================================================================================

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-KSB/A
                                (Amendment No.1)

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

                  For the fiscal year ended December 31, 2006.
                         Commission File No. 333-107826

                        PATIENT PORTAL TECHNOLOGIES, INC.

             (Exact name of registrant as specified in its charter)

           Delaware                                        02-0656132
-------------------------------                ---------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
 incorporation or organization)


           7108 Fairway Drive, Ste. 215, Palm Beach Gardens, FL 33418
                    ----------------------------------------
                    (Address of Principal Executive Offices)

       Registrant's telephone number, including area code: (561) 630-7688


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

Securities registered pursuant to Section 12 (g) of the Act: NONE

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

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure  will be contained,  to
the  best  of  registrant's   knowledge,  in  definitive  proxy  or  information
statements  incorporated  by reference  in Part III of this Form,  10-KSB or any
amendment to this Form 10-KSB. X

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

State issuer's revenues for its most recent fiscal year:  $13,575.00.

The  number  of  shares  of  Common  Stock  outstanding  as of May 20,  2007 was
25,286,601.  As of such date, the aggregate  market value of the voting stock of
the registrant held by non-affiliates was approximately  $8,276,095 based on the
average  high and low bid prices for such  common  stock as  reported on the OTC
Pink Sheets.




<PAGE>
                       DOCUMENTS INCORPORATED BY REFERENCE

     No annual reports to security holders, proxy or information statements,  or
prospectus  filed pursuant to Rule 424(b)or (c) are incorporated by reference in
this report.

     Transitional Small Business Disclosure Format (Check One): Yes    No  X
                                                                   ---    ---


                            SUPPLEMENTAL INFORMATION

See "Supplemental Information and Exhibits" with respect to additional documents
furnished or to be furnished to the Securities  and Exchange  Commission but not
deemed to be "filed" with the  Securities  and Exchange  Commission or otherwise
subject to liabilities of Section 18 of the Securities Act.

Affiliates for the purposes of this item refer to the officers, directors and/or
any persons or firms owning 5% or more of the Company's  common  stock,  both of
record and beneficially.


Explanatory Note
----------------

The  Company  is  filing  this  amendment  to the  Form  10-KSB  filed  with the
Securities  and Exchange  Commission  on May 30, 2007, to provide a missing page
which contains Item 8A.  Item 8A is now included on page 16.





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                        Patient Portal Technologies, Inc.
                                 FORM 10-KSB
                       Fiscal Year Ended December 31, 2006




                                TABLE OF CONTENTS


PART I

Item 1 - BUSINESS............................................................4

Item 2 - PROPERTIES.........................................................10

Item 3 - LEGAL PROCEEDINGS..................................................10

Item 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS................10

PART II

Item 5 - MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDERS
           MATTERS..........................................................11

Item 6 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
           AND RESULTS AND PLAN OF OPERATIONS...............................12

Item 7 - FINANCIAL STATEMENT AND SUPPLEMENTARY DATA.....................F1-F16

Item 8 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
           AND FINANCIAL DISCLOSURE.........................................16

PART III

Item 9 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.................17

Item 10- EXECUTIVE COMPENSATION.............................................20

Item 11- SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.....21

Item 12- CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.....................21

PART IV

Item 13 -EXHIBITS, SCHEDULES AND REPORTS ON FORM 8-K........................22

Signatures..................................................................23







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                                     PART I

ITEM 1 - BUSINESS
-----------------

CORPORATE INFORMATION:

         Patient  Portal  Technologies,  Inc.  (hereinafter  referred to as "the
Company") is a Delaware  corporation which was originally  organized on November
22, 2002 as  Suncoast  Naturals,  Inc.  and  commenced  business  operations  in
January, 2003. Pursuant to a Registration Statement filed in accordance with the
Securities Act of 1933, as amended, and declared effective by the Securities and
Exchange  Commission on July 3, 2004, the Company in October,  2004  distributed
499,282  Shares of its Common  Stock to  shareholders  of record of The  Quigley
Corporation.

         On  September  1, 2006,  as part of its  corporate  reorganization  the
Company  undertook a  reverse-split  of its Common Stock on the basis of one new
Share for each ten issued and outstanding Shares.

         The  Company's  offices are located at 7108 Fairway  Drive,  Suite 215,
Palm Beach  Gardens,  FL 33418.  The  telephone  number is (561)  630-7688.  The
Company's website is www.patientportal.com.

GENERAL INTRODUCTION:

         The Company was organized in November, 2002 to acquire from The Quigley
Corporation its 60% interest in Caribbean  Pacific Naturals  Products,  Inc., an
Orlando,  FL based company which  specialized in the development,  marketing and
distribution of a complete line of proprietary, all-natural sun-care, skin-care,
and  nutritional  supplements,  as well as a  complete  line  private-label  Spa
Products for the Resort, Day Spa, Cruise Ship and home markets. This acquisition
was  completed  in January,  2003.  In March,  2005,  the Company  acquired  the
remaining 40% of the capital stock of Caribbean Pacific Naturals Products,  Inc.
from  Caribbean  Pacific  International,  Inc. in exchange  for the  issuance of
500,000 Shares of Common Stock.

         Due to lack of  financial  resources  and  liquidity,  the  Company was
unable to develop a successful marketing plan or to continue retail or wholesale
sales of its product line.  Effective  September 28, 2005,  the Company sold its
entire  equity  interest in  Caribbean  Pacific  Natural  Products,  Inc. and CP
Suncoast Manufacturing, Inc. to Suncoast Nutriceuticals,  Inc. (SNI) in exchange
for a two-year Promissory Note in the principal amount of $250,000 and 3,500,000
Shares of Common Stock of SNI. The assets and  liabilities  attributable  to the
two subsidiaries were assumed by SNI as a result of this transaction.

Acquisition of Patient Portal Connect, Inc.

         On December 8, 2006, the Registrant  acquired 100% of the capital stock
of Patient Portal Connect,  Inc. of Palm Beach Gardens,  FL through the issuance
of  17,500,000  shares of Common  Stock of the  Company to the  shareholders  of
Patient Portal Connect,  Inc. in a tax-free share exchange.  As a result of this
transaction,  Patient  Portal  Connect,  Inc.  became a  wholly-owned  operating
subsidiary of the Company.


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BUSINESS OPERATIONS OF THE COMPANY

         Patient   Portal   Technologies,   Inc.   through  its  newly  acquired
subsidiary,  Patient Portal  Connect,  Inc.  (PPC) is well  positioned to be the
premier provider of integrated  workflow  solutions in the healthcare  industry.
Having  developed  the  industry's  newest,   leading-edge  process  improvement
delivery  platform  for the  healthcare  industry,  PPC is poised  to  capture a
significant   segment  of  the  multi-billion   dollar  healthcare  market.  Its
proprietary  systems were developed in close coordination with hospital industry
partners to provide multi-layer functionality across a wide spectrum of critical
patient-centric workflows that result in immediate improvements in cost savings,
patient  outcomes,  and  revenue  growth  for  hospitals.   PPC's  revolutionary
solutions  are  changing the way  hospitals  and patients do business in today's
healthcare environment.

