UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB

|X| ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
    1934

                    For the Fiscal Year ended April 30, 2006

                        Commission File Number 000-33473

                               VIRIDAX CORPORATION
--------------------------------------------------------------------------------
                 (Name of Small Business Issuer in its charter)

           FLORIDA                                        65-1138291
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 Incorporation or organization)

     270 NW 3rd Court
   Boca Raton, Florida                                    33432-3720
---------------------------------------                   ----------
(Address of principal executive offices)                  (Zip Code)

Issuer's Telephone: (561) 368-1427
                    --------------

Securities registered under Section 12(g) of the Exchange Act:
                                     Common
--------------------------------------------------------------------------------
                                (Title of Class)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant  was required to file such reports,  and (2) has been
subject to such filing requirements for the past 90 days |X| Yes |_| No

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation  S-B is not  contained  in  this  form,  and no  disclosure  will  be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.

Indicate by checkmark  whether the  Registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). |_| Yes No |X|

State Issuer's revenues for its most recent fiscal year. None

The  Aggregate  market  value of voting and  non-voting  common  equity  held by
non-affiliates computed by reference to the price at which the common equity was
sold within the past 60 days is $8,141,187.

State the number of shares outstanding of the issuer's common equity as of April
30, 2006: 24,305,340.

Transitional Small Business Disclosure Format: No

<PAGE>

                                     PART I

ITEM 1. DESCRIPTION OF BUSINESS

      (a) BUSINESS DEVELOPMENT

      The Company was originally  formed under the name of MEDIA ADVISORY GROUP,
INC.,  as a Florida  corporation  filed July 1, 1998.  The Company was  assigned
Document Number P98000058690.

      The Company was formed for the original purpose of providing various media
consulting services.  However, the Company never activated services and remained
inactive. On September 24, 1999, the Company was administratively  dissolved for
failure to file an annual report.

      On July 6, 2001 an application  for  Corporation  Reinstatement,  together
with payment of applicable fees, was filed with the Florida Department of State.
The Company was reinstated on July 23, 2001.

      On August 6, 2001  Articles  of  Amendment  were  filed  with the  Florida
Department  of State,  changing the name to: I & E TROPICALS,  INC. and changing
the authorized capital stock of the Company to Fifty Million (50,000,000) shares
of voting common stock at a par value of $.001 per share.

      The above referenced Articles of Incorporation, the Reinstatement of Media
Advisory Group, and the amendment to the Articles of Incorporation  changing the
name to I & E  Tropicals,  Inc.  are  listed  herein in ITEM 13  (Exhibits)  and
incorporated by reference as stated in the Index to Exhibits.

      On April 5,  2005  Articles  of  Amendment  were  filed  with the  Florida
Department of State,  changing the name of the Company to:  VIRIDAX  CORPORATION
and changing the  authorized  capital  stock of the Company to add Three Million
(3,000,000)  shares of Class A  Preferred  Stock at a par  value of $1.00.  This
amendment  is listed in Item 13  (Exhibits)  and  incorporated  by  reference as
stated in the Index to Exhibits.

      The Bylaws of the  Company  are listed  herein in ITEM 13  (Exhibits)  and
incorporated by reference as stated in the Index to the Exhibits.

      On April 24, 2005 Viridax,  Inc. entered into an agreement whereby Viridax
purchased  certain  bacteriophage-based  products  from Mycobis  Corporation  (a
private  corporation) in exchange for 2,000,000  shares of Viridax common stock.
This  Asset  Purchase  Agreement  is  listed  herein in ITEM 13  (Exhibits)  and
incorporated by reference as stated in the Index to Exhibits.


                                       2
<PAGE>

      (b) BUSINESS OF ISSUER

      The primary business of the Company  (operating under the former name of I
& E Tropicals,  Inc.) has been the  import/export of exotic marine life from the
Bahamas to the  Company in Florida  for  subsequent  sale to end-use  customers.
However,  due to a lack of funding the  Company has been unable to continue  its
operations and has remained  inactive since the end of its fiscal quarter ending
October 31, 2002.

      In April, 2005 a business  arrangement was reached whereby (1) the Company
purchased certain bacteriophage-based  products in exchange for 2,000,000 shares
of its common  stock,  (2) the Company name was changed to Viridax  Corporation,
and (3) new  management was put in place to operate the Company in the course of
its new primary business  direction.  The corporate  emphasis is now solely upon
the bacteriophage  products.  The Company does not intend to pursue the original
business of importing and exporting exotic marine life.

      Viridax  Corporation  (Viridax)  is  a  biopharmaceutical   discovery  and
development company formed to expedite the commercialization of new technologies
and products for the  treatment of  bacterial  infectious  diseases,  especially
antibiotic-resistant  infections.  The  bacteriophage-based  technologies  under
development  by Viridax  specifically  target  bacterial  pathogens  that incite
resistant infections in substantial human populations.

      In particular,  the Company is developing specific  bacteriophage products
for the treatment of bacterial  infections incited by Staphylococcus  aureus and
other  Staphylococcal  species  encountered  in  the  community  setting  and as
nosocomial (hospital-acquired) agents. Many strains of Staphylococcus aureus and
other  Staphylococcal  species are now resistant to most  commercially-available
antibiotics.  The  health  threat  and  economic  consequences  of common  Staph
infections are now  catastrophic  areas of both the developing and the developed
world.

      White it is the  intention  of the  Company to develop  its  products  for
treatment  in the United  States,  the Company does have the option of opening a
Phage  Therapy  Center  outside of the  United  States  and  offering  immediate
treatment using its now developed bacteriophage products.  Phage therapy Centers
now  operate  in  Tbilisi,  Republic  of Georgia  and in  Tijuana,  Mexico.  The
treatment centers in Tbilisi and Tijuana are owned by Phage International,  Inc.
(See  www.phagetherapy.org/).  If the  company  should  so  desire a  number  of
additional countries will permit these treatment centers.

      Stapyhlococcus  aureus  (S.  aureus  or  Staph)  is  a  common  infectious
bacterium,  typically  encountered  on the skin  and in the  nasal  passages  of
healthy  people.  Staph can cause serious  infections of the bone,  soft tissue,
eye, respiratory tract and blood stream, and it is one of the most common causes
of skin infections.

      1 PRODUCTS

      Viridax  plans to bring  forward a series of high value  biopharmaceutical
products based on the development of new and modified  bacteriophages  including
certain proprietary  delivery  technologies.  Viridax's first products are being
developed  for the  treatment of  Staphylococcus  aureus,  astaphylococcal  spp.


                                       3
<PAGE>

      Leading Product Candidates:

      Staphylococcus aureus Bacteriophage
      (Respiratory and Systemic Infection Products):

      Staph Respiratory Infections
      Staph Systemic Infections

      Staphylococcus aureus Bacteriophage
      (Wound Infection Products)

      Abrasion, Diabetic Ulcer and Bed Sore Infections
      Surgical and Trauma Wound Infections

      Viridax  currently  has  several  forms  of  the  retained  stocks  of its
Staphylococcal  "Product  Candidate"  Bacteriophage  maintained in incubators as
suspensions of bacteriophage in USP  physiological  saline at  concentrations of
about 10E9 - 10E10,  at a monitored  temperature of 4o C, which is their optimal
temperature for long-term stability.  This Product Candidate Bacteriophage stock
represents the core intellectual  property and biological  materials of Viridax,
and is the retained  source  material for the Company's first series of products
for the  treatment  of  ophthalmic,  respiratory,  systemic  and  topical  Staph
infections in humans.

      Regulations  of the US Food and Drug  Administration  prohibit the sale or
use  of  Out-of-date,  previously-manufactured,   therapeutic  products,  either
through  interstate  or  international  commerce.  Therefore,  Viridax  does not
maintain  stores  of  previously-manufactured   product.  However,  the  Product
Candidate Bacteriophage biological materials retained by Viridax will be used as
core starting  material for fermentation  scale-up  manufacturing of the Product
Candidate  Bacteriophage  "Drug  Substance" when  operations are initiated.  The
Viridax Product Candidate  Bacteriophage is a biological material in the form of
a bacterial  virus  (i.e.,  a lytic  bacteriophage)  that will be  amplified  by
fermentation  manufacturing  using  the  mass-culture  of  cells  of a  specific
proprietary strain of the host bacterium, Staphylococcus aureus.

      2. ESTIMATED MARKETS

      The international  infectious disease  therapeutics market grew from about
$16 billion in 1991 to more than $43 billion in 2002,  and it continues to grow.
The US market  share has grown from about 31% to about 37%,  while the  Japanese
market share has declined  from about 26% to 21%. The European  market share and
the markets in the world have remained  nearly  stable during that period,  with
Europe  represented by a 28% market share,  and the rest of the world about 15%.
The US market  share for new  generation  antibiotics  alone is  anticipated  to
exceed $12 billion within the next year.  This  phenomenal  growth  continues in
spite of the fact that bacteria  have now developed  resistance to nearly all of
the antibiotic agents that represent the product growth leaders. This has led to
a continual stream of new antibiotic  products introduced to the market, many of
which have a greatly shortened product life as a direct result of the more-rapid
development of resistance by the target infectious bacteria.


                                       4
<PAGE>

      In US  hospitals  it is  estimated  that  perhaps  3,000,000  patients are
infected each year by bacterial pathogens, and from 80,000 to 100,000 people die
from  infections,  compared with a yearly  mortality of about 8,000 in the early
1990s by infectious diseases. About 90% of Staphylococcal infections,  which are
responsible  for about 15% of all  bacterial  infections  are now  resistant  to
Penicillin, and 40-65% are resistant to methicillin.

