SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-K





x ANNUAL REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934


For the
fiscal year ended March 31, 2009





OR


o TRANSITION REPORT
UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF 1934




Commission
File Number 000-50541





Oncolin
Therapeutics, Inc.


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





Nevada
              
              88-0507007(State
      or other jurisdiction of
                incorporation
      or organization)
              
              (IRS
      Employer Identification
Number)





710 N.
Post Oak Road, Suite 410, Houston, TX 77024


(Address
of principal executive offices)


(832)
426-7907


(Issuer's
telephone number)





Securities
registered pursuant to Section 12(b) of the
Act:            None





Securities
registered pursuant to Section 12(g) of the Act:  $.001 Par Value
Common Stock





Check
whether the Issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to file such
reports) and (2) has been subject to such filing requirements for the past 90
days. Yes  x   No
o





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-K
or any amendment to this Form 10-K. o





Issuer’s
revenues for the fiscal year ended March 31, 2009, were $0.00.





The
Company’s common stock is not listed on any exchange and does not
trade.





The
Registrant’s common stock outstanding as of May 5, 2010, was 462,055,263
shares.





DOCUMENTS
INCORPORATED BY REFERENCE:










ONCOLIN
THERAPEUTICS, INC.





(pka
EDGELINE HOLDINGS, INC.)


INDEX
TO FORM 10-K


March
31, 2009





Page
      No.Part
      I
                                                                                                  Item
      1.
                                                                                                  Description
      of Business
                                                                                                  
                                                                                                  4Item
      1A.
                                                                                                  Risk
      Factors
                                                                                                  
                                                                                                  7Item
      2.
                                                                                                  Properties
                                                                                                  
                                                                                                  12Item
      3.
                                                                                                  Legal
      Proceedings
                                                                                                  
                                                                                                  12Item
      4.
                                                                                                  Submission
      of Matters to a Vote of Security Holders
                                                                                                  
                                                                                                  12Part
      II
                                                                                                  Item
      5.
                                                                                                  Market
      for Common Equity, Related Stockholder Matters and Small Business Issuer
      Purchases of Equity Securities
                                                                                                  
                                                                                                  13Item
      6.
                                                                                                  Selected
      Financial Data
                                                                                                  
                                                                                                  13Item
      7.
                                                                                                  Management’s
      Discussion and Analysis or Plan of Operations
                                                                                                  
                                                                                                  14Item
      8.
                                                                                                  Financial
      Statements
                                                                                                  
                                                                                                  16Item
      9.
                                                                                                  Changes
      in and Disagreements with Accountants on Accounting and Financial
      Disclosure
                                                                                                  
                                                                                                  30Item
      9A.
                                                                                                  Controls
      and Procedures
                                                                                                  
                                                                                                  30Part
      III
                                                                                                  Item
      10.
                                                                                                  Directors,
      Executive Officers, Promoters and Control Persons, and Corporate
      Governance; Compliance with Section 16(a) of the Exchange
      Act
                                                                                                  
                                                                                                  31Item
      11.
                                                                                                  Executive
      Compensation
                                                                                                  
                                                                                                  33Item
      12.
                                                                                                  Security
      Ownership of Certain Beneficial Owners and Management and Related
      Stockholder Matters
                                                                                                  
                                                                                                  34Item
      13.
                                                                                                  Certain
      Relationships and Related Party Transactions, and Director
      Independence
                                                                                                  
                                                                                                  35Item
      14.
                                                                                                  Principal
      Accountant Fees and Services
                                                                                                  
                                                                                                  36Item
      15.
                                                                                                  Exhibits
                                                                                                  
                                                                                                  36


Page
2





SPECIAL
NOTE REGARDING  FORWARD-LOOKING  STATEMENTS





Certain
statements in this Annual Report on Form 10-K (this "Form 10-K"), including
statements under "Item 1. Description of Business," and "Item 6. Management's
Discussion and Analysis or Plan of Operation", constitute "forward looking
statements" within the meaning of Section 27A of the Securities Act of 1934, as
amended, and the Private Securities Litigation Reform Act of 1995 (collectively,
the "Reform Act").  Certain, but not necessarily all, of such
forward-looking statements can be identified by the use of forward-looking
terminology such as "believes", "expects", "may", "will", "should", or
"anticipates", or the negative thereof or other variations thereon or comparable
terminology, or by discussions of strategy that involve risks and
uncertainties.  Such forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the actual
results, performance or achievements of Oncolin Therapeutics, Inc. ("the
Company", "we", "us" or "our") to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. References in this form 10-K, unless another date is
stated, are to March 31, 2009.


Page
3


PART
I





ITEM
1.                            DESCRIPTION
OF BUSINESS





Organization





Oncolin
Therapeutics, Inc. (Oncolin) (formerly, Dragon Gold Resources, Inc., (Dragon
Gold) and Edgeline Holdings, Inc. (Edgeline)) was incorporated in the State of
Nevada on December 13, 2000, under the name “Folix Technologies,
Inc.”  Effective June 14, 2004, the Company changed its name to Dragon
Gold Resources, Inc.  The Company's principal business was the
development of a Linux based application server and thin client computing
systems.  During the year ended March 31, 2005, the Company entered
the mineral resource exploration business through the acquisition of a 100%
interest in Dragon Minerals Holdings Inc. (“DMHI”), a private British Virgin
Island company.  DMHI is involved in mineral property acquisition and
exploration in China.  On May 5, 2006, the Company and DMHI terminated
their agreement dated July 14, 2004.  On June 19, 2007, the
shareholders approved a change in the Company’s name to Edgeline Holdings, Inc.
and on March 7, 2008 to Oncolin Therapeutics, Inc.





On
May 31, 2007 (the “Closing Date”), Dragon Gold Resources, Inc., entered into and
closed an Agreement and Plan of Reorganization (the “Exchange Agreement”) with
Secure Voice Communications, Inc., a Texas corporation (“Secure Voice”) and the
stockholders of Secure Voice (the “Stock Transaction”).  As a result
of the Stock Transaction, Secure Voice became a wholly-owned subsidiary of
Dragon Gold when Dragon Gold agreed to issue an aggregate of 3,207,840,000
shares of its common stock to the former shareholders of Secure Voice (in
exchange for all the outstanding capital stock of Secure Voice), resulting in
the former shareholders of Secure Voice owning approximately 98.5% of the issued
and outstanding Dragon Gold common stock.  As the articles of
incorporation only authorized the issuance of 500,000,000 shares of common
stock, Dragon Gold issued 450,053,276 shares of common stock and was obligated
to issue an additional 2,757,786,724 shares of common stock.  At the
annual shareholders' meeting which was held on June 19, 2007, the shareholders
approved an 80-for-1 reverse split that did not reduce the number of authorized
shares of common stock.  Upon the approval of the 80-for-1 reverse
split, Dragon Gold issued the balance of these shares which equated to
34,472,334 shares on a post-split basis.





As
of March 31, 2009, Oncolin had two wholly-owned subsidiaries as
follows:


· Secure Voice
Communications, Inc. (“Secure Voice”) – This subsidiary was incorporated in the
State of Texas on May 9, 2007, with the initial primary focus being the
development and readying for market a SIP (Session Initiation Protocol) based
approach to defending voice traffic and voice packets against deliberate attacks
such as DoS (Denial of Service) developing information.





· New
EnerSource, Inc. (“New EnerSource”) – This subsidiary was incorporated in the
State of Texas on August 28, 2007, with the primary purpose to engage in
enhanced oil recovery (“EOR”) projects.





Business
Strategy





The
Company is a developmental stage company focused primarily on developing
therapeutic products to treat cancer.  As such, substantially all of
our efforts will be devoted to performing research and experimentation,
conducting clinical trials, developing and acquiring intellectual property,
raising capital and recruiting and training personnel.  Currently, we
do not have any products in clinical trials or on the market.  We are
still in the early stages of identifying and conducting research on potential
products.





Our
current research efforts are focused upon developing drug candidates that
interfere with the key mechanisms of tumor progression.  The strategy
of the company is to focus its efforts and a majority of its financial resources
to begin clinical testing of a treatment for glioblastoma and other types of
brain cancer.  Oncolin also has a pipeline of three novel anticancer
drug programs that have funding in excessive of $1,300,000 from National
Institutes of Health (NIH) grants.


Page
4


PRODUCT
DEVELOPMENT





Cancer
Market





The
American Cancer Society estimates that nearly 1.4 million people in the U.S.
were diagnosed with cancer in 2007, excluding basal and squamous cell skin
cancers and in situ carcinomas except urinary bladder carcinomas. This is an
increase of approximately 12.5% from the estimated number of new cancer
diagnoses of approximately 1.2 million in the year 2000. We believe this growth
rate is unlikely to decrease in the foreseeable future as the causes of cancer
are multiple and poorly understood.





Despite
continuous advances made in the field of cancer research every year, there
remains a significant unmet medical need as the overall five-year survival rate
for a newly diagnosed cancer patient averages 64% according to the American
Cancer Society. According to that same source, in 2004, cancer was the second
leading cause of mortality in the U.S. behind heart disease. The American Cancer
Society estimates that one in four deaths in the U.S. is due to
cancer.





Brain
Cancer





Malignant
gliomas are the most common primary brain tumor in adults, accounting for more
that 50% of the 20,500 new brain tumor cases in the United States each
year.  The most common glioma is glioblastoma multiforme, a highly
lethal tumor with a media survival of less than one year. The National Cancer
Institute estimates that approximately 20,500 new cases of glioblastoma were
diagnosed in 2007 with 12,740 deaths. Primary intervention is surgery followed
by radiation therapy and chemotherapy.  Because of its invasive nature
and resistance to currently available therapy there is an urgent need for novel
therapeutics to treat gliomas subsequent to primary debulking
surgery.





United
States Regulatory Approval





FDA
regulations require us to undertake a long and rigorous process before any of
our product candidates may be marketed or sold in the United
States.  This regulatory process typically includes the following
general steps:





·
            performance
      of satisfactory preclinical laboratory and animal studies under the FDA’s
      good laboratory practices
regulations;





·
            obtaining
      the approval of independent Institutional Review Boards at each clinical
      site to protect the welfare and rights of human subjects in clinical
      trials;





·
            submission
      to and acceptance by the FDA of an Investigational New Drug Application
      (IND) which must become effective before human clinical trials may begin
      in the United States;





·
            successful
      completion of a series of adequate and well-controlled human clinical
      trials to establish the safety, purity, potency and effectiveness of any
      product candidate for its intended
use;





·
            submission
      to, and review and approval by, the FDA of a marketing application (NDA)
      prior to any commercial sale or shipment of a product;
  and





·
            development
      and demonstration of manufacturing processes which conform to FDA-mandated
      current good manufacturing
practices.





This
process requires a substantial amount of time and financial
resources.


Page
5


Preclinical tests generally include laboratory evaluation of a product
candidate, its chemistry, formulation, stability and toxicity, as well as
certain animal studies to assess its potential safety and
effectiveness.  We must submit the results of these preclinical tests,
together with manufacturing information, analytical data and the clinical trial
protocol, to the FDA as part of an Investigational New Drug Application, which
must become effective before we may begin any human clinical
trials.  An application automatically become effective 30 days after
receipt by the FDA, unless the FDA, within this 30-day time period, raises
concerns or questions about the intended conduct of the trials and imposes what
is referred to as a clinical hold.  If one or more of our products is
placed on clinical hold, we would be required to resolve any outstanding issues
to the satisfaction of the FDA before we could begin clinical
trials.





HIPAA


Other
federal legislation may affect our ability to obtain certain health information
in conjunction with our research activities. The Health Insurance Portability
and Accountability Act of 1996, or HIPAA, mandates, among other things, the
adoption of standards designed to safeguard the privacy and security of
individually identifiable health information. In relevant part, the U.S.
Department of Health and Human Services, or HHS, has released two rules to date
mandating the use of new standards with respect to such health information. The
first rule imposes new standards relating to the privacy of individually
identifiable health information. These standards restrict the manner and
circumstances under which covered entities may use and disclose protected health
information so as to protect the privacy of that information. The second rule
released by HHS establishes minimum standards for the security of electronic
health information. While we do not believe we are directly regulated as a
covered entity under HIPAA, the HIPAA standards impose requirements on covered
entities conducting research activities regarding the use and disclosure of
individually identifiable health information collected in the course of
conducting the research.





As a
result, unless they meet these HIPAA requirements, covered entities conducting
clinical trials for us may not be able to share with us any results from
clinical trials that include such health information.





Background


Currently,
treatment choices available to brain cancer patients are
limited.  Surgery is common, but not always
viable.  Chemotherapy and radiotherapy have shown some clinical
benefit but neither is successful in achieving long term remission.