         Nationwide,  an explosive  demand for more  customized  healthcare  has
resulted in a greater need for improved productivity,  efficiency,  and customer
service in hospitals.  PPC has pioneered the development of integrated  software
applications  that  combine   technology  and  industry  expertise  with  unique
customization  designed to better manage the  hospital/patient  relationship and
improve hospital operational processes.  Further, our solutions enable hospitals
to achieve compliance with strict government mandates that affect reimbursements
by requiring  measured  improvements in  productivity,  efficiency,  and patient
satisfaction.  PPC's proven technologies provide tremendous economic benefit for
healthcare providers.

         PPC  intends to  rapidly  gain  market  share by  leveraging  strategic
relationships  and acquiring  companies with existing  hospital  contracts.  The
company's   acquisition   strategy   will   enable  it  to   achieve   immediate
profitability,  grow  rapidly,  and quickly  gain first mover  advantage.  PPC's
sophisticated  technology  platform  allows  the  company  to create  additional
revenue  streams  with minimal cost by  accessing  enhanced  service  modules as
market  demand  changes.  This  scaleable   architecture  creates  even  greater
profitability by enabling multiple services to be delivered over the PPC service
delivery platform.

         Management  believes  that  PPC  is  primed  to  swiftly  react  to the
ever-changing  healthcare  industry.  Unlike the costly,  capital-intensive  and
stand-alone  products offered by our industry  competitors,  PPC's sophisticated
platform offers flexible solutions and functionalities that are universal enough
to have broad appeal while still allowing for a level of  customization  that is
necessary  to integrate  with a hospital's  existing  legacy  system,  and at an
affordable cost. Our flexible platform also enables the healthcare  providers to
fulfill the government's newest mandates for a full "continuum of care" from the
hospital  to the home.  This  unique  ability  enables PPC to present a tailored
solution  to our  customers  at a  cost-effective  price  and will  dramatically
enhance our ability to capture significant market share nationwide.

         PPC's expertise is in its ability to create win-win  opportunities  for
hospitals and patients by clearly defining customized,  flexible, and integrated
healthcare  solutions with measurable results.  PPC enables hospitals to improve
patient flow, enhance patient satisfaction,  and create long-term  relationships
with patients as they move from hospital to home.  In so doing,  hospitals  gain
productivity  and  efficiency  enhancements,  reduce  the  burden  on staff  and
increase cash flow by optimizing reimbursements from third-party sources.



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PATIENT PORTAL PRODUCTS AND SERVICES
------------------------------------

         Many  hospitals are plagued with  decentralized  workflows and vertical
silos of information  that create  redundant,  costly processes and a disjointed
patient experience. Competition and consumers are demanding change.

         PPC  addresses  that need for change  with  customized  solutions  that
improve  efficiency  and  productivity  of  administrative   processes  directly
affecting  the  patient  relationship  and the  hospital's  ability to  generate
revenue.  Hospitals  gain  real-time  reports,   reallocation  of  labor  hours,
improvements  in productivity  and revenue,  opportunities  to enhance  customer
service, enhanced branding, and compliance with government directives to measure
outcomes.  The sophistication of our system core elements can be integrated into
any hospital nationwide while allowing for cost-effective  customization to meet
the specific needs of each institution.

*        PPC was created as an outcome  of working  with our  hospital  partners
in a live  laboratory  to  create  process  solutions  that are  cost-effective,
scalable, and allow for seamless and transparent integration into the hospital's
legacy systems and culture.

*        Our workflow  and  patient  management  systems  bring  the hospital in
compliance with Joint Commission on  Accreditation  of Healthcare  Organizations
(JCAHO) mandates, which boost the hospital's pay-for-performance reimbursements.

         The  following  is  a  brief  description  of  the  principal  services
delivered by PPC:

Patient Tracker Services:
-------------------------

         Having the right  patient in the right place at the right time is a key
tenet of business in healthcare.  That can be difficult and costly when up to 60
percent  of all  admissions  come  through  the  Emergency  Department  and  are
unplanned.  Coordinating efforts of interdepartmental  staff involved in patient
flow is challenging  when hospitals  continue to work with paper slips and white
boards to determine room  availability.  Inefficiency is costly considering each
patient  who leaves or is  diverted  from the ED costs the  hospital  $15,000 or
more. With overcrowding and Emergency  Department  diversions becoming the norm,
hospitals are searching for  innovative,  cost-effective  ways to manage patient
throughput.

         In support of this trend, the Joint Commission on the  Accreditation of
Health Care  Organizations  (JCAHO) issued a standard in January 2005,  Managing
Patient Flow  (LD.3.15).  This standard  measures  leadership  progress  towards
development and implementation of plans to identify and mitigate  impediments to
efficient patient flow throughout the hospital.

         Patient  Tracker is PPC's  direct  response  to address  this  critical
industry-wide challenge. Patient Tracker was developed with guidance from one of
the most respected  technology  hospitals in the industry.  The system  provides
real-time  information on the current location of all patients by collecting and
displaying critical-path  information within departments and hospital-wide.  The
interactive screens provide each member of the care team with useful information
concerning  critical  tasks,  room  availability,  messaging,  and  time-stamped
workflow. We have developed a user-friendly  graphical interface that allows all
hospital  stakeholders   including  nurses,   administration,   transport,   and
housekeeping  to  determine  patient  location,  room  availability,  and  staff
performance.  To minimize costs we have designed a centralized  data  management
architecture  that allows  hospitals to share in the savings of networked  based
capabilities and realize a documented ROI of less than 12 months.



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         Patient Tracker provides  quantitative and qualitative data that allows
administrators  to predict trends and determine best use of critical  resources.
Further, the system is flexible and scalable for customized integration into any
hospital's   legacy   systems  and  culture.   The  Patient   Tracker   system's
effectiveness is further enhanced by a unique module,  ED Tracker,  unmatched by
any software  application in the industry.  Made  specifically for the Emergency
Department,  this  application  seamlessly  integrates  with  our  hospital-wide
Patient  Tracker system and is customized to provide for  transparent use within
the hospital's current process flow.

Patient Relationship Services:
------------------------------

         The typical  flow of  information  through a hospital can often stop at
the  front  line  since   nurses   hear  most   patients'   needs--medical   and
non-medical--but  have little time to react to anything beyond medical concerns.
In  all  facets  of  healthcare,   effective  communication  with  patients  and
addressing their  non-medical needs are often bypassed for more pressing medical
issues...until  recently.  Industry  studies  continue  to prove that there is a
direct correlation between effective patient  communication and improved medical
outcomes. The shift toward improved patient satisfaction can be enhanced further
if patients are given a means of controlling  their hospital  environment and if
information about patients can be shared among caregivers.

         Stimulated by this trend,  new JCAHO mandates call for improved patient
communication  and management with 2007 National Patient Safety Goals,  "Improve
the  effectiveness  of  communication  among  caregivers  (Goal 2),"  "Encourage
patient's  active  involvement in their own  care...(Goal  13)," and "Define and
communicate  the means for patients and their families to report  concerns about
safety...(Goal  13A)."  As  hospital  compliance  with  these  goals  determines
pay-for-performance  reimbursements,  administrators  put high  value on process
improvements that enhance patient  communication,  customer service, and process
efficiency.