      3. DEVELOPMENTAL STRATEGY

      Essential to the successful scale-up manufacturing of therapeutic products
for preclinical and clinical testing, regulatory approval and commercial sale is
the  establishment  of current Good  Manufacturing  Practices  (cGMP) systems of
manufacturing   that  will   result  in  the   reproducible   manufacturing   of
pharmaceutical products. Viridax managers have substantial expertise in the cGMP
manufacturing of pharmaceutical  products, and plan to have its initial products
manufactured by contract at a facility in compliance with ICH cGMP regulations.

      The bacteriophage  products are considered as biologicals by US FDA and UK
MCA standards and guidelines.  Viridax has experience in establishing systems to
these  standards.  Scale-up cGMP batches of  therapeutic  phage for clinical use
will be subcontracted  to a contract  manufacturing  organization  having direct
experience with biopharmaceutical products.

      Viridax  has  developed  a  manufacturing  relationship  with  a  contract
manufacturing  facility  in the  U.S.  that is  prepared  to  initiate  scale-up
manufacturing  to  specifications  required by Viridax for  manufacturing of the
first Staph page product in full compliance with USFDA  guidelines.  The Company
has  inspected  the  facility  and  intends to execute a contract  manufacturing
agreement upon achieving adequate funding.

      4. COMPETITION / RISK

      Competition for the Viridax technology products and markets is represented
by any and all  pharmaceutical and biotechnology  companies that discover,  make
and sell  antibiotic  products for the  treatment of  infectious  diseases.  The
competition  that may be faced by Viridax during the discovery,  development and
marketing of its products  will be  represented  by a  combination  of elements.
Competition  may  be  encountered  from  the  discovery  and  invention  of  new
antibiotics that may be analogs or derivatives of existing  antibiotics to which
resistance  genes have not yet been expressed,  or by new classes of antibiotics
for which there may not yet exist resistance  mechanisms within the genome. Such
successes are unlikely, but could represent serious competition to Viridax.

      Greater  competition  to Viridax  could be the emergence of new classes of
agents  that may  represent  novel  biological  mechanisms  of action  for which
resistance   mechanisms  are  unlikely  events.  Such  an  event  could  be  the
development  of a  new  strategy  for  antibiosis  employing  novel  biochemical
mechanisms that would reduce lysis within  bacterial cells, and that could mimic
lysozyme  activity,  or that  perhaps  could incite  lytic  activity  within the
bacterial  cell,  and that perhaps could be gene mediated.  Also,  there are new
classes of naturally occurring  biological agents being investigated that induce
the  formation of pores in bacterial  cell  membranes  and cell walls,  and that
could also result in a form of cell lysis.  Viridax is currently  unaware of any
company or technology that may represent  immediate or direct competition to its
technology  or products , but it must be assumed that  technologically-competent
scientists  and companies  are working to discover and develop new  technologies
and products that will be competitive with those of Viridax.


                                       5
<PAGE>

      There are currently several US and international  biotechnology  companies
that are  exploiting  bacteriophage  as  therapeutic  agents,  plus a number  of
academic  investigators.  Most of the firms are seeking to develop bacteriophage
for the treatment of animal disease, while others seek to develop antiseptic and
disinfectant  products using  bacteriophage as the active ingredient.  There are
only  a  few   companies   that   exclusively   seek  to   develop   therapeutic
bacteriophages.

      Biophage, Inc. - Montreal, Canada www.biophage.com.  Biophage exploits new
platform technologies in the health industry,  with focus on cancer,  infectious
diseases,  inflammation and immune  modulation.  Therapeutic  bacteriophage is a
minor emphasis.

      Biopharm  Pharmaceuticals  -  Tbilisi,  Georgia  biopharm@got.ge  Biopharm
acquired the phage production plant of the Eliava Institute. They make vitamins,
various biomedical  reagents,  probiotics,  and about 20 liters a month of phage
products for local use.

      Exponential  Biotherapies,  Inc. - Port Washington,  NY and Rockville,  MD
carltonebi@erols.com   Exponential   is  developing   bacteriophage   for  human
infectious diseases, plus for food production and companion animals.  Founded in
1993 Exponential was the first American  company devoted to phage therapy.  They
have successfully completed a Phase I clinical trial.

      GangaGen - GangaGen  Biotechnologies,  Ltd., Bangalore,  India;  GangaGen,
Inc.,   Palo  Alto,  CA  ;  GangaGen  Life  Sciences,   Inc.,   Ottawa,   Canada
www.gangagen.com GangaGen emphasizes the diagnosis,  treatment and prevention of
nosocomial infections,  secondary infections, and topical infections.  They plan
to  use  bacteriophage   technology  to  discover  new  treatments  for  enteric
infections, as well as upper respiratory tract infections.

      Hexal Gentech - Holzkirchen, German - www.hexal-gentech.com Hexal develops
novel  bacteriophage  therapeutics  for the  treatment of  multidrug  resistance
bacterial  infections.   They  emphasize  the  use  of  bacteriophage  that  are
engineered to package anti-bacterial plasmids.

      Intralytics,  Inc. - Baltimore,  MD  www.intralytix.com  Intralytics  is a
biotechnology  company focused on the production and marketing of products using
bacteriophages to control bacterial pathogens in environmental,  food processing
and medical settings.

      MicroPeace Biotechnology Consulting - Melbourne, AU micropeace@hotmail.com
MicroPeace  is developing  new  compounds  for the  treatment of  drug-resistant
bacteria.  They  search for new classes of  compounds  in novel  bacteria.  They
isolate rare bacteria as a service for industrial microbiologists who search for
novel compounds with therapeutic activity.


                                       6
<PAGE>

      Novolytics Limited - Warwick, Coventry, UK www.novolytics.co.uk Novolytics
was formed in 2002 as a spin-out from the University of Warwick,  Coventry,  UK,
to exploit  the  results of their  research  into the use of  bacteriophages  to
combat bacterial infection, initially antibiotic-resistant Staph infections.

      Phage Biotech, Ltd. - Tel Aviv, Israel  www.page-biotech.com Phage Biotech
focuses on the development, standardization, production and application of lytic
bacteriophage technology toward an array of clinical, veterinary,  agricultural,
industrial and ecologic applications.  They are conducting  pre-clinical studies
of Psuedomonas Keratitis and Endophthalmitis phage treatments.

      Phage  Tech,  Inc. - Montreal,  Canada  www.phagetech.com  PhageTech  is a
biopharmaceutical  company  focused  on the  discovery  and  development  of new
classes of antibiotics for novel antibacterial  targets based on phage genomics.
PhageTech  identifies  proteins  used by the phages to kill  bacteria,  plus the
specific bacterial targets against which those proteins interact.

      Phage     International,     Inc.    Los    Altos,     California    94024
www.phageinternational.com  Phage  International was formed in July of 2004. The
company's goal is to become a primary marketer of bacteriophage therapies in the
western world.

      Other Risk Factors

      It  has  been  established  that  Viridax  Corporation  may  face  serious
competition coming from new discoveries of antibiotics or new classes of agents.
In addition to such  considerations  Viridax  Corporation faces a number of risk
factors, some of which are outlined below:

      o     In order to move ahead to establish  clinical trials it will require
            considerable funding. There is no assurance that such funding may be
            obtained, either from joint venture partners or sales of the Company
            stock.

      o     Viridax  Corporation  is in the  development  stage and its proposed
            operations  are  subject  to  all  of  the  risks  inherent  in  the
            establishment  of a new  business.  The  Company  has  no  operating
            revenues and none are  expected  until such time as the products are
            fully tested and approved in the U.S. There can be no assurance that
            the Company will ever achieve profitability.

      o     The Company is totally  dependent  upon the technical and management
            skills of its present officers and directors.  No provision has been
            developed  to keep these key  personnel or to offset their loss with
            adequate reserves or insurance.

      o     The   Company  is  not   trading   under  any  venue  of  the  NASD.
            Consequently,  the  investor  has no  present  means  to gain a cash
            return on their investment. Also, there is no present prospect for a
            sale of the  Company.  And if the Company  should  commence  trading
            there is no way to determine  the price per share on any  consistent
            basis.


                                       7
<PAGE>

      o     Our ability to raise  additional  financing  depends on many factors
            beyond our  control,  including  the state of capital  markets,  the
            status  of  our  business  and  the  development  or  prospects  for
            development  of  competitive  business  operations  by  others.  The
            necessary  additional financing may not be available to us or may be
            available only on terms that would result in further dilution to the
            current  owners  of our  common  stock.  If we are  unable  to raise
            additional  funds  when we need  them,  we may  have to  curtail  or
            discontinue our operations.

      o     We have  not paid  any  dividends  on our  common  stock  and do not
            anticipate   paying  cash  dividends  in  the  foreseeable   future.
            Management  intends to retain any  earnings to finance the growth of
            its  business.  Management  cannot  assure you that the company will
            ever pay cash  dividends.  Accordingly,  holders of our common stock
            will have to rely on the  appreciation  thereof  and the  ability to
            sell shares on the public market or as a private sale to realize any
            monies from holding the Company stock.

      REGULATORY CONSIDERATIONS

      The Viridax'  products will be regulated by governing  authorities  in the
United  States,  the UK and  the  EU,  and  other  countries,  both  within  the
International  Conference on Harmonization  (ICH) and without,  according to the
country's  local  regulatory  requirements.  The regulatory  process in European
Community  (EEC) is similar to that in the USA. The clinical  trials  process is
initiated by filing a CTX (the US  equivalent  is the  Investigational  New Drug
Application or IND) for therapeutic  products with the Medicines  Control Agency
(MCA), which is analogous to the US Food and Drug Administration  (FDA). The MCA
application  dossier  contains,  among  other  sections,  (1) A  summary  of the
dossier,  (2)  Chemical,   pharmaceutical  and  biological  documentation,   (3)
Pharmacotoxicolological  documentation;  and, (4) Clinical trials documentation,
all of which are similar to the US counterpart.