Although
many drugs, both approved and in clinical trials, show efficacy against brain
tumor cell lines, they are not viable since they do not cross the blood brain
barrier (body’s natural filter for brain blood supply) and therefore cannot
reach the target tumor.  Therefore, drugs that penetrate this blood
brain barrier with novel mechanisms are of great interest for this tumor
population.  It has long been known that tumors depend on energy production
pathways that are different from those of tumor cells.  This is
especially true for the progression of brain tumors which become regionally
hypoxic (oxygen starved) and stimulate signaling pathways to up-regulate
angiogenesis and shift metabolism to preferentially utilize glycolysis as its
source of energy and survival.  This metabolism shift along with a
large (100 fold) up regulation of glucose receptors on brain tumor cells make
inhibitors of this pathway a key target.





Employees





We
currently have one full time employee.  In order to implement our
business plan, we will be required to employ qualified technical and
administrative employees or retain the services of qualified consultants with
the technical expertise to evaluate the technologies which we are
seeking.





Insurance


We
currently do not have any insurance coverage to cover losses or risks incurred
in the ordinary course of business.


Page
6


Risk
Factors


The
Company’s business, financial condition and results of operations could be
materially adversely affected if any of these risks materialized, which could
result in the trading price of our common stock to decline.





The
Company is a development stage company and there can be no assurance the Company
will successfully implement its plans.


The
Company is in the development stage and its operations are subject to the
considerable risks inherent in the establishment of a new business
enterprise.  As of March 31, 2009, the Company had experienced
cumulative losses equal to $2,965,385.  The Company’s likelihood of
success must be considered in light of the problems, expenses, difficulties,
complications and delays frequently encountered in connection with the formation
of a new business which seeks to obtain funds to finance its operations in a
highly competitive environment.  There can be no assurance that the
Company will successfully implement any of its plans in a timely or effective
manner or that the Company will ever be profitable. In addition, there can be no
assurances that we will choose to continue any of our current product candidates
because we intend to consider and, as appropriate,divest ourselves
of products or businesses thatmay no longer be a strategic fit
to our business strategy.





The
Company has a history of operating losses and does not expect to be profitable
in the near future.


The
Company has not generated any profits since its inception, has no source of
revenues, and has incurred significant operating losses.  Furthermore,
due to the nature of leading-edge niche technologies, the Company does not
expect to generate significant revenue until future years.  As the
Company begins to develop its business strategy, it expects its expenses to
increase in the next few years.





Other
than option agreements with UTMDACC and RDI, we have no intellectual property in
which our current drugs are being developed.


If
we fail to negotiate a royalty paying license agreement with UTMDACC by August
2008, unless extended until November 2008, or PRI by December 15, 2008, we will
not be able to continue our research and development of our four potential drug
candidates.  We do not know if we will be able to enter into a license
agreement with UTMDACC or PRI on terms favorable to us.  Therefore,
the failure to negotiate a license agreement with UTMDACC or PRI would have a
material adverse effect on our business.





Failure
to raise additional capital will prevent the Company from implementing its
business strategy.


The
Company needs to obtain significant additional capital resources through equity
and/or debt financings.  As of March 31, 2009, the Company had minimal
assets in cash and cash equivalents and negative working
capital.  Unless the Company receives funds from the Dutchess
transaction or any other best efforts debt or equity financing, it will need to
raise additional capital to fund operations in 2009.  The Company does
not have credit facilities available with financial institutions or other third
parties, other than the Dutchess transaction, which it cannot guarantee it will
receive funds through.  The Company can provide no assurance it will
be successful in seeking this or any additional financing, and the failure to
obtain any such financing may cause it to curtail operations.





The
Company’s management is currently unproven.


The
Company has a limited history of operations under the management and control of
the new officers and directors of the Company.  The Company believes
that the combined skill, education and experience of the new management team
will be successful in its endeavors; however, there is no guarantee that the new
management team will be successful.





We
have a limited operating history upon which to base an investment
decision.


To
date, we have no products and we have not demonstrated an ability to perform the
functions necessary for the successful commercialization of any of our product
candidates.


Our
operations have been limited to organizing and staffing our company, acquiring,
developing and securing our proprietary technologies and undertaking, through
third parties, pre-clinical trials of our product candidates.  These
operations provide a limited basis for you to assess our ability to
commercialize our product candidates and the advisability of investing in our
Securities.





We
have a history of losses and expect to incur substantial losses and negative
operating cash flows for the foreseeable future, and we may never achieve or
maintain profitability.


We
have no revenues and are not currently profitable.  We will likely
need to raise additional capital as early as six months or sooner after the
closing of additional financing.   Since our inception, we have
incurred significant net losses. As a result of ongoing operating losses, we had
an accumulated deficit of $2,965,385 as of March 31, 2009.


Page
7


Even if
we succeed in developing and commercializing one or more of our drugs, we expect
to incur substantial losses for the foreseeable future and may never become
profitable. We also expect to continue to incur significant operating and
capital expenditures and anticipate that our expenses will increase
substantially in the foreseeable future as we:


·
            seek
      regulatory approvals for our product
candidates;





·
            develop,
      formulate, manufacture and commercialize our drugs; implement additional
      internal systems and infrastructure; and hire additional clinical and
      scientific personnel; and





·
            expect
      to experience negative cash flow for the foreseeable future as we fund our
      operating losses and capital expenditures. As a result, we will need to
      generate significant revenues to achieve and maintain profitability. We
      may not be able to commercialize products from which to generate these
      revenues, and we may never achieve profitability in the
      future.





If
we cannot raise additional funding, we will be unable to complete development of
our product candidates.


We
will require additional funding in order to continue our research and product
development programs, including preclinical testing and clinical trials of our
product candidates, for operating expenses, and to pursue regulatory approvals
for product candidates. We also may require additional funding to establish
manufacturing and marketing capabilities in the future. We believe that our
existing capital resources and the proceeds from financing will be sufficient to
satisfy our current and projected funding requirements for at least the next six
months.  However, these resources will be insufficient to conduct
research and development programs as planned. If we cannot obtain adequate
funds, we may be required to curtail significantly one or more of our research
and development programs or obtain funds through arrangements with corporate
collaborators or others that may require us to relinquish rights to some of our
technologies or product candidates.





Although
we intend to seek additional funding through public or private sales of our
securities, including equity securities or through strategic alliances, we have
no committed sources of additional capital.  We cannot assure you that
funds will be available to us in the future on favorable terms, if at
all.  In addition, we may continue to pursue opportunities to obtain
additional financing in the future. However, additional equity or debt financing
might not be available on reasonable terms, if at all, and any additional equity
financings will be dilutive to our stockholders.  If adequate funds
are not available to us on terms that we find acceptable, or at all, we may be
required to delay, reduce the scope of, or eliminate research and development
efforts or clinical trials on any or all of our product
candidates.  We may also be forced to curtail or restructure our
operations, obtain funds by entering into arrangements with collaborators on
unattractive terms or relinquish rights to certain technologies or product
candidates that we would not otherwise relinquish in order to continue
independent operations.





Our
option agreement relating to the research and investigational use of certain
patents with UTMDACC  may be terminated if we commit a material
breach, the result of which would significantly harm our business
prospects.


Our
option agreement with UTMDACC is subject to termination upon 10 days written
notice if fail to perform our obligation.   In addition, we may
not be able to reach agreement with UTMDACC on terms for a license agreement
covering the technology subject to the option agreement.





The Company’s stock price is highly
volatile.


The
market price of the Company's common stock has fluctuated and may continue to
fluctuate.  These fluctuations may be exaggerated since the trading
volume of its common stock is volatile.  These fluctuations may or may
not be based upon any business or operating results.  Its common stock
may experience similar or even more dramatic price and volume fluctuations in
the future.





Additional
capital may dilute current stockholders.


In
order to provide capital for the operation of the Company’s business, it may
enter into additional financing arrangements.  These arrangements may
involve the issuance of new common stock, preferred stock that is convertible
into common stock, debt securities that are convertible into common stock or
warrants for the purchase of common stock.  Any of these items could
result in a material increase in the number of shares of common stock
outstanding which would in turn result in a dilution of the ownership interest
of existing common shareholders.  In addition, these new securities
could contain provisions, such as priorities on distributions and voting rights,
which could affect the value of the Company’s existing common
stock.





A
low market price may severely limit the potential market for the Company’s
common stock.


The
Company’s common stock is currently trading at a price below $5.00 per share,
subjecting trading in the stock to certain SEC rules requiring additional
disclosures by broker-dealers.  These rules generally apply to any
non-Nasdaq equity security that has a market price of less than $5.00 per share,
subject to certain exceptions (a “penny stock


Page
8


For these
types of transactions, the broker-dealer must make a special suitability
determination for the purchaser and have received the purchaser's written
consent to the transaction prior to the sale.  The broker-dealer also
must disclose the commissions payable to the broker-dealer, current bid and
offer quotations for the penny stock and, if the broker-dealer is the sole
market maker, the broker-dealer must disclose this fact and the broker-dealer's
presumed control over the market.  Such information must be provided
to the customer orally or in writing before or with the written confirmation of
trade sent to the customer.


Monthly
statements must be sent disclosing recent price information for the penny stock
held in the account and information on the limited market in penny
stocks.  The additional burdens imposed upon broker-dealers by such
requirements could discourage broker-dealers from effecting transactions in the
Company’s common stock.





The Company is unlikely to pay
dividends on its common stock.


The
Company does not anticipate paying any cash dividends on its common stock in the
foreseeable future.  While its dividend policy will be based on its
operating results and capital needs, the Company anticipates that all earnings,
if any, will be retained to finance its future operations.





We
are subject to significant regulatory approval requirements, which could delay,
prevent or limit our ability to market our any product.


Our
research and development activities, anticipated preclinical studies, clinical
trials and the manufacturing and marketing of our product candidates are subject
to extensive regulation by the FDA and other regulatory agencies in the United
States and by comparable authorities in Europe and elsewhere. We require the
approval of the relevant regulatory authorities before we may commence
commercial sales of our product candidates in a given market. The regulatory
approval process is expensive and time-consuming, and the timing of receipt of
regulatory approval is difficult to predict. Our product candidates could
require a significantly longer time to gain regulatory approval than expected,
or may never gain approval. We cannot be certain that, even after expending
substantial time and financial resources, we will obtain regulatory approval for
any of our product candidates. A delay or denial of regulatory approval could
delay or prevent our ability to generate product revenues and to achieve
profitability.


Changes
in regulatory approval policies during the development period of any of our
product candidates, changes in, or the enactment of, additional regulations or
statutes, or changes in regulatory review practices for a submitted product
application may cause a delay in obtaining approval or result in the rejection
of an application for regulatory approval.


Regulatory
approval, if obtained, may be made subject to limitations on the indicated uses
for which we may market a product. These limitations could adversely affect our
potential product revenues. Regulatory approval may also require costly
post-marketing follow-up studies. In addition, the labeling, packaging, adverse
event reporting, storage, advertising, promotion and record-keeping related to
the product will be subject to extensive ongoing regulatory requirements.
Furthermore, for any marketed product, its manufacturer and its manufacturing
facilities will be subject to continual review and periodic inspections by the
FDA or other regulatory authorities. Failure to comply with applicable
regulatory requirements may, among other things, result in fines, suspensions of
regulatory approvals, product recalls, product seizures, operating restrictions
and criminal prosecution.





The
FDA and foreign regulatory authorities may impose significant restrictions on
the indicated uses and marketing of pharmaceutical products.


FDA
rules for pharmaceutical promotion require that a company not promote an
unapproved drug or an approved drug for an unapproved use. In addition to FDA
requirements, regulatory and law enforcement agencies, such as the United States
Department of Health and Human Services’ Office of Inspector General and the
United States Department of Justice, monitor and investigate pharmaceutical
sales, marketing and other practices. For example, sales, marketing and
scientific/educational grant programs must comply with the Medicare-Medicaid
Anti-Fraud and Abuse Act, as amended, the False Claims Act, as amended, and
similar state laws. In recent years, actions by companies’ sales forces and
marketing departments have been scrutinized intensely to ensure, among other
things, that actions by such groups do not qualify as “kickbacks” to healthcare
professionals. A “kickback” refers to the provision of any item of value to a
healthcare professional or other person in exchange for purchasing,
recommending, or referring an individual for an item or service reimbursable by
a federal healthcare program. These kickbacks increase the expenses of the
federal healthcare program and may result in civil penalties, criminal
prosecutions, and exclusion from participation in government programs, any of
which would adversely affect our financial condition and business operations. In
addition, even if we are not determined to have violated these laws, government
investigations into these issues typically require the expenditure of
significant resources and generate negative publicity, which would also harm our
financial condition. Comparable laws also exist at the state
level.


Page
9





Weare, and in the future
may be, subject to new federal and state requirements to submit information on
our open and completed clinical trials to public registries and
databases.