         To meet these needs and  requirements,  PPC has developed the following
patient
relationship services:

         Scheduler   Elite:   A  suite  of  innovative   and  elegantly   simple
applications  designed to collect and display  scheduling  data on a "real-time"
basis   within   departments   and   enterprise-wide.   Scheduler   Elite  is  a
comprehensive,  web-based patient management  application  featuring interactive
data controls that allow  multi-user  simultaneous  access so doctor's  offices,
hospital departments, and scheduling services can share and collect patient data
across multiple platforms. Scheduler Elite's unique configurability incorporates
processes to facilitate compliance and best practices. PPC retains extraordinary
value by gaining multiple patient touch points,  integrating 24/7 call coverage,
and hosting the application and data.

         ConnectMD:  This is a innovative service platform which provides nearly
effortless customer service for patients on behalf of the heathcare institution,
ensuring consistent  communication with patients,  which closes the loop between
medical  offices,  patients,  and the hospital after hours or during ED overflow
when a timely response can be critical.  ConnectMD features  live-answer contact


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with our Patient Contact  Representatives  and custom scripting for the doctor's
office or hospital  department.  ConnectMD provides a third communication option
for our varied customer base beyond web and electronic systems.

         Physician   Finder:   The  advanced   technology  of  Physician  Finder
seamlessly  integrates  with the  hospital  databases  to  create  a  customized
application for  instantaneous  data queries across multiple  matrices  matching
physicians with patient criteria.  The  sophistication of this platform supports
enhanced customer service initiatives, such as an automatically generated letter
or email  listing the  selections  and  personalized  directions  to the medical
offices from the  patient's  specified  address.  Further,  all patient data and
physician  selections can be queried and cross matched in real-time  reports for
more focused marketing and targeted education to the patient.

         Instant  Response  Line: An  interactive,  live response  solution that
enables patients to log a non-medical need, which is electronically  transferred
to an  appropriate  hospital  department  for  resolution  in a timely  fashion.
Putting   the   hospital   in   proactive   mode,   improves   interdepartmental
communication,  and adds an  unparalleled  level  of  customer  service  for the
patient.  A key element to the success of this system is time-stamped  reporting
that  allows  administrators  to see how  quickly  and  efficiently  their staff
responds.  Administrators can request immediate  notification  regarding certain
calls for direct  intervention  and response.  Instant  Response Line provides a
single point of contact for all patient  problems  and leads to greater  patient
satisfaction.

         Quick  Pulse   Surveys:   Quick   inpatient   surveys  allow   hospital
administrators to keep their "finger on the pulse" of what patients are thinking
while in house--a vastly different concept from industry standard post-discharge
surveys hospitals  typically employ.  This customized  service focuses on finite
issues,  allowing  the  hospital to direct  specific,  timely  solutions.  A key
differentiator  between our service and competing survey services is our ability
to  collect  patient  response  data in real  time  while the  patient  is still
involved in the  experience.  The data is also made  available in real-time with
follow-up   analysis   available  so  hospitals   can   benchmark   and  measure
improvements,  putting  the  hospital  in  compliance  with  pay-for-performance
government initiatives.

         Outcomes  Optimizer:  Nationally,  the  prevalence  of  medical  errors
related  to the  discontinuity  of care  from the  inpatient  to the  outpatient
setting   is  high   and  may  be   associated   with  an   increased   risk  of
re-hospitalization.  Further,  more than one in five  seniors  take five or more
different  prescription drugs every day. The difficulty in coordinating  medical
care  among  providers  is  exacerbated  with poor  communication  vehicles  and
disparate technology systems making continuity of care nearly impossible.

         To  address  this  pressing  concern,  beginning  in  2008,  the  Joint
Commission on the Accreditation of Healthcare Organizations (JCAHO) requirements
mandate  hospitals to implement  processes that manage patient  treatment across
the full continuum of care from hospital to home and between all caregivers.  To
satisfy  requirements  for  successful   accreditation  and  pay-for-performance
reimbursements,  hospitals must look outside the traditional healthcare paradigm
to create a broader spectrum of care and communication.

         In direct response to one of healthcare's most critical needs,  Patient
Portal  Connect's  Outcomes  Optimizer  is a  revolutionary  system that enables
incongruent  providers to coordinate  efforts  across a full  continuum of care.
Outcomes Optimizer  effectively bridges the communication gaps between providers
with multi-layered  architecture that coordinates tasks and patient  information
in real  time.  Our  state-of-the-art  system  gains  us  strategic  competitive


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advantage with  applications that qualify and quantify critical patient data and
measure  improvements in patient outcomes to ensure hospital  reimbursements for
JCAHO  compliance  in  2008.  We are  positioned  ahead  of the  curve  enabling
hospitals to proactively  address  preventative  medicine and wellness education
among  caregivers  from  the  hospital  to  the  home  with  remote   diagnostic
monitoring,  wellness  education,  and  medication  monitoring.  These  services
provide a  continuum  of  support  and  position  us to be at the  forefront  of
outcomes-based requirements for healthcare.

         A  critical  component  of our  Outcomes  Optimizer  is the  ability to
provide feedback to physicians and close the  communication  loop with web-based
access to patient  information for home  healthcare  providers,  hospitals,  and
physicians.  To ensure the discharge management process continues the hospital's
relationship with the patient at the home, our Outcome Optimizer system provides
critical data feedback and continuous,  real-time  patient data flow to multiple
providers  after  discharge.  These factors are  distinctive to our services and
emphasize a private-branded full continuum of care for the hospital.

VIRTUAL NURSE(TM) MARKETING AGREEMENT
-------------------------------------

         In April,  2007,  the Company  acquired a minority  interest in Virtual
Nurse,  Inc.  of Palm Beach  Gardens,  FL, and  entered  into a joint  Marketing
Agreement  to  introduce  Patient  Portal  and  Virtual  Nurse(TM)  services  to
healthcare institutions throughout the United States.

         Virtual Nurse's  mission is to provide  healthcare  organizations  with
efficient,  cost-effective  nursing solutions.  It offers the highest quality of
care through experienced,  skilled, productive, and motivated nurses who benefit
from the  convenience  of  working  at home on a flexible  time  schedule.  As a
result,  it is able to give healthcare  facilities  assurance that every patient
receives  condition-specific  education  before  entering  their  facilities and
ensure that every  assessment  has been  carefully  documented  and delivered on
time.

         Virtual  Nurse's  PASS   (Pre-Admission   Screening  Services)  program
fulfills a critical need in the healthcare industry as expenditures  continue to
increase and nursing shortages become greater Virtual Nurse offers the expertise
of registered  nurses  without the  challenges or costs of adding on-site staff.
Virtual Nurse's RNs perform the  administrative  medical screening tasks usually
conducted by  registered  nurses in a healthcare  facility,  with one  important
distinction:  their  RNs  are  dedicated  to  this  service  seven  days a week,
including  extended  hours,  while hospital  nurses attempt to contact  patients
during abbreviated calling hours.

