UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549Form 10-QSB

(Mark One)

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

For the quarterly period endedDecember 31, 2006

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

For
      the transition period from
    toCommission file
      number
    0-50489


ID-CONFIRM, INC.(Exact name of small business issuer
      as specified in its charter)


Nevada
    98-0222930(State or other jurisdiction of
      incorporation or organization)
    (IRS Employer Identification
      No.)


1800 Boulder Street, Suite 400, Denver, CO
      80211-6400(Address of principal executive offices)303.458.5727(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 Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during Check
whether the issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during

State the number of shares outstanding of
each of the issuers classes of common equity, as of the latest practicable
date:

63,268,542 common shares issued and
outstanding as of February 1, 2007

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

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



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|              | TABLE OF
      CONTENTS                                         |     
|------------- | --------------------------------------------------------------- | ----
|             
|              | PART I  FINANCIAL
      INFORMATION                            |     
|              |                                                                 | Page
|Item
      1. | Financial
      Statements                                      | 3   
|Item
      2. | Managements
      Discussion and Analysis or Plan of Operation | 10  
|Item
      3. | Controls and
      Procedures                                   | 18  

|              | PART II  OTHER INFORMATION                                       |   
|------------- | ----------------------------------------------------------------- | --
|Item
      1. | Legal
      Proceedings                                           | 19
|Item
      2. | Unregistered
      Sales of Equity Securities and Use of Proceeds | 19
|Item
      3. | Defaults Upon
      Senior Securities                             | 20
|Item
      4. | Submission of
      Matters to a Vote of Security Holders         | 20
|Item
      5. | Other
      Information                                           | 20
|Item
      6. | Exhibits                                                          | 21

2

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PART I  FINANCIAL
INFORMATION

ITEM 1. FINANCIAL
STATEMENTS

id-Confirm, Inc. (A development stage company) CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

As of December 31,
2006

INDEX TO FINANCIAL
STATEMENTS

|                                                                                                                                                                                                                                                       | Page
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ----
|                                                                                                                                                                                                                                                       |     
|Condensed Consolidated Balance Sheets as of
      December 31, 2006 and June 30,
      2006................................................................................................................................................ | 4   
|                                                                                                                                                                                                                                                      
|Condensed Consolidated Statements of
      Operations for the Three and Six Months Ended December 31,
      2006                                                                                                                                      
|and 2005, and from October 28, 2004
      (inception) through December
      31,2006.................................................................................................................................................... | 5   
|                                                                                                                                                                                                                                                      
|Condensed Consolidated Statement of
      Stockholders Equity from October 28, 2004 (inception)                                                                                                                                                      
|through December 31, 2006
      ......................................................................................................................................................                               | 6   
|                                                                                                                                                                                                                                                      
|Condensed Consolidated Statements of Cash
      Flows for the Six Months Ended December 31, 2006 and 2005,                                                                                                                                            
|and from October 28, 2004 (inception)
      through December 31,
      2006................................................................................................................................................         | 7   
|                                                                                                                                                                                                                                                       |     
|Notes to Condensed Consolidated Financial
      Statements as of December 31,
      2006.............................................................................................................................................     | 8   

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|id-Confirm, Inc.                                                                                                        |                    |   |               
|----------------------------------------------------------------------------------------------------------------------- | ------------------ | - | --------------
|(a development
      stage company)                                                                                     |                    |   |               
|                                                                                                                        | December
      31, |   | June
      30,
|Condensed Consolidated
      Balance Sheets                                                                             | 2006               |   | 2006          
|ASSETS                                                                                                                  |                    |   |               
|Current Assets                                                                                                          |                    |   |               
|Cash and cash
      equivalents                                                                                         | $ 1,293,520        | $ | 1,841,001     
|Inventory                                                                                                               | 113,541            |   | 340,409       
|Other current
      assets                                                                                              | 10,101             |   | -             
|Total current
      assets                                                                                              | 1,417,162          |   | 2,181,410     
|                                                                                                                       
|Furniture,
      fixtures and equipment, net of accumulated depreciation of     $34,535
      and $20,449, respectively | 107,969            |   | 115,348       
|Debt issuance costs, net of
      accumulated amortization of $218,162 and      $117,472,
      respectively            | 100,690            |   | 201,380       
|Other
      assets                                                                                                      | 2,000              |   | 2,166         
|                                                                                                                       
|Total Assets                                                                                                            | $ 1,627,821        | $ | 2,500,304     
|                                                                                                                       
|LIABILITIES                                                                                                             |                    |   |               
|Current Liabilities                                                                                                     |                    |   |               
|Accounts
      payable                                                                                                  | $ 13,136           | $ | 35,204        
|Accrued
      liabilities                                                                                               | 353,089            |   | -             
|Convertible
      senior secured debentures, net of discounts                                                           | 1,211,643          |   | 370,500       
|                                                                                                                       
|Total current
      liabilities                                                                                         | 1,577,868          |   | 405,704       
|STOCKHOLDERS EQUITY                                                                                                    |                    |   |               
|Preferred Stock,
      $0.0001 par value, 100,000,000 shares authorized, no                                             |                    |   |               
|shares issued
      and outstanding                                                                                     | -                  |   | -             
|Common Stock,
      $0.0001 par value, 200,000,000 shares authorized,                                                   |                    |   |               
|63,068,502 and
      55,968,467 shares issued and outstanding, respectively                                             | 6,307              |   | 5,597         
|Additional paid
      in capital                                                                                        | 5,342,208          |   | 4,830,414     
|(Deficit)
      accumulated during development stage                                                                    | (5,298,562)        |   | (2,741,411)   
|Total Stockholders' Equity                                                                                              | 49,953             |   | 2,094,600     
|                                                                                                                       
|Total Liabilities and Stockholders'
      Equity                                                                        | $ 1,627,821        | $ | 2,500,304     
|                                                                                                                       
|The accompanying notes are an integral
      part of these condensed consolidated financial statements                  |                   