In
1997, a public registry of open clinical trials involving drugs intended to
treat serious or life-threatening diseases or conditions was established under
the Food and Drug Administration Modernization Act, or FDMA, in order to promote
public awareness of and access to these clinical trials. Under FDMA,
pharmaceutical manufacturers and other trial sponsors are required to post the
general purpose of these trials, as well as the eligibility criteria, location
and contact information of the trials. Since the establishment of this registry,
there has been significant public debate focused on broadening the types of
trials included in this or other registries, as well as providing for public
access to clinical trial results. A voluntary coalition of medical journal
editors has adopted a resolution to publish results only from those trials that
have been registered with a no-cost, publicly accessible database, such
as  www.clinicaltrials.gov . The Pharmaceuticals and Research
Manufacturers of America has also issued voluntary principles for its members to
make results from certain clinical studies publicly available and has
established a website for this purpose. Other groups have adopted or are
considering similar proposals for clinical trial registration and the posting of
clinical trial results. The state of Maine has enacted legislation, with penalty
provisions, requiring the disclosure of results from clinical trials involving
drugs marketed in the state, and similar legislation has been introduced in
other states. Federal legislation was introduced in the fall of 2004 to
expand  www.clinicaltrials.gov  and to require the inclusion
of study results in this registry. In some states, such as New York, prosecutors
have alleged that a lack of disclosure of clinical trial information constitutes
fraud, and these allegations have resulted in settlements with pharmaceutical
companies that include agreements to post clinical trial results. Our failure to
comply with any clinical trial posting requirements could expose us to negative
publicity, fines, and other penalties, all of which could materially harm our
business.





Because
we are dependant on clinical research institutions and other contractors for
clinical testing and for research and development activities, the results of our
clinical trials and such research activities are, to a certain extent, beyond
our control.


We
depend upon independent investigators and collaborators, such as universities
and medical institutions, to conduct our pre-clinical and clinical trials under
agreements with us.  These collaborators are not our employees and we
cannot control the amount or timing of resources that they devote to our
programs.  These investigators may not assign as great a priority to
our programs or pursue them as diligently as we would if we were undertaking
such programs ourselves.  If outside collaborators fail to devote
sufficient time and resources to our drug development programs, or if their
performance is substandard, the approval of our FDA applications, if any, and
our introduction of new drugs, if any, will be delayed.  These
collaborators may also have relationships with other commercial entities, some
of whom may compete with us.  If our collaborators assist our
competitors at our expense, our competitive position would be
harmed.





If
our third-party clinical trial vendors fail to comply with strict regulations,
the clinical trials for our product candidates may be delayed or
unsuccessful.


We
do not have the personnel capacity to conduct or manage the clinical trials that
we intend for our product candidates.  We rely on third parties to
assist us in managing, monitoring and conducting most of our clinical
trials.  If these third parties fail to comply with applicable
regulations or do not adequately fulfill their obligations under the terms of
our agreements with them, we may not be able to enter into alternative
arrangements without undue delay or additional expenditures, and therefore the
clinical trials for our product candidates may be delayed or
unsuccessful.


Furthermore,
the FDA can be expected to inspect some or all of the clinical sites
participating in our clinical trials, or our third-party vendors’ sites, to
determine if our clinical trials are being conducted according to current good
clinical practices.  If the FDA determines that our third-party
vendors are not in compliance with applicable regulations, we may be required to
delay, repeat or terminate the clinical trials.  Any delay, repetition
or termination of our clinical trials could materially harm our
business.





If
we are unable to retain and recruit qualified scientists or if any of our key
senior executives discontinue their employment with us, it will delay our
development efforts.


We
are highly dependent on the principal members of our management and we intend to
hire scientific staff. The loss of any of these people could impede the
achievement of our development objectives. Furthermore, recruiting and retaining
qualified scientific personnel to perform research and development work in the
future will also be critical to our success. We may be unable to attract and
retain personnel on acceptable terms given the competition among biotechnology,
pharmaceutical and health care companies, universities and non-profit research
institutions for experienced scientists. In addition, we rely on a significant
number of consultants to assist us in formulating our research and development
strategy. All of our consultants are employed by employers other than us. They
may have commitments to, or advisory or consulting agreements with, other
entities that may limit their availability to us.


Page
10


We
have no marketing experience, sales force or distribution capabilities and, if
our product candidates are approved, we may not be able to commercialize them
successfully.


Although
we do not currently have any products which have been approved for commercial
sale, our ability to produce revenues ultimately depends on our ability to sell
our products if and when they are approved by the FDA. We currently have no
experience in marketing or selling pharmaceutical products and we do not have a
marketing and sales staff or distribution capabilities. Our long-term strategy
involves establishing alliances with third parties to assist in marking and
distribution of our product candidates.  There is intense competition
for collaborative arrangement with pharmaceutical and biotechnology companies
for establishing relationships with academic research institutions, for
attracting investigators and sites capable of conducting our clinical trials and
for licenses of proprietary technology.  Moreover, these arrangements
are complex to negotiate and time-consuming to document.  Our future
profitability will depend in large part on our ability to enter into effective
marketing arrangements and our product revenues will depend on those marketers’
efforts, which may not be successful.





If
we create a product for sale, governmental and third-party payors may subject
our potential products to sales and pharmaceutical pricing controls that could
limit our potential product revenues and delay profitability.


The
continuing efforts of government and third-party payors to contain or reduce the
costs of health care through various means may reduce our potential revenues, if
we ever create a product that could be sold to the public. These payors’ efforts
could decrease the price that we receive for any potential products we may
develop and sell in the future. In addition, third-party insurance coverage may
not be available to patients for any potential products we develop. If
government and third-party payors do not provide adequate coverage and
reimbursement levels for our products, or if price controls are enacted, our
product revenues will suffer.





Our
product candidates could infringe on the intellectual property rights of others,
which may lead to costly litigation, payment of substantial damages or royalties
and/or our inability to use essential technologies.


The
biopharmaceutical industry has been characterized by extensive litigation and
administrative proceedings regarding patents and other intellectual property
rights. Whether a drug infringes a patent involves complex legal and factual
issues, the determination of which is often uncertain. Our competitors may
assert that our product candidates and methods infringe their patents. In
addition, they may claim that their patents have priority over ours because
their patents issued first. Because patent applications can take many years to
issue, there may be applications now pending of which we are unaware, which
could later result in issued patents that our instruments or methods may
infringe. There could also be existing patents that one or more of our
instruments or methods may inadvertently be infringing of which we are unaware.
As the number of competitors in the market grows, the possibility of a patent
infringement claim against us increases.


Infringement
and other intellectual property claims, with or without merit, can be expensive
and time-consuming to litigate or otherwise dispose of and can divert
management’s attention from carrying on with our core business. In addition, if
we lose an intellectual property litigation matter, a court could require us to
pay substantial damages and/or royalties and/or prohibit us from using essential
technologies. Also, although we may seek to obtain a license under a third
party’s intellectual property rights to bring an end to any claims or actions
asserted or threatened against us, we may not be able to obtain a license on
reasonable terms or at all.





If
we fail to adequately protect our intellectual property rights, our competitors
may be able to take advantage of our research and development efforts to develop
competing drugs.


Our
commercial success will depend in part on obtaining patent protection for our
products and other technologies and successfully defending these patents against
third party challenges. Our patent position, like that of other biotechnology
and pharmaceutical companies, is highly uncertain. One uncertainty is that the
United States Patent and Trademark Office (“PTO”), or the courts, may deny or
significantly narrow claims made under patents or patent applications. This is
particularly true for patent applications or patents that concern biotechnology
and pharmaceutical technologies, such as ours, since the PTO and the courts
often consider these technologies to involve unpredictable sciences. Another
uncertainty is that any patents that may be issued or licensed to us may not
provide any competitive advantage to us and they may be successfully challenged,
invalidated or circumvented in the future. In addition, our competitors, many of
which have substantial resources and have made significant investments in
competing technologies, may seek to apply for and obtain patents that will
prevent, limit or interfere with our ability to make, use and sell our potential
products either in the U.S. or in international markets.





Competition
and technological change may make our product candidates and technologies less
attractive or obsolete.


As
noted in “The Company’s Business”, we compete with several pharmaceutical and
biotechnology companies on similar types of technologies for the medical
indications we are attempting to treat. We also may face competition from
companies that may develop or acquire competing technology from universities and
other research institutions. As these companies develop their technologies, they
may develop competitive positions which may prevent or limit our product
commercialization efforts.


Our
competitors are established companies with greater financial and other resources
than we have. Other companies may succeed in developing products earlier than we
do, obtaining FDA approval for products more rapidly than we do or developing
products that are more effective than our product candidates


Page
11


ITEM
      2.
            PROPERTIES





The
Company’s current headquarters are located at 710 N. Post Oak Road, Suite 410,
Houston, Texas 77024.





ITEM
      3.
            LEGAL
      PROCEEDINGS





The
Company is not aware of any legal proceedings, pending or threatened, which it
is a party to.


Page
12


PART
II





ITEM
      5.
            MARKET
      FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS ISSUER
      PURCHASES OF EQUITY SECURITIES





The
Company’s Common Stock is listed on the over-the-counter electronic bulletin
board (“OTCBB”) under the symbol “OCOL.OB”.  The following table sets
forth the range of high and low bid prices for the last three fiscal
years.





Year
      2009
                      
                      High
                      
                      
                      LowQuarter
      ended March 31, 2009
                      
                      $
                      0.025
                      
                      
                      $
                      0.023Quarter
      ended December 31, 2008
                      
                      $
                      0.0085
                      
                      
                      $
                      0.007Quarter
      ended September 30, 2008
                      
                      $
                      0.04
                      
                      
                      $
                      0.03Quarter
      ended June 30, 2008
                      
                      $
                      0.23
                      
                      
                      $
                      0.17Year
      2008
                      
                      High
                      
                      
                      LowQuarter
      ended March 31, 2008
                      
                      $
                      0.40
                      
                      
                      $
                      0.39Quarter
      ended December 31, 2007
                      
                      $
                      0.73
                      
                      
                      $
                      0.30Quarter
      ended September 30, 2007
                      
                      $
                      2.40
                      
                      
                      $
                      0.40Quarter
      ended June 30, 2007
                      
                      $
                      3.20
                      
                      
                      $
                      1.60




ITEM
      6.
                SELECTED
      FINANCIAL DATA
  This
item does not apply to small reporting companies.


Page
13


ITEM
      7.
              MANAGEMENTS
      DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION


Overview


As
a development stage company, substantially all of our efforts will be devoted to
performing research and experimentation, conducting clinical trials, developing
and acquiring intellectual properties, raising capital and recruiting and
training personnel.





Results
of Operations - March 31, 2008 to March 31, 2009





The
Company has had no revenue for the period from March 31, 2008 through March 31,
2009.





The
Company’s expenses totaled $1,527,470 from March 31, 2008 through March 31,
2009, which were primarily comprised of professional fees of $575,303,
compensation and related expenses of $281,879, and other general and
administrative expenses of $186,687.





The
Company’s net operating loss for the period from March 31, 2008 through March
31, 2009 was $1,048,705 or $0.01 per share (basic and diluted).





Liquidity
and Capital Resources





As of
March 31, 2009, the Company had cash in non-restrictive accounts of $300 and
negative working capital of $451,390.





Net
cash used in operating activities was $165,649.   The Company
experienced an increase in accounts payable of $180,227 and a decrease in
accrued liabilities of $60,060.





For
the period, cash provided by financing activities totaled $164,775.





To
execute its business strategy, the Company needs to obtain significant
additional capital resources through equity and/or debt
financings.  As of March 31, 2009, the Company had minimal assets in
cash and cash equivalents and negative working capital.


Page
14




Table of
Contents


INDEX
TO CONSOLIDATED FINANCIAL STATEMENTS





PageReports
      of Independent Registered Public Accounting Firms
                      
                      F-1Consolidated
      Balance Sheets as of March 31, 2009 and 2008
                      
                      F-3Consolidated Statements of
      Operations  for the year ended March 31, 2009 and the period
      from May 9, 2007 (inception) to March 31, 2008 and for the period fromMay 9, 2007 (inception ) through March 31, 2009
                      
                      F-4Consolidated
      Statements of Changes in Shareholders’ Deficit for the period from May 9,
      2007 (inception) through March 31, 2009
                      
                      F-5Consolidated
      Statements of Cash Flows for the year ended March 31, 2008 and 2009 the
      period from May 9, 2007 (inception) to March 31, 2008 and for the period
      from May 9, 2007 (inception
      ) through March 31, 2009
                      
                      F-6Notes
      to Consolidated Financial Statements
                      
                      F-7


Page
15




ITEM
      8.
            FINANCIAL
      STATEMENTS





REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM





The Board
of Directors and Stockholders


Oncolin
Therapeutics, Inc. and Subsidiaries


(A
Development Stage Company)


Houston,
Texas





We have
audited the accompanying consolidated balance sheet of Oncolin Therapeutics,
Inc. and subsidiaries as of March 31, 2009 and the related consolidated
statements of operations, stockholders' deficit and cash flows for the year then
ended and for the period from May 9, 2007, (inception) through March 31,
2009.  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.  The consolidated
financial statements for the period from inception through March 31, 2008
include a net loss of $1,736,680.  Our opinion on the consolidated
statements of operations, shareholders’ deficit and cash flows for the period
from inception through March 31, 2009, insofar as it relates to amounts for
periods through March 31, 2008, is based solely on the report of other
auditors.





