 ----------- Total Liabilities                                       971,596  Stockholders' Deficit Common Stock $.001 par value authorized 50,000,000 shares; issued and outstanding 7,167,858                                 7,168 Additional Paid-in Capital 651,833 Prepaid Dividends - Accumulated Deficit                                        (833,999)   --------- Total Stockholders' Deficit                            (174,998) --------- TOTAL LIABILITIES AND STOCKHOLDERS' Deficit               $ 796,598 =========   See accompanying notes <PAGE>    Zaldiva, Inc. Condensed Statements of Operations (Unaudited) For the Three     For the Three Months Ended     Months Ended March 31, 2007   March 31, 2006 (RESTATED)      (RESTATED) Revenues  Product Sales                     $  33,187     $   14,907 Internet Services                 $   4,629          1,603 -----------   ---------- Total Revenues                   37,816         16,509  Cost of sales                          21,840          8,910 -----------     ---------- Gross Profit                           15,976          7,599  Operating Expense                      33,931         60,465 -----------     ---------- Operating (Loss)                      (17,955)       (52,866)  Other Income (Expense) Other Income                            18          1,681 Interest Expense                    (8,000)        (8,000) -----------     ---------- (7,982)        (6,319)  Net Loss Before Income Taxes      $   (25,937)    $  (59,185)  Income taxes                                -              - -----------     ---------- Net Loss                          $   (25,937)    $  (59,185) ===========     ==========  Net Loss Per Share                $     (.004)  $      (0.01) ===========     ========== Weighted Average Number of Shares Outstanding                         7,167,858      6,520,000 ===========     ==========   See Accompanying Notes <PAGE> Zaldiva, Inc. Condensed Statements of Operations (Unaudited)  For the Six       For the Six Months Ended     Months Ended March 31, 2007   March 31, 2006 (RESTATED)       (RESTATED) Revenues  Product Sales                   $    57,027   $   33,149 Internet Services                     8,424        5,408   -----------   ---------- Total Revenues                   65,451       38,557  Cost of sales                          35,424       20,406 -----------   ---------- Gross Profit                           30,027       18,151  Operating Expense                     211,148      134,439 -----------   ---------- Operating (Loss)                     (181,121)    (116,288)  Other Income(Expense) Other Income                              494        4,211 Interest Expense                      (16,000)     (16,000) -----------   ---------- (15,506)     (11,789)  Net Loss Before Income Taxes      $  (196,627)  $ (128,077)  Income taxes                                -            - -----------   ---------- Net Loss                          $  (196,627)  $ (128,077)  Net Loss Per Share                $     (0.03)  $    (0.02) ===========   ========== Weighted Average Number of Shares Outstanding                         7,049,177    6,389,780 ===========   ==========   See Accompanying Notes <PAGE> Zaldiva, Inc. Condensed Statements of Cash Flows (Unaudited)  For the Six       For the Six Months Ended     Months Ended March 31, 2007   March 31, 2006 (RESTATED)       (RESTATED) Cash Flows From Operating Activities: Net Loss                                  $   (196,627)       $(128,077)  Adjustments to Reconcile Net Loss to Net Cash Flows From Operating Activities: Depreciation                                  10,313           2,685 Non-cash interest expense 16,000           6,000 Stock Issued for Services                    126,000          24,000 Decrease (Increase) in Accounts Receivable         -             817 Decrease (Increase) in Prepaid Expenses          640               - Decrease (Increase) in Inventory              16,372           4,631 Increase (Decrease) in Unearned Revenue         (220)          1,422 Increase (Decrease) in Current Liabilities     6,080          (6,057) -----------       --------- Net Cash Flows from Operating Activities        (21,442)        (94,579)    Cash Flows from Investing Activities: Building Improvements                        (87,595)       (171,039) -----------       --------- Net Cash Flows from Investing Activities        (87,595)       (171,039)  Cash Flows From Financing Activities: Contributed Capital 76,250               - -----------       --------- Net Cash Flows from Financing Activities         76,250               -  Net Increase (Decrease) in Cash                 (32,787)       (265,618)  Beginning Cash Balance                           86,183         435,367 -----------       --------- Ending Cash Balance                        $     53,396      $  169,749 ===========       =========  Supplemental Disclosures  Cash Paid for Interest                   $          -       $      -  Cash Paid for Taxes                      $          -       $      - Non Cash ItemsIssuance Common Stock for Services and Prepaid Expense 300 Additional Paid-in Capital for Inventory Contribution, Stock Issuance for Prepaid Services and Accounts Payable                 (6,000)       101,092  See Accompanying Notes   Zaldiva, Inc. Notes to Condensed Financial Statements March 31, 2007      NOTE 1 - PRESENTATION BASIS  The accompanying condensed financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission.   