         Virtual Nurse enables healthcare  providers to reallocate all available
RNs to medical  areas where they are needed most,  free from the  time-consuming
administrative  responsibilities of calling patients and coordinating paperwork.
Further,  the  perception  to  patients is that the  healthcare  facility is the
service  provider.  Therefore,  the healthcare  facilities gain improved patient
care and satisfaction, superior customer service, and enhanced brand image.

HEALTHCAST(TM) PATIENT NETWORK SYSTEM LICENSE AGREEMENT
-------------------------------------------------------

As part of its healthcare services package, PPC has recently begun to market the
newly-developed  HealthCast Patient Network System under an exclusive technology
license from Omnicast, Inc. HealthCast is the first suite of customized hospital
television  channels that invites  viewers to interact with channel  programming
and delivers condition-specific content directly to a patient's TV, IP phone, or


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home computer.  HealthCast  features an exclusive  digital signage platform that
promotes an unparalleled level of communication by simultaneously showing video,
an information scroll, and additional  customized messaging to a single patient,
certain patient groups, or to specific areas of the hospital.  HealthCast is the
only patient  network that puts the hospital in control of multiple  information
streams for an unprecedented  level of communication  and education for patients
and families.  In addition,  HealthCast's  proprietary platform captures viewing
metrics  so   hospitals   can   document   educational   content   delivery  for
pay-for-performance  reimbursement,  and  commercial  sponsors  can  respond  to
patient viewing habits

         HealthCast's Foundation Channel, Education Services Channel, and MyMail
station present  personalized  content to specific patients.  In turn,  patients
have  opportunities  to  interact  with the  multimedia  platform  to respond to
channel  content,  such as with live auctions on the  Foundation  Channel,  text
messaging or  E-Greetings  on MyMail,  or by  answering  questions to win prizes
after  watching  condition-specific   educational  programming.  The  Foundation
Channel   promotes   fundraising   events  and   announcements   with  celebrity
endorsements and national sponsorship.

EMPLOYEES
---------

         As of April  30,  2007,  the  Company  currently  has  seven  full-time
employees and three part-time employees.  In addition, the Company contracts for
24/7   Operator  Call  Center  and  Data   Management   Services  with  Worldnet
Communications,  Inc. of  Syracuse,  NY. The  Company's  sales and  marketing is
primarily  conducted  through a Master Dealer  Agreement with VOX  Technologies,
Inc.,  which  utilizes  over  one  hundred  independent  dealer  representatives
throughout  the United States to market the  Company's  products and services to
healthcare institutions on a commission-only basis.

ITEM 2 - PROPERTIES
-------------------

         The  Company   currently   maintains   its   executive   offices  on  a
month-to-month  basis  at  the  offices  of its  Patient  Portal  Connect,  Inc.
subsidiary at 7108 Fairway Drive, Palm Beach Gardens, FL 33418.

ITEM 3 - LEGAL PROCEEDINGS
--------------------------

         The Company is at present not involved in any legal  proceedings  which
management  believes will have a material effect upon the financial condition of
the  Company,  nor are any such  material  legal  proceedings  anticipated.  The
Company is presently negotiating with a judgment creditor to repay on negotiated
terms a  promissory  note in the amount of $300,000  plus  accrued  interest and
costs.  In the  event  that  the  judgment  is not  satisfied,  or  successfully
renegotiated,  the creditor  will have the right to execute  upon its  judgment.
Based upon the original terms of its Promissory  Note, the creditor also retains
the right to convert the principal amount of said judgment into shares of Common
Stock at a conversion price of $1.00 per Share.

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

         No matters were  submitted to a vote of securities  holders  during the
three months ended  December 31, 2006 (the fourth  quarter of the fiscal  period
covered by this report).



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                                     PART II

ITEM 5 - MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDERS MATTERS
-------------------------------------------------------------------------------

         (a) The Company's Common Stock was initially listed on the OTC Bulletin
Board Market (Current Symbol:  "PPRG") from July 27, 2005 to January,  2006. The
prices  shown for the third and fourth  quarter of 2005 are as  reported  by the
Bulletin Board, and for the four quarters of 2006 by the OTC Pink Sheets.

                                          HIGH   LOW       HIGH     LOW
                                          BID  PRICES      ASK    PRICES

Fiscal Year 2005:
-----------------

July 27 - September 30                   $2.00   $.30     $3.00    $.47
October 1 - December 31                  $ .40   $.155    $ .47    $.165

Fiscal Year 2006:
-----------------

Quarter Ended 3/31/06                    $ .14   $.08     $ .17    $.10
Quarter Ended 6/30/06                    $1.45   $.35     $1.60    $.38
Quarter Ended 9/30/06                    $ .80   $.22     $ .90    $.20
Quarter Ended 12/31/06                   $1.50   $.15     $1.75    $.18

         Sales prices do not include  commissions  or other  adjustments  to the
selling  price.  All prices are adjusted  for the  on-for-ten  reverse  split of
Common Stock which was effective 9/01.06.

         (b)  HOLDERS - As of March 31,  2007,  there were 311  shareholders  of
record of the Company's Common Stock.

         Based upon information from nominee holders,  the Company believes that
the number of beneficial holders of its Common Stock exceeds 3,000.

         (c) DIVIDENDS - The Company has not paid or declared any dividends upon
its  common  stock and it  intends  for the  foreseeable  future  to retain  any
earnings to support the growth of its business. Any payment of cash dividends in
the future,  as determined at the discretion of the Board of Directors,  will be
dependent  upon  the  Company's  earnings  and  financial   condition,   capital
requirements, and other factors deemed relevant.

         (d) WARRANTS  AND OPTIONS- As of December 31, 2006,  in addition to the
Company's  aforesaid  outstanding Common Stock, there are issued and outstanding
Common Stock  Purchase  Warrants which are  exercisable at the price-per-  share
indicated, and which expire on the date indicated, as follows:

Description                   Number          Exercise Price     Expiration
---------------------------------------------------------------------------
Class "A" Warrants            365,000            $ 2.00           12/31/11
Class "B" Warrants            365,000            $ 3.00           12/31/11
Class "C" Warrants            365,000            $ 4.00           12/31/11
Class "D" Warrants          3,650,000            $  .50           12/31/09

2002 INVENTIVE STOCK OPTION PLAN

         On November  22, 2002,  the  Shareholders  of the Company  ratified the
Company's "2002 Incentive Stock Option Plan" and reserved  1,000,000  shares for

11
<PAGE>

issuance  pursuant to said Plan.  As of December 31, 2006,  no options have been
awarded pursuant to this Plan.

ITEM 6 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
--------------------------------------------------------------------------------
AND PLAN OF OPERATIONS
----------------------

         The  following  is  Management's  discussion  and  analysis  of certain
significant  factors which have affected the  Company's  financial  position and
operating  results  during the periods  included in the  accompanying  financial
statements,  as well as  information  relating  to the  plans  of the  Company's
current management.