4

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|id-Confirm, Inc.                                                                                             |   |                     |   |                     |   |                    |   |                    |   | For
      the         
|------------------------------------------------------------------------------------------------------------ | - | ------------------- | - | ------------------- | - | ------------------ | - | ------------------ | - | ----------------------
|(a
      development stage company)                                                                          |   |                     |   |                     |   |                    |   |                    |   | Period
      from     
|                                                                                                             |   | For the
      three |   | For the
      three |   | For the
      six  |   | For the
      six  |   | October 28,
      2004
|                                                                                                             |   | months
      ended  |   | months
      ended  |   | months
      ended |   | months
      ended |   | (inception)
      to  
|Condensed Consolidated Statements of                                                                         |   | December
      31,  |   | December
      31,  |   | December
      31, |   | December
      31, |   | December
      31,    
|Operations                                                                                                   |   | 2006                |   | 2005                |   | 2006               |   | 2005               |   | 2006                  
|                                                                                                             |   |                     |   | (restated)          |   |                    |   | (restated)         |   |                       
|Net
      revenues                                                                                           | $ | 4,194               | $ | 739                 | $ | 10,560             | $ | 4,645              | $ | 61,292                
|                                                                                                            
|Cost of goods
      sold                                                                                     |   | 2,263               |   | 351                 |   | 8,005              |   | 2,324              |   | 40,621                
|                                                                                                            
|Gross
      profit                                                                                           |   | 1,931               |   | 388                 |   | 2,555              |   | 2,321              |   | 20,671                
|                                                                                                            
|Operating
      expenses:                                                                                    |   |                     |   |                     |   |                    |   |                    |   |                       
|Research and development                                                                                     |   | 7,500               |   | 88,841              |   | 15,099             |   | 116,641            |   | 470,848               
|Selling, general and administrative                                                                          |   | 286,455             |   | 199,243             |   | 583,324            |   | 467,688            |   | 2,303,933             
|Inventory impairment                                                                                         |   | 210,307             |   | -                   |   | 210,307            |   | -                  |   | 210,307               
|Stock based compensation                                                                                     |   | 81,000              |   | 138,824             |   | 103,666            |   | 277,648            |   | 1,430,958             
|Total operating
      expenses                                                                               |   | 585,262             |   | 426,908             |   | 912,396            |   | 861,977            |   | 4,416,046             
|                                                                                                            
|Income (loss)
      from operations                                                                          |   | (583,331)           |   | (426,520)           |   | (909,841)          |   | (859,656)          |   | (4,395,375)           
|                                                                                                            
|Other income
      (expense)                                                                                 |   |                     |   |                     |   |                    |   |                    |   |                       
|Interest income                                                                                              |   | 15,045              |   | 12,543              |   | 33,154             |   | 17,554             |   | 101,338               
|Interest (expense)                                                                                           |   | (997,141)           |   | (441,133)           |   | (1,680,464)        |   | (441,133)          |   | (3,117,392)           
|Warrant valuation income (loss)                                                                              |   | -                   |   | 1,228,009           |   | -                  |   | 1,228,009          |   | 2,112,867             
|Total other
      income (expense)                                                                           |   | (982,096)           |   | 799,419             |   | (1,647,310)        |   | 804,430            |   | (903,187)             
|                                                                                                            
|Income (loss)
      before income tax                                                                        |   | (1,565,427)         |   | 372,899             |   | (2,557,151)        |   | 55,226             |   | (5,298,562)           
|                                                                                                            
|Income
      tax                                                                                             |   | -                   |   | -                   |   | -                  |   | -                  |   | -                     
|                                                                                                            
|Net income
      (loss)                                                                                      | $ | (1,565,427)         | $ | 372,899             | $ | (2,557,151)        | $ | 55,226             | $ | (5,298,562)           
|                                                                                                            
|Net income loss
      per share-basic and                                                                    |   |                     |   |                     |   |                    |   |                    |   |                       
|diluted                                                                                                      | $ | (0.02)              | $ | 0.01                | $ | (0.04)             | $ | 0.00               | $ | (0.10)                
|                                                                                                            
|Weighted average
      number of common                                                                      |   |                     |   |                     |   |                    |   |                    |   |                       
|shares
      outstanding, basic and diluted                                                                  |   | 62,618,502          |   | 51,000,000          |   | 60,553,949         |   | 51,000,000         |   | 53,206,893            
|                                                                                                            
|                                                                                                            
|The
      accompanying notes are an integral part of these condensed consolidated
      financial statements |   |                    

5

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|id-Confirm, Inc.                                                                                       |                    |   |         |   |             |             |             |       |              
|------------------------------------------------------------------------------------------------------ | ------------------ | - | ------- | - | ----------- | ----------- | ----------- | ----- | -------------
|(a development
      stage company)                                                                    |                    |   |         |   |             |             |             |       |              
|                                                                                                      
|Condensed Consolidated Statement of
      Stockholders Equity                                         |                    |   |         |   |             | (Deficit)   |             |      
|Period from October 28, 2004 (inception) to
      December 31, 2006                                    |                    |   |         |   |             | accumulated |             | Total
|                                                                                                       |                    |   |         |   | Additional  |             | during      |       | Stockholders'
|                                                                                                       | Common
      Stock |   | Paid-in |   | development |             | Equity     
|                                                                                                       | Shares             |   | Amount  |   | Capital     |             | stage       |       |              
|Inception,
      October 28, 2004                                                                      | 49,200,000         | $ | 4,920   | $ | 83,417      | $           | -           | $     | 88,337       
|                                                                                                      
|Common shares
      and warrants issued for cash                                                       | 1,000,000          |   | 100     |   | 899,900     |             | -           |       | 900,000      
|Exercise of
      stock purchase warrants                                                              | 800,000            |   | 80      |   | 999,920     |             | -           |       | 1,000,000    
|Stock based
      compensation                                                                         | -                  |   | -       |   | 864,133     |             | -           |       | 864,133      
|Net (loss) for
      the period ended June 30, 2005                                                    | -                  |   | -       |   | -           |             | (1,603,255) |       | (1,603,255)  
|                                                                                                      
|BALANCES as of
      June 30, 2005                                                                     | 51,000,000         |   | 5,100   |   | 2,847,370   |             | (1,603,255) |       | 1,249,215    
|Fair value of
      detachable warrants issued in                                                      |                    |   |         |   |             |             |             |       |              
|conjunction with
      the convertible debentures                                                      | -                  |   | -       |   | 965,213     |             | -           |       | 965,213      
|Fair value of
      common stock warrants issued to                                                    |                    |   |         |   |             |             |             |       |              
|convertible
      debenture placement agent                                                            | -                  |   | -       |   | 204,834     |             | -           |       | 204,834      
|Stock based
      compensation                                                                         | -                  |   | -       |   | 260,659     |             | -           |       | 260,659      
|Common stock
      issued in payment of principal and                                                  |                    |   |         |   |             |             |             |       |              
|interest on
      convertible debentures                                                               | 2,718,467          |   | 272     |   | 350,063     |             | -           |       | 350,335      
|Fair value of
      stock issued for services                                                          | 2,250,000          |   | 225     |   | 202,275     |             | -           |       | 202,500      
|Net (loss) for
      the year ended June 30, 2006                                                      | -                  |   | -       |   | -           |             | (1,138,156) |       | (1,138,156)  
|                                                                                                      
|BALANCES as of
      June 30, 2006                                                                     | 55,968,467         |   | 5,597   |   | 4,830,414   |             | (2,741,411) |       | 2,094,600    
|Common stock
      issued in payment of principal and                                                  |                    |   |         |   |             |             |             |       |              
|interest on
      convertible debentures                                                               | 5,750,035          |   | 575     |   | 408,263     |             | -           |       | 408,838      
|Stock based
      compensation                                                                         | 1,350,000          |   | 135     |   | 103,531     |             | -           |       | 103,666      
|Net (loss) for
      the six months ended                                                              |                    |   |         |   |             |             |             |       |              
|December 31,
      2006                                                                                | -                  |   | -       |   | -           |             | (2,557,151) |       | (2,557,151)  
|                                                                                                      
|BALANCES as of
      December 31, 2006                                                                 | 63,068,502         | $ | 6,307   | $ | 5,342,208   | $           | (5,298,562) | $     | 49,953       
|                                                                                                      
|The accompanying notes are an integral part of
      these condensed consolidated financial statements |                    |  