      In  the  US,  such  products  are  regulated  by  the  US  Food  and  Drug
Administration (FDA) pursuant to the federal Food, Drug and Cosmetic Act and the
Public Health Service Act. These  regulations  govern  preclinical  and clinical
testing conducted to establish safety and effectiveness, product licensure prior
to marketing, and manufacturing compliance. In addition to FDA regulations,  the
Company is also  subject to other  federal  and state  regulations,  such as the
occupational  Safety and Health Act and the  Environmental  Protection  Act. The
major steps  required  before a  pharmaceutical  agent may be marketed in the US
include (1) preclinical testing, (2) submission to the FDA of an IND, which must
become effective prior to commencing human clinical trials,  (3) the performance
and evaluation of scientifically-valid and well-controlled human clinical trials
to establish safety and efficacy, (4) submission of a New Drug Application (NDA)
or a product License  Application  (PLA) to the FDA, and (5) FDA approval of the
NDA or PLA prior to product  commercialization.  In  additional to obtaining FDA
approval for each product,  each drug  manufacturing  establishment must undergo
pre-approval inspection by the FDA.


                                       8
<PAGE>

      The  Company's  regulatory  strategy is to expedite  clinical  trials,  to
enable  registration  and  marketing  approval  through  MCA and FDA  sanctioned
accelerated  review and approval  mechanisms  for products for  life-threatening
diseases or products with a compelling pharmacoeconomic benefit. All preclinical
studies  will be  conducted  in  compliance  with FDA  current  Good  Laboratory
Practices (cGLP)  guidelines,  as well as international  standards for worldwide
licensing.  It should be noted that the Company has the alternative  development
option of selling its  products  outside the United  States  should it encounter
difficulties in complying with federal requirements that are now unforeseen.

      EMPLOYEES

      At the present time, the Company President is the only full-time employee.

      CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

      This  report  contains  forward-looking  statements  within the meaning of
Section 27A of the  Securities  Act and Section 21E of the Exchange Act. We have
based these  forward-looking  statements largely on our current expectations and
projections  about future  events and financial  trends  affecting the financial
condition of our business.  These forward  looking  statements  are subject to a
number of risks, uncertainties and assumptions, including, among other things:

            o     Our ability to obtain capital;
            o     Our ability to fully implement our business plan;
            o     General economic and business conditions,  both nationally and
                  in our markets;
            o     Our  expectations  and estimates  concerning  future financial
                  performance, financing plans and the impact of competition;
            o     Anticipated trends in our business;
            o     Other risk  factors  set forth under  "Other Risk  Factors" in
                  this report.

      In addition, in this report, we use words or phrases such as "high value",
"plans,"  "expects,"  "future,"  "intends," and similar  expressions to identify
forward-looking statements.

      We   undertake   no   obligation   to  update   publicly   or  revise  any
forward-looking  statements,  whether  as a result  of new  information,  future
events or otherwise  after the date of this report.  In light of these risks and
uncertainties,  the forward-looking  events and circumstances  discussed in this
report may not occur and  actual  results  could  differ  materially  from those
anticipated or implied in the forward-looking statements.


                                       9
<PAGE>

ITEM 2. DESCRIPTION OF PROPERTY

      The  Company  owns no real  property,  nor  does  it  have  any  leasehold
interests at this time.

      The Company  executive  offices are provided,  without  payment of rent at
this time at 270 NW 3rd Court, Boca Raton, Florida. This address is the location
of the offices of Ledyard H. DeWees,  P.A.,  the law firm  representing  Viridax
Corporation which has agreed to provide office space and secretarial  assistance
without charge.

ITEM 3. LEGAL PROCEEDINGS

      There is no litigation of any type whatsoever  pending or threatened by or
against the Company, its officers and/or its directors.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

      Not applicable.


                                       10
<PAGE>

                                     PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

      (A) MARKET INFORMATION

      There is no public  trading market for the Company's  stock.  In November,
2005 Empire Financial Group, Inc., a broker-dealer located in New York, New York
filed  Form 211 on  behalf  of the  Company  with the  National  Association  of
Securities Dealers (NASD) to obtain a listing on the OTC:BB. This application is
pending.

      (B) HOLDERS

      There are 171 shareholders of record of the Company's common stock.

      (C) DIVIDENDS

      The Company has not paid any  dividends  to date and has no plans to do so
in the foreseeable future.

      (D) SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS.

      None.

      (E) RECENT SALES OF UNREGISTERED SECURITIES

      On April 24, 2005 the Company  executed an Asset  Purchase  Agreement with
Mycobis  Corporation,  a private  company,  whereby  Viridax  purchased  certain
bacteriophage-based  products in  exchange  for  2,000,000  shares of its common
stock. A copy of this Agreement is included herein by reference. See Exhibit 13.
The Company claimed exemption from registration  pursuant to Section 4(2) of the
Securities  Act of 1933, as amended,  (the "Act") as being a transaction  by the
issuer not involving any public  offering.  In  consideration  of the factors in
determining  whether a transaction is a public offering,  such factors being (1)
the  number of the  offerees  and their  relationship  to each  other and to the
issuer, (2) the number of units offered,  (3) the size of the offering,  (4) the
manner of the  offering,  the Company takes the position that because the number
of offerees was one, the shares as issued were restricted, and the manner of the
offering was a business  transaction  under direct  negotiation  between the two
parties, no public offering was involved.

      By approval of the Board of Directors,  on April 15, 2005 the Company sold
25,000 shares of its common stock to an unrelated non-affiliated  individual for
the cash price of  $25,000.00  and on April 29,  2005 the  Company  sold  15,000
shares of its common stock to an  unrelated  non-affiliated  individual  for the
cash price of $15,000.00.  In both  situations,  the Company claims an exemption
under  Section  4(2) of the Act,  based on the factors as set forth  above,  the
Company  takes  the  position  that  these two  separate  sales  were  sales not
involving a public offering,  The purpose of the 4(2) exemption was to permit an
issuer to make a specific  or  isolated  sale of its  securities  to  particular
persons  without  incurring the expense of  registration.  That is precisely the
situation in the sales identified above to sophisticated investors.


                                       11
<PAGE>

      On June 1, 2005 the Company  entered into a Stock Purchase  Agreement with
Mason-Fenway,  a Seychelle  Islands  Corporation,  for the sale of up to 500,000
shares of its common stock.  A total of 357,167 shares of common stock were sold
in various  increments at a cash price of $1.00 per share.  No commissions  were
paid.  The Stock Purchase  Agreement was terminated  April 25, 2006. The Company
claimed an exemption from registration under Regulation S, as promulgated by the
Securities and Exchange Commission.  The facts relied upon to claim an exemption
under  Regulation  S are:  (1) the offer and sale of the  shares  was made in an
offshore  transaction  because the  purchaser was not a person within the United
States and when all  purchases  were made the  purchaser  was outside the United
States,  (2) there were no directed  selling efforts because the shares were all
sold to a single  entity and the  consideration  of  activities to condition the
market with respect to the stock being sold was inapplicable.  The Company comes
within the  Category 2 safe  harbor as set forth in Rule  903(c)(2)  because the
sale of the common stock complies with the general conditions of Rule 903(a) and
(b) and the stock certificates bear restrictive legends that meet the Regulation
S selling  restrictions  in terms of  transactional  restrictions  and  offering
restrictions.

      On July 1, 2005 the Company  entered into a Stock Purchase  Agreement with
Rowland Associates, A BVI limited company, for the sale of 400,000 shares of its
common  stock.  A total of 188,173  shares were sold in various  increments at a
cash  price of $0.80 per  share  amounting  to a total  cash  price of  $153,476
(rounded). No commissions were paid. The Stock Purchase Agreement was terminated
on April 25, 2005.  The Company  claimed an exemption  from  registration  under
Regulation S, as promulgated by the Securities & Exchange Commission.  The facts
relied upon to claim the  Regulation S exemption  and the Category 2 safe harbor
are  identical to the facts as specified  above in respect to the offer and sale
of the common stock with Mason-Fenway.

      On March 31, 2006, the Board of Directors of Viridax Corporation  approved
the  efforts  of the  Company  in  filing  with  the  German  Federal  Financial
Supervisory Authority (BaFin) a sales prospectus providing for the sale of up to
the authorized  limit of 3,000,000  shares of its Class A Preferred  Stock,  Par
Value $ 1.00 per share,  pursuant to the rules and  requirements of Regulation S
as promulgated by the United States Securities and Exchange Commission. Pursuant
to  the  terms  of  that  prospectus,  East  Slope  Funding  Corp.,  a  Colorado
corporation,  has been  designated  as the  Escrow  Agent to  receive  the gross
proceeds  as paid by a given  subscriber  and to pay the net sum of US $3.50 per
share  to the  Company  and  deliver  a copy  of  the  purchaser's  subscription
agreement.  Under this arrangement,  and within exemptions from the requirements
of the prospectus, 10,500 shares have been sold to eight individuals for a total
cash consideration of $36,750. No sales commissions were paid. Final approval of
the prospectus by the BaFin is pending.


                                       12
<PAGE>

      The Company  claimed an exemption  from  registration  under  Regulation S
based  upon the  following  facts:  (1) the offer and sale of the shares to each
individual  purchaser was an offshore  transaction  because each purchaser was a
resident  of Germany at the time of the  transaction  and  located  within  that
country,  (2) there were no  directed  selling  efforts and no  activities  were
undertaken to condition the market. The Company comes within the Category 2 safe
harbor as set forth in Rule  903(c)(2)  because the sale of the preferred  stock
complies  with the  general  conditions  of Rule  903(a)  and (b) and the  stock
certificates  bear  restrictive  legends  that  meet the  Regulation  S  selling
restrictions in terms of transactional restrictions and offering restrictions.