FORWARD-LOOKING STATEMENTS

         This report contains "forward-looking  statements".  In some cases, you
can  identify  forward-looking  statements  by terms  such as  "may,"  "intend,"
"might," "will," "should,"  "could," "would," "expect,"  "believe,"  "estimate,"
"predict,"  "potential," or the negative of these terms and similar  expressions
intended to identify  forward-looking  statements.  These statements reflect the
Company's  current  views  with  respect  to  future  events  and are  based  on
assumptions   and   subject  to  risks  and   uncertainties.   These  risks  and
uncertainties   may  cause  the  Company's  actual  results,   performance,   or
achievements to be materially different from any future results, performance, or
achievements expressed or implied by the forward-looking  statements. You should
not place  undue  reliance  on these  forward-looking  statements.  Also,  these
forward-looking  statements represent the Company's estimates and assumptions as
of the date of this  report.  The  Company is under no duty to update any of the
forward-looking  statements  after  the  date of this  report  to  conform  such
statements to actual results or to changes in our expectations.

CURRENT PLAN OF OPERATIONS

         The Company was organized in November, 2002 to acquire from The Quigley
Corporation its 60% interest in Caribbean  Pacific Naturals  Products,  Inc., an
Orlando,  FL based company which  specialized in the development,  marketing and
distribution of a complete line of proprietary, all-natural sun-care, skin-care,
and  nutritional  supplements,  as well as a  complete  line  private-label  Spa
Products for the Resort, Day Spa, Cruise Ship and home markets. This acquisition
was  completed  in January,  2003.  In March,  2005,  the Company  acquired  the
remaining 40% of the capital stock of Caribbean Pacific Naturals Products,  Inc.
from  Caribbean  Pacific  International,  Inc. in exchange  for the  issuance of
500,000 Shares of Common Stock.

         Due to lack of  financial  resources  and  liquidity,  the  Company was
unable to develop a successful marketing plan or to continue retail or wholesale
sales of its product line.  Effective  September 28, 2005,  the Company sold its
entire  equity  interest in  Caribbean  Pacific  Natural  Products,  Inc. and CP
Suncoast Manufacturing, Inc. to Suncoast Nutriceuticals,  Inc. (SNI) in exchange
for a two-year Promissory Note in the principal amount of $250,000 and 3,500,000
Shares of Common Stock of SNI. The assets and  liabilities  attributable  to the
two subsidiaries were assumed by SNI as a result of this transaction.

         On December 8, 2006, the Registrant  completed its  acquisition of 100%
of the capital stock of Patient Portal Connect,  Inc. of Palm Beach Gardens, Fl,
through the issuance of 17,500,000  shares of Common Stock of the Company to the
shareholders of Patient Portal Connect,  Inc. in a tax-free share exchange. As a
result of this transaction,  Patient Portal Connect,  Inc. became a wholly-owned
operating subsidiary of the Company.


12
<PAGE>

         Patient  Portal  Connect is a leading  provider of creative  technology
solutions and process  improvements for healthcare  institutions.  The company's
products and services utilize a state-of-the-art  proprietary  software platform
that  optimizes  patient  flow,  reduces  administrative  costs,  and  maximizes
reimbursement.  The Company  intends to expand the business  operations  of this
subsidiary  through  a  national  marketing  program  and  to  seek  prospective
acquisition candidates within the healthcare services industry.

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF  FINANCIAL  CONDITION  AND RESULTS OF
OPERATIONS

         The Company was  established  in November,  2002. On December 31, 2002,
the  Company  acquired a  controlling  interest  in  Caribbean  Pacific  Natural
Products,  Inc. The results of operations  for the twelve months ended  December
31, 2005 include the business operations of this subsidiary,  which was divested
by the Company on September 30, 2005.  The results of operations  for the twelve
months ended December 31, 2006 include the business  operations of the Company's
Patient Portal Connect, Inc. subsidiary which was acquired on December 8, 2006.

Year Ended December 31, 2006 vs. December 31, 2005
--------------------------------------------------

         The Company reported $ 1,690 of revenue for the Year Ended December 31,
2006  and $0  for  the  comparable  period  in  2005  This  increase  is  solely
attributable  to the acquisition of the Company's  Patient Portal Connect,  Inc.
operating subsidiary in December,  2006 and minimal start-up revenues attributed
to this  subsidiary  during this  period.  The results  for 2005  reflected  the
discontinuance  of direct  business  operations and the  subsequent  sale of the
Company's  previous  sole  operating  subsidiary  in  2005,  and the  subsequent
acquisition of Patient Portal Connect, Inc. in December, 2006.

         Cost of sales for the Year Ended  December  31,  2006 were $ 115,332 as
compared to cost of sales of $0 during the same period in 2005.

         Selling and marketing expenses were $ 0 for the Year Ended December 31,
2006 as compared to $0 in 2005.  Administrative  expenses  were $173,499 for the
Year Ended  December  31, 2006 as compared to $90,000  during the same period in
2005,  an increase  of $83,499.  This  increase  is solely  attributable  to the
acquisition of the Company's Patient Portal Connect,  Inc. operating  subsidiary
in December, 2006.

         Interest  costs were  $126,152  for the Year Ended  December  31,  2004
compared to $25,653 in 2005.

         The  Company  reported  a net loss of  ($401,408)  for the  Year  Ended
December 31, 2006 as compared to a net loss of ($130,653) during the same period
in 2005.  This  represents  a loss per share of  $(.01)  during  the Year  Ended
December  31, 2006 as compared to a loss per share of $(.01) for the same period
in 2005.

Year Ended December 31, 2005 vs. December 31, 2004
--------------------------------------------------

         The Company reported $88,583 of revenue for the Year Ended December 31,
2004 and $0 for the  comparable  period  in 2005,  a 100%  decrease  in sales of
$88,583.  This decrease is attributable to the discontinuance of direct business
operations and the subsequent sale of the Company's sole operating subsidiary.


13
<PAGE>

         Cost of sales for the Year  Ended  December  31,  2004 were  $53,571 as
compared to cost of sales of $0 during the same period in 2005.

         Selling  and  marketing  expenses  were  $117,805  for the  Year  Ended
December  31,  2004 as  compared  to $0 in 2005.  Administrative  expenses  were
$1,054,748  for the Year Ended  December 31, 2004 as compared to $90,000  during
the same period in 2005, a decrease of $964,748. This decrease in administrative
expenses  can  be   attributed   to  the  reduced   overhead   required  by  the
discontinuance of direct business operations.

         Interest  costs were  $56,243  for the Year  Ended  December  31,  2004
compared to $25,653 in 2005. Start up costs of $300,204 were incurred during the
Year Ended December 31, 2004 as compared to $0 in the same period in 2005. These
costs were in  connection  with the  transaction  to acquire  Caribbean  Pacific
Natural Products, Inc., the Company's 100%-owned subsidiary.

         The Company  reported a net loss of $93,987 for the Year Ended December
31, 2004 as  compared to a net loss of $130,653  during the same period in 2005.
This  represents a loss per share of $(.34)  during the Year Ended  December 31,
2004 as compared to a loss per share of $(.01) for the same period in 2005.