6

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|id-Confirm, Inc.                                             |                    |             |                    |             |                        | For
      the    
|------------------------------------------------------------ | ------------------ | ----------- | ------------------ | ----------- | ---------------------- | -----------------
|(a development
      stage company)                          |                    |             |                    |             |                        | Period
      from
|                                                             | For the
      six  |             | For the
      six  |             | October 28,
      2004
|                                                             | Months
      ended |             | Months
      ended |             | (inception)
      to  
|Condensed Consolidated
      Statements of Cash Flows        | December 31, 2006  |             | December 31, 2005  |             | December 31, 2006     
|Cash flows from operating
      activities:                  |                    |             |                    |             |                        |                  
|Net
      (loss)                                             | $                  | (2,557,151) | $                  | (55,226)    | $                      | (5,298,562)      
|Adjustments to
      reconcile net (loss) to net cash        |                    |             |                    |             |                        |                  
|provided by
      (used in) operations:                      |                    |             |                    |             |                        |                  
|Depreciation                                                 |                    | 14,085      |                    | 5,639       |                        | 34,535           
|Stock-based compensation                                     |                    | 103,666     |                    | 277,648     |                        | 1,430,958        
|Inventory impairment                                         |                    | 210,307     |                    | -           |                        | 210,307          
|Amortization of debt issuance costs                          |                    | 100,690     |                    | -           |                        | 218,160          
|Amortization of debt discount                                |                    | 990,460     |                    | 192,833     |                        | 1,959,070        
|Amortization of original issue discount                      |                    | 186,813     |                    | 43,466      |                        | 407,076          
|Stock issued to debenture holders for interest
      expense |                    | 72,708      |                    | -           |                        | 93,254           
|Fair
      value of warrants issued for services             |                    | -           |                    | 204,834     |                        | 204,834          
|Warrant valuation (income)                                   |                    | -           |                    | (1,228,009) |                        | (2,112,867)      
|Changes in other
      current assets and liabilities:       |                    |             |                    |             |                        |                  
|Inventory                                                    |                    | 16,561      |                    | (441,148)   |                        | (323,848)        
|Other current assets                                         |                    | (9,935)     |                    | (1,140)     |                        | (10,101)         
|Other assets                                                 |                    | -           |                    | 1,100       |                        | (2,000)          
|Accounts payable & accrued
      liabilities                 |                    | 331,021     |                    | (33,192)    |                        | 363,451          
|Net cash (used
      in) operating activities                |                    | (540,775)   |                    | (1,033,195) |                        | (2,825,733)      
|Cash flow from investing activities                          |                    |             |                    |             |                        |                  
|Purchase of equipment                                        |                    | (6,706)     |                    | (9,935)     |                        | (142,504)        
|Net cash (used
      in) investing activities                |                    | (6,706)     |                    | (9,935)     |                        | (142,504)        
|Cash flow from financing activities                          |                    |             |                    |             |                        |                  
|Proceeds from sale of common stock                           |                    | -           |                    | -           |                        | 1,901,000        
|Proceeds from sale of convertible
      debentures           |                    | -           |                    | 2,759,229   |                        | 3,078,080        
|Repayment of convertible debentures                          |                    | -           |                    | -           |                        | (488,584)        
|Debt
      issuance costs                                    |                    | -           |                    | -           |                        | (318,850)        
|Net cash
      provided by financing activities              |                    | -           |                    | 2,759,229   |                        | 4,171,646        
|Increase (decrease) in cash and cash
      equivalents       |                    | (547,481)   |                    | 1,716,099   |                        | 1,203,409        
|                                                            
|Cash and cash
      equivalents, beginning of period         |                    | 1,841,001   |                    | 1,246,242   |                        | 90,111           
|                                                            
|Cash and cash
      equivalents, end of period               | $                  | 1,293,520   | $                  | 2,962,341   | $                      | 1,293,520        
|Supplemental disclosure of cash flow
      information:      |                    |             |                    |             |                        |                  
|Interest paid                                                | $                  | -           | $                  | -           | $                      | 24,429           
|Income taxes paid                                            | $                  | -           | $                  | -           | $                      | -                
|Supplemental disclosure of non-cash
      investing          |                    |             |                    |             |                        |                  
|and
      financing activities:                              |                    |             |                    |             |                        |                  
|Payment of
      debentures in common stock                  | $                  | 336,130     | $                  | -           | $                      | 665,919          
|Debt issuance
      costs                                    | $                  | -           | $                  | 318,850     | $                      | 318,850          
|Warrant discount
      recorded upon issuance of debentures  | $                  | -           | $                  | -           | $                      | 3,078,080        

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

7

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id-Confirm, Inc.

(A development stage company)

Notes to Condensed Consolidated
Financial Statements

1. Organization and
Business

id-Confirm, Inc. (a development stage
company) was incorporated in Nevada on October 29, 1999, and herein is referred
to as the Company or id-Confirm (Nevada). Prior to a name change on December
29, 2004, id-Confirm (Nevada) was known as Fidelity Capital Concepts Limited. On
July 25, 2005, the Company also changed its fiscal year end from December 31 to
June 30.

As of December 31, 2006, the Company had
minimal revenue and is in the development stage of designing and marketing
biometric identity recognition and verification technology and related products.
Principal activities to date have consisted of organizing the Company,
developing a business plan, assembling a management team and network of
professional consultants and professionals, preliminary product design and
capital formation.

(a) Reorganization on November 18,
2004

On November 18, 2004, the Company acquired
id-Confirm, Inc., a development stage corporation organized in Colorado on
October 28, 2004 (herein referred to as id-Confirm (Colorado)).

Immediately prior to the reorganization,
id-Confirm (Nevada) had a total of 43,200,000 shares of issued and outstanding
common stock. The reorganization was entered into pursuant to a Share Exchange
Agreement whereby id-Confirm (Nevada) issued 26,000,000 shares of common stock
to the shareholders of id-Confirm (Colorado) for all of the previously issued
and outstanding common stock of id-Confirm (Colorado) and $1,000.

Concurrently, id-Confirm (Nevada) disposed
of a wholly-owned subsidiary to a director and shareholder for cancellation of
1,600,000 common shares and another shareholder surrendered 18,400,000. The
subsidiary disposed of accounted for all of id-Confirm (Nevada)s prior business
operations, and on the date of reorganization the net assets of the remaining
non-operating entity were $87,337, consisting principally of cash and accounts
payable.

As a consequence of the reorganization,
the former id-Confirm (Colorado) shareholders owned approximately 52.85% of the
resultant 49,200,000 outstanding shares of id-Confirm (Nevada) common stock. The
reorganization was recorded as a recapitalization effected by a reverse
acquisition wherein id-Confirm (Nevada) is treated as the acquiree for
accounting purposes, even though it was the legal acquirer. Accordingly, the
results of operations included in the financial statements consist solely of the
accounting acquirer, id-Confirm (Colorado) since its October 28, 2004 inception
and id-Confirm (Nevada) from the date of reorganization. Since the accounting
acquiree, id-Confirm (Nevada) was previously inoperative, goodwill was not
recorded.

(b) Going Concern and
Liquidity

The accompanying financial statements have
been prepared assuming that the Company will continue as a going concern. At
present, the Company is in the development stage, is wholly reliant on its
ability to raise additional capital for future financing needs and has had
minimal revenues, saleable product, service or other business operations through
December 31, 2006. These factors raise substantial doubt about the Companys
ability to continue as a going concern. The financial statements do not include
any adjustments that might result from the outcome of this uncertainty.

Management plans to address this
uncertainty include completion of product design, develop a sales force and
initiating revenue producing activities. In the first half of fiscal 2007,
management continues to aggressively pursue alternative financing arrangements
to assist in meeting these goals.

8

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id-Confirm, Inc.

(A development stage company)

Notes to Condensed Consolidated
Financial Statements

2. Significant Accounting
Policies(a) Basis of
Presentation

The unaudited interim financial statements
of the Company included herein have been prepared in accordance with the
instructions for Form 10-QSB under the Securities Exchange Act of 1934, as
amended, and Item 310 of Regulation S-B under the Securities Act of 1933, as
amended. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and regulations
relating to interim financial statements.

In the opinion of management, the
accompanying unaudited interim consolidated financial statements reflect all
adjustments, including normal recurring accruals, necessary to present fairly
the financial position of the Company at December 31, 2006, the results of
operations for the six months and three months ended December 31, 2006 and 2005,
and the period from inception (October 29, 2004) to December 31, 2006, and the
cash flows for the six months ended December 31, 2006 and 2005, and the period
from inception (October 29, 2004) to December 31,2006. The results of operations
for the six months ended December 31, 2006 are not necessarily indicative of the
expected results of operations for the full year or any future period. The
balance sheet as of June 30, 2006 is derived from the Companys audited
financial statements. These financial statements should be read in conjunction
with the consolidated financial statements and footnotes included in the
Companys Annual Report on Form 10-KSB for the period ended June 30, 2006 as
filed with the Securities and Exchange Commission.

(b) Principles of
Consolidation

The consolidated financial statements
include the accounts of the Company and its wholly-owned subsidiary, id-Confirm,
Inc. (Colorado). All inter-company balances and transactions have been
eliminated.

(c) Accounting Estimates

The preparation of these financial
statements in conformity with accounting principles generally accepted in the
United States of America requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses during
the reporting periods. Actual results could differ from those estimates and
assumptions.

(d) Stock-Based
Compensation

The Company has adopted the fair value
method of accounting for stock-based compensation recommended by SFAS No. 123R,
Share-Based Payment.

The fair value of stock options is
estimated at the grant date using the Black-Scholes Option Pricing Model. This
model requires the input of a number of assumptions, including expected dividend
yields, expected stock price volatility, risk-free interest rates, and an
expected life of the options. Although the assumptions used reflect managements
best estimate, they involve inherent uncertainties based on market conditions
generally outside the control of the Company. If future market conditions are
different than the assumption used, stock-based compensation expense could be
significantly different.

9

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id-Confirm, Inc.