      The Class A Preferred Stock is non-cumulative  and non-voting.  Each share
of Preferred  Stock is convertible to Common Stock as follows:  (1) if the owner
wishes to exchange  the  certificate  within one year from the date of purchase,
that  owner  shall  receive  four  shares of Common  Stock for each one share of
Preferred  Stock,  (2) if the owner  wishes to exchange  the  certificate  after
owning it for a period  longer than one year but less than two years,  the owner
shall receive 4.4 shares of Common Stock for each one share of Preferred  Stock,
(3) if the owner wishes to exchange the certificate after owning it for a period
longer than two years but less than three  years,  the owner  shall  receive 4.6
shares of Common  Stock for each one share of  Preferred  Stock,  and (4) if the
owner wishes to exchange the certificate  after owning it for three years,  that
owner shall  receive five shares of Common Stock for each one share of Preferred
Stock.  Once an owner has owned the Preferred Stock for three years,  the option
to convert to Common Stock must be exercised  within 30 days  thereafter  or the
conversion option shall lapse.

      On April 12, 2006,  with approval of the Board of  Directors,  the Company
entered into a Stock Purchase  Agreement with  Innovative  Strategies,  a Panama
Company, for the sale to Innovative  Strategies of up to 1,000,000 shares of the
Company's Common Stock, at irregular  intervals,  on a best efforts basis, at US
$1.00 per share.  As of the date of this  filing,  the  Company  has sold 12,750
shares  for a net to the  Company of  $12,750.  All shares as sold are subect to
Regulation S under which the Company has claimed an exemption from registration.
The facts  relied upon to claim an  exemption  under  Regulation  S are: (1) the
offer and sale of the shares was made in an  offshore  transaction  because  the
purchaser was an entity  outside of the United  States when the  purchases  were
made, (2) there were no directed selling efforts because the shares were sold to
a Single entity and the consideration of activities to condition the market with
respect to the stock being sold was  inapplicable.  The Company comes within the
Category 2 safe  harbor as set forth in Rule  903(c)(2)  because the sale of the
common stock complies with the general conditions of Rule 903(a) and (b) and the
stock  certificates bear restrictive  legends that meet the Regulation S selling
restrictions in terms of transactional  restrictions and offering  restrictions.
This Agreement with Innovative Strategies is ongoing.

ITEM 6. PLAN OF OPERATION

      The  Company's  Plan of Operation for the next twelve months is to acquire
adequate   laboratory   space  to  continue  the   development   of  high  value
biopharmaceutical  products,  to  complete  a  contractual  relationship  with a
manufacturing  facility to produce the  Company's  first Staph phage  product in
compliance with USFDA guidelines,  to commence preclinical and clinical testing,
and to obtain the financing necessary to achieve these objectives.  In addition,
Viridax intends to initiate an Intellectual  property strategy and program,  and
to engage the services of one or more key  scientists  to formulate and initiate
the technology strategic plan.


                                       13
<PAGE>

      The  Company  has  engaged  the   services  of  Speckman   Law  Group,   a
biotechnology  intellectual property law firm in Seattle,  Washington (SLG). SLG
has initiated key science  literature  searches and prior art patent searches to
evaluate the baseline of information  related to the Company's  anticipated  new
intellectual property strategy. In addition,  SLG has completed searches and has
filed Trademark  applications to protect the Company's name and logotype, and to
assure there is no conflict  regarding the Company's proposed product names. The
engagement of SLG, and SLG's new Intellectual Property and scientific literature
work  assignments,  preclude  the need  for  additional  consulting  work as was
performed previously by an outside consultant.

      Viridax  plans to engage the  Services  of several key  scientists  having
specific experience in the fields of Bacteriophage biology and therapeutics. The
Company intends to engage the scientists as full-time  employees of Viridax upon
completion of the current  financing.  Each scientist employed is anticipated to
hold a PhD degree and have direct experience in the discovery and development of
therapeutic bacteriophages.

      Viridax  continues to negotiate a lease agreement for finished  laboratory
and office space in Bothell, WA (Canyon Park Bothell, WA). The targeted space is
approximately  5,000 square feet  consisting of about 4,000 square feet of fully
configured  laboratory  space and about 1,000 square feet of office  space.  The
space was built to  specifications  and  occupied by a  biotechnology  firm that
moved to expansion space in Seattle,  WA. The laboratory  space is fully founded
with laboratory benching, air, water and gas fixtures, appropriate power for the
required laboratory equipment,  built-in walk-in  refrigerators,  built-in media
and autoclave equipment,  hepafiltered air supply, separate contained laboratory
spaces and  secured  access.  The subject  laboratory  and office  space  remain
available to the Company, and the Company intends to execute the said lease upon
completion of the current financing.

      Viridax  continues with its discussions  and proposals for  collaborations
with government agencies and private  biopharmaceutical firms in Russia, Hungary
and  Romania.  The  Russian  firm has  proposed to provide  preclinical  testing
services, manufacturing operations and clinical trials resources for the Viridax
products  as  part of its  package  of  offerings  for  negotiation.  Similarly,
government  and  private  company  representatives  in both  Hungary and Romania
express their  continued  interest in  collaborating  with Viridax,  and Viridax
continues  to  explore  the  various  scientific,  manufacturing  and  marketing
opportunities  that could be available as a result of negotiating  and executing
mutually  beneficial   collaborative   agreements.   Additional,   due-diligence
evaluations, proposals and counterproposals are in process, with regard to these
emerging technology and business opportunities. Subsequent to the last quarterly
report there have been additional and ongoing  positive  communications  between
Viridax and the Russian, Hungarian and Romanian representatives,  and additional
meetings are anticipated.  However,  no final arrangements have been agreed upon
at this time .


                                       14
<PAGE>

      A long-range objective of Viridax Corporation is to bring forward a series
of high value  biopharmaceutical  products  based on the  development of new and
modified  bacteriophages  including certain proprietary  delivery  technologies.
While the Company has the option of taking its bacteriophage  therapy to foreign
countries,  such as phage  therapy  centers  now  operating  in the  Republic of
Georgia and in Mexico, the Company has decided to gain approval under the United
States federal and state  regulations in order to market its products  initially
in the US. As a consequence,  until all required  testing is completed and final
approvals  obtained,  the Company will not expect any revenue  stream.  It does,
however,  expect  that  funding  from sales of its stock will be  sufficient  to
maintain the Company until revenues in the United States may be obtained.  There
can be no  assurance  that the  anticipated  stock  sales  will be  realized  as
anticipated.  If  required,  the  Company  may seek  funds in the form of loans.
However,  the Company has not entered into any loan agreements at this time, and
there is no assurance that adequate,  or any, loans could be obtained that would
be sufficient to continue operations.

      At the present rate of  expenditures,  with no pending prospect of Company
revenues from  operations,  the Company  estimates  that it has funds on hand to
continue  operations for the next six months.  However,  the Company anticipates
that it will derive  significant cash flow from the sales of its Preferred Stock
(See Item 5, Part II) in Europe and its Common Stock  pursuant to its  agreement
with Innovative  Strategies (See Item 5, Part II). Subsequent to April 30, 2006,
the Company has sold 10,500 preferred and 12,750 common shares for cash totaling
$36,750 and $12,750,  respectively.  There is no assurance that the  anticipated
sales will be realized.

      The  Company has its  President  as its present  sole  full-time  salaried
employee.  While the Company does anticipate  hiring  additional  employees,  no
decisions have been made by the Board of Directors at this time.

ITEM 7. FINANCIAL STATEMENTS

      Attached audited  financial  statements for Viridax  Corporation,  for the
year  ended  April  30,  2006  are  submitted  in  compliance  with  Item 310 of
Regulation S-B.

ITEM 8. CHANGES IN AND DISAGREEMENT WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
        DISCLOSURE.

      Not applicable.


                                       15
<PAGE>

ITEM 8A. CONTROLS AND PROCEDURES

      Under the supervision and with the participation of management,  including
the Chief Executive Officer,  as the primary Executive Officer, we evaluated the
effectiveness  of the  design  and  operation  of our  disclosure  controls  and
procedures  (as defined in Rule 13a-15(e)  under the Securities  Exchange Act of
1934 (the  "Exchange  Act")).  Based on that  evaluation,  our  Chief  Executive
Officer has concluded  that, as of the end of the period covered by this report,
our  disclosure  controls  and  procedures  are  effective  to  ensure  that the
information  required  to be  disclosed  by us in the  reports we file or submit
under the Exchange Act is recorded,  processed,  summarized and reported, within
the time periods specified in the applicable rules and forms.  During the period
covered  by this  Annual  Report  on Form  10-KSB,  there  was no  change in our
internal  control over financial  reporting (as defined in Rule 13a-15(f)  under
the  Exchange  Act)  that  materially  effected,  or  is  reasonably  likely  to
materially effect, our internal control over financial reporting.  Our principal
executive and  financial  officer  concluded  that our  disclosure  controls and
procedures were effective in ensuring that information  required to be disclosed
by our  Company  in the  reports  that it  files  or  submits  under  the Act is
accumulated and communicated to the issuer's management, including its principal
executive  and  principal   financial  officer  or  persons  performing  similar
functions,   as  appropriate  to  allow  timely  decisions   regarding  required
disclosure.