We
conducted our audit in accordance with the 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 consolidated financial statements are free of material
misstatement.  The Company is not required to have, nor were we
engaged to perform, an audit of its internal control over financial
reporting.  Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s internal control over financial
reporting.  Accordingly, we express no such opinion.  An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the consolidated financial statements.  An audit also
includes assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall consolidated financial
statement presentation.  We believe that our audit provides a
reasonable basis for our opinion.





In our
opinion, the consolidated financial statements referred to above present fairly,
in all material respects, the financial position of Oncolin Therapeutics, Inc.
and subsidiaries as of March 31, 2009, and the results of its operations and its
cash flows for the year then ended and for the period from May 9, 2007,
(inception) through March 31, 2009 in conformity with accounting principles
generally accepted in the United States of America.





The
accompanying financial statements have been prepared assuming the Company will
continue as a going concern.  As discussed in Note 1 to the
consolidated financial statements, the Company has never generated any revenue
and has suffered recurring losses from operations and at March 31, 2009 is in a
negative working capital position.  These factors raise substantial
doubt about the Company's ability to continue as a going
concern.  Management's plans in regard to these matters are also
described in Note 1.  The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.





/s/
Malone Bailey, LLP


www.malonebailey.com


Houston,
Texas





May 5,
2010


Page 16
(F-1)


REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM





The Board
of Directors and Stockholders


Oncolin
Therapeutics, Inc. and Subsidiaries


(A
Development Stage Company)


Houston,
Texas





We have
audited the accompanying consolidated balance sheet of Oncolin Therapeutics,
Inc. and subsidiaries as of March 31, 2008 and the related consolidated
statements of operations, shareholders' deficit and cash flows for the
period from inception (May 9, 2007) through March 31, 2008.  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 audit in accordance with the 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 consolidated financial statements are free of material
misstatement.  The Company is not required to have, nor were we
engaged to perform, an audit of its internal control over financial
reporting.  Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s internal control over financial
reporting.  Accordingly, we express no such opinion.  An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the consolidated financial statements.  An audit also
includes assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall consolidated financial
statement presentation.  We believe that our audit provides a
reasonable basis for our opinion.





In our
opinion, the consolidated financial statements referred to above present fairly,
in all material respects, the financial position of Oncolin Therapeutics, Inc.
and subsidiaries as of March 31, 2008, and the results of its operations and its
cash flows for the period from inception (May 9, 2007) through March 31, 2008,
in conformity with accounting principles generally accepted in the United States
of America.





The
accompanying financial statements have been prepared assuming the Company will
continue as a going concern.  As discussed in Note 1 to the
consolidated financial statements, the Company has never generated any revenue
and has suffered recurring losses from operations and at March 31, 2008 is in a
negative working capital position.  These factors raise substantial
doubt about the Company's ability to continue as a going
concern.  Management's plans in regard to these matters are also
described in Note 1.  The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.





/s/ GBH
CPAs, PC





GBH CPAs,
PC


www.gbhcpas.com


Houston,
Texas


July 14,
2008


Page 17
(F-2)




ITEM
      1.
            FINANCIAL
      STATEMENTS





ONCOLIN
THERAPEUTICS, INC. AND SUBSIDIARIES


(A
DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
BALANCE SHEETS





March 31,
                              2009
                            
                            March 31,
                              2008ASSETSCash
      and cash equivalents
                            
                            $
                            300
                            
                            
                            $
                            1,174Prepaid
      expenses
                            
                            
                            -
                            
                            
                            
                            30,750Deferred
      financing costs, net
                            
                            
                            -
                            
                            
                            
                            12,915Total
      current assets
                            
                            
                            300
                            
                            
                            
                            44,839Property
      and equipment, net
                            
                            
                            4,002
                            
                            
                            
                            4,670Option
      agreement, net
                            
                            
                            -
                            
                            
                            
                            11,111Total
      assets
                            
                            $
                            4,302
                            
                            
                            
                            60,620LIABILITIES
      AND SHAREHOLDERS' DEFICITCurrent
      liabilities:Accounts
      payable
                            
                            $
                            226,113
                            
                            
                            $
                            109,188Accounts
      payable – related parties
                            
                            
                            102,173
                            
                            
                            
                            111,783Accrued
      liabilities
                            
                            
                            28,102
                            
                            
                            
                            124,730Notes
      payable – related parties
                            
                            
                            95,302
                            
                            
                            
                            410,000Total
      liabilities
                            
                            
                            451,690
                            
                            
                            
                            755,701Shareholders'
      deficit:Common
      stock, $.001 par value, 500,000,000 shares
      authorized;  462,055,263 and42,069,533shares
      issued and outstanding at March 31, 2009 and
      2008  respectively
                            
                            
                            462,055
                            
                            
                            
                            42,069Additional
      paid-in capital
                            
                            
                            1,875,942
                            
                            
                            
                            999,530Deficit
      accumulated during the development stage
                            
                            
                            (2,785,385
                            )
                            
                            
                            (1,736,680
                            )Total
      shareholders’ deficit
                            
                            
                            (447,388
                            )
                            
                            
                            (695,081
                            )Total
      liabilities and shareholders' deficit
                            
                            $
                            4,302
                            
                            
                            $
                            60,620





See
accompanying notes to consolidated financial statements


Page 18
(F-3)


ONCOLIN
THERAPEUTICS, INC. AND SUBSIDIARIES


(formerly
EDGELINE HOLDINGS, INC.)


(A
DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
STATEMENT OF OPERATIONS


FOR
THE YEAR ENDED MARCH 31, 2009, THE PERIOD FROM MAY 9, 2007 (INCEPTION) THROUGH
MARCH 31, 2008 AND FOR THE PERIOD FROM MAY 9, 2007 (INCEPTION) TO MARCH 31,
2009





March 31, 2009
                    
                    
                    Inception
                      (May 9,
                      2007) to
                      March 31, 2008
                    
                    
                    Inception (May 9,
                      2007) to March
                      31, 2009Revenue
                    
                    $
                    —
                    
                    
                    $
                    —
                    
                    
                    $
                    —Operating
      expenses:Compensation
      and related expenses
                    
                    
                    281,879
                    
                    
                    
                    727,445
                    
                    
                    
                    1,009,324Office
      administration
                    
                    
                    7,646
                    
                    
                    
                    13,359
                    
                    
                    
                    21,005Professional
      fees
                    
                    
                    575,303
                    
                    
                    
                    274,635
                    
                    
                    
                    849,938Investor
      relations
                    
                    
                    19,940
                    
                    
                    
                    272,504
                    
                    
                    
                    292,444Merger
      expenses
                    
                    
                    -
                    
                    
                    
                    8,113
                    
                    
                    
                    8,113Impairment
      of license agreement
                    
                    
                    -
                    
                    
                    
                    80,100
                    
                    
                    
                    80,100Acquisition
      costs of subsidiary
                    
                    
                    -
                    
                    
                    
                    220,000
                    
                    
                    
                    220,000Depreciation
      and amortization
                    
                    
                    20,668
                    
                    
                    
                    9,364
                    
                    
                    
                    30,032Other
      expenses
                    
                    
                    186,687
                    
                    
                    
                    105,339
                    
                    
                    
                    292,026Total
      operating expenses
                    
                    
                    1,092,123
                    
                    
                    
                    1,710,859
                    
                    
                    
                    2,802,982Interest
      expense
                    
                    
                    435,347
                    
                    
                    
                    25,821
                    
                    
                    
                    461,168Gain
      on deconsolidation of subsidiary
                    
                    
                    (478,765
                    )
                    
                    
                    -
                    
                    
                    
                    (478,765
                    )Other
      expenses
                    
                    
                    (43,418
                    )
                    
                    
                    
                    
                    
                    
                    (17,597
                    )Net
      loss
                    
                    $
                    (1,048,705
                    )
                    
                    $
                    (1,736,680
                    )
                    
                    $
                    (2,785,385
                    )Net
      loss per share:Basic
      and diluted
                    
                    
                    (0.00
                    )
                    
                    
                    (0.05
                    )Weighted
      average number of common sharesoutstanding:Basic
      and diluted
                    
                    
                    220,556,891
                    
                    
                    
                    36,662,218








Page 19
(F-4)


ONCOLIN
THERAPEUTICS, INC. AND SUBSIDIARIES


(formerly
EDGELINE HOLDINGS, INC.)


(A
DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
STATEMENT OF STOCKHOLDERS’ DEFICIT


FOR
THE PERIOD FROM MAY 9, 2007 (INCEPTION) TO MARCH 31, 2009





DeficitAccumulatedAdditional
                                      
                                      
                                      During theCommon
                                      
                                      
                                      Paid-in
                                      
                                      
                                      DevelopmentShares
                                      
                                      
                                      Stock
                                      
                                      
                                      Capital
                                      
                                      
                                      Stage
                                      
                                      
                                      TotalMay
      9, 2007 (inception)
                                      
                                      
                                      -
                                      
                                      
                                      $
                                      -
                                      
                                      
                                      $
                                      -
                                      
                                      
                                      $
                                      -
                                      
                                      
                                      $
                                      -Issuance
      of common stock for cash
                                      
                                      
                                      3,204,842
                                      
                                      
                                      $
                                      3,205
                                      
                                      
                                      
                                      (2,040
                                      )
                                      
                                      
                                      -
                                      
                                      
                                      
                                      1,165Issuance
      of common stock for services
                                      
                                      
                                      2,420,824
                                      
                                      
                                      
                                      2,421
                                      
                                      
                                      
                                      (1,541
                                      )
                                      
                                      
                                      -
                                      
                                      
                                      
                                      880Common
      shares issued for reverse merger
                                      
                                      
                                      624,334
                                      
                                      
                                      
                                      624
                                      
                                      
                                      
                                      (624
                                      )
                                      
                                      
                                      -
                                      
                                      
                                      
                                      0Issuance of
      additional common stock in reverse
      merger
                                      
                                      
                                      34,472,334
                                      
                                      
                                      
                                      34,472
                                      
                                      
                                      
                                      (34,472
                                      )
                                      
                                      
                                      -
                                      
                                      
                                      
                                      0Post-merger
      capitalization
                                      
                                      
                                      40,722,334
                                      
                                      
                                      
                                      40,722
                                      
                                      
                                      
                                      (38,677
                                      )
                                      
                                      
                                      -
                                      
                                      
                                      
                                      2,045Cancellation
      of common stock issued
                                      
                                      
                                      (300,000
                                      )
                                      
                                      
                                      (300
                                      )
                                      
                                      
                                      300
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      0Issuance of common
      stock to acquire Intertech
      Bio
                                      
                                      
                                      500,000
                                      
                                      
                                      
                                      500
                                      
                                      
                                      
                                      219,500
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      220,000Issuance
      of common stock for services
                                      
                                      
                                      600,000
                                      
                                      
                                      
                                      600
                                      
                                      
                                      
                                      295,400
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      296,000Issuance of common
      stock for exercise of stock
      options
                                      
                                      
                                      547,199
                                      
                                      
                                      
                                      547
                                      
                                      
                                      
                                      194,726
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      195,273Issuance
      of stock options for services
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      328,281
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      328,281Net
      loss
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      
                                      
                                      
                                      
                                      (1,736,680
                                      )
                                      
                                      
                                      (1,736,680
                                      )Balance
      at March 31, 2008
                                      
                                      
                                      42,069,533
                                      
                                      
                                      $
                                      42,069
                                      
                                      
                                      $
                                      999,530
                                      
                                      
                                      $
                                      (1,736,680
                                      )
                                      
                                      $
                                      (695,081
                                      )Issuance
      of common stock for services
                                      
                                      
                                      4,355,500
                                      
                                      
                                      
                                      4,356
                                      
                                      
                                      
                                      271,031
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      275,387Issuance
      of common stock for exercise ofstock
      options
                                      
                                      
                                      262,460
                                      
                                      
                                      
                                      262
                                      
                                      
                                      
                                      74,513
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      74,775Issuance
      of stock options for services
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      43,683
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      43,683Discount
      on convertible debt due tobeneficial
      conversion feature
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      397,985
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      397,985Issuance
      of common stock for theconversion
      of debt
                                      
                                      
                                      414,567,770
                                      
                                      
                                      
                                      414,568
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      414,568Issuance
      of common stock for cash
                                      
                                      
                                      800,000
                                      
                                      
                                      
                                      800
                                      
                                      
                                      
                                      89,200
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      90,000Net
      loss
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (1,048,705
                                      )
                                      
                                      
                                      (1,048,705
                                      )Balance
      at March 31, 2009
                                      
                                      
                                      462,055,263
                                      
                                      
                                      $
                                      462,055
                                      
                                      
                                      $
                                      1,875,942
                                      
                                      
                                      $
                                      (2,785,385
                                      )
                                      
                                      $
                                      (447,388
                                      )





See
accompanying notes to consolidated financial statements


Page 20
(F-5)


ONCOLIN
THERAPEUTICS, INC. AND SUBSIDIARIES


(formerly
EDGELINE HOLDINGS, INC.)