(A development stage company)

Notes to Condensed Consolidated
Financial Statements

2. Significant Accounting Policies
(continued)(e) Comprehensive
Income

The Company had no items of comprehensive
income for the three or six months ended December 31, 2006, or for the period
from October 28, 2004 (inception) through December 31, 2006.

(f) Revenue Recognition

The Company follows the guidance of the
Securities and Exchange Commission's Staff Accounting Bulletin 104 for revenue
recognition. In general, the Company records revenue when persuasive evidence of
an arrangement exists, services have been rendered or product delivery has
occurred, the sales price to the customer is fixed or determinable, and
collectability is reasonably assured.

3. Convertible Debentures and
Warrants

On November 14 and November 22, 2005, the
Company received total gross proceeds of $3,078,080 and issued $3,664,381 of
convertible debentures, convertible into shares of common stock at the option of
the debenture holder at a conversion price of $0.60 The convertible debentures
mature on November 14, 2007.

The convertible debentures do not bear
interest on the outstanding principal amount, as we received $3,078,080 in gross
proceeds and issued convertible debentures in the principal amount of
$3,664,381. All principal on the convertible debentures shall be due on November
14, 2007. The Company may not prepay the convertible debentures without the
consent of the debenture holders.

The Company was required to redeem the
convertible debentures on a monthly basis, commencing the 1st of each month,
immediately after the earlier of (a) the first such date immediately following
the 120th day after the issuance of the convertible debentures and (b) the first
such date following the 60th day after the effective date of a registration
statement and ending upon the full redemption or conversions of the convertible
debentures. The amount that the Company is required to redeem per month is 1/15
of the principal amount of the debentures.

In connection with the sale of the
convertible debentures, a total of 6,179,395 long term warrants and 6,179,395
short term warrants were issued collectively to all of the debenture holders.
The long term warrants are exercisable at any time on or after the six month
anniversary of the issuance of the debentures at an exercise price of $0.65 per
share, for a period of five years. The short term warrants have an exercise
price of $0.60 per share, exercisable until the earlier of twelve months from
the effective date of the registration statement, March 15, 2006, covering the
shares issuable on exercise of the warrants or five years from the closing
date.

10

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id-Confirm, Inc.

(A development stage company)

Notes to Condensed Consolidated
Financial Statements

3. Convertible Debentures and Warrants
(continued)

Pursuant to their terms, the warrants may
not be exercised if such exercise would result in the holder owning more than
4.99% of our outstanding shares of common stock.

In addition, the Company issued 244,292
long term and 244,292 short term warrants to the placement agent, issued on the
same terms as the debentureholders warrants. These warrants were issued
pursuant to Rule 506 of Regulation D under the Securities Act of 1933, in
partial payment of placement fees in connection with the sale of the convertible
debentures to the other selling stockholders.

On August 1, 2006 the Company failed to
make the required installment payments under the senior secured convertible
debentures. As a result, one of the debenture holders filed a formal notice of
default with the Company claiming acceleration of the outstanding principal
balance, accrued interest and penalties due. The Company owes this holder
approximately $210,000 at the time of default. As a result of the default, the
debentures are now considered current liabilities.

In addition, on October 16, 2006, the
Company filed a new registration statement to register additional shares
underlying the debentures so that future debt payments could be made in shares
of common stock as provided for in the debenture agreement. This registration
statement is not yet effective.

4. Stockholders
Equity

In October 2006, the Company issued
restricted stock grants to employees totalling 1,350,000 shares as past due
compensation and sign-on bonuses for their employment. This stock was valued at
$.06 per share, and the fair value of the Companys stock at the time of the
grant, and recorded as compensation expense in the accompanying financial
statements.

5. Related Party
Transactions

During the six months ended December 31,
2006, the Company recorded revenue of $4,300 from a firm in which a former
officer and director of the Company, is a major stockholder. These sales were
made on favorable terms to the entity.

In addition, the Company purchased office
equipment totalling $6,705 form an entity controlled by a former officer and
major stockholder.

The Company leases office space from a
former officer and major stockholder. Rental payments made under the operating
lease for the six months ended December 31, 2006 and 2005 were $22,200 and
$7,300 respectively.

6. Subsequent Events

In January 2007, the Company re-negotiated
the remaining term of its office lease with a former officer and major
stockholder and will be released from the remaining term of the lease effective
March 31, 2007.

On January 9, 2007, a second debenture
holder filed a formal notice of default with the Company claiming acceleration
of the outstanding principal balance, accrued interest and penalties due. The
Company owes this holder approximately $194,000 at the time of
default.

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Item 2. Managements Discussion and
Analysis or Plan of Operation.

FORWARD-LOOKING STATEMENTS

This quarterly report contains
forward-looking statements as that term is defined in the Private Securities
Litigation Reform Act of 1995. These statements relate to future events or our
future financial performance. In some cases, you can identify forward-looking
statements by terminology such as may, should, expects, plans,
anticipates, believes, estimates, predicts, potential or continue or
the negative of these terms or other comparable terminology. These statements
are only predictions and involve known and unknown risks, uncertainties and
other factors, including the risks in the section entitled Risk Factors, that
may cause our or our industrys actual results, levels of activity, performance
or achievements to be materially different from any future results, levels of
activity, performance or achievements expressed or implied by these
forward-looking statements.

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

Our financial statements are stated in
United States dollars and are prepared in accordance with United States
Generally Accepted Accounting Principles. In this quarterly report, unless
otherwise specified, all dollar amounts are expressed in United States dollars.
All references to common shares refer to the common shares in our capital
stock.

As used in this quarterly report, the
terms we, us, our company, and id-Confirm mean id-Confirm, Inc., a
Nevada corporation, unless otherwise indicated.

Background

Fidelity Capital Concepts Limited (FCC)
was incorporated under the laws of the State of Nevada on October 29, 1999.
Until FCC effected the acquisition of a Colorado corporation on November 18,
2004, id-Confirm, Inc. (id-Confirm (Colorado)), its focus was on the wholesale
and retail of knit silk undergarments and silk blended lounge wear by direct
customer sales through the internet and by mail order.

On October 8, 2004, FCC effected a forward
split of its then issued and outstanding 5,400,000 shares of common stock on a
one-for-eight basis. This forward split resulted in the company having
43,200,000 shares of common stock issued and outstanding as of October 8,
2004.

On November 12, 2004, FCC entered into a
share exchange agreement with id-Confirm (Colorado) and its stockholders to
acquire 100% of id-Confirm (Colorado)s issued and outstanding shares of voting
stock in exchange for 26,000,000 shares of common voting stock of FCC. The share
consideration paid by FCC to id-Confirm (Colorado) stockholders represented
52.85% of the issued voting equity of FCC on a fully diluted basis immediately
following closing. FCCs acquisition of id-Confirm (Colorado) was an arms
length transaction.

On November 18, 2004, FCC completed the
acquisition of 100%, of the shares of common stock of id-Confirm (Colorado) in
exchange for issuing 26,000,000 shares of common stock. As a result, the
stockholders of id-Confirm, (Colorado) acquired a majority of the outstanding
shares of common stock. Therefore, for accounting purposes, id-Confirm
(Colorado) was deemed to have acquired FCC. Concurrent with this transaction,
FCC changed its name to id-Confirm (Nevada).

Concurrently, id-Confirm (Nevada) disposed
of a wholly-owned subsidiary to a director and shareholder for cancellation of
1,600,000 common shares and another shareholder surrendered 18,400,000 common
shares. The subsidiary disposed of accounted for all of id-Confirm (Nevada)s
prior business operations, and on the date of reorganization the net assets of
the remaining non-operating entity were $87,337, consisting principally of cash
and accounts payable.

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None of the stockholders of id-Confirm (Colorado) were stockholders of FCC prior to the November 2004 acquisition. Under certain circumstances, the shares of common stock issued by FCC to the former stockholders
of

13

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Id-Confirm (Colorado) could constitute a
controlling voting block on matters which may be put before FCCs stockholders.
In consideration for the exchange of all id-Confirm (Colorado) shares of common
stock held by them, the 26,000,000 shares of common stock were issued to 13
individuals in reliance upon the exemptions from registration provided by Rule
506 of Regulation D, promulgated under theSecurities Act of 1933, as amended.