ITEM 8B. OTHER INFORMATION

      Not applicable


                                       16
<PAGE>

                                    PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
        WITH SECTION 16(A) OF THE EXCHANGE ACT

      (A) IDENTIFY DIRECTORS AND EXECUTIVE OFFICERS

Name                                Age     Position

Richard C. Honour                   66      President, Chief Executive Officer
                                            Director, Chairman

Kenneth E. Lehman                   60      Chief Financial Officer

Ledyard H. DeWees                   74      Secretary

Michael C. Maloney                  55      Director

Javid Sheikh                        52      Director

Brett L. DeWees                     40      Director

      Richard C. Honour, Ph.D., President and CEO, Director

      From  1997-2002,  Dr.  Honour  served  as the  President  and CEO of Phage
Therapeutics, Inc. and Phage Therapeutics International, Inc. companies involved
in the discovery and development of  bacteriophage  pharmaceutical  products for
the treatment of antibiotic-resistant and other bacterial infections. In 2003 he
served as a Director of Phage  Genomics,  Inc., a company  also  involved in the
discovery  and  development  of  bacteriophage  pharmaceutical  products for the
treatment of  antibiotic-resistant  and other bacterial infections.  In 2002, to
the present day he is a Director of Eulara Corporation,  a company that develops
and markets skin care products and dietary  supplements.  He is also the current
President of Mycobis Corporation,  a Florida biopharmaceutical company formed to
discover  and develop  bacteriophage  therapeutic  agents for the  treatment  of
antibiotic-resistant  and sensitive bacterial pathogens. Dr. Honour was named to
the Board of Directors on April 25, 2005.

      Ledyard H. DeWees, Esq., Secretary

      Mr. DeWees is an attorney and a member of the Florida Bar since 1959.  For
the past five years he has limited  his  practice to  corporate  and  securities
laws. He was named as Secretary on April 25, 2005.


                                       17
<PAGE>

      Michael C. Maloney, RAC, Director

      Mr. Maloney has 28 years of experience in FDA regulated  medical  products
including medical devices, in vitro diagnostics, drugs, biologics, critical care
monitoring equipment and contract manufacturing.  He was President and CEO of La
Haye  Laboratories,  Inc.  from  1997-2001  and  President  and  CEO of  Emerald
Pharmaceuticals,  L.P. from 2001-2004. He is currently Senior Regulatory Affairs
Specialist of ZymoGenetics,  Inc. Mr. Maloney holds a BA in Biological  Sciences
from San Jose State University and is regulatory affairs certified (RAC) through
the  Regulatory  Affairs  Professional  Society.  He was  named to the  Board of
Directors on April 25, 2005.

      Javaid L Sheikh, MD, MBA, Director

      Dr.  Sheikh.  has served as Associate  Professor of  Psychiatry,  Stanford
School of Medicine, from 1993 to the present day. From 1997 to the present he is
also the Associate Chief of Staff for Mental Health,  Veterans Affairs Palo Alto
Health Care System and Staff Physician, Psychiatry Service, VA, Palo Alto Health
Care System.  In addition to his  university  teaching,  research and  physician
practice responsibilities,  Dr. Sheikh is also Scientific Advisor and Consultant
for seven multinational  pharmaceutical companies. He is the author or co-author
on more than 100  peer-reviewed  articles  and  abstracts  in various  fields of
psychiatry  and behavioral  sciences.  He was named to the Board of Directors on
April 25, 2005.  Dr.  Sheikh is also a Director of Liska  Biometry,  a reporting
company.

      Brett L. DeWees, Director

      Since  2001,  Brett  DeWees has served as the  President  and  Director of
Viridax  Corporation.  In addition  to his duties as a Director of Viridax,  Mr.
DeWees is the President and CEO of Underwater Marine Collectors, Inc., a Florida
corporation  whose  primary  activity is the  collection  of exotic marine life,
since June 2003.

      Kenneth E. Lehman, MBA, Chief Financial Officer, Director

      Mr. Lehman has more than 28 years of  experience in managerial  accounting
and project  management.  He has  corporate  operational  experience  in general
accounting with specific emphasis on budgets, financial statements and analysis,
accounting policies and procedures, fixed asset management and auditing. While a
New Ventures  Manager at US West, Inc. from 1972 - 2000, Mr. Lehman  established
and implemented regional  non-regulated  accounting  procedures for Wireless PCS
equipment  and Spectrum  licenses.  From  2000-2002 he was  controller  of Phage
therapeutics,  Inc.  and  from  2002-2005  he  was  Vice  President  of  Mycobis
Corporation. He was named to the Board of directors on April 29, 2005.

      (B) Family Relationships

      Brett DeWees, Director, is the son of Ledyard H. DeWees, Secretary.  There
are no other family relationships


                                       18
<PAGE>

      (C) INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS

      Not applicable.

      (D) AUDIT COMMITTEE, FINANCIAL EXPERT

      The  audit  committee  has  one  financial  expert  serving  on its  audit
committee.  The name of the  financial  expert is Kenneth E.  Lehman,  MBA.  Mr.
Lehman  holds a Bachelor  of Arts,  Accounting,  degree from the  University  of
Washington  and a Masters of business  Administration,  Finance and  Accounting,
degree  (1986) from City  University,  Seattle.  Mr.  Lehman is  independent  as
provided within Schedule 14A of Regulation S-B in that,  other than his capacity
as an officer and director of the Company, he does and has not accepted directly
or indirectly  any  consulting,  advisory,  or other  compensatory  fee from the
Company and is not an affiliated person of the Company.

      (E) IDENTIFICATION OF THE AUDIT COMMITTEE

      The  Company  has  established  a  separately-designated   standing  audit
committee in  accordance  with Section  3(a)(58)(A)  of the Exchange Act (15 USC
78c(a)(58)(A)  ). The members of this  committee  are Kenneth E.  Lehman,  Chief
Financial Officer, and Richard C. Honour, President.

      The audit committee has adopted a formal charter  specifying (i) the scope
of  the  audit  committee's   responsibilities   and  how  to  carry  out  those
responsibilities,  including structure,  processes and membership  requirements,
(ii) receipt from the outside auditor of a formal written statement  delineating
all  relationships  between  the  auditor  and  the  Company,   consistent  with
Independence Standards Boards Standard I, and the Committee's responsibility for
actively  engaging  in  communications   with  the  auditor  pertaining  to  any
relationships  that may impact the  objectivity  of the  auditor and (iii) items
pertaining to the outside auditor's accountability to the Board of Directors and
the audit committee.

      The audit committee has also adopted guidelines and procedures  consistent
with the requirements and standards of Section 301 of the  Sarbanes-Oxley Act of
2002, amending Section 10A of the Securities Exchange Act of 1934.

      (F) CODE OF ETHICS

      The Company has  adopted a Code of Ethics  that  applies to the  Company's
chief  executive  officer,   principal  accounting  officer  or  controller,  or
employees of whatever designation performing similar functions.

      For purposes of clarification, the term "code of ethics" means the written
standards that are reasonably designed to deter wrongdoing and to promote:

      o     Honest and ethical conduct, including the ethical handling of actual
            or apparent  conflicts of interest between personal and professional
            relationships.

      o     Full,  fair,  accurate timely and  understandable  disclosure in the
            periodic reports required to be filed by the company.


                                       19
<PAGE>

      o     Compliance with applicable governmental laws, rules and regulations.

      o     Prompt internal  reporting to the appropriate  persons identified in
            the code of violations of the code; and

      o     Accountability for adherence to the code.

      The full text of the  Company's  "Code of Business  Conduct and Ethics" is
included  herein by  reference.  See Exhibit 13. The company will provide to any
person  without  charge a copy of its Code of  Business  conduct and Ethics upon
receiving  a  written  request  therefore  at the main  office  of the  Company,
delivered by letter or facsimile form.

ITEM 10. EXECUTIVE COMPENSATION

      (a) GENERAL

      The payroll  records and  financial  statements  show  increase  effective
December 1, 2005

      Effective  January 1, 2006 the monthly salary  compensation for Richard C.
Honour,  President,  was  increased  to  $10,000  monthly.  There  are no  other
compensation arrangements.

      (b) SUMMARY COMPENSATION TABLE

      Not applicable. No executive compensation plan is under consideration.

      (c) OPTION/SAR GRANTS TABLE

      Not applicable.

      (d) AGGREGATED  OPTION/SAR EXERCISES AND FISCAL YEAR-END OPTIONS/SAR VALUE
          TABLE

      Not applicable.

      (e) LONG-TERM INCENTIVE PLAN ("LTIP") AWARDS TABLE

      Not applicable.

      (f) COMPENSATION OF DIRECTORS

      There are no arrangements  whatsoever  pertaining to compensation  for the
directors, including expense reimbursement.

      (g)   EMPLOYMENT    CONTRACTS   AND    TERMINATION   OF   EMPLOYMENT   AND
            CHANGE-IN-CONTROL ARRANGEMENTS

      Not applicable.


                                       20
<PAGE>

      (h) REPORT ON REPRICING OF OPTIONS/SAR's

      Not applicable.

ITEM 11.  SECURITY  OWNERSHIP OF CERTAIN  BENEFICIAL  OWNERS AND  MANAGEMENT AND
          RELATED STOCKHOLDER MATTERS

      (a) SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

      None

      (b) SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS

      The table below lists the  beneficial  ownership of the  Company's  voting
securities  by each person  known by the Company to be the  beneficial  owner of
more than 5% of such voting securities..