Certain information and disclosures normally included in financial statements prepared in accordance with U. S. generally accepted accounting principles have been condensed or omitted. These interim financial statements include all adjustments, consisting of normal recurring accruals, which in the opinion of management, are necessary in order to make the financial statements not misleading.  It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report for the year ended September 30, 2006.  NOTE 2 - ISSUANCE OF STOCK  In December 2005 the Company issued 300,000 shares of its unregistered restricted common stock to an individual.  Fifty percent of these shares were issued for services performed during the year ended September 30, 2005 and fifty percent of these shares were issued for services rendered in the fiscal year ending September 30, 2006.  Management valued these shares at the fair-market value on the date of the Board's resolution, amounting to $0.32 per share, or $96,000.  This compensation expense was recognized in the periods that the services were rendered.  On December 11, 2006 the Board of Directors authorized issuance of 300,000 "unregistered" and "restricted" shares of common stock to newly appointed CFO Chris Ebersole for past services rendered.  Compensation expense was recorded at December 11, 2006 in the amount of $126,000, based on a closing share price of $.42 on the date authorized.  The shares were not actually issued until February 8, 2007.  NOTE 3  GOING CONCERN  The Company has experienced recurring losses.  Financing for the Company's activities to date has been provided primarily its operations and by the issuance of stock.  If we are not able to sustain an operating profit, we expect that we will have to raise money again by selling shares of common stock or through loans. Financing for the Company's activities to date has been primarily provided by issuance of common or preferred stock for cash and for services.  Our ability to achieve a level of profitable operations and/or additional financing may affect our ability to continue as a going concern.  NOTE 4    Restatement  The Company has restated its financial results for the three months and six months ended March 31, 2007, to correct certain errors that it has identified.  The impact of these adjustments on the Companys financial results as previously reported is   summarized below, along with a brief summary of the nature and amounts of the errors corrected:  For the three months ended March 31, 2007 --------------------------------------------  Balance Sheet As Originally Reported As Restated On 10-QSB ASSETS Current Assets Cash                                    $    53,396 $    53,396 Inventory                                    64,321 64,321 ----------- ----------- Total Current Assets                      117,717 117,717  Property, and Equipment, net                  678,881 678,881 ----------- ----------- TOTAL ASSETS                                $   796,598 $   796,598 =========== ===========  LIABILITIES AND STOCKHOLDERS' (Deficit) Current Liabilities: Accounts Payable                        $    30,420 $    30,420  Preferred Stock $.001 par value authorized 20,000,000; 800,000 issued; liquidation value of $1.00 per share              -               941,176 ----------- ----------- Total Current Liabilities                  30,420 971,596 ----------- ----------- Total Liabilities                        30,420 971,596  Preferred Stock $.001 par value authorized 20,000,000; 800,000 issued; liquidation value of $1.00 per share        941,176 -  Stockholders' (Deficit) Common Stock $.001 par value authorized 50,000,000 shares; issued and outstanding 7,167,858                     7,168 7,168 Additional Paid-in Capital                    651,833 651,833 Accumulated Deficit                          (833,999) (833,999) --------- --------- Total Stockholders' (Deficit)              (174,998) (174,998) --------- --------- TOTAL LIABILITIES AND STOCKHOLDERS' (Deficit) $ 796,598 $796,598 ========= =========    For the three months ended March 31, 2007 -------------------------------------------- Statements of Operations As Originally Reported   As Restated On 10-QSB Revenues Product Sales                           $   33,187         $   33,187   Internet Services                            4,629              4,629 ----------         ---------- Total Revenues                              37,816             37,816  Cost of Goods Sold                          