On December 29, 2004, we changed our name
from Fidelity Capital Concepts Limited to id-Confirm, Inc. The name change
was recorded by the Nevada Secretary of State on December 29, 2004 and took
effect with the Over-the-Counter Bulletin Board at the opening for trading on
January 4, 2005 under the new stock symbol, IDCO.

Principal Products and
Services

Our business involves developing and
implementing the commercialization of portable personal biometric devices and
software applications for use in personal identification, authentication, and
security applications. The principal applications which will be pursued are in
prevention of identity theft, assistance to homeland security and elimination of
credit card fraud.

Biometrics are automated methods of
identifying a person or verifying the identity of a person based on
physiological or behavioural characteristics. Biometric technologies are
becoming the foundation of an extensive array of highly secure identification
and personal verification solutions. Essentially, all current biometric
technologies work on the same principal. Each user is enrolled by the biometrics
system and a copy of the enrollment data is stored in a secured database. When
users present themselves for authentication, a new scan/sample is taken and
compared with the one stored in the secured database. If the new sample matches,
verification is confirmed. To date, our company and its management have
developed intellectual property, software applications and technology with
respect to mobile personal biometrics. We are a development stage company and
will require significant debt or equity financing to continue the development of
our intellectual property, software and technology and to continue as a going
concern.

We are still in our infancy as a viable
commercial entity, and consequently our focus has been on the identification of
market needs, the development of products and services to meet these needs, and
the branding of our company and our services. We anticipate that the expected
growth in revenues will assist us in attracting additional financing to allow us
to add the needed resources in order to further support the growth of our
operations. To date, we have had $61,292 of revenues and we expect sales to grow
in the next quarter. Despite our expectations, there are no assurances that
revenues can be achieved, or that we will be able to attract additional
financing on acceptable terms, if at all. Should we be unable to achieve
anticipated revenues or to attract additional financing on acceptable terms, our
ongoing business and future success may be adversely affected.

On August 2, 2005, we announced the
availability of our one gigabyte memory device (SDD) for sale through our
e-store. This device, which is about the size of an adult thumb and works with
any USB-enabled computer, will allow the user to transport files in a secure
environment from computer to computer (as in a work or school environment).
Activated by the owners unique fingerprint biometrics, the memory device
creates a secure method of storing and transporting confidential computer files
and making them only available to its owner on any computer. To use the device,
the owner initializes it to recognize only the owners biometric. The memory
device can recognize up to four unique fingerprints. Data information is then
stored on the memory device and it is removed and/or copied from the home or
office computer. To access data files on it, away from the home or office
computer, the user merely inserts it into the USB port of any computer, opens it
with his or her fingerprint, and then retrieves files in the traditional way.

On August 8, 2005, we announced that we
were assigned patent rights from Robert A. Morrison IV and Ronald N. Baird, our
directors and officers, for a new mobile biometric communications device
incorporating several unique innovations. No consideration was issued by us for
this assignment. The device combines the attributes of a mobile telephone, with
biometric security features, and the characteristics of a credit identification
system. The mobile biometric communications device is designed to take the place
of a number of devices and identification mechanisms that people carry with them
on a day-to-day basis. The product is designed to add security both to the use
of a mobile communications system as well as credit verification methods.

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On October 5, 2005, we announced that we
entered into a Distributorship Agreement with BBD Best Brands Distribution Ltd.
effective August 31, 2005. This agreement sets forth terms and conditions for
the delivery of our biometric security devices and accompanying software to BBD
for distribution in the Black Sea Region. In the first year of the three-year
agreement, we would deliver mobile biometric products, touchStar biometric time
and attendance devices as well as USB biometric flash drives. The initial
shipment would include 220 USB biometric flash drives (1GB) and 20 touchStar
devices. The agreement sets forth terms that as sales occur additional product
will be shipped from our Company to maintain a base inventory at BBD. To date
there has been no further activity related to this contract other than the
initial shipment of product in June 2006.

Plan of Operation and Cash
Requirements

We anticipate that we will expend
approximately $1,500,000 during the upcoming twelve-month period ending December
31, 2007 to secure initial product orders, build market channels, support
customer trials, complete independent product evaluations, recruit software
engineers and marketing staff, conduct continued research and development on our
new products, launch a marketing program, develop our manufacturing
capabilities, and for working capital. These expenditures are broken down as
follows:

Estimated Funding Required During the
Twelve Month Period Ended December 31, 2007

Operating
      ExpensesSales and Marketing
    $
    477,000Research and Development
    
    44,000General and Administrative
    
    979,000Total Operating
      Expenses
    $
    1,500,000


At December 31, 2006, we had net working
capital of $1,404,000 exclusive of our debentures and related default penalties.
If necessary, we plan to raise additional capital required to meet these
immediate short-term needs and to meet the balance of our estimated funding
requirements for the twelve months, primarily through the private placement of
our securities. Our Board of Directors is continuing to conduct an analysis of
our business plan. To better protect stockholder interests and provide future
appreciation, we may concurrently pursue other opportunities or initiatives as
an extension to our existing business.

We currently anticipate that revenues will
commence and increase in the long-term as we increase our sales and marketing
activities and introduce new products relating to biometrics in personal
security applications. We expect to keep our operating costs to a minimum until
cash is available through operating or financing activities. We anticipate that
we will start generating revenues from the sale or lease of our biometric
identification and authentication systems within the next three months, however,
we are not in a position to predict whether we will be able to generate
sufficient sales revenues to meet operating expenses.

We believe that broad market acceptance of
our security, identification and authentication products is critical to our
future success and our ability to generate revenues. Unfortunately, there can be
no assurance that we will be successful in marketing our current product
offerings or any new product offerings. Failure to achieve broad market
acceptance of our security products, as a result of competition, technological
change, or otherwise, would adversely affect our business.

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

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Sales and Marketing

We are promoting our products and
accompanying software through multiple channels, namely through soliciting
master distributors in the United States, through value added resellers and
through our own sales team. We plan to direct our marketing effort to target
sales involved with network security. We anticipate that we will expend
approximately $477,000 during the twelve-month period ending December 31, 2007
on sales and marketing activities, including the salaries for new and existing
employees and consultants involved in sales and marketing.

Research and
Development

As a development stage company with a
unique multi-faceted technique for biometric authentication devices, of the
current year budget has been spent on research and development. We spent a
minimal amount for the quarter ended December 31, 2006 on research and
development activities since the initial development of the product is complete.
From October 28, 2004 (inception) through December 31, 2006 we have spent over
$470,000 on research and development activities. We expect that our annual
research and development expenses will continue as we complete work on products
currently in development.

We anticipate expending approximately
$44,000 during the twelve-month period ending December 31, 2007 on research and
development activities. We intend to develop our own key components as part of
our objective to reduce product cost.

Manufacturing and
Engineering

We currently plan to have our products
manufactured for us by third parties, under the supervision of qualified
personnel. Our consultants in the design and development of our products have
long-term relationships with manufacturers and assemblers and we intend to use
those relationships to our companys advantage as it pertains to manufacturing
and assembly of products. Engineering for our products is conducted through our
consultants. Development of our back office software likewise has been
accomplished through the use of independent consultants.

Capital Expenditures

We intend to invest a minimal amount
during the nine-month period ending June 30, 2007 in additional servers,
computers and other equipment as we focus on gaining commercial traction for the
existing products.

Employees

As of January 31, 2007, we employed 6
full-time people. We expect that we will add employees, mostly in the sales and
sales support areas which will cause a substantial increase in the amount of
money spent on salaries.

General and Administrative
Expenses

We expect to spend over $979,000 during
the twelve-month period ending December 31, 2007 on general and administrative
expenses including legal and auditing fees, insurance, public relations,
investor relations, salaries, rent, office supplies and other administrative
related expenses.

Future Operations

We have generated $61,000 of gross sales
revenues since the inception of our Company to December 31, 2006. Consequently,
we have incurred losses of $1,565,000 for the three months ended December 31,
2006, and $5,299,000 from inception through December 31, 2006.