<TABLE>
<CAPTION>
                      Name and Address                          Amount and Nature          Percent of
Title of Class       of Beneficial Owner                       of Beneficial Owner           Class
------------------------------------------------------------------------------------------------------
<S>                 <C>                                        <C>                           <C>
Common              Brett L. DeWees                            6,914,153 shares              28.44%
                    737 SE 1st Way, Apt. 107                   Direct Ownership
                    Deerfield Beach, FL 33441
------------------------------------------------------------------------------------------------------
Common              Bonnie Irby                                2,000,000                     08.22%
                    737 SE 1st Way, Apt. 107                   Direct Ownership
                    Deerfield Beach, FL 33441
------------------------------------------------------------------------------------------------------
Common              Mycobis Corporation                        8,000,000 shares              32.91%
                    19211 64th Place, NE                       Direct Ownership
                    Kenmore, WA  98028
------------------------------------------------------------------------------------------------------
</TABLE>

      (C) SECURITY OWNERSHIP OF MANAGEMENT

<TABLE>
<CAPTION>
                      Name and Address                          Amount and Nature          Percent of
Title of Class       of Beneficial Owner                       of Beneficial Owner           Class
------------------------------------------------------------------------------------------------------
<S>                 <C>                                        <C>                           <C>
Common              Brett L. DeWees                            6,914,153 shares              28.44%
                    737 SE 1st Way, Apt. 107                   Direct Ownership
                    Deerfield Beach, FL 33441
------------------------------------------------------------------------------------------------------
</TABLE>

      Note:  No  listed  beneficial  owner  has the  right to  acquire  options,
warrants, rights, conversion privileges or similar obligations.


                                       21
<PAGE>

      (D) CHANGES IN CONTROL

      Not applicable

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      Not applicable

ITEM 13. EXHIBITS

      (a) INDEX TO EXHIBITS

      Exhibit Number        Page Number        Description
      --------------        -----------        -----------

      3(i)(a)                                  *Articles of Incorporation of
                                               Media Advisory Group, Inc.

      3(i)(b)                                  *Certification of  Reinstatement

      3(i)(c)                                  *Articles of Amendment changing
                                               name to I & E Tropicals, Inc.

      3(i)(d)                                  **Articles of Amendment changing
                                               name to Viridax Corporation

      3(ii)                                    *Bylaws of Viridax Corporation

      10                                       **Asset Purchase Agreement

      14                                       **Code of Ethics

      31.1                      E-1            Certification by President

      31.2                      E-3            Certification by Chief Financial
                                               Officer

      32.1                      E-5            Certification, 18 U.S.C.

      32.2                      E-6            Certification, 18 U.S.C.

*Incorporated by reference to Form 10-SB/12G, filed 1/7/02.

**Incorporated by reference to Form 10-KSB, filed on 6/27/05.

      (b) REPORTS ON FORM 8-K

      None.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

      (A) Audit Fees

      The aggregate fees billed for professional services rendered for the audit
of annual financial statements included in Form 10-KSB for the fiscal year ended
April 30, 2006 and for the review of quarterly financial  statements included in
Form 10-QSB for the quarters  ended July 31, 2005,  October 31, 2005 and January
31, 2006 were $23,750.


                                       22
<PAGE>

      The aggregate audit fees billed for professional services rendered for the
audit of annual financial statements included in Form 10-KSB for the fiscal year
ended  April 30,  2005 and for the  review  of  quarterly  financial  statements
included in Form 10-QSB for the quarters  ended July 21, 2004,  October 31, 2004
and January 31, 2005 were $8,250.

      (B) Audit-Related Fees

      None.

      (C) Tax Fees

      The  aggregate  fees  billed  in each of the last  two  fiscal  years  for
professional  services rendered by the principal accountants for tax compliance,
tax advice, and tax planning were $650. The services  comprising these fees were
for the preparation of federal and state tax returns

      (D) All Other Fees

      None.

      (E) Pre-Approval Policies

      The Audit Committee is required to pre-approve  all auditing  services and
permitted  non-audit  services  (including  the fees and  terms  thereof)  to be
performed for the Company by its independent auditor,  subject to the de minimis
exception  for  non-audit  services  described  in Section  10A(i)(1)(B)  of the
Securities  Exchange Act of 1934 that are approved by the Audit  Committee prior
to the completion of the audit.


                                       23
<PAGE>

                                   SIGNATURES

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


Dated:  August 7, 2006                            By: /s/ Richard C. Honour
                                                      --------------------------
                                                      Name:  Richard C. Honour
                                                      Title: President

      In accordance  with the Exchange Act, this report has been signed below by
the following  persons on behalf of the  registrant and in the capacities and on
the dates indicated.


/s/   Richard C. Honour                             President and Director
------------------------------------
Richard C. Honour


/s/   Ledyard H. DeWees                             Secretary
------------------------------------
Ledyard H. DeWees


/s/   Michael C. Maloney                            Director
------------------------------------
Michael C. Maloney


/s/   Javaid Sheikh                                 Director
------------------------------------
Javaid Sheikh


/s/   Brett L. DeWees                               Director
------------------------------------
Brett L. DeWees


/s/ Kenneth E. Lehman                               Chief Financial Officer
------------------------------------                Director
Kenneth E. Lehman


                                       24
<PAGE>

                               VIRIDAX CORPORATION

                          (A Development Stage Company)

                              FINANCIAL STATEMENTS

                                 APRIL 30, 2006

<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)

                                    CONTENTS

                                                                        PAGE

Independent Auditor's Report                                            F-1

Financial Statements:

   Balance Sheet                                                        F-2

   Statements of Operations                                             F-3

   Statements of Changes in Stockholders' Equity (Deficit)           F-4 to F-6

   Statements of Cash Flows                                          F-7 to F-8

   Notes to Financial Statements                                     F-9 to F-17

<PAGE>

                          INDEPENDENT AUDITOR'S REPORT

To The Board of Directors
Viridax Corporation

We have  audited  the  accompanying  balance  sheet of  Viridax  Corporation  (a
development stage company),  as of April 30, 2006 and the related  statements of
operations,  changes in  stockholders'  equity  (deficit) and cash flows for the
years  ended  April  30,  2006 and 2005 and for the  period  from  July 1,  1998
(inception)  through  April  30,  2006.  These  financial   statements  are  the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audit.

We conducted  our audits in  accordance  with  standards  of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the  financial  position  of  Viridax  Corporation  (a
development  stage  company)  as of  April  30,  2006,  and the  results  of its
operations  and its cash flows for the years  ended  April 30, 2006 and 2005 and
for  the  period  from  July 1,  1998  (inception)  through  April  30,  2006 in
conformity with accounting principles generally accepted in the United States.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  discussed  in Note 7 to the  financial
statements,  the Company does not have  sufficient  working  capital to carry it
through the next twelve months.  This condition raises  substantial  doubt about
its ability to continue as a going concern.  Management's  plans  regarding this
matter are also described in Note 7. The  accompanying  financial  statements do
not  include  any  adjustments  that  might  result  from  the  outcome  of this
uncertainty.


August 2, 2006                                    /s/Earl M. Cohen, C.P.A., P.A.

Boca Raton, Florida                               Certified Public Accountant


                                      F-1
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                                  BALANCE SHEET
                                 APRIL 30, 2006

                                     ASSETS

CURRENT ASSETS
 Cash                                                                 $   32,411
 Note receivable and accrued interest - related party                      4,049
 Miscellaneous receivable                                                    511
                                                                      ----------

         Total Current Assets                                             36,971

COMPUTER EQUIPMENT - NET                                                   3,111

OTHER ASSET
 Bacteriophage material                                                2,000,000
                                                                      ----------

TOTAL ASSETS                                                          $2,040,082
                                                                      ==========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable and accrued expenses                               $    6,616

STOCKHOLDER'S EQUITY                                                   2,033,466
                                                                      ----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                            $2,040,082
                                                                      ==========


                Read accompanying Notes to Financial Statements.


                                      F-2
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS

                                                                      July 1,
                                                                       1998
                                    Year Ended      Year Ended     (Inception)
                                     April 30,       April 30,     to April 30,
                                       2006           2005             2006
                                   ------------    ------------    ------------

REVENUE                            $         --    $         --    $        735

EXPENSES
 General and administrative             535,091          12,101         573,016
                                   ------------    ------------    ------------

NET (LOSS)                         $   (535,091)   $    (12,101)   $   (572,281)
                                   ============    ============    ============

(LOSS) PER SHARE                   $       (.02)   $         --    $       (.05)
                                   ============    ============    ============

WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING           24,281,530       3,919,702      11,892,679
                                   ============    ============    ============


                Read accompanying Notes to Financial Statements.


                                      F-3
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)

             STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
           PERIOD FROM JULY 1, 1998 (INCEPTION) THROUGH APRIL 30, 2006

<TABLE>
<CAPTION>
                                                                                             Deficit
                                                                                           Accumulated
                                              Common Stock       Additional     Stock      During the
                                        Number of       Par        Paid-In   Subscription  Development
                                         Shares        Value       Capital    Receivable      Stage        Total
                                       ----------   ----------   ----------   ----------   ----------    ----------
<S>                                    <C>          <C>          <C>          <C>          <C>           <C>
July 15, 1998 - Common shares
 issued to founders for services
 rendered ($.001 per share)             4,000,000   $    4,000   $    1,000   $       --   $       --    $    5,000
Net (loss)                                     --           --           --           --       (5,000)       (5,000)
                                       ----------   ----------   ----------   ----------   ----------    ----------
Balance - April 30, 1999                4,000,000        4,000        1,000           --       (5,000)           --

Net (loss)                                     --           --           --           --           --            --
                                       ----------   ----------   ----------   ----------   ----------    ----------
Balance - April 30, 2000                4,000,000        4,000        1,000           --       (5,000)           --

Net (loss)                                     --           --           --           --           --            --
                                       ----------   ----------   ----------   ----------   ----------    ----------
Balance - April 30, 2001                4,000,000        4,000        1,000           --       (5,000)           --

Common shares issued for cash ($.001
 per share)
  September 2001                        1,120,000        1,120          280           --           --         1,400
  October 2001                         10,480,000       10,480        2,620           --           --        13,100
Net (loss)                                     --           --           --           --       (4,343)       (4,343)
                                       ----------   ----------   ----------   ----------   ----------    ----------
Balance - April 30, 2002               15,600,000       15,600        3,900           --       (9,343)       10,157

Net (loss)                                     --           --           --           --       (8,956)       (8,956)
                                       ----------   ----------   ----------   ----------   ----------    ----------
Balance - April 30, 2003               15,600,000       15,600        3,900           --      (18,299)        1,201

Net (loss)                                     --           --           --           --       (6,790)       (6,790)
Conversion of net stockholders
 loans to additional paid-in
 capital                                       --           --          245           --           --           245
                                       ----------   ----------   ----------   ----------   ----------    ----------
Balance - April 30, 2004               15,600,000   $   15,600   $    4,145   $       --   $  (25,089)   $   (5,344)
</TABLE>


                Read accompanying Notes to Financial Statements.