Liquidity and Capital Resources

         The accountants' report for the Company's financial statements included
herein is qualified with respect to the Company's ability to continue as a going
concern. As shown in the accompanying financial statements, the Company incurred
a net loss of $401,408 and $130,653 and during the years ended December 31, 2006
and 2005, respectively.  Additionally, the Company had a stockholders' equity of
$717,977  at  December  31,  2006 and its  working  capital  at that time is not
sufficient to support the Company's  losses from  operations at existing  levels
for the next year.  As of December  31,  2006 the Company had a working  capital
deficit of $354,311.

         On December 8, 2006, the Registrant  completed its  acquisition of 100%
of the capital stock of Patient Portal Connect,  Inc. of Palm Beach Gardens, Fl,
through the issuance of 17,500,000  shares of Common Stock of the Company to the
shareholders of Patient Portal Connect,  Inc. in a tax-free share exchange. As a
result of this transaction,  Patient Portal Connect,  Inc. became a wholly-owned
operating subsidiary of the Company.

         During the next twelve  months,  the Company plans to raise  additional
capital through public or private financing,  through the issuance of its common
stock or the issuance of debt instruments, including debt convertible to equity.
In  addition,  the  Company  will  seek to  obtain  other  types  of  commercial
financing,  including  inventory and receivable  financing and equipment leases.
The Registrant cannot be certain that such additional  capital or financing will
be  available,  or if  available  it cannot be certain such capital or financing
will be on attractive terms. Should the Registrant obtain more capital, in turn,
it may cause dilution to its existing  stockholders and providing the Registrant
can  obtain  more   capital,   it  cannot  be  assured  to   ultimately   attain
profitability.

Inflation

         The rate of inflation has had little impact on the Registrant's results
of  operations  and is not expected to have a  significant  impact on continuing
operations.


14
<PAGE>

ITEM 7 - FINANCIAL STATEMENT AND SUPPLEMENTARY DATA


                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS


                                                                           Page
                                                                           ----

Report of Walden Certified Public Accountant, P.A..........................F-1

Balance Sheet as of December 31, 2006......................................F-2

Statements of Operations for the two years
  ended December 31, 2006 and 2005 ........................................F-3

Statements of  Stockholders' Equity for the two years
  ended December 31, 2006 and 2005 ........................................F-4

Statements of Cash Flows for the two years ended
  December 31, 2006 and 2005 ..............................................F-5

Notes to Financial Statements......................................F-6 to F-16













15
<PAGE>


            REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors  and Stockholders Of Patient Portal Technologies, Inc.
And Subsidiary

         We have  audited  the  accompanying  balance  sheet of  Patient  Portal
Technologies,  Inc. and  Subsidiary  as of December  31,  2006,  and the related
statements of operations,  changes in  stockholders'  equity  (deficit) and cash
flows for the year then ended. These financial statements are the responsibility
of he 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
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements  are free of material  misstatement.  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 also  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial  statements.  An audit also  includes  assessing  the  accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating the overall  financial  statement  presentation.  We believe that our
audit provides a reasonable basis for our opinion.

         In our opinion,  the  financial  statements  referred to above  present
fairly,  in all material  respects,  the  financial  position of Patient  Portal
Technologies,  Inc. and  Subsidiary as of December 31, 2006,  and the results of
operations and its cash flows for the year then ended,  in conformity  with U.S.
generally accepted accounting principles.

         The accompanying  financial statements have been prepared assuming that
the Company  will  continue as a going  concern.  As  discussed in Note 1 to the
financial statements,  the Company has suffered recurring losses from operations
and a net capital  deficiency that raise  substantial doubt about its ability to
continue as a going concern. Management's plans regarding those matters also are
described in Note 1. The  financial  statements  do not include any  adjustments
that might result from the outcome of this uncertainty.

Walden Certified Public Accountant, P.A.
Sunny Isles, Fl
Dated: April 9, 2007





F-1
<PAGE>

                PATIENT PORTAL TECHNOLOGIES, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEET
                                DECEMBER 31, 2006
                                    (Audited)





                                     ASSETS

CURRENT ASSETS:
  Cash and cash equivalents                                               1,690
  Accounts Receivable                                                     1,202
  Inventory                                                                   0
  Prepaid Expenses                                                       27,500
                                                                 ---------------
      TOTAL CURRENT ASSETS                                               30,392

PROPERTY, PLANT AND EQUIPMENT, net                                      822,288

LONG-TERM NOTE RECEIVABLE                                               250,000
                                                                 ---------------

      TOTAL ASSETS                                                    1,102,680
                                                                 ===============

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts payable                                                       34,255
  Notes Payable                                                         337,317
  Other current liabilities                                              13,131
                                                                 ---------------
      TOTAL CURRENT LIABILITIES                                         384,703
                                                                 ---------------

REDEEMABLE PREFERRED STOCK, $.01 par value, authorized
  1,000,000: Issued 60,000 shares, at par value                            600
                                                                 ---------------
STOCKHOLDERS' EQUITY:
  Common stock, $.001 par value, authorized:
    100,000,000; 23,671,601 Shares
    issued and outstanding at Dec 31, 2006                               23,671
  Additional paid-in-capital                                          3,523,446
  Retained deficit                                                   (2,829,740)
                                                                 ---------------
      TOTAL STOCKHOLDERS' EQUITY                                        717,977
                                                                 ---------------
      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                      1,102,680
                                                                 ===============


               See notes to the consolidated financial statements.


F-2
<PAGE>

                PATIENT PORTAL TECHNOLOGIES, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                DECEMBER 31, 2006
                                    (Audited)


                                                      Twelve Months Ended
                                                            Dec 31,
                                                           (Audited)
                                                --------------------------------
                                                     2006             2005
                                                --------------   ---------------
NET SALES                                       $       13,575   $           --

COST OF SALES                                          115,332               --
                                                --------------   ---------------

GROSS PROFIT                                        ($ 101,757)              --
                                                --------------   ---------------

DIRECT OPERATING EXPENSES:
  Sales and marketing                                                        --
  Administration                                       173,499          105,000
                                                --------------   ---------------

TOTAL OPERATING EXPENSES                               173,499          105,000
                                                --------------   ---------------

(LOSS) FROM OPERATIONS BEFORE
  OTHER INCOME AND EXPENSE                      $     (275,256)        (105,000)
                                                --------------   ---------------

OTHER INCOME AND EXPENSES
  Other Income (Expense)
  Net of Interest Expense                       $     (126,152)         (25,653)
                                                --------------   ---------------

OPERATING LOSS BEFORE TAXES                     $     (401,408)        (130,653)

PROVISION FOR INCOME TAX                                    --               --
                                                --------------   ---------------

NET (LOSS)                                      $    (401,408)         (130,653)
                                                ==============   ===============


Net Loss per share:                             $         (.01)  $         (.01)
                                                ==============   ===============

Common shares outstanding (weighted)                13,401,899        9,979,000
                                                ==============   ===============


              See notes to the consolidated financial statements.