Management of the Company projects that we
will require a minimum $300,000 to fund our ongoing working capital requirements
and product purchases for the twelve-month period ending December 31, 2007.
These estimates do not include any unanticipated capital requirements that may
be needed should we identify any products or business acquisitions that may add
value to our current product and service offerings.

16

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In the long-term, our ability to continue
as a going concern is dependent upon successful and sufficient market acceptance
of our current product and software authentication offerings and any new product
offerings and production of software that we may introduce. The continuing
successful development and sales of our products and related technologies, and,
finally, achieving a profitable level of operations will contribute to our
ongoing success.

Application of Critical Accounting
Policies

The discussion and analysis of our
financial condition and results of operations are based upon our consolidated
financial statements, which have been prepared in accordance with the accounting
principles generally accepted in the United States of America. Preparing
financial statements requires management to make estimates and assumptions that
affect the reported amounts of assets, liabilities, revenue, and expenses. These
estimates and assumptions are affected by managements application of accounting
policies. We believe that understanding the basis and nature of the estimates
and assumptions involved with the following aspects of our financial statements
is critical to an understanding of our financials.

Significant estimates include evaluation
of our companys income tax net operating loss carryforwards and valuation of
non-monetary transactions in connection with the issuances of shares of common
stock and common stock warrants and options.

RISK FACTORS

Much of the information included in this
quarterly report includes or is based upon estimates, projections or other
forward-looking statements. Such forward-looking statements include any
projections or estimates made by us and our management in connection with our
business operations. While these forward-looking statements, and any assumptions
upon which they are based, are made in good faith and reflect our current
judgment regarding the direction of our business, actual results will almost
always vary, sometimes materially, from any estimates, predictions, projections,
assumptions, or other future performance suggested herein. We undertake no
obligation to update forward-looking statements to reflect events or
circumstances occurring after the date of such statements.

Such estimates, projections or other
forward-looking statements involve various risks and uncertainties as outlined
below. We caution readers of this quarterly report that important factors in
some cases have affected and, in the future, could materially affect actual
results and cause actual results to differ materially from the results expressed
in any such estimates, projections or other forward-looking statements. In
evaluating us, our business and any investment in our business, readers should
carefully consider the following factors.

Our new business operations will be
subject to a number of risks and uncertainties, including those set forth below:

We have had negative cash flows from
operations. Our business operations may fail if our actual cash requirements
exceed our estimates, and we are not able to obtain further
financing.

Our company has had negative cash flows
from operations as we have not yet commenced the sale of our products and
technology. To date, we have incurred significant expenses in product
development and administration in order to ready our products and software for
market. Our business plan calls for additional significant expenses necessary to
bring our biometric products to market. We have estimated that we will require
approximately $300,000 to carry out our business plan for the twelve months
ending December 31, 2007. There is no assurance that actual cash requirements
will not exceed our estimates, in which case we will require additional
financing to bring our products into commercial operation, finance working
capital and pay for operating expenses and capital requirements until we achieve
a positive cash flow. In particular, additional capital may be required in the
event that:

- we incur unexpected costs in completing the
  development of our technology or encounter any unexpected technical or other
  difficulties;
- we incur delays and additional expenses as a
  result of technology failure;
- we are unable to create a substantial market for
  our services; or

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- we incur any significant unanticipated
expenses.

We may not be able to obtain additional
equity or debt financing on acceptable terms if and when we need it. Even if
financing is available it may not be available on terms that are favorable to us
or in sufficient amounts to satisfy our requirements. If we require, but are
unable to obtain, additional financing in the future, we may be unable to
implement our business plan and our growth strategies, respond to changing
business or economic conditions, withstand adverse operating results, and
compete effectively. More importantly, if we are unable to raise further
financing when required, our continued operations may have to be scaled down or
even ceased and our ability to generate revenues would be negatively
affected.

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

A prolonged decline in the price of our
shares of common stock could result in a reduction in the liquidity of our
shares of common stock and a reduction in our ability to raise capital. Because
our operations have been primarily financed through the sale of equity
securities, a decline in the price of our shares of common stock could be
especially detrimental to our liquidity and our continued operations. Any
reduction in our ability to raise equity capital in the future would force us to
reallocate funds from other planned uses and would have a significant negative
effect on our business plans and operations, including our ability to develop
new products and continue our current operations. If the stock price declines,
there can be no assurance that we can raise additional capital or generate funds
from operations sufficient to meet our obligations.If we issue additional shares of common stock in the future this may
result in dilution to our existing stockholders.

Our certificate of incorporation
authorizes the issuance of 200,000,000 shares of common stock. Our board of
directors may choose to issue some or all of such shares to acquire one or more
businesses or to provide additional financing in the future. The issuance of any
such shares may result in a reduction of the book value or market price of the
outstanding shares of our common stock. It will also cause a reduction in the
proportionate ownership and voting power of all other stockholders. Further, any
such issuance may result in a change of control of our company.

We have a history of losses and
negative cash flows, which is likely to continue unless our products gain
sufficient market acceptance to generate a commercially viable level of
sales.

Although we anticipate that we will be
able to start generating revenues during the next six months, we also expect an
increase in development and operating costs. Consequently, we expect to incur
operating losses and net cash outflows unless and until our existing products,
and/or any new products that we may develop or acquire, gain market acceptance
sufficient to generate a commercially viable and sustainable level of
sales.

Unless we can establish significant
sales of our current products, our potential revenues may be significantly
reduced.

We expect that a substantial portion, if
not all, of our future revenue will be derived from the sale of our security
products. We expect that these product offerings and their extensions and
derivatives will account for a majority, if not all, of our revenue for the
foreseeable future. The successful introduction and broad market acceptance of
our security products, as well as the development, introduction and market
acceptance of any future enhancements, are, therefore, critical to our future
success and our ability to generate revenues. Unfortunately, there can be no
assurance that we will be successful in marketing our current product offerings,
or any new product offerings, applications or enhancements. Failure to achieve
broad market acceptance of our security products, as a result of competition,
technological change, or otherwise, would significantly harm our business.

There is a high risk of business
failure due to the fact that we have not commenced commercial
operations.

Although we are in the initial stages of
developing and implementing the commercialization of our mobile personal
biometric device for use in personal security applications, there is no
assurance that we will be able to successfully develop sales of our products and
technology. Thus we have no way of evaluating whether we will be able to operate
the business successfully, and there is no assurance that we will be able to
achieve profitable operations.

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Potential investors should be aware of the difficulties normally encountered in developing and commercializing new industrial products and the high rate of failure of such enterprises. The likelihood of success must be
considered in light of the problems, expenses, difficulties, complications and delays encountered in connection with the commercialization process that we plan to undertake.  These potential problems include, but are not limited to, unanticipated
problems relating to development, manufacture and financing of our mobile personal biometric device. If we are unsuccessful in addressing these risks, our business will most likely fail.

We could lose our competitive advantages if we are not able to protect any proprietary technology and intellectual property rights against infringement, and any related litigation could be time-consuming and
costly.

Our success and ability to compete depends to a significant degree on our proprietary technology incorporated in our mobile personal biometric device. Other than registering the domain name www.id-confirm.com, we have not
taken any action to protect our proprietary technology. If any of our competitors copies or otherwise gains access to our proprietary technology or develops similar technologies independently, we would not be able to compete as
effectively.

We also consider our trademarks valuable to our ability to continue to develop and maintain the goodwill and recognition associated with our brand.  We have registered the trademark id-Confirm and other patents
in the United States.  These and any other measures that we may take to protect our intellectual property rights, which presently are based upon a combination of copyright, trade secret and trademark laws, may not be adequate to prevent their
unauthorized use.

Further, the laws of foreign countries may provide inadequate protection of such intellectual property rights. We may need to bring legal claims to enforce or protect such intellectual property rights.  Any litigation,
whether successful or unsuccessful, could result in substantial costs and diversions of resources. In addition, notwithstanding any rights we have secured in our intellectual property, other persons may bring claims against us that we have infringed
on their intellectual property rights, including claims based upon the content we license from third parties or claims that our intellectual property right interests are not valid. Any claims against us, with or without merit, could be time
consuming and costly to defend or litigate, divert our attention and resources, result in the loss of goodwill associated with our service marks or require us to make changes to our website or other of our technologies.