                                      F-4
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
       STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (CONTINUED)
           PERIOD FROM JULY 1, 1998 (INCEPTION) THROUGH APRIL 30, 2006

<TABLE>
<CAPTION>
                                                                                                   Deficit
                                                                                                 Accumulated
                                               Common Stock         Additional       Stock       During the
                                         Number of       Par         Paid-In      Subscription   Development
                                          Shares        Value        Capital       Receivable       Stage          Total
                                       -----------   -----------   -----------    -----------    -----------    -----------
<S>                                     <C>          <C>           <C>            <C>            <C>            <C>
Balances forward                        15,600,000   $    15,600   $     4,145    $        --    $   (25,089)   $    (5,344)

April 2005
 Common shares issued for cash ($.25
 per share)                                160,000           160        39,840             --             --         40,000
 Common shares issued for purchase
 of bacteriophage material ($.25 per
 share)                                  8,000,000         8,000     1,992,000             --             --      2,000,000
Net (loss)                                      --            --            --             --        (12,101)       (12,101)
Conversion of notes payable and
 accrued interest and net
 stockholders loans to additional
 paid-in capital                                --            --        13,551             --             --         13,551
                                       -----------   -----------   -----------    -----------    -----------    -----------
Balance - April 30, 2005                23,760,000        23,760     2,049,536             --        (37,190)     2,036,106

July 1, 2005
 Common shares issued for cash
 and stock subscription receivable
 ($.80 per share)                          400,000           400       319,600       (280,000)            --         40,000
June 2005 through April 2006
 Common shares issued for cash
 ($1 per share)                            357,167           357       356,810             --             --        357,167
Payments received on stock
 subscription receivable                        --            --            --        113,476             --        113,476
                                       -----------   -----------   -----------    -----------    -----------    -----------
                                        24,517,167        24,517     2,725,946       (166,524)       (37,190)     2,546,749
</TABLE>


                Read accompanying Notes to Financial Statements.


                                      F-5
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
       STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (CONTINUED)
           PERIOD FROM JULY 1, 1998 (INCEPTION) THROUGH APRIL 30, 2006

<TABLE>
<CAPTION>
                                                                                                    Deficit
                                                                                                  Accumulated
                                             Common Stock           Additional       Stock        During the
                                       Number of         Par          Paid-In      Subscription   Development
                                        Shares          Value         Capital      Receivable        Stage          Total
                                      -----------    -----------    -----------    -----------    -----------    -----------
<S>                                    <C>           <C>            <C>            <C>            <C>            <C>
Balance forward                        24,517,167         24,517      2,725,946       (166,524)       (37,190)     2,546,749
Reversal of stock subscription
 receivable due to cancellation
 of stock purchase agreement             (211,827)          (212)      (166,312)       166,524             --             --
Reclassification of additional
 funds received from stock purchase
 agreements                                    --             --         21,808             --             --         21,808
Net (loss)                                     --             --             --             --       (535,091)      (535,091)
                                      -----------    -----------    -----------    -----------    -----------    -----------
Balance - April 30, 2006               24,305,340    $    24,305    $ 2,581,442    $        --    $  (572,281)   $ 2,033,466
                                      ===========    ===========    ===========    ===========    ===========    ===========
</TABLE>


                Read accompanying Notes to Financial Statements.


                                      F-6
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                  July 1,
                                                                                   1998
                                                      Year Ended   Year Ended   (Inception)
                                                       April 30,    April 30,   to April 30,
                                                         2006         2005         2006
                                                       ---------    ---------    ---------
<S>                                                    <C>          <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net (loss)                                            $(535,091)   $ (12,101)   $(572,281)
 Adjustments to reconcile net (loss)
  to cash used in operating activities:
   Depreciation                                              316           --          316
   Common shares issued for services
    rendered                                                  --           --        5,000

   Conversion of accrued interest to
    additional paid-in capital                                --          232          576
   (Increase) in miscellaneous receivable                   (511)          --         (511)
   (Increase) in accrued interest receivable                 (49)          --          (49)
   Increase in accounts payable and accrued expenses       6,616           --        6,616
                                                       ---------    ---------    ---------

NET CASH (USED IN) OPERATING ACTIVITIES                 (528,719)     (11,869)    (560,333)
                                                       ---------    ---------    ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
 Purchase of computer equipment                           (3,427)          --       (3,427)
 Increase in note receivable                              (4,000)          --       (4,000)
 Increase in loans receivable - stockholder                   --           --      (12,000)
 Repayments of loans receivable - stockholder                 --           --        4,000
                                                       ---------    ---------    ---------

NET CASH (USED IN) INVESTING ACTIVITIES                   (7,427)          --      (15,427)
                                                       ---------    ---------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
 Issuance of common stock                                418,975       40,000      473,475
 Payments on stock subscription receivable               113,476           --      113,476
 Proceeds of notes payable                                    --           --        5,000
 Increase in amount due to stockholder                        --        7,975       16,220
                                                       ---------    ---------    ---------

NET CASH PROVIDED BY FINANCING ACTIVITIES                532,451       47,975      608,171
                                                       ---------    ---------    ---------

NET (DECREASE) INCREASE IN CASH                           (3,695)      36,106       32,411

CASH - BEGINNING                                          36,106           --           --
                                                       ---------    ---------    ---------

CASH - ENDING                                          $  32,411    $  36,106    $  32,411
                                                       =========    =========    =========
</TABLE>


                Read accompanying Notes to Financial Statements.


                                      F-7
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                      STATEMENTS OF CASH FLOWS (CONTINUED)

<TABLE>
<CAPTION>
                                                                           July 1,
                                                                            1998
                                               Year Ended   Year Ended   (Inception)
                                                April 30,    April 30,  to April 30,
                                                  2006         2005         2006
                                               ----------   ----------   ----------
<S>                                            <C>          <C>          <C>
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING
 AND FINANCING ACTIVITIES:
 Common shares issued for services
  rendered                                     $       --   $       --   $    5,000
                                               ==========   ==========   ==========

 Common shares issued for purchase
 of bacteriophage material                     $       --   $2,000,000   $2,000,000
                                               ==========   ==========   ==========

 Conversion of notes payable and accrued
 interest and net stockholders loans to
  additional paid-in capital                   $       --   $   13,551   $   13,796
                                               ==========   ==========   ==========
</TABLE>


                Read accompanying Notes to Financial Statements.


                                      F-8
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 1. ORGANIZATION

        Viridax  Corporation was  incorporated on July 1, 1998 under the laws of
        the State of Florida as Media Advisory Group, Inc. and on August 6, 2001
        changed its name to I & E Tropicals,  Inc. On April 5, 2005, the company
        amended  its  Articles  of  Incorporation  to change its name to Viridax
        Corporation. With the acquisition of the bacteriophage material on April
        24, 2005, the Company is pursuing its plan to expedite the bacteriophage
        material's commercialization. This bacteriophage material is expected to
        be  used  for  the   treatment  of  bacterial   infections   incited  by
        Staphylococcus aureus and other Staphlylococcus species. The Company has
        decided to discontinue its original  business plan for the importing and
        exporting of exotic marine life. The company's  headquarters  is in Boca
        Raton, Florida.

         The Company has insignificant revenue to date. Since its inception, the
         Company has been  dependent  upon the receipt of capital  investment or
        other financing to fund its continuing activities. In addition to the
         normal risks  associated with a new business  venture,  there can be no
         assurance that the Company's  product  development will be successfully
         completed or that it will be a commercial success.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        Computer Equipment

        Computer   equipment  is  recorded  at  cost.   Expenditures  for  major
        betterments  and  additions  are charged to the property  and  equipment
        accounts, while replacements,


                                      F-9
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

        Computer Equipment (Continued)

        maintenance  and repairs  which do not improve or extend the life of the
        respective  assets  are  expensed.   Depreciation  is  computed  by  the
        straight-line  method over the  estimated  useful lives of the assets of
        three years.

        Bacteriophage Material

        On  April  24,  2005  the  Company  entered  into  an  agreement  with a
        biomedical   company   to   purchase   certain   Staphylococcus   aureus
        bacteriophages  in exchange for 2,000,000  shares of common  stock.  The
        bacteriophages  were valued at $2 million based upon the Company's  most
        recent sale of common  stock for cash.  The Company  intends to expedite
        the  commercialization  of the bacteriophages by obtaining  financing to
        complete  pre-clinical  testing and initiate clinical trials in order to
        obtain regulatory approval for marketing.  In the alternative,  a market
        currently  exists for the  bacteriophage  material in certain  countries
        outside the United States.