21,840             21,840 ----------         ---------- Gross Profit                                15,976             15,976  Selling, General, and Administrative Expenses                                    38,931             33,931 ----------         ---------- Net Income (Loss) from Operations          (22,955)           (17,955)  Other Income Interest Income                                 18                 18 Interest Expense - (8,000) ----------         ---------- Total Other Income                              18             (7,982)  Net Income (Loss) Before Income Taxes      (22,937)           (25,937)  Provision for Income Taxes                       -                  - ----------         ---------- Income Available to Common Shareholders                            $  (22,937)        $  (25,937) ==========         ========== Basic & Diluted Earnings/(Loss) Per Common Share                            $    (0.03)        $    (0.04) ==========         ========== Weighted Average Common Shares Outstanding                              7,009,263          7,009,263 =========          =========    For the three months ended March 31, 2006 -------------------------------------------- Statements of Operations As Originally Reported   As Restated On 10-QSB Revenues Product Sales                           $   14,907         $   14,907 Internet Services                            1,603              1,603 ----------         ---------- Total Revenues                              16,509             16,509  Cost of Goods Sold                           8,910              8,910 ----------         ---------- Gross Profit                                 7,599              7,599  Selling, General, and Administrative Expenses                                    60,465             60,465 ----------         ---------- Net Income (Loss) from Operations          (52,866)           (52,866)  Other Income Interest Income                              1,681              1,681 Interest Expense - (8,000)   ----------         ---------- Total Other Income                           1,681             (6,319)  Net Income (Loss) Before Income Taxes      (55,827)           (59,185)  Provision for Income Taxes                       -                  - ----------         ---------- Income Available to Common Shareholders                            $  (55,827)        $  (59,185) ==========         ========== Basic & Diluted Earnings/(Loss) Per Common Share                            $    (0.01)        $    (0.01) ==========         ========== Weighted Average Common Shares Outstanding                              6,520,000          6,520,000 =========          =========   For the six months ended March 31, 2007 -------------------------------------------- Statements of Operations As Originally Reported   As Restated On 10-QSB Revenues Product Sales                           $   57,027         $   57,027 Internet Services                            8,424              8,424 ----------         ---------- Total Revenues                              65,451             65,451  Cost of Goods Sold                          35,424             35,424 ----------         ---------- Gross Profit                                30,027             30,027  Selling, General, and Administrative Expenses                                   216,148            211,148 ----------         ---------- Net Income (Loss) from Operations         (186,121)          (181,121) Other Income Interest Income                                494                494 Interest Expense - (16,000) ----------         ---------- Total Other Income                             494            (15,506)  Net Income (Loss) Before Income Taxes     (185,627)          (196,627)  Provision for Income Taxes                       -                  - ----------         ---------- Net Income (Loss)                         (185,627)          (196,627) ----------         ---------- Net Income Available to Common Shareholders                            $ (185,627)        $ (196,627) ==========         ========== Basic & Diluted Earnings/(Loss) Per Common Share                            $    (0.03)        $    (0.03) ==========         ========== Weighted Average Common Shares Outstanding                              7,049,177          7,049,177 =========          =========    For the six months ended March 31, 2006 -------------------------------------------- Statements of Operations As Originally Reported   As Restated On 10-QSB Revenues Product Sales                           $   33,149         $   33,149 Internet Services                            5,408              5,408 ----------         ---------- Total Revenues                              38,557             38,557  Cost of Goods Sold                          20,406             20,406 ----------         ---------- Gross Profit                                18,151             18,151  Selling, General, and Administrative Expenses                                   141,081            