We operate in a highly competitive industry and our failure to compete effectively may adversely affect our ability to generate revenue.

Although management is not aware of similar products and software technology which would compete directly with our products and technology, it is anticipated that larger, better-financed companies will or could develop
products and technology similar or superior to our products and technology.  Such competition will potentially affect our chances of achieving profitability, and ultimately adversely affect our ability to continue as a going concern.

If we fail to effectively manage our growth our future business results could be harmed and our managerial and operational resources may be strained.

As we proceed with the commercialization of our products and software technology, we expect to experience significant and rapid growth in the scope and complexity of our business. We will need to add staff to market our
services, manage operations, handle sales and marketing efforts and perform finance and accounting functions. We will be required to hire a broad range of additional personnel in order to successfully advance our operations. This growth is likely to
place a strain on our management and operational resources.  The failure to develop and implement effective systems, or to hire and retain sufficient personnel for the performance of all of the functions necessary to effectively service and manage
our potential business, or the failure to manage growth effectively, could have a materially adverse effect on our business and financial condition.

Our services may become obsolete and unmarketable if we are unable to respond adequately to rapidly changing technology and customer demands.

Our industry is characterized by rapid changes in technology and customer demands. As a result, our products and software may quickly become obsolete and unmarketable. Our future success will depend on our ability to adapt
to

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technological advances, anticipate customer demands, develop new products and enhance our current products on a timely and cost-effective basis. Further, our products and software must remain competitive with those of other
companies with substantially greater resources. We may experience technical or other difficulties that could delay or prevent the development, introduction or marketing of new products and software or enhanced versions of existing products. Also, we
may not be able to adapt new or enhanced services to emerging industry standards, and our new products and software may not be favourably received.

Trading on the OTC Bulletin Board may be volatile and sporadic, which could depress the market price of our shares of common stock and make it difficult for our stockholders to resell their shares of common
stock.

Our shares of common stock are quoted on the OTC Bulletin Board service of the National Association of Securities Dealers Inc.  Trading in stocks quoted on the OTC Bulletin Board is often thin and characterized by wide
fluctuations in trading prices, due to many factors that may have little to do with our companys operations or business prospects.  This volatility could depress the market price of our shares of common stock for reasons unrelated to operating
performance. Moreover, the OTC Bulletin Board is not a stock exchange, and trading of securities on the OTC Bulletin Board is often more sporadic than the trading of securities listed on a quotation system like Nasdaq or a stock exchange such as the
American Stock Exchange or New York Stock Exchange. Accordingly, stockholders may have difficulty reselling any of their shares of common stock.

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

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

NASD sales practice requirements may also limit a stockholders ability to buy and sell our shares of common stock.

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

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Item 3. Controls and
Procedures

As required by Rule 13a-15 under the
Securities Exchange Act of 1934, as of the end of the period covered by the
quarterly report, being December 31, 2006, we have carried out an evaluation of
the effectiveness of the design and operation of our companys disclosure
controls and procedures. This evaluation was carried out under the supervision
and with the participation of our companys management, including our companys
president and chief executive officer and our chief financial officer. Based
upon that evaluation, our companys president and chief executive officer and
our chief financial officer concluded that our companys disclosure controls and
procedures are effective as at the end of the period covered by this report.
There have been no changes in our internal controls over financial reporting
that occurred during our most recent fiscal quarter that have materially
affected, or are reasonably likely to materially affect our internal controls
over financial reporting.

Disclosure controls and procedures and
other procedures that are designed to ensure that information required to be
disclosed in our reports filed or submitted under the Securities Exchange Act of
1934 is recorded, processed, summarized and reported, within the time period
specified in the Securities and Exchange Commissions rules and forms.
Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed in our
reports filed under the Securities Exchange Act of 1934 is accumulated and
communicated to management, including our president and chief executive officer
and our chief financial officer as appropriate, to allow timely decisions
regarding required disclosure.

PART II - OTHER
INFORMATION

Item 1. Legal
Proceedings.

We know of no material, existing or
pending legal proceedings against our company, nor are we involved as a
plaintiff in any material proceeding or pending litigation. There are no
proceedings in which any of our directors, officers or affiliates, or any
registered or beneficial stockholder, is an adverse party or has a material
interest adverse to our interest. The outcome of open unresolved legal
proceedings is presently indeterminable. Any settlement resulting from
resolution of these contingencies will be accounted for in the period of
settlement. We do not believe the potential outcome from these legal proceedings
will significantly impact our financial position, operations or cash flows.

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

None.

Item 3. Defaults Upon Senior
Securities

On August 1, 2006 the Company failed to
make the required installment payments under the senior secured convertible
debentures. The delinquent payments to the holders total $244,292 of principal
and interest. As a result, one of the debenture holders filed a formal notice of
default with the Company claiming acceleration of the outstanding principal
balance, accrued interest and penalties due. The Company owes this holder
approximately $210,000 at the time of default.

As a result of the default, the debentures
are now considered current liabilities. In addition, on October 16, 2006, the
Company filed a new registration statement to register additional shares
underlying the debentures so that future debt payments could be made in shares
of common stock as provided for in the debenture agreement.

On January 9, 2007, a second debenture
holder filed a formal notice of default with the Company claiming acceleration
of the outstanding principal balance, accrued interest and penalties due. The
Company owes this holder approximately $194,000 at the time of
default.

21

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

A special meeting of the shareholders of
id-Confirm, Inc. was held at #1800 Boulder Street, Suite 400, Denver, CO
80211-6400, on Friday, October 6, 2006, at 10:00 a.m. local time, for the
purposes of approving:

|(a) | an amendment to our Articles of
      Incorporation to increase the authorized number of shares of our common
      stock from 100,000,000 shares to 200,000,000 shares, par value of $0.0001
      per share; and                                                                                                                                                                                                                                         
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(b) | an amendment to our Articles of
      Incorporation for the alteration of our authorized share capital to
      authorize the issuance of up to 100,000,000 shares of preferred stock, par
      value of $0.0001 per share (the "Preferred Shares"), for which the board
      of directors may fix and determine the designations, rights, preferences
      or other variations of each class or series within each class of the
      Preferred Shares;
|   
|    | (collectively, the
      Amendments)                                                                                                                                                                                                                                                                                                                                                                                                                     
|   

The record date for the special meeting
was August 21, 2006. Both amendments were approved by a majority of the shares
voted.

On October 6, 2006, pursuant to the
approval of our shareholders, we filed an Amendment to Articles of Incorporation
with the Nevada Secretary of State wherein we amended our Articles of
Incorporation by increasing our authorized number of common stock from
100,000,000 to 200,000,000 shares with a par value of $0.0001 and authorizing
the issuance of 100,000,000 shares of preferred stock with a par value of
$0.0001 per share.

Item 5. Other
Information

None.

Item 6. Exhibits.

Exhibits required by Item 601 of
Regulation S-BExhibit
Number/Description

(2) Plan of Purchase, Sale,
Reorganization, Arrangement, Liquidation or Succession

2.1 Share Purchase Agreement dated
September 1, 2003 among FCC, Kim Yvonne Allan and John Andrew Allan
(incorporated by reference from our Registration Statement on Form 10-SB filed
on December 2, 2003).

2.2 Share Exchange Agreement dated
November 12, 2004 among FCC and the stockholders of id-Confirm, Inc.
(incorporated by reference from our Current Report on Form 8-K filed on November
17, 2004).

(3) Articles of Incorporation and
Bylaws

3.1 Articles of Incorporation
(incorporated by reference from our Registration Statement on Form 10-SB filed
on December 2, 2003).

3.2 By-laws (incorporated by reference
from our Registration Statement on Form 10-SB filed on December 2, 2003).

3.3 Certificate of Amendment (incorporated
by reference from our Current Report on Form 8-K filed on January 4,
2005).

22

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(4) Instruments Defining the Rights of
Security Holders, Including Indentures

4.1 2005 Stock Option Plan (incorporated
by reference from our Annual Report on Form 10-KSB filed on September 28,
2005).