        The Company accounts for any impairment in accordance with SFAS No. 142,
        "Goodwill and Other Intangible Assets." In accordance with SFAS No. 142,
        intangible  assets are reviewed for evidence or changes in circumstances
        that  indicate that their  carrying  value may not be  recoverable.  The
        Company  periodically reviews the carrying value to determine whether or
        not an impairment  to such value has occurred.  As of April 30, 2006, no
        impairment  was  recognized  pursuant to the  results of an  independent
        valuation of the bacteriophage material.

        Income Taxes

        Deferred income taxes are provided for differences  between the basis of
        assets  and  liabilities  for  financial  and income  tax  reporting.  A
        valuation allowance is


                                      F-10
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

        Income Taxes (Continued)

        provided  against  deferred  income  tax assets in  circumstances  where
        management  believes  recoverability  of a portion  of the assets is not
        reasonably assured.

        (Loss) Per Share

        (Loss) per share is computed by dividing  net (loss) for the year by the
        weighted average number of common shares outstanding.

        Statement of Cash Flows

        For purposes of this  statement the Company  considers all highly liquid
        investments with an original maturity of three months or less to be cash
        equivalents. As of April 30, 2006, the Company had no cash equivalents.

        Use of Estimates

        Management  uses  estimates  and  assumptions  in  preparing   financial
        statements in accordance with generally accepted accounting  principles.
        Those  estimates and assumptions  affect the reported  amounts of assets
        and  liabilities,  the disclosure of contingent  assets and liabilities,
        and the reported  revenues and  expenses.  Accordingly,  actual  results
        could  vary  from the  estimates  that were  assumed  in  preparing  the
        financial statements and those differences could be material.

NOTE 3. COMPUTER EQUIPMENT

        As of April 30, 2006, computer equipment was as follows:


                                      F-11
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 3. COMPUTER EQUIPMENT (CONTINUED)

        Computer equipment                                             $ 3,427
                                                                       -------
        Accumulated depreciation                                          (316)
                                                                       -------

        Computer equipment - net                                       $ 3,111
                                                                       =======

        During the years ended April 30, 2006 and 2005, depreciation expense was
        $316 and $0, respectively.

NOTE 4. INCOME TAXES

        As of April 30, 2006, no deferred income taxes have been recorded due to
        the  Company  having no history of  profitable  operations.  Significant
        components of the Company's net deferred income taxes are as follows:

        Net operating loss carryforwards                              $ 206,500
        Start-up expenditures                                             1,750
                                                                      ---------
                                                                        208,250
        Less: Valuation allowance                                      (208,250)

        Net deferred income tax asset                                 $      --
                                                                      =========

        During the year ended April 30, 2006, the valuation  allowance increased
        by $201,350.

        The  reconciliation  of income tax  (benefit)  computed  at the  federal
        statutory rate to income tax expense (benefit) is as follows:


                                      F-12
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 4. INCOME TAXES (CONTINUED)

                                                             2006        2005
                                                            ------      ------

        Tax (benefit) at federal statutory rate             (34.00)%    (15.00)%
        State tax (benefit), net of federal benefit          (3.63)      (3.63)
        Valuation allowance                                  37.63       18.63
                                                            ------      ------

        Tax provision (benefit)                              00.00%      00.00%
                                                            ======      ======

        The Company has net operating loss  carryforwards  for federal and state
        purposes of  approximately  $563,000  available to offset future taxable
        income.  The net  operating  loss  carryforwards,  if not  used,  expire
        through April 30, 2026.

NOTE 5. RELATED PARTY TRANSACTIONS

        Note Receivable and Accrued Interest

        On February 15, 2006, $4,000 was advanced to a company, the president of
        which is the  president of the  Company.  The note is  unsecured,  bears
        interest  at 6% per  annum  and is due on  demand.  The note  receivable
        balance as of April 30, 2006 includes accrued interest of $49.

        On May 18,  2006,  the  Company  advanced an  additional  $7,700 to this
        company.  The note is unsecured,  bears  interest at 6% per annum and is
        due on demand.

        Consulting Fees

        On May 1, 2005, the Company entered into a consulting agreement with the
        Company's   president  to  provide  technical  and  procedural  advisory
        services at a rate of


                                      F-13
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 5. RELATED PARTY TRANSACTIONS (CONTINUED)

        Consulting Fees (Continued)

        $200 per hour.  The  agreement is effective  until  terminated by either
        party upon fifteen  days  notice.  During the year ended April 30, 2006,
        $29,500 was paid under this agreement.  Effective September 1, 2005, the
        consulting  agreement was  terminated  and the  Company's  president was
        placed on payroll for  compensation  of $5,000 per month  (increased  to
        $10,000 per month effective December 1, 2005).

        Legal Fees

        During the year ended April 30, 2006,  $63,750 was paid to a stockholder
        for legal services rendered.

NOTE 6. CAPITAL STOCK

        The Company has 3,000,000 shares of Class A non-cumulative,  convertible
        preferred  stock of $1 par value  authorized.  The preferred  shares are
        non-cumulative,  non-voting and  convertible to common shares within the
        first 3 years under the following schedule:  shares converted within the
        first year of purchase  shall receive 4 shares of common for every share
        of preferred;  shares  converted in the second year after purchase shall
        receive  4.4  shares of  common  for every  share of  preferred;  shares
        converted in the third year after  purchase  shall receive 4.6 shares of
        common for every share of  preferred;  after 3 years of  ownership,  the
        shareholder  shall  receive  5  shares  of  common  for  every  share of
        preferred,  but the right to convert must be exercised within 30 days of
        the 3 year anniversary of purchase or the conversion right will lapse.

        On April 1, 2006, the Company entered into an Agency


                                      F-14
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 6. CAPITAL STOCK (CONTINUED)

        Agreement for the sale of up to 3,000,000  shares of the Company's Class
        A Preferred  Stock.  The stock is being  offered for sale in Germany and
        elsewhere in Europe at $3.50 per share,  as  determined by the Company's
        management,  such sale being exempt from registration under Regulation S
        of the Securities Act of 1933.

        As of April 30, 2006, no preferred  shares were issued and  outstanding.
        Subsequent to April 30, 2006, 10,500 preferred shares were sold for cash
        totaling $36,750.

        The  Company  has  50,000,000  shares of $.001 par  value  common  stock
        authorized. Shareholders of common stock have one vote per share.

        On June 1, 2005, the Company entered into a Stock Purchase Agreement for
        the sale, on a best efforts basis,  of an aggregate of 500,000 shares of
        common  stock  for  $1  per  share,   as  determined  by  the  Company's
        management,  such sale being exempt from registration under Regulation S
        of the Securities  Act of 1933. The Agreement  provides for the purchase
        of the shares at  irregular  intervals.  During the year ended April 30,
        2006,  357,167  common shares were sold for cash totaling  $357,167.  On
        April 25, 2006, the agreement was terminated by mutual consent.

        On July 1, 2005, the Company entered into a Stock Purchase Agreement for
        the sale of an aggregate of 400,000  shares of common stock for $.80 per
        share, as determined by the Company's management, such sale being exempt
        from registration  under Regulation S of the Securities Act of 1933. The
        Agreement  provided for the purchase of the shares in installments  with
        the first  installment of 50,000 shares ($40,000) due within ten days of
        the date of the Agreement.  The remaining 350,000 shares were to be paid
        in not more than seven


                                      F-15
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 6. CAPITAL STOCK (CONTINUED)

        installments  with a minimum  of 50,000  shares  per  installment.  This
        payment  arrangement  was not followed.  During the year ended April 30,
        2006,  50,000 common shares were sold for cash totaling  $40,000.  Stock
        subscriptions  receivable  of $280,000  were  recorded for the remaining
        350,000  common shares,  of which $113,476 was received  during the year
        ended April 30, 2006. On April 25, 2006,  the agreement was  terminated.
        The balance of the subscription receivable of $166,524 was reversed.

        The sales of common  stock  pursuant  to the Stock  Purchase  Agreements
        referred to above resulted in additional funds received of $21,808. As a
        result of the termination of these agreements, the additional funds have
        been classified as additional paid-in capital.

        On April 12, 2006, the Company  entered into a Stock Purchase  Agreement
        for the sale,  on a best  efforts  basis,  of an  aggregate of 1,000,000
        shares of common stock for $1 per share,  as determined by the Company's
        management,  such sale being exempt from registration under Regulation S
        of the Securities  Act of 1933. The Agreement  provides for the purchase
        of the shares at  irregular  intervals.During  the year ended  April 30,
        2006, no common shares were sold pursuant to this agreement.  Subsequent
        to April 30,  2006,  12,750  common  shares were sold for cash  totaling
        $12,750.

        Effective June 30, 2005, the Board of Directors approved a 4 for 1 stock
        split.  As a result of the stock  split,  all common  shares  issued and
        outstanding have been retroactively adjusted.

        As of April 30, 2006,  24,305,340 shares of common stock were issued and
        outstanding.


                                      F-16
<PAGE>

                               VIRIDAX CORPORATION
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 7. GOING CONCERN

        As reflected on the balance sheet,  the Company does not have sufficient
        working capital to carry it through the next twelve months.  This factor
        raises  substantial  doubt  about its  ability  to  continue  as a going
        concern.  The ability of the  Company to continue as a going  concern is
        dependent  on its ability to raise  additional  capital.  The  financial
        statements do not include any adjustments that might be necessary should
        the Company be unable to continue as a going concern.

        With the recent Agency  Agreement and Stock Purchase  Agreement in place
        for the  sale of  preferred  and  common  stock,  respectively,  and the
        anticipated  approval  for the sale of  preferred  stock  on the  German
        exchange,  management  believes the Company will have sufficient working
        capital to be able to continue as a going concern.


                                      F-17