(A
DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
STATEMENT OF CASH FLOWS


FOR
THE YEAR ENDED MARCH 31, 2009, THE PERIOD FROM MAY 9, 2007 (INCEPTION) THROUGH
MARCH 31, 2008 AND FOR THE PERIOD FROM MAY 9, 2007 (INCEPTION) TO MARCH 31,
2009





March 31,
                        2009
                      
                      
                      Inception (May
                        9, 2007) to
                        March 31, 2008
                      
                      
                      Inception
                        (May 9, 2007)
                        to March 31,
                        2009Cash
      flows from operating activities:Net
      loss
                      
                      $
                      (1,048,705
                      )
                      
                      $
                      (1,736,680
                      )
                      
                      $
                      (2,785,385
                      )Adjustments
      to reconcile net loss to cashused
      in operating activities:Depreciation
      and amortization
                      
                      
                      11,779
                      
                      
                      
                      9,364
                      
                      
                      
                      21,143Amortization
      of deferred financing costs
                      
                      
                      12,915
                      
                      
                      
                      2,085
                      
                      
                      
                      15,000Non-cash
      compensation expense relating to license agreement
                      
                      
                      -
                      
                      
                      
                      119,900
                      
                      
                      
                      119,900Amortization
      of debt discount
                      
                      
                      397,985
                      
                      
                      
                      -
                      
                      
                      
                      397,985Share-based
      compensation
                      
                      
                      319,070
                      
                      
                      
                      594,411
                      
                      
                      
                      913,481Impairment
      of license agreement
                      
                      
                      -
                      
                      
                      
                      80,100
                      
                      
                      
                      80,100Non-cash
      acquisition costs of subsidiary
                      
                      
                      -
                      
                      
                      
                      220,000
                      
                      
                      
                      220,000Changes
      in assets and liabilities:Other
      current assets
                      
                      
                      30,750
                      
                      
                      
                      (15,000
                      )
                      
                      
                      15,750Accounts
      payable
                      
                      
                      180,227
                      
                      
                      
                      109,188
                      
                      
                      
                      289,415Accounts
      payable related parties
                      
                      
                      (9,610
                      )
                      
                      
                      111,783
                      
                      
                      
                      102,173Accrued
      liabilities
                      
                      
                      (60,060
                      )
                      
                      
                      124,730
                      
                      
                      
                      64,670Net
      cash used in operating activities
                      
                      
                      (165,649
                      )
                      
                      
                      (380,118
                      )
                      
                      
                      (545,768
                      )Cash
      flows from investing activities:Investment
      in option agreement
                      
                      
                      -
                      
                      
                      
                      (20,000
                      )
                      
                      
                      (20,000
                      )Purchase
      of property and equipment
                      
                      
                      -
                      
                      
                      
                      (5,145
                      )
                      
                      
                      (5,145
                      )Net
      cash used in investing activities
                      
                      
                      -
                      
                      
                      
                      (25,145
                      )
                      
                      
                      (25,145
                      )Cash
      flows from financing activities:Proceeds
      from notes payable related parties
                      
                      
                      -
                      
                      
                      
                      223,000
                      
                      
                      
                      223,000Repayment
      of notes payable related parties
                      
                      
                      -
                      
                      
                      
                      (13,000
                      )
                      
                      
                      (13,000
                      )Proceeds
      from issuance of common stock
                      
                      
                      90,000
                      
                      
                      
                      1,165
                      
                      
                      
                      91,165Proceeds
      from exercise of stock options
                      
                      
                      74,775
                      
                      
                      
                      195,273
                      
                      
                      
                      270,048Net
      cash provided by financing activities
                      
                      
                      164,775
                      
                      
                      
                      406,438
                      
                      
                      
                      571,213Net
      change in cash
                      
                      $
                      (874
                      )
                      
                      $
                      1,174
                      
                      
                      $
                      300Cash
      and cash equivalents, beginning of period
                      
                      
                      1,174
                      
                      
                      
                      -
                      
                      
                      
                      -Cash
      and cash equivalents, end of period
                      
                      $
                      300
                      
                      
                      $
                      1,174
                      
                      
                      $
                      300Supplemental
      disclosures:Interest
      paid
                      
                      $
                      1,799
                      
                      
                      $
                      3,834
                      
                      
                      $
                      5,633Taxes
      paid
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -Non-cash
      investing and financing activities:Cancellation
      of stock certificate
                      
                      $
                      -
                      
                      
                      $
                      300
                      
                      
                      $
                      300Issuance
      of note payable for license agreement
                      
                      
                      -
                      
                      
                      
                      200,000
                      
                      
                      
                      200,000Stock
      issued for prepaid investor relation services
                      
                      
                      -
                      
                      
                      
                      73,800
                      
                      
                      
                      73,800Debt
      Discount on Convertible Notes
                      
                      
                      397,985
                      
                      
                      
                      -
                      
                      
                      
                      397,985Conversion
      of Notes Payable & Accrued Interest
                      
                      
                      414,568
                      
                      
                      
                      -
                      
                      
                      
                      414,568








Page 21
(F-6)


ONCOLIN
THERAPEUTICS, INC.AND SUBSIDIARIES


(formerly
EDGELINE HOLDINGS, INC.)


(A
DEVELOPMENT STAGE COMPANY)


NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS





Note
      1.
            Organization
      and Significant Accounting Policies





Organization
and Nature of Business





Oncolin
Therapeutics, Inc. (formerly, Edgeline Holdings, Inc. (Edgeline), formerly,
Dragon Gold Resources, Inc., (Dragon Gold)) was incorporated in Nevada on
December 13, 2000.





Effective
May 9, 2007, Dragon Gold Resources, Inc. completed a reverse merger with Secure
Voice Communications, Inc., a Texas corporation (“Secure Voice”).  As
a result of the transaction, Secure Voice became a wholly-owned subsidiary of
Dragon Gold when Dragon Gold agreed to issue an aggregate of 3,207,840,000
shares of its common stock (pre-reverse split) to the former shareholders of
Secure Voice (in exchange for all the outstanding capital stock of Secure
Voice), resulting in the former shareholders of Secure Voice owning
approximately 98.5% of the issued and outstanding Dragon Gold common
stock.  As the articles of incorporation only authorized the issuance
of 500,000,000 shares of common stock, Dragon Gold issued 450,053,276 shares of
common stock (pre-reverse split) and was obligated to issue an additional
2,757,786,724 shares of common stock (pre-reverse split).  At the
annual shareholders’ meeting which was held on June 19, 2007, the shareholders
approved an 80-for-1 reverse split that did not reduce the number of authorized
shares of common stock.  Upon the approval of the 80-for-1 reverse
split, Dragon Gold issued the balance of these shares which equated to
34,472,334 shares on a post-split basis.





On
February 15, 2008, the Company amended its Articles of Incorporation to change
the par value of the Company’s Common Stock from $0.08 to $0.001, to authorize
25,000,000 shares of blank-check preferred stock and to change the name of the
Company from “Edgeline Holdings, Inc.” to “Oncolin Therapeutics,
Inc.  The accompanying consolidated financial statements and related
notes give retroactive effect to the change in par value.





As of
March 31, 2009, Oncolin had two wholly-owned subsidiaries as
follows:





· Secure Voice –
This subsidiary was incorporated in the State of Texas on May 9, 2007, with the
initial primary focus being the development and readying for market a SIP
(Session Initiation Protocol) based approach to defending voice traffic and
voice packets against deliberate attacks such as DoS (Denial of Service)
developing information.





· New
EnerSource, Inc. (“New EnerSource”) – This subsidiary was incorporated in the
State of Texas on August 28, 2007, with the primary purpose to engage in
enhanced oil recovery (“EOR”) projects.





Intertech
Bio Corporation (“Intertech Bio”) – Intertech Bio was incorporated in the State
of Texas on August 8, 2007.  Its primary purpose was to focus on
developing products to treat cancer, infectious diseases and other medical
conditions associated with compromised immune systems. On February 23, 2009, the
Company distributed 75% of their ownership in Intertech Bio in exchange for the
assumption of certain liabilities and future obligations associated with the
ongoing operations of Intertech Bio.  Oncolin will retain an
approximate 25% interest in Intertech Bio and will not be responsible for future
costs associated with Intertech Bio.





Going
Concern





These
financial statements have been prepared on a going concern basis, which implies
the Company will continue to realize its assets and discharge its liabilities in
the normal course of business.  The Company has not generated revenue
since its inception and is unlikely to generate earnings in the immediate or
foreseeable future.  The continuation of the Company as a going
concern is dependent upon the continued financial support from its shareholders
and the ability of the Company to obtain necessary equity financing to continue
operations and the attainment of profitable operations.  As of March
31, 2009, the Company has accumulated losses of $2,965,385 since
inception.  These financial statements do not include any adjustments
to the recoverability and classification of recorded asset amounts and
classification of liabilities that might be necessary should the Company be
unable to continue as a going concern.  These factors raise
substantial doubt regarding the Company's ability to continue as a going
concern.





Principles
of Consolidation





The
consolidated financial statements include the accounts of Oncolin Therapeutics,
Inc. (a Nevada corporation) and its wholly owned subsidiaries, Secure Voice and
New Enersource Inc. All significant inter-company accounts and transactions have
been eliminated.


Page 22
(F-7)





Use
of Estimates




In
preparing financial statements in conformity with accounting principles
generally accepted in the United States of America, management is required to
make estimates and assumptions that affect the amounts reported in the
consolidated financial statements and accompanying notes. Actual results could
differ from those estimates.




Development
stage





The
Company complies with FASB ASC 915-15 for its characterization of the Company as
development stage.





Property
and Equipment




Property
and equipment are recorded at cost and are depreciated using the straight line
method over their estimated useful lives.  As of March 31, 2009, the
property and equipment included personal computers





Loss
per Share




In
accordance with FASB  ASC 260, “Earnings per Share”, basic net loss
per common share is computed by dividing net loss for the period by the weighted
average number of common shares outstanding during the period. Under ASC 260,
diluted net income/(loss) per share is computed by dividing the net
income/(loss) for the period by the weighted average number of common and common
equivalent shares, such as stock options and warrants, outstanding during the
period. Such common equivalent shares have not been included in the computation
of net loss per share as their effect would be anti-dilutive.


Income
Taxes





Income
taxes are recorded in accordance with FASB ASC 740, “Accounting for Income
Taxes”. This statement requires the recognition of deferred tax assets and
liabilities to reflect the future tax consequences of events that have been
recognized in the financial statements or tax returns. Measurement of the
deferred items is based on enacted tax laws. In the event the future
consequences of differences between financial reporting bases and tax bases of
the Company's assets and liabilities result in a deferred tax asset, ASC 740
requires an evaluation of the probability of being able to realize the future
benefits indicated by such assets. A valuation allowance related to a deferred
tax asset is recorded when it is more likely than not that some portion or the
entire deferred tax asset will not be realized.





The
Company has not filed tax returns for 2007-2009. As of March 31, 2009, there is
approximately $3,000,000 in accumulated losses for tax purposes. When the tax
returns are completed, these losses will give rise to deferred tax assets, a
significant portion of which are likely to be net operating loss carry forwards.
Due to the May 30, 2007 reverse merger, these net operating loss deferred tax
assets will be subject to limitations. Current tax laws limit the amount of loss
available to be offset against future taxable income when a substantial change
in ownership occurs. Therefore, the amount available to offset future taxable
income may be limited. Because of these potential limitations and the Company’s
history of losses, the Company has not recognized any deferred tax asset and
has placed a full valuation allowance on such assets.





Stock-Based
Compensation





The
Company accounts for stock-based compensation in accordance with FASB ASC 718,
which requires the measurement and recognition of compensation expense for all
share-based payments made to employees and directors based on estimated fair
values. Share-based payments awarded to consultants are accounted for in
accordance with FASB ASC 505-50, “Accounting for Equity Instruments That Are
Issued to Other Than Employees for Acquiring, or in Connection with Selling,
Goods or Services.”