(10) Material Contracts

10.1 Letter of Intent dated November 23,
2004 between id-Confirm Inc. and Aeros Aviation, LLC (incorporated by reference
from our Current Report on Form 8-K filed on December 1, 2004).

10.2 Letter of Intent dated effective
February 18, 2005 between id-Confirm Inc. and Aeros Aviation, LLC (incorporated
by reference from our Current Report on Form 8-K filed on February 28, 2005).

10.3 Letter of Intent dated effective
April 1, 2005 between id-Confirm Inc. and Inner Circle Logistics, Inc.
(incorporated by reference from our Current Report on Form 8-K filed on April 7,
2005).

10.4 Memorandum of Understanding dated
April 9, 2005 between id-Confirm, Inc. and Aeros Aviation, LLC (incorporated by
reference from our Current Report on Form 8-K filed on April 12,
2005).

10.5 Distribution Agreement dated August
31, 2005 between id-Confirm, Inc. and BBD Best Brands Distribution Ltd.
(incorporated by reference from our Current Report on Form 8-K filed on October
6, 2005).

10.6 Form of Securities Purchase Agreement
entered into with the following subscribers in connection with the private
placement of convertible debentures on November 14 and November 22, 2005
(incorporated by reference from our Current Report on Form 8-K filed on October
27, 2005):

JMG Triton Offshore Fund
      Ltd.
    JMG Capital Partners
      LPCrescent (International)
      Ltd.
    Omicron Master
      TrustPlatinum Long Term Growth
      II, LLC
    Iroquois Master Fund
      Ltd.Double U Master Fund,
      LP
    Monarch Capital Fund
      Ltd.CMS Capital
    Alpha Capital
      AGNite Capital
      LP
    Bristol Investment Fund,
      Ltd.Whalehaven
      Capital
    Tayside Trading
      Ltd.


10.7 Form of Senior Secured Convertible
debenture entered into with the following subscribers for the principle amounts
indicated, in connection with the private placement of convertible debentures on
November 14 and November 22, 2005 (incorporated by reference from our Current
Report on Form 8-K filed on October 27, 2005):

JMG Triton Offshore Fund
      Ltd.
    $
    300,000
    JMG Capital Partners
      LP
    $
    300,000Crescent (International)
      Ltd.
    $
    300,000
    Omicron Master
      Trust
    $
    300,000Platinum Long Term Growth
      II, LLC
    $
    297,714.29
    Iroquois Master Fund
      Ltd.
    $
    120,000Double U Master Fund,
      LP
    $
    300,000
    Monarch Capital Fund
      Ltd.
    $
    300,000CMS Capital
    $
    200,000
    Alpha Capital
      AG
    $
    416,667.67Nite Capital
      LP
    $
    120,000
    Bristol Investment Fund,
      Ltd.
    $
    250,000Whalehaven
      Capital
    $
    360,000
    Tayside Trading
      Ltd.
    $
    100,000


10.8 Form of Registration Rights Agreement
entered into with the following subscribers in connection with the private
placement of convertible debentures on November 14 and November 22, 2005
(incorporated by reference from our Current Report on Form 8-K filed on October
27, 2005):

JMG Triton Offshore Fund
      Ltd.
    JMG Capital Partners
      LPCrescent (International)
      Ltd.
    Omicron Master
      TrustPlatinum Long Term Growth
      II, LLC
    Iroquois Master Fund
      Ltd.Double U Master Fund,
      LP
    Monarch Capital Fund
      Ltd.CMS Capital
    Alpha Capital
      AGNite Capital
      LP
    Bristol Investment Fund,
      Ltd.Whalehaven
      Capital
    Tayside Trading
      Ltd.


23

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10.9 Form of Common Stock Purchase Warrant
entered into with the following subscribers for the number of warrants indicated
at an exercise price of $0.65 per share, in connection with the private
placement of convertible debentures on November 14 and November 22, 2005
(incorporated by reference from our Current Report on Form 8-K filed on October
27, 2005):

JMG Triton Offshore Fund
      Ltd.
    505,902
    JMG Capital Partners
      LP
    505,902Crescent (International)
      Ltd.
    505,902
    Omicron Master
      Trust
    505,902Platinum Long Term Growth
      II, LLC
    502,048
    Iroquois Master Fund
      Ltd.
    202,361Double U Master Fund,
      LP
    502,902
    Monarch Capital Fund
      Ltd.
    505,902CMS Capital
    337,268
    Alpha Capital
      AG
    702,642Nite Capital
      LP
    202,361
    Bristol Investment Fund,
      Ltd.
    421,585Whalehaven
      Capital
    667,083
    Tayside Trading
      Ltd.
    168,634


10.10 Form of Securities Agreement entered
into with the following subscribers in connection with the private placement of
convertible debentures on November 14 and November 22, 2005 (incorporated by
reference from our Current Report on Form 8-K filed on October 27, 2005):

JMG Triton Offshore Fund
      Ltd.
    JMG Capital Partners
      LPCrescent (International)
      Ltd.
    Omicron Master
      TrustPlatinum Long Term Growth
      II, LLC
    Iroquois Master Fund
      Ltd.Double U Master Fund,
      LP
    Monarch Capital Fund
      Ltd.CMS Capital
    Alpha Capital
      AGNite Capital
      LP
    Bristol Investment Fund,
      Ltd.Whalehaven
      Capital
    Tayside Trading
      Ltd.


10.11 Form of Subsidiary Guarantee entered
into with the following subscribers in connection with the private placement of
convertible debentures on November 14 and November 22, 2005 (incorporated by
reference from our Current Report on Form 8-K filed on October 27,
2005):

JMG Triton Offshore Fund
      Ltd.
    JMG Capital Partners
      LPCrescent (International)
      Ltd.
    Omicron Master
      TrustPlatinum Long Term Growth
      II, LLC
    Iroquois Master Fund
      Ltd.Double U Master Fund,
      LP
    Monarch Capital Fund
      Ltd.CMS Capital
    Alpha Capital
      AGNite Capital
      LP
    Bristol Investment Fund,
      Ltd.Whalehaven
      Capital
    Tayside Trading
      Ltd.


10.12 Form of Short Term Common Stock
Purchase Warrant entered into with the following subscribers for the number of
warrants indicated at an exercise price of $0.60 per share exercisable until the
earlier of twelve months from the effective date of a registration statement
covering the shares issuable on exercise of the warrants or five years from the
closing date, in connection with the private placement of convertible debentures
on November 14 and November 22, 2005 (incorporated by reference from our Current
Report on Form 8-K filed on October 27, 2005):

JMG Triton Offshore Fund
      Ltd.
    505,902
    JMG Capital Partners
      LP
    505,902Crescent (International)
      Ltd.
    505,902
    Omicron Master
      Trust
    505,902Platinum Long Term Growth
      II, LLC
    502,048
    Iroquois Master Fund
      Ltd.
    202,361Double U Master Fund,
      LP
    502,902
    Monarch Capital Fund
      Ltd.
    505,902CMS Capital
    337,268
    Alpha Capital
      AG
    702,642Nite Capital
      LP
    202,361
    Bristol Investment Fund,
      Ltd.
    421,585Whalehaven
      Capital
    667,083
    Tayside Trading
      Ltd.
    168,634


(14) Code of Ethics

14.1 Code of Ethics (incorporated by
reference from our Annual Report on Form 10-KSB filed on September 28,
2005).

24

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(16) Letter on change in certifying accountant

16.1 Letter from Moore Stephens Ellis Foster Ltd. regarding change in independent accountant (incorporated by reference from our Current Report on Form 8-K filed on July 29, 2005).

(21) Subsidiaries

id-Confirm Inc. (a Colorado company)

(31) Section 302 Certifications

31.1 Section 302 Certification (filed herewith).

(32) Section 906 Certification

32.1 Section 906 Certification (filed herewith).

25

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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.

id-CONFIRM, INC.

By: /s/ Thomas A. Breen

Thomas A. BreenPresident, Secretary, Principal Financial Officer and
Director(Principal Executive Officer)

Date: February 20, 2007

26

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