F-3
<PAGE>

                PATIENT PORTAL TECHNOLOGIES, INC. AND SUBSIDIARY
                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                                DECEMBER 31, 2006
                                    (Audited)



                                Common Stock  Additional
                                  $.001        Paid-In     Retained
                      Shares    Par Value      Capital     Deficit       Total
                   ----------- -----------   -----------  ----------- ----------

Balance
January 1, 2006      9,979,479   $  9,979   $ 2,624,467  $(2,432,310) $ 202,136

Reverse Split of
Common Stock
1-for-10
Sept. 1, 2006       (8,981,530) ($  8,981)                               (8,981)

Issuance of Common
Stock For services   2,123,652   $  2,123                                 2,123

Issuance of Common
Stock For Debt
Conversion           2,200,000   $  2,200       333,139                 335,339

Issuance of Common
Stock For Preferred
Stock Conversion       850,000   $    850                                   850

Issuance of Common
Stock For Share
Exchange
Acquisition         17,500,000   $ 17,500                                17,500

Issuance of
Preferred Stock         60,000   $    600    $  565,840               $ 566,440

Adjustment to
Retained Deficit                                         $     3,978  $   3,978

Net loss for the
Year ended
Dec 31, 2006
  (Audited)                 --         --                $  (401,408) $(401,408)
                   ----------- -----------   -----------  ----------- ----------

Balance Dec 31,
 2006               23,731,601   $ 24,271    $3,523,446  $(2,829,740) $ 717,977
(Audited)          =========== ===========   ===========  =========== ==========



              See notes to the consolidated financial statements.




F-4
<PAGE>

                PATIENT PORTAL TECHNOLOGIES, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                DECEMBER 31, 2006
                                    (Audited)


                                                                   Year Ended
                                                                   December 31,
                                                                      2006
                                                                    (Audited)


OPERATING ACTIVITIES:
  Net Income (Loss)                                                   ($401,408)
Adjustments to reconcile net income (loss)
  to net cash provided by operations:
  Common stock and Warrants issued for services                              --
  Depreciation and amortization                                              --
  Book value of assets disposed                                              --
  Bad debt                                                                   --
  (Increase) decrease in assets:
    Accounts receivable                                                  (1,202)
    Inventory                                                                --
    Other current assets                                                     --
    Other assets                                                        (27,500)
  Increase (decrease) in liabilities:
    Accounts payable                                                     13,131
    Accrued expenses -                                                   34,255
    Accrued expenses - other                                            337,317
    Redeemable preferred stock                                              600
                                                                 ---------------

      Total adjustments                                                 356,601
                                                                 ---------------

NET CASH (USED IN) OPERATING ACTIVITIES                                 (44,807)
                                                                 ---------------
INVESTING ACTIVITIES:
  Purchase of fixed assets/Company funding                             (878,135)
                                                                 ---------------

NET CASH FLOWS (USED IN) INVESTING ACTIVITIES                                --
                                                                 ---------------
FINANCING ACTIVITIES:
  Issuance of Stock                                                     922,252
                                                                 ---------------
NET CASH FLOWS PROVIDED BY (USED IN)
  FINANCING ACTIVITIES                                                       --
                                                                 ---------------
NET INCREASE (DECREASE) IN CASH                                              --

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                            1,000
                                                                 ---------------
CASH AND CASH EQUIVALENTS, END OF PERIOD                                  1,690
                                                                 ===============

              See notes to the consolidated financial statements.


F-5
<PAGE>
                        PATIENT PORTAL TECHNOLOGIES, INC.
                                 And SUBSIDIARY
                          NOTES TO FINANCIAL STATEMENTS
                                    (Audited)



NOTE 1 -- GOING CONCERN

         As shown in the  Company's  Annual  financial  statements,  the Company
incurred a net loss of  ($401,408)  during the year ended  December 31, 2006 and
($130,653)  during the year ended December 31, 2005.  Additionally,  the Company
had a stockholders'  equity of $717,977 during the year ended December 31, 2006;
however,  its  working  capital at that time is not  sufficient  to support  the
Company's  losses  from  operations  at existing  levels for the next year.  The
Company plans to raise more capital through public or private financing, through
the issuance of its common stock,  the issuance of debt  instruments,  including
debt conve3rtible to equity, or otherwise attain financing,  which if available,
it cannot be certain such  financing  will be on  attractive  terms.  Should the
Company  obtain more  capital,  in turn,  it may cause  dilution to its existing
stockholders  and providing  the company can obtain more  capital,  it cannot be
assured to ultimately  attain  profitability.  These factors create  substantial
doubt as to the Company's ability to continue as a going concern.

         The Company  intends to continue its efforts to complete the  necessary
steps in order to meet its cash flow requirements  throughout fiscal 2007 and to
continue its product  development  efforts and adjust its operating structure to
reduce losses and ultimately attain  profitability.  Management's  plans in this
regard include, but are not limited to, the following:

         1. Raise  additional  working capital by either borrower or through the
issuance of equity, or both;

         2. Negotiate terms with existing trade creditors and strategic vendors;
negotiate an alliance  with  strategic  co-ventures  for  stronger  distribution
channels in the health care markets.

         3. Re-align revenue producing  activities and corresponding  commission
arrangements on such a scale that will  proportionately  reduce selling expenses
and reduce  other  costs  wherever  possible  to improve  operating  margins and
relieve the overhead burden until ultimately profitability may be attained.

         Management  believes that actions  presently  being taken will generate
sufficient  revenues to provide cash flows from  operations and that  sufficient
capital will be available,  when required,  to permit the Company to realize its
plans. However, there can be no assurance that this will occur. The accompanying
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.




F-6
<PAGE>
                        PATIENT PORTAL TECHNOLOGIES, INC.
                                 And SUBSIDIARY
                          NOTES TO FINANCIAL STATEMENTS
                                    (Audited)


NOTE 2 -- ORGANIZATION  AND  NATURE   OF  BUSINESS  AND  SIGNIFICANT  ACCOUNTING
POLICIES

         PATIENT PORTAL  TECHNOLOGIES,  INC. (the "Company") organized under the
laws of the State of  Delaware,  in November,  2002.  The Company was formerly a
sun-care and skin-care company specializing in the development,  manufacture and
sale of all-natural sun-, skin-, and body-care products to the resort, boutique,
spa and natural health markets.

         Effective  December  31,  2002,  the Company  acquired a 60%  ownership
position in  Caribbean  Pacific  Natural  Products,  Inc.,  ("Caribbean  Pacific
Natural Products") which is a developer and marketer of all-natural sun-care and
skincare  products for luxury  resorts,  theme parks and spas. In December 2002,
the Board of Directors of The Quigley Corporation ("Quigley") approved a plan to
sell Caribbean  Pacific Natural Products and on January 22, 2003,  completed the
sale of Quigley's 60% equity interest in Caribbean  Pacific Natural  Products to
the Company.