FASB ASC
718 requires companies to estimate the fair value of share-based payment awards
on the date of grant using an option-pricing model. The value of the portion of
the award that is ultimately expected to vest is recognized as expense over the
requisite service periods in the Company’s consolidated statement of
operations.




Stock-based
compensation expense recognized is based on the value of the portion of
share-based payment awards that is ultimately expected to vest. The Company
generally attributes the value of stock-based compensation to expense using the
straight-line method.




The
Company estimates fair value of share-based awards using the
Black-Scholes-Merton option-pricing formula (“Black-Scholes model”). This model
requires the Company to estimate expected volatility and expected life, which
are highly complex and subjective variables. The Company estimates expected term
using the safe-harbor provisions of FASB ASC 718, “Share-Based Payment.” The
Company estimated its expected volatility by taking the average volatility
determined for a peer group of similar publicly-traded
companies.





Fair
Value of Financial Instruments





The fair
value of note payable, cash, accounts payable, and accrued expenses approximates
their carrying value due to the short-term nature of these financial
instruments. The Company does not have material financial instruments with
off-balance sheet risk.


Page 23
(F-8)




Recent
Accounting Pronouncements





The
Company does not expect the adoption of recently issued accounting
pronouncements to have a significant impact on our results of operations,
financial position or cash flow.





Note
      2.
            Property
      and Equipment




Property
and equipment consist of the following at March 31, 2009 and 2008,
respectively:





2009
                  
                  
                  2008Computers
                  
                  $
                  5,145
                  
                  
                  $
                  5,145Less:
      accumulated depreciation
                  
                  
                  1,143
                  
                  
                  
                  475$
                  4,002
                  
                  
                  $
                  4,670





Note
      3.
            Prepaid
      Expenses




Prepaid
expenses at March 31, 2008 consisted primarily of prepaid investor relations
expense which was amortized over the terms of the agreement with an investor
relations firm.  There were no prepaid expenses at March, 31,
2009.




Note
      4.
            Deferred
      Financing Costs




At March
31, 2008, deferred financing costs incurred were capitalized and subsequently
amortized using the interest method of accretion over the estimated life of
the debt.  $12,915 of deferred financing costs were fully amortized at
March 31, 2009.




Note
      5.
            Option
      Agreement





On
November 30, 2007, the Company entered into an Option Agreement with The
University of Texas M.D. Anderson Cancer Center (“UTMDACC”) to evaluate certain
patent rights in relation to products arising and to negotiate a license with
UTMDACC for the use of such patent rights on five (5) specific intellectual
property rights.  As consideration for the option, the Company paid UTMDACC
$20,000 for the period November 30, 2007 through August 30, 2008, and had the
right to extend the option term to November 30, 2008, by paying UTMDACC an
additional $40,000 on or before August 30, 2008.  Amortization expense
relating to this Option Agreement for the year ended March 31, 2009 and
2008 was $11,111 and $8,889, respectively.  As of March 31, 2009, no
payment was made for the extension fee and the extension agreement has not been
executed.  The option was transferred to Intertech Bio, which was spun out
from the Company in February 2009.





Note
      6.
            Accounts
      Payable – Related Parties




Certain
officers, directors and consultants, who are also stockholders of the Company,
have paid for goods and services, or incurred expenses, for the benefit of the
Company.  As of March 31, 2009 and 2008, the amounts due from the Company
to these related parties were $102,173 and $111,783,
respectively.


Page 24
(F-9)





Note
      7.
            Notes
      Payable – Related Parties




Notes
payable related parties as of March 31, 2009 and March 31, 2008 consist of the
following:





Description
                    
                    March 31, 2009
                    
                    
                    March 31, 2008On
      May 10, 2007, Secure Voice Communications, Inc. (Texas) entered into a
      note agreement with Secure Voice Communications, Inc. (Florida) to acquire
      the license rights to a voice over IP (“VoIP”) technology.  The
      principal amount of the note is $200,000 with an annual interest rate of
      9% and principal and accrued interest due May 10, 2008.  The
      principal amount of the note exceeded the fair value of the license rights
      of $80,100 and the excess was charged to compensation expense. 
      Secure Voice Communications, Inc. (Florida) is owned 100% by KM Casey No.
      1 LTD which is an affiliate of Kevan Casey, who is also affiliated with
      Silver Star Holdings, the majority shareholder of Oncolin.  At June
      30, 2007, the Company performed an impairment test on the carrying value
      of the license agreement it had acquired from Secure Voice Communications,
      Inc. (Florida) and determined an impairment charge for the full carrying
      value of $80,100 was warranted. On May 21, 2008, the Company amended this
      notes agreement into a convertible note. See Note 8.
                    
                    $
                    -
                    
                    
                    $
                    200,000On
      June 13, 2007, Oncolin entered into a note agreement with Tommy Allen, a
      shareholder of the Company in the principal amount of $20,000 at an annual
      interest rate of 10% and principal and accrued and unpaid interest due
      September 30, 2007.  During the quarter ended September 30,
      2007, the Company had repaid $13,000 of the principal amount of the note
      to Mr. Allen.  Mr. Allen verbally agreed to extend the due date
      of the note and accrued interest to March 31, 2009.  No
      principal or interest payments have been made through the date of this
      filing.
                    
                    
                    7,000
                    
                    
                    
                    7,000On
      July 24, 2007, Oncolin entered into a note agreement with SCJ Resources
      Corporation, an entity owned 100% by the Company’s former CFO, in the
      principal amount of $25,000 at an annual interest rate of 10% and
      principal and accrued and unpaid interest due September 30, 2007.  In
      addition, the Company agreed to pay SCJ Resources Corporation a 10%
      transaction fee that will accrue interest from the date of the note. 
      This note is currently in default.  The Company is withholding
      payment pending the outcome of a litigation between SCJ Resources
      Corporation and an affiliate owned by the major shareholder of the
      Company. No
      principal or interest payments have been made through the date of this
      filing.
                    
                    
                    25,000
                    
                    
                    
                    25,000On
      November 30, 2007, the Company entered into a note agreement with Kevan
      Casey in the principal amount of $15,000 and annual interest rate of 10%.
      The principal and accrued interest are due on May 31, 2008. On May 21,
      2008, the Company amended this notes agreement into a convertible note.
      See Note 8.
                    
                    
                    -
                    
                    
                    
                    15,000On
      November 30, 2007, the Company entered into a note agreement with KM Casey
      No. 1 LTD in the principal amount of $32,000and an annual interest rate of
      10%. The principal and accrued interest are due on May 31, 2008. On May
      21, 2008, the Company amended this notes agreement into a convertible
      note. See Note 8.
                    
                    
                    -
                    
                    
                    
                    32,000On
      February 12, 2008, the Company entered into a note agreement with Kevan
      Casey in the principal amount of $70,000 and an annual interest rate of
      10%. The principal and accrued interest are due upon demand. On May 21,
      2008, the Company amended this notes agreement into a convertible note.
      See Note 8.
                    
                    
                    -
                    
                    
                    
                    70,000On
      February 27, 2008, the Company entered into a note agreement with Kevan
      Casey in the principal amount of $28,000 and an annual interest rate of
      10%. The principal and accrued and unpaid interests are due upon demand.
      On May 21, 2008, the Company amended this notes agreement into a
      convertible note. See Note 8.
                    
                    
                    -
                    
                    
                    
                    28,000On
      March 3, 2008, the Company entered into a note agreement with Kevan Casey
      in the principal amount of $8,000 and an annual interest rate of 10%. The
      principal and accrued and unpaid interests are due upon demand. On May 21,
      2008, the Company amended this notes agreement into a convertible note.
      See Note 8.
                    
                    
                    -
                    
                    
                    
                    8,000On
      March 14, 2008, the Company entered into a note agreement with Kevan Casey
      in the principal amount of $25,000 and an annual interest rate of 10%. The
      principal and accrued and unpaid interests are due upon demand. On May 21,
      2008, the Company amended this notes agreement into a convertible note.
      See Note 8.
                    
                    
                    -
                    
                    
                    
                    25,000On
      September 30, 2008, Oncolin entered into a note agreement with J. Leonard
      Ivins, an officer of the Company, in the principal amount of $63,302 at
      annual interest rate of 10%.  The note was executed in exchange for
      the cancellation of Mr. Ivins’ employment agreement and all outstanding
      amounts due to him as of September 30, 2008.  The note and accrued
      interest are due on January 30, 2009.  No principal or interest
      payments have been made through the date of this filing.
                    
                    
                    63,302
                    
                    
                    
                    -Total
                    
                    $
                    95,302
                    
                    
                    $
                    410,000


Page 25
(F-10)




Note
      8.
              Convertible
      Notes




On May
21, 2008, the Company amended its notes agreement with Kevan Casey into a
convertible note whereby any part of the unpaid principal amount and accrued
interest of the notes could be converted into shares of the Company’s common
stock at the lesser of (i) $0.05 per share or (ii) 50% of the closing market
price of the Company’s common stock prior to the Conversion Notice (as defined
below), but in no case below $0.001, at the option of the Holder in whole or in
part at any time following the Issuance Date up to and including the day that
all of the Principal Amount and interest accrued but unpaid thereon, if any, are
paid in full. The conversions into common stock carry a “net cashless”
beneficial conversion feature resulting in discount of $148,602 on the
convertible note. On October 28, 2008, Mr. Casey exercised the conversion
option in the note agreement and converted the notes for 154,793,640 shares of
the Company’s common stock.





On
May 21, 2008, the Company also amended its note agreement with KM Casey No. 1
LTD into a convertible note whereby any part of the unpaid principal amount and
accrued interest of the notes shall be convertible into shares of the Company’s
common stock at the lesser of (i) $0.05 per share or (ii) 50% of the closing
market price of the Company’s common stock prior to the Conversion Notice (as
defined below), but in no case below $0.001, at the option of the Holder in
whole or in part at any time following the Issuance Date up to and including the
day that all of the Principal Amount and interest accrued but unpaid thereon, if
any, are paid in full. The conversions into common stock carry a “net cashless”
beneficial conversion feature resulting in discount of $249,383 on the
convertible note.  On October 28, 2008, KM Casey No. 1 LTD exercised
the conversion option in the note agreement and converted the notes for
259,774,130 shares of the Company’s common stock.





The
Company evaluated the amendments above under ASC 470-60 “Troubled Debt
Restructurings.” Because Kevan Casey did not grant a concession on this
outstanding loan, the transaction was not accounted for as troubled debt
restructuring. Consequently, the Company evaluated the transaction under ASC
470-50 “Debtor’s Accounting for a Modification or Exchange of Debt Instruments”
to determine if the modification was substantial. Because the amendment added a
conversion option to the notes payable, the debt modification was determined to
be substantial and accordingly the debt was extinguished. No gain or loss was
recognized on the extinguishment. As a result, the Company analyzed the amended
convertible notes for derivative accounting consideration under FASB ASC 815-15
and FASB ASC 815-40. The Company determined that, due to the floor of $0.001
noted above, the embedded conversion option in the convertible notes met the
criteria for classification in stockholders equity under FASB ASC 815-15 and
FASB ASC 815-40. Therefore, derivative accounting was not applicable for these
convertible notes payable.





In
addition, the Company evaluated the convertible notes under ASC 470-20 and
determined that they contained a beneficial conversion feature with an intrinsic
value of $397,985. This amount was recorded as a discount to the note to be
amortized until maturity using the effective interest method. As the notes were
converted during the period, the entire remaining discount was amortized to
interest expense during the year ended March 31, 2009.





Note
      9.
            Common
      Stock





Fiscal
2009





On May 1,
2008, the Company issued 150,000 shares of its common stock to a professional
firm for legal services valued at $51,000.


Page 26
(F-11)





In June
2008, the company sold 800,000 shares of common stock to individuals for cash
proceeds totaling $90,000.





On August
4, 2008, the Company issued 2,437,500 shares to J. Leonard Ivins as part of the
settlement of amounts due him. The Company valued these shares at
$146,250.





Also on
August 4, 2008, the Company issued 1,168,000 shares valued at $70,080 to third
parties for services rendered





On
November 14, 2008, the Company issued 600,000 shares of its common stock to a
professional firm for legal services which the Company valued at
$8,057.





On
October 28, 2008, the Company issued 414,567,770 shares of its restricted common
stock for conversion of debt and accrued interest with a carrying amount of
$414,568.  See Note 8.





Also on
October 28, 2008, the Company issued 262,460 shares of its restricted common
stock for exercise of stock options for which the received $74,775 in
proceeds.