134,439 ----------         ---------- Net Income (Loss) from Operations         (122,930)          (122,930) Other Income Interest Income                              4,211              4,211 Interest Expense - (16,000) ----------         ---------- Total Other Income                           4,211            (11,789)  Net Income (Loss) Before Income Taxes     (118,719)          (128,077)  Provision for Income Taxes                       -                  - ----------         ---------- Net Income (Loss)                         (118,719)          (128,077) ----------         ---------- Net Income Available to Common Shareholders                            $ (118,719)        $ (128,077) ==========         ========== Basic & Diluted Earnings/(Loss) Per Common Share                            $    (0.02)        $    (0.02) ==========         ========== Weighted Average Common Shares Outstanding                              6,389,780          6,389,780 =========          =========    For the six months ended March 31, 2007 --------------------------------------------  Statements of Cash Flows As Originally Reported    As Restated On 10-QSB Cash Flows From Operating Activities Net Loss                                    $(185,627)            $(196,627) Adjustments to reconcile net loss to net cash flows from operating activities: Depreciation                                 10,313                10,313 Non cash interest expense -                16,000 Stock issued for Services                   126,000               126,000 Decrease in Accounts Receivable                   -                     - (Increase)/Decrease in Prepaid Expenses         640                   640   (Increase)/Decrease in Inventory             16,372                16,372 Increase/(Decrease)in Unearned Revenue         (220)                 (220) Increase/(Decrease) in Current Liabilities  (11,080)               (6,080) ---------               -------- Net Cash Provided by (Used in) Operating Activities                         (21,441)              (21,442)  Cash Flows From Investing Activities Purchase of Assets                            (87,596)              (87,595) ---------               -------- Net Cash Used in Investing Activities         (87,596)              (87,595)  Cash Flows From Financing Activities Contributed Capital                            76,250                76,250 Preferred Dividends                            (3,000)                    - ---------              -------- Net Cash Provided by Financing Activities      (3,000)               76,250  Net Increase (Decrease) in Cash               (32,787)              (32,787)  Beginning Cash Balance                         86,183                86,183 ---------              -------- Ending Cash Balance                         $  53,396             $  53,396 =========              ========  Supplemental Disclosure Information Cash paid during the quarter for interest   $       -              $      - Cash paid during the year for income taxes  $       -              $      - Inventory Given in lieu of Cash on Preferred Dividends Paid with Inventory        (6,000)             $ - Stock Issuance for Inventory, Services and Payment of Current Liabilities                               $  (6,000)             $ (6,000)   For the six months ended March 31, 2006 --------------------------------------------  Statements of Cash Flows As Originally Reported    As Restated On 10-QSB Cash Flows From Operating Activities Net Loss                                    $(118,719)            $(128,077) Adjustments to reconcile net loss to net cash flows from operating activities: Depreciation                                  2,685                 2,685 Non cash interest expense -                 6,000 Stock issued for Services                    24,000                24,000 Decrease in Accounts Receivable                 817                   817 (Increase)/Decrease in Prepaid Expenses           -                     - (Increase)/Decrease in Inventory              4,631                 4,631 Increase/(Decrease)in Unearned Revenue        1,422                 1,422 Increase/(Decrease) in Current Liabilities   (6,057)               (6,057) ---------               -------- Net Cash Provided by (Used in) Operating Activities                         (91,221)              (94,579)  Cash Flows From Investing Activities   Purchase of Assets                           (171,039)             (171,039) ---------               -------- Net Cash Used in Investing Activities        (171,039)             (171,039)  Cash Flows From Financing Activities Preferred Dividends                            (3,358)                    - ---------              -------- Net Cash Provided by Financing Activities      (3,358)                    -  Net Increase (Decrease) in Cash              (265,618)             (265,618)  Beginning Cash Balance                        435,367               435,367 ---------              -------- Ending