         Effective  September  28,  2005,  the  Company  sold its entire  equity
interest  in  Caribbean   Pacific  Natural   Products,   Inc.  and  CP  Suncoast
Manufacturing,  Inc. to Suncoast  Nutriceuticals,  Inc.  (SNI) in exchange for a
two-year  Promissory  Note in the  principal  amount of $250,000  and  3,500,000
Shares of Common Stock of SNI. The assets and  liabilities  attributable  to the
two subsidiaries were assumed by SNI as a result of this transaction.

         On December 8, 2006, the Registrant  acquired 100% of the capital stock
of Patient Portal Connect,  Inc. of Palm Beach Gardens,  FL through the issuance
of  17,500,000  shares of Common  Stock of the  Company to the  shareholders  of
Patient Portal Connect,  Inc. in a tax-free share exchange.  As a result of this
transaction,  Patient  Portal  Connect,  Inc.  became a  wholly-owned  operating
subsidiary of the Company.

BASIS OF PRESENTATION

         The  Consolidated  Financial  Statements  include  the  accounts of the
Company and its 60% owned subsidiary,  Caribbean Pacific Natural Products,  Inc.
All inter-company transactions and balances have been eliminated. In the opinion
of management,  all  adjustments  necessary to present  fairly the  consolidated
financial  position,  consolidated  results of operations and consolidated  cash
flows, for the periods  indicated,  have been made. Certain prior period amounts
have been reclassified to conform with the 2002 presentation.





F-7
<PAGE>
                        PATIENT PORTAL TECHNOLOGIES, INC.
                                 And SUBSIDIARY
                          NOTES TO FINANCIAL STATEMENTS
                                    (Audited)


RECAPITALIZATION OF CARIBBEAN PACIFIC NATURAL PRODUCTS, INC.

         Material sales and expenses  included in prior  consolidated  financial
statements of the Company  resulted from the inclusion of financial  information
of  the  Company's  60%  owned  subsidiary  Caribbean  Natural  Products,   Inc.
("Caribbean  Pacific  Natural  Product"),  which is a developer  and marketer of
all-natural  sun-car and skincare  products for luxury resorts,  theme parks and
spas. In December 2002, the Board of Directors of the Company approved a plan to
acquire  Caribbean  Pacific Natural  Products.  On January 22, 2003, the Company
acquired a 60%  equity  interest  in  Caribbean  Pacific  Natural  Products.  In
exchange for its 50% equity interest in Caribbean Pacific Natural Products,  the
Company issued to the Quigley  Corporation:  (I) 750,000 shares of the Company's
common  stock,  which  Suncoast has agreed,  at its cost, to register for public
resale through an appropriate registration statement; and (ii) 100,000 shares of
Suncoast's Series A Redeemable  Preferred Stock,  which bears certain redemption
features discussed in Note 6 - Redeemable Preferred Stock.

         Pursuant to SFAS No. 141, which applies to business  combinations after
September 30, 2001,  which requires the use of the purchase method of accounting
for all business  combinations,  carrying  forward the guidance from APB 16 with
respect to: (a) the principles of historical  cost  accounting;  (b) determining
the cost of the  acquired  entity;  and (C)  allocation  of cost to  assets  and
liabilities  assumed;  "Caribbean  Pacific  Natural  Products" is considered the
acquiring entity. As such the historical  balances of "Caribbean Pacific Natural
Products"   assets  and   liabilities   representing   the  carrying  value  and
corresponding  allocation of the purchase price, and therefore,  the transaction
is equivalent to a reverse  acquisition,  which in this case, no partial step up
in asset  values  discussed  in EITF 90-3  apply,  and  thereby no  goodwill  or
intangible  assets  have been  recorded.  The equity  issued by the  Company was
valued at the (a) present  value of the  redeemable  preferred  shares issued to
"Quigley"  and (b) common stock and  additional  paid in capital was recorded to
the value of the  remaining  liability  to  "Quigley"  cancelled by the exchange
agreement.

ACCOUNTING  FOR  BUSINESS  COMBINATION  OF  CARIBBEAN PACIFIC  NATURAL PRODUCTS,
APPLICATION OF SAB 103

         During the years ended December 31, 2000, 2001 and 2002, the results of
operations,  cash flows and assets and liabilities of Caribbean  Pacific Natural
Products were included in the consolidated  financial  statements of the Quigley
Corporation,  the effect of which were  reported as  discontinued  operations in
2002. The financial statements of "Quigley" were audited by another auditor, and
the results of this subsidiary were not reported separately.  Recently the staff
of Corporate Finance Division of the Securities and Exchange Commssio0n,  "SEC,"
provided



F-8
<PAGE>
                        PATIENT PORTAL TECHNOLOGIES, INC.
                                 And SUBSIDIARY
                          NOTES TO FINANCIAL STATEMENTS
                                    (Audited)


guidance in the codification of its staff accounting  bulletins  ("SABS") and in
discussion  of  accounting  for  former  subsidiaries,  such  as the  case  with
Caribbean  Pacific Natural  Products,  indicated that  reasonable  estimates for
expenses of the use of a parent  company's  capital  (I.e.  interest)  and other
corporate  charges  connected with operating as a stand alone entity  (including
legal fees, audit fees and administrative expenses) should be estimated when the
division or  subsidiary is presented  individually.  Caribbean  Pacific  Natural
Products  was  divested by the Company on  September  28,  2005.  The  financial
statements include such estimates and additional  expenses were recorded,  and a
like amount was credited to additional paid in capital for the periods presented
as follows:

                                               Year Ended
                                               December 31,
                                               2006                  2005
                                               (Audited)


Interest Costs                               $  126,152              $25,653
Administrative costs                         $                       $90,000
                                             -------------------------------
                                             $  126,152             $115,653
                                             ===============================

PROPERTY, PLANT AND EQUIPMENT

         Property,  plant and  equipment  is recorded at cost.  Depreciation  is
provided on the  straight-line  method over  estimated  useful lives of three to
five years.

INVENTORIES

         While  inventories were stated at the lower of cost or market,  and the
Company used the first-in, first-out ("FIFO") method of determining cost for all
inventories,  inventories  were sold as of September  30, 2005, at the time that
the subsidiary was sold.

USE OF ESTIMATES

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



F-9
<PAGE>

                       PATIENT PORTAL TECHNOLOGIES, INC.
                                 And SUBSIDIARY
                          NOTES TO FINANCIAL STATEMENTS
                                    (Audited)


CASH EQUIVALENTS

         The Company  considers  all highly liquid  investments  with an initial
maturity of three months or less at the time of purchase to be cash equivalents.
Cash equivalents include cash on hand and monies invested in money market funds.
The carrying  amount  approximates  the fair market value due to the  short-term
maturity of these investments.

FAIR VALUE OF FINANCIAL INSTRUMENTS

         The Company's  carrying amounts  reported in the  consolidated  balance
sheets for cash,  accounts  receivable,  accounts  payable and accrued  expenses
approximate  their fair values due to the short  maturities  of these  financial
instruments. The carrying amounts reported n the consolidated balance sheets for
long-term  debt due to related  parties  approximate  their fair  values as they
represent the amount the Company  expects to liquidate  these  obligations