Fiscal
2008





Secure
Voice Communications, Inc. (Texas) issued 29,648,000 shares of common stock to
its founding stockholders in exchange for $1,000 in cash.  On May 17, 2007,
Secure Voice Communications, Inc. (Texas) issued 1,650,000 shares of its common
stock for cash of $165 and 8,800,000 shares of its common stock for services
which it valued at $880.  On May 31, 2007, Secure Voice Communications,
Inc. (Texas) exchanged 100% of its common stock for approximately 98.5% of
Oncolin as discussed in Note 1.





On June
19, 2007, the shareholders approved a 1-for-80 (1:80) reverse stock split which
did not reduce the number of shares of common stock the Company is authorized to
issue, but increased the par value from $0.001 to $0.08 per share. 
Immediately following the shareholder approval of the reverse stock split, the
Company completed the reverse stock split and issued the balance of the shares
to be issued to the Secure Voice shareholders to complete the transaction. 
The following table summarizes the stock issuances.





On
September 30, 2007, the Company issued 100,000 shares of its restricted common
stock to two companies for consulting services which the Company valued at
$82,000, the fair market value on the date of issuance.





During
the quarter ended September 30, 2007, the Company issued 327,199 shares of its
common stock through the exercise of stock options for total proceeds of
$177,673.





On
November 7, 2007, the Company acquired all of the outstanding capital stock from
the shareholders of Intertech Bio Corporation, a Texas corporation, through the
issuance of 500,000 shares of its restricted common stock, which the Company
valued at $220,000, the fair market value on the date of the acquisition. 
The entire value of $220,000 was charged to expense as acquisition costs. 
In addition, the Company issued 100,000 shares of its restricted common stock to
two individuals pursuant to their consulting agreements which the Company valued
at $46,000, the fair market value on the date of issuance. 
Administratively, the Company has not issued the stock certificates to the
shareholders of Intertech Bio Corporation or the consultants as the Company is
renegotiating the transaction.  The 600,000 shares of common stock are
included in the issued and outstanding calculations as if they had been
issued.





On
November 8, 2007, the Company issued 100,000 shares of its restricted common
stock to two individuals for consulting services which the Company valued at
$46,000, the fair market value on the date of issuance.





On
November 15, 2007, the Company issued 300,000 shares of its restricted common
stock to Donald Picker, the Company’s Chief Operating Officer, pursuant to his
consulting agreement which the Company valued at $129,000, the fair market value
on the date of issuance.





On
December 19, 2007, the Company issued 100,000 shares of its common stock to an
individual as payment for past and future legal services which the Company
valued at $39,000, the fair market value on the date of issuance.





On
December 20, 2007, the Company received a certificate for 300,000 shares of its
common stock from a former shareholder of Secure Voice Communications, Inc.,
which the Company has returned to the transfer agent to be
cancelled.





In
January 2008, the Company issued 220,000 shares of the common stock for the
exercise of stock options for total proceeds of $17,600.


Page 27
(F-12)





Note
      10.
            Stock
      Options





On May
31, 2007, the Board of Directors adopted the 2007 Stock Option Plan (the
“Plan”), which allows for the issuance of up to 6,000,000 stock options to
directors, executive officers, employees and consultants of the Company who are
contributing to the Company’s success.  The Plan was approved by the
shareholders on June 19, 2007.





Fiscal
2009





During
the first quarter of 2009, the Company granted 646,305 stock warrants for its
common stock to an individual for consulting services which the Company valued
at $39,444, all of which was recognized as expense during the year ended March
31, 2009.  All of the warrants expire in the first quarter of fiscal 2010
and are exercisable for amounts ranging from $0.19-$1.35 per share.  All of
the warrants vested immediately on the date of grant.





In August
2008, the Company granted stock warrants for 300,000 shares of its common stock
to an individual for consulting services which the Company valued at
$12,715.  All of the options were forfeited upon termination of the
agreement with the consultant during fiscal 2009.  100,000 of the warrants
vested immediately on the grant date, resulting in expense of $4,238 during the
year ended March 31, 2009.





Fiscal 2008





During
the quarter ended September 30, 2007, the Company granted 327,199 stock options
to three individuals for consulting services which the Company valued at
$245,181 using the Black-Scholes option pricing model.





In
January 2008, the Company granted stock options for 220,000 shares of its common
stock to an individual for consulting services which the Company valued at
$76,355 using the Black-Scholes option pricing model.





The
following table summarizes stock options issued and
outstanding:





Options
                  
                  
                  Weighted
                    average
                    exercise
                    price
                  
                  
                  Aggregate
                    intrinsic
                    value
                  
                  
                  Weighted
                    average
                    remaining
                    contractual
                    life (years)Outstanding
      at May 9, 2007 (inception)
                  
                  
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  -
                  
                  
                  
                  -Granted
                  
                  
                  2,597,199
                  
                  
                  
                  0.31
                  
                  
                  
                  -
                  
                  
                  
                  -Exercised
                  
                  
                  (547,199
                  )
                  
                  
                  0.36
                  
                  
                  
                  -
                  
                  
                  
                  -Forfeited
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -Expired
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -Outstanding
      at March 31, 2008
                  
                  
                  2,050,000
                  
                  
                  
                  0.11
                  
                  
                  
                  874,886
                  
                  
                  
                  4.9Granted
                  
                  
                  946,305
                  
                  
                  
                  0.66
                  
                  
                  
                  -
                  
                  
                  
                  -Exercised
                  
                  
                  (262,460
                  )
                  
                  
                  0.30
                  
                  
                  
                  -
                  
                  
                  
                  -Forfeited
                  
                  
                  (2,350,000
                  )
                  
                  
                  0.10
                  
                  
                  
                  -
                  
                  
                  
                  -Expired
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -Outstanding
      at March 31, 2009
                  
                  
                  383,845
                  
                  
                  $
                  1.07
                  
                  
                  $
                  -
                  
                  
                  
                  0.25





Options
exercisable at March 31, 2009





Range of
                    exercise
                    prices
                  
                  Number of
                    shares
                  
                  
                  Weighted
                    average
                    remaining life
                    (years)
                  
                  
                  Exercisable
                    number of shares$0.43-
      $1.35
                  
                  
                  383,845
                  
                  
                  
                  0.25
                  
                  
                  
                  383,845





From
inception, May 9, 2007, to March 31, 2008, the Company issued 2,597,199
non-qualified stock options at exercise prices ranging from $0.08 to $0.90 per
share to certain individuals for consulting services which the Company valued
using the Black-Scholes option pricing model with the following assumptions:
volatility of ranging from 232.61% to 318.12%, term of four years, risk free
interest rate of 4.23% and no expected dividends.





From
April 1, 2008 to March 31, 2009, the Company issued 946,305 non-qualified stock
options at exercise prices ranging from $0.06 to $1.35 per share to certain
individuals for consulting services which the Company valued using the
Black-Scholes option pricing model with the following assumptions: volatility of
ranging from 114.99% to 143.21%, expected terms based on the simplified method
under SEC Staff Accounting Bulletin 107, risk free interest rates of 1.32% to
2.21% and no expected dividends.


Page 28
(F-13)





Note
      11.
            Income
      Taxes





The
Company uses the liability method, where deferred tax assets and liabilities are
determined based on the expected future tax consequences of temporary
differences between the carrying amounts of assets and liabilities for financial
and income tax reporting purposes. During fiscal 2009 and 2008, the Company
incurred net losses and, therefore, has no tax liability. The net deferred tax
asset generated by the loss carry-forward has been fully reserved. The
cumulative net operating loss carry-forward is approximately $3,032,000 and
$2,700,000 at March 31, 2009 and 2008 and will expire beginning in
2028.





At March
31, 2009 and 2008 deferred tax assets consisted of the following:





2009
                  
                  
                  2008Deferred
      tax assetsNet
      operating losses
                  
                  $
                  1,031,000
                  
                  
                  $
                  918,000Less:
      valuation allowance
                  
                  
                  (1,031,000
                  )
                  
                  
                  (918,000
                  )Net
      deferred tax asset
                  
                  $
                  -
                  
                  
                  $
                  -





Note
      12.
            Deconsolidation
      of Intertech Bio, Inc.





On
February 24, 2009, the Company distributed its interest in Intertech Bio by
assigning 75% of the Intertech Bio common stock to the founders of Intertec Bio
in exchange for the assumption of certain liabilities and future obligations
associated with the ongoing operations of Intertech Bio.  The Company did
not receive any consideration in the transaction. Since the Company no longer
has a controlling interest in Intertech Bio, their assets, liabilities and
operating results are no longer be included in the Company’s consolidated
financial statements as of February 24, 2009.  As a result of the
distribution, the Company recognized a gain on deconsolidation of $478,765 for
the year ended March 31, 2009, which represents prepaid expenses of $13,334,
accounts payable and accrued liabilities of $215,304 and a payable to the
Company of $276,095 of Intertech Bio that were written off.  For the period
from February 24, 2009 through March 31, 2009, Intertech Bio had no activity and
accordingly the Company did not recognize any income or loss from its equity
method investment.





Note
      13.
            Subsequent
      Events





On March
31, 2010, the Company issued 1,600,000 shares of its common stock to J. Leonard
Ivins as compensation for services rendered during the fiscal year ended March
31, 2010.  The fair market value of the common stock on the date of grant
was $6,400.


Page 29
(F-14)





ITEM
      9.
            CHANGES
      IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
      DISCLOSURE





On May
22, 2008, the Board of Directors dismissed Thomas Leger & Co., L.L.P.
(“Former Accountant”) as Oncolin’s independent auditors.  There have been
no disagreements with the Former Accountant on any matter of accounting
principles or practices, financial statement disclosure or auditing scope or
procedure, which disagreements, if not resolved to the satisfaction of the
Former Accountant, would have caused it to make reference to the subject matter
of the disagreements in connection with its reports.





On May
22, 2008, the Board of Directors of Oncolin retained the Certified Public
Accounting firm of GBH CPAs, PC to serve as our independent Certifying
Accountant for the fiscal year ended March 31, 2008.  On July 23,
2009,  the Board of Directors dismissed GBH CPAs, PC as Oncolin’s
independent auditors. There have been no disagreements with the Former
Accountant on any matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedure, which disagreements, if not
resolved to the satisfaction of the Former Accountant, would have caused it to
make reference to the subject matter of the disagreements in connection with its
reports.





On
February 5, 2010, the Board of Directors retained MaloneBailey, LLP to serve as
our independent Certifying Accountant for the fiscal year ended March 31,
2009.





ITEM
      9A.
            MANAGEMENT'S
      ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL
  REPORTING





As of the
end of the period covered by this report, the Company has evaluated the
effectiveness of the design and operation of its disclosure controls and
procedures under the supervision of and with the participation of the Company’s
Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO").  Based
on this evaluation, the Company’s management, including its CEO and CFO,
concluded that the Company’s disclosure controls and procedures were not
effective.





The
Company had significant deficiencies constituting material weakness as defined
by the standards of the Public Company Accounting Oversight Board.  The
material weaknesses were in its internal controls over accounting for
non-routine transactions and preparation of certain financial statement
disclosures in accordance with U.S. generally accepted accounting
principles.





The
non-routine transactions were detected in the audit process and have been
appropriately recorded and disclosed in this Form 10-K. We are in the process of
improving our internal controls over accounting for non-routine
transactions in an effort to remediate these deficiencies by hiring an
external accounting firm to review the accounting of non-routine transactions.
These deficiencies have been disclosed to our audit committee. Additional effort
is needed to fully remedy these deficiencies and we are continuing our efforts
to improve and strengthen our control processes and procedures. Our management,
audit committee, and directors will implement policies and procedures to ensure
that our controls and procedures are adequate and effective.





This
annual report does not include an attestation report of the Company's registered
public accounting firm regarding internal control over financial reporting.
Management's report was not subject to attestation by the Company's registered
public accounting firm pursuant to temporary rules of the Securities and
Exchange Commission that permit the Company to provide only management's report
in this annual report.




There
have been no changes in internal control over financial reporting during the
most recent fiscal quarter that materially affected, or was reasonably likely to
materially affect, its internal control over financial reporting. 
Additionally, since the most recent evaluation date, there have been no
significant changes in our internal control structure, policies and procedures
or in other areas that could significantly affect our internal control over
financial reporting.


Page
30


PART
III - OTHER INFORMATION




ITEM 10
- DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS AND CORPORATE
GOVERNANCE; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT





The
Company’s executive officers and directors are as follows:





Name
                
                Age
                
                PositionJ.
      Leonard Ivins
                
                71
                
                Chief
      Executive Officer and DirectorKevan
      Casey
                
                38
                
                Director





J. Leonard
Ivins.  Mr. Ivins has served as the Company’s Chief Executive
Officer and a director since May 2007.  He has also served as the Chief
Executive Officer for the Company’s wholly-owned subsidiary since December
2007.  From November 2000 until September 2006, Mr. Ivins served as a
director of eLinear, Inc., an integrated technology solutions provider of
security, IP Telephony and network and storage solutions infrastructure. 
Mr. Ivins was also a member of the audit and compensation committees of
eLinear.  In September 2006, eLinear filed for protection under Chapter 7
of the Bankruptcy Code.  Since 1995, he has been a private investor. 
Previously, Mr. Ivins was a founder and co-owner of a privately held company
that was an FDIC and RTC contractor.  From 1979 to 1981, Mr. Ivins was a
turnaround and workout consultant to small, publicly held oil and gas companies.
From 1970 to 1975, Mr. Ivins was president of The Woodlands Development
Corporation and a director of Mitchell Energy and Development Corp.