Cash Balance                         $ 169,749             $ 169,749 =========              ========  Supplemental Disclosure Information Cash paid during the quarter for interest   $       -              $      - Cash paid during the year for income taxes  $       -              $      - Inventory Given in lieu of Cash on Preferred Dividends Paid with Inventory        (6,000)             $ - Stock issued for prepaid expense                  300                   300 Stock Issuance for Inventory, Services and Payment of Current Liabilities                               $ 101,092              $101,092    Previously the Companys preferred stock was recorded as equity. Due to the fact that the shares are convertible into a variable amount of common shares at a fixed value of $941,176, the Company has reclassified the preferred shares as a liability, pursuant to Statement on Financial Accounting Standards No. 150. The difference in the value of the preferred stock and the liability ($141,176) has been recorded as interest expense, with $88,235 and $52,941 being recognized in fiscal years 2004 and 2005, respectively. Also, the dividends paid on the preferred stock, totaling $16,000, which was originally recorded as dividends, has been reclassified as interest expense.   Item 2.   Management's Discussion and Analysis or Plan of Operation.  Results of Operations. ----------------------  For The Three Months Ended March 31, 2007 Compared to The Three Months Ended March 31, 2006. ------------------------  During the quarterly period ended March 31, 2007, we received total revenues of $37,816, of which $33,187 (87.8%) was derived from product sales and $4,629 (12.2%) came from internet services.  These figures compare to total revenues of $16,509 in the quarterly period ended March 31, 2006, of which $14,907 (90.3%) came from product sales and $1,603 (9.7%) from internet services.  Costs of sales during these periods were $21,840 and $8,909 respectively.  Both our increased revenues and increased costs of   sales are due to our opening of our brick-and-mortar store in Oakland Park, Florida in November, 2006.  As a result of this increased visibility, we were able to more than double our sales of comics and collectibles from the amount sold in the first quarter of 2006.  At the same time, we purchased additional inventory for our store, which increased our cost of goods sold in the second quarter of 2007.  Operating expenses decreased to $33,931 during the quarterly period ended March 31, 2007, from $60,465 in the year-ago period.  This decrease is principally due to the completion of our brick-and-mortar location in Oakland Park, Florida in November, 2006.  As a result, in the second quarter of 2007, we no longer had expenses related to payment of contractors, the building permitting process and related construction costs.  For the three months ended March 31, 2007, we had a net loss of $25,937, as compared to a net loss of $59,185 during the March 31, 2006, period.  Liquidity. ----------  The Company had cash on hand of $53,396 at March 31, 2007. We believe     that this cash on hand may not be sufficient to meet our expenses through the end of our 2007 fiscal year.  Based on our recent sales growth and operating history, we expect to achieve profitability no later than the second quarter of 2008.  Our revenues tend to increase significantly in the Thanksgiving to Christmas holiday season.  If we are not able to sustain an operating profit, we expect that we will have to raise money again by selling shares of common stock or through loans. Financing for the Company's activities to date has been primarily provided by issuance of common or preferred stock for cash and for services.  Our ability to achieve a level of profitable operations and/or additional financing may affect our ability to continue as a going concern.  Off Balance Sheet Arrangements. -------------------------------  We have had no off balance sheet arrangements during the quarter ended March 31, 2007.  Forward-Looking Information. ----------------------------  Statements made in this Form 10-QSB which are not purely historical are forward-looking statements with respect to the goals, plan objectives, intentions, expectations, financial condition, results of operations, future performance and business of our Company, including, without limitation, (i) our ability to gain a larger share of the market in our industry, our ability to continue to market products acceptable to consumers, and our ability to retain relationships with suppliers, and (ii) statements preceded by, followed by or that include the words "may", "would", "could", "should", "expects", "projects", "anticipates", "believes", "estimates", "plans", "intends", "targets" or similar expressions.  Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond our Company's control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following, in addition to those contained in our reports on file with the Securities and Exchange Commission, general economic or industry conditions, nationally and/or in the communities in which we conduct business, changes in the interest rate environment, legislation or regulatory requirements, conditions of the securities markets, changes in the Internet retailing industry, the development of products that may be superior to the products offered by us, competition, changes in the quality or composition of our products, our ability to develop new products, our ability to raise capital, changes in accounting principals, policies or guidelines, financial or political instability, acts of war or terrorism, other economic, competitive, governmental, regulatory and technical factors affecting the Company's operations, products, services and prices.  Accordingly, results actually achieved may differ materially from expected results in these statements.  Forward-looking statements speak only as of the date they are made.  We do not undertake, and specifically disclaims, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.     Item 3.   Controls and Procedures.  In light of certain comments that we received on June 1, 2007, from the Securities and Exchange Commission regarding the accounting treatment of our preferred stock and preferred stock dividends, we reconsidered the effectiveness of our disclosure controls and procedures as of March 31, 2007.  Our President and Secretary have concluded that as of March 31, 2007, there were deficiencies in the design or operation of our internal control over financial reporting that constitutes a material weakness.  The Public Company Accounting Oversight Board has defined a material weakness as a significant deficiency or combination of significant deficiencies that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected.  The material weakness identified relates to the lack of sufficient knowledge and experience of the personnel preparing our financial statements regarding the application of US GAAP and SEC requirements.  As required by Rule 13a-15(b) of the Securities and Exchange Commission, we carried out an evaluation under the supervision and with the participation of our management, including our President and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2006.  Based on this evaluation, our President and Chief Executive Officer have concluded that the Company's controls and procedures as of March 31, 2007, are not effective at the reasonable assurance level.  During the third quarter of our 2007 fiscal year, we engaged the services of J&J Consultants LLC, whose accountants have significant knowledge and over 40 years experience regarding the application of US GAAP and SEC requirements in order to remediate this weakness.  These accountants will be involved in the preparation of our financial statements beginning with the third quarter of our 2007 fiscal year.  Changes in Internal Control over Financial Reporting.  There have been no changes in Internal Control over financial reporting during this period represented by this report.   PART II - OTHER INFORMATION  Item 1.   Legal Proceedings.  None; not applicable.  Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds.  On December 18, 2005, the Company issued 300,000 "unregistered" and "restricted" shares of its common stock to Nicole Leigh van Coller in consideration of services rendered.  Fifty percent of these shares were issued for services performed during the year ended September 30, 2005, and the other fifty percent were issued for services rendered in the fiscal year ending September 30, 2006.  Management valued these shares at the fair market value on the date of the Board's resolution, amounting to $0.32 per share, or $96,000.  This compensation expense was recognized in the periods that the services were rendered.  On December 11, 2006 the Board of Directors authorized issuance of 300,000 "unregistered" and "restricted" shares of common stock to newly appointed CFO Chris   Ebersole for services rendered.  Compensation expense was recorded at December 11, 2006 in the amount of $126,000, based on a closing share price of $.42 on the date authorized.  The shares were not actually issued until February 8, 2007.  Item 3.   Defaults Upon Senior Securities.  None; not applicable.  Item 4.   Submission of Matters to a Vote of Security Holders.  None; not applicable.  Item 5.   Other Information.  None; not applicable.  Item 6.   Exhibits.  31.1 302 Certification of Nicole Leigh van Coller  31.2 302 Certification of Christopher R. Ebersole  32   906 Certification <PAGE>  SIGNATURES  Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.  ZALDIVA, INC.   Date:  7-11-07                               /s/ Nicole Leigh van Coller --------                              ---------------------------- Nicole Leigh Van Coller, President   Date:  7-11-07                               /s/ Christopher R. Ebersole --------                              ---------------------------- Christopher R. Ebersole, Chief Financial Officer