Kevan Caseyhas served as a Director since 2008.   From October 2007 to
March 2009 Mr. Casey served as Chairman of the Board of Striker Oil & Gas,
Inc.  Between July 2004 and September 2007, Mr. Casey was the President and
Chief Executive Officer of Striker Oil & Gas, Inc.  From April 2003
until December 2005, Mr. Casey was chairman of eLinear, Inc., an integrated
technology solutions provider of security, IP Telephony and network and storage
solutions infrastructure listed on the American Stock Exchange.  Mr. Casey
co-founded NetView Technologies, Inc. in December 2001 and served as its
president from its inception.  NetView was acquired by eLinear, Inc. in
April 2003.  In September 2006, eLinear filed a voluntary petition in the
United States Bankruptcy Court for the Southern District of Texas, Houston
Division, seeking relief under Chapter 7 of the United States Code.  In
1998, Mr. Casey founded United Computing Group and United Consulting Group, a
value-added retailer and an information technology consulting firm, where he
served as president and chief executive officer.  In December 1999, United
Computing Group and United Consulting Group were acquired by C1earWorks.net,
Inc., and Mr. Casey continued as president of the companies until December
2001.





Compliance
with Section 16(a) of the Exchange Act


Section 16(a)
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
requires the Company’s Directors and officers, and persons who own more than 10%
of a registered class of the Company’s equity securities (“Section 16 Persons”),
to file with the Securities and Exchange Commission (the “SEC”) initial reports
of ownership and reports of changes in ownership of Common Stock and other
equity securities of the Company.  Section 16 Persons are required by SEC
regulation to furnish the Company with copies of all Section 16(a) reports
they file.  Section 16(a) of the Exchange Act requires our directors,
executive officers, and the persons who beneficially own more than ten percent
of our common stock, to file reports of ownership and changes in ownership with
the Securities and Exchange Commission.  None of our current executive
officers has filed a Form 3 as of the date hereof.





Board
Composition


The
Company’s board of directors currently consists of two members.  Each of
its directors is elected annually at its annual meeting.  There are no
family relationships between any of the Company’s officers and
directors.





Independence
of Directors and Board Committees


The board
has not established any committees and, accordingly, the board serves as the
audit, compensation, and nomination committee.


Page
31


Audit
Committee


The Audit
Committee of the Board currently consists of the entire Board of Directors, but
it is expected that the Audit Committee will be constituted to consist of at
least two non-employee directors. The audit committee selects an independent
public accounting firm to be engaged to audit our financial statements, discuss
with the independent auditors their independence, review and discuss the audited
financial statements with the independent auditors and management and recommend
to our Board of Directors whether the audited financials should be included in
our Annual Reports to be filed with the SEC.




Upon the
constitution of the Audit Committee, it is expected that all of the members of
the audit committee will be non-employee directors who: (1) met the criteria for
independence set forth in Rule 10A-3(b)(1) under the Exchange Act; (2) did not
participate in the preparation of our financial statements or the financial
statements of the Company.; and (3) are able to read and understand fundamental
financial statements, including a balance sheet, income statement and cash flow
statement. The board has determined that none of its directors qualify as an
audit committee financial expert as defined in Item 407(d) of Regulation
S-B.





Option
Grants, Long-Term Incentive Plans and Employment Agreements





The
Company currently does not have any stock options outstanding pursuant to any
stock option plan or long-term incentive plans.





Code
of Ethics


The
Company adopted a Code of Ethics that applies to all of its directors and
officers. The Code will be filed as an exhibit to a Current Report on Form 8-K.
Copies of the Company’s Code of Ethics are available, free of charge, by
submitting a written request to the Company at Oncolin Therapeutics, Inc., 710
N. Post Oak Road, Suite 410, Houston, Texas 77401, Attention: J. Leonard Ivins,
Chief Executive Officer.


Page
32


ITEM
11 - Executive Compensation





The
following Summary Compensation Table sets forth, for the years indicated, all
cash compensation paid, distributed or accrued for services, including salary
and bonus amounts, rendered in all capacities by our Chief Executive Officer and
all other executive officers who received or are entitled to receive
remuneration in excess of $100,000 during the stated periods.




Name and Principal Position
                            
                            Year
                            
                            
                            Salary ($)
                            
                            
                            Bonus ($)
                            
                            
                            Option
                              Awards
                              ($)
                            
                            
                            Other
                              Compensation ($)
                            
                            
                            Total
                              ($)J.
      Leonard Ivins
                              Chief
      Executive Officer
                            
                            2009
                            
                            
                            
                            -0-
                            
                            
                            
                            -0-
                            
                            
                            
                            -0-
                            
                            
                            
                            146,250
                            
                            
                            
                            146,250


Outstanding
Equity Awards at Fiscal Year End Table





The table
below sets forth information with respect to our named executive officers
regarding the value of equity compensation as of March 31, 2009.





Name
                        
                        Number of
                          Securities
                          Underlying
                          Unexercised
                          Options (#)
                          Exercisable
                        
                        
                        Number of Securities
                          Underlying
                          Unexercised Options
                          (#) Exercisable
                        
                        
                        Equity Incentive
                          Plan Awards:
                          Number of
                          Securities
                          Underlying
                          Unexercised
                          Unearned
                          Options (#)
                        
                        
                        Option Exercise
                          Price ($)
                        
                        
                        Option Expiration
                          DateJ.
      Leonard Ivins
                        
                        
                        -0-
                        
                        
                        
                        -0-
                        
                        
                        
                        -0-
                        
                        
                        
                        -0-
                        
                        
                        
                        n/a





Employment
and Consulting Agreements




J. Leonard Ivins.  In
May 2007, the Company and Mr. Ivins entered into an employment agreement where
it agreed to employ Mr. Ivins as its Chief Executive Officer.  The
employment agreement terminates in May 2010. Under his employment agreement, Mr.
Ivins has the right to terminate his employment agreement at any time upon
fourteen days written notice and the Company may terminate his employment
agreement immediately upon fourteen days written notice. The employment
agreement entitles Mr. Ivins to a monthly base salary of $5,000 and a stock
bonus of 1,600,000 shares of the Company’s Common Stock upon execution of his
employment agreement.





In
December 2007, the Company’s wholly-owned subsidiary and Mr. Ivins entered into
an employment agreement where it agreed to employ Mr. Ivins as its chief
executive officer.  The employment agreement terminates in November
2010.  Under the employment agreement, both parties have the right to
terminate the agreement at any time upon 30 days written notice. 
Additionally, the Company’s wholly-owned subsidiary may terminate the agreement
immediately upon written notice for “cause” as defined therein.  The
employment agreement entitles Mr. Ivins to a monthly base salary of $7,000, a
monthly allowance of $1,350 for business related expenses and a stock bonus of
1,600,000 shares of the Company’s Common Stock, which bonus has not been issued
as of the date of this Memorandum.





DIRECTOR
AND EXECUTIVE COMPENSATION




Directors
who are also employees do not receive any additional compensation for serving as
a director.  No director received any fee for his services during the last
fiscal year.


Page
33


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





The
following table sets forth, as of March 31, 2009,the number and
percentage of outstanding shares of Company common stock owned by: (a) each
person who is known by us to be the beneficial owner of more than 5% of our
outstanding shares of common stock; (b) each of our directors; (c) the current
named executive officers as defined in Item 402 of Regulation S-B; and (d) all
current directors and executive officers, as a group.  As of March 31,
2009, there were 468,055,263 shares of common stock issued and
outstanding.





Name and Address of Beneficial Owner 
      (1)
                    
                    Number of Shares
                    
                    
                    Percentage ofOwned
                    
                    
                    Class
      (2)Silver
      Star Holdings (3) Officers and Directors
                    
                    
                    437,335,494
                    
                    
                    
                    93.4
                    %J.
      Leonard Ivins
                    
                    
                    5,637,500
                    
                    
                    
                    1.2
                    %





(1)
            Unless
      otherwise indicated, the mailing address of the beneficial owner is c/o
      Oncolin Therapeutics, Inc., 710 N. Post Oak Road., Suite 410, Houston,
      Texas 77024.





(2)
            The
      percentage of beneficial ownership of Common Stock is based on 468,055,263
      shares of Common Stock outstanding as of March 24, 2010 and excludes all
      shares of Common Stock issuable upon the exercise of outstanding options,
      other than the shares of Common Stock issuable upon the exercise of
      options or warrants to purchase Common Stock held by the named person to
      the extent such options or warrants are exercisable within 60 days of
      March 24, 2010.





(3)
            The
      business address of Silver Star Holdings is PO Box 27949, Houston, Texas
      77227-7949.




Page
34




ITEM
13.               CERTAIN RELATIONSHIPS
AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE




On May
10, 2007, Secure Voice Communications, Inc. (Texas) entered into a note
agreement with Secure Voice Communications, Inc. (Florida) to acquire the
license rights to a voice over IP (“VoIP”) technology.  The principal
amount of the note is $200,000 with an annual interest rate of 9% (the “SV
Note”) and principal and accrued and unpaid interest due May 10, 2008.  The
principal amount of the note exceeded the fair value of the license rights of
$80,100 and the excess was charged to compensation expense.  Secure Voice
Communications, Inc. (Florida) is owned 100% by KM Casey No. 1 LTD which is an
affiliate of Kevan Casey, who is also affiliated with Silver Star Holdings, the
majority shareholder of Oncolin.  The SV Note was converted to equity on
October 28, 2008.


Page
35


ITEM
14.               PRINCIPAL ACCOUNTANT
FEES AND SERVICES





Audit
Fees.





The
aggregate fees billed for professional services rendered by GBH CPAs, PC and
Thomas Leger & Co., LLP for the audit of our annual financial statements and
review of financial statements included in our Forms 10-Q for fiscal years 2009
and 2008 are set forth in the table below.





2009
                      
                      
                      2008Malone Bailey
      LLP
                      
                      
                      8,000
                      
                      
                      
                      -GBH
      CPAs, PC
                      
                      
                      15,000
                      
                      
                      
                      24,000Thomas
      Leger & Co., LLP
                      
                      
                      -
                      
                      
                      
                      20,666$
                      23,000
                      
                      
                      $
                      44,666





Audit-Related
Fees.




During
the fiscal years ended March 31, 2009 and 2008, no assurance or related
services were performed by either Malone & Bailey, GBH CPAs, PC and Thomas
Leger & Co., LLP that were reasonably related to the performance of the
audit or review of our financial statements.





Tax
Fees.




During
the fiscal year ended March 31, 2009 and 2008, no fees were billed by
either Malone & Bailey, GBH CPAs, PC and Thomas Leger & Co., LLP for tax
compliance, tax advice or tax planning services.





All
Other Fees.




During
the fiscal years ended March 31, 2009 and 2008, no fees were billed by
either Malone & Bailey, GBH CPAs, PC and Thomas Leger & Co., LLP other
than the fees set forth under the caption “Audit Fees” above.





Pre-Approval
Policies and Procedures of the Audit Committee.




The Audit
Committee has the sole authority to appoint, terminate and replace our
independent auditor.  The Audit Committee may not delegate these
responsibilities.  The Audit Committee has the sole authority to
approve the scope, fees and terms of all audit engagements, as well as all
permissible non-audit engagements of our independent auditor.




ITEM
15.               EXHIBITS AND
REPORTS
 
 ExhibitNo.
                  
                  Description31.1
                  
                  Certification
      of J. Leonard Ivins.31.2
                  
                  Certification
      of J. Leonard Ivins.32.1
                  
                  Certification
      for Sarbanes-Oxley Act of J. Leonard Ivins.32.2
                  
                  Certification
      for Sarbanes-Oxley Act of J. Leonard
Ivins.




Page
36


SIGNATURES




Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized





ONCOLIN
THERAPEUTICS, INC.




By:  /s/
J. Leonard Ivins


J.
Leonard Ivins, Chief Executive Officer


Date: May
3, 2010




Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the Registrant and in the
capacities and on the dates indicated.




Signature
            
            Title
            
            Date/s/
      J. Leonard Ivins
            
            Chief
      Executive Officer and
            
            May
      4, 2010J.
      Leonard Ivins
            
            Chairman of the Board/s/
      Kevan Casey
            
            Director
            
            May
      4, 2010Kevan
      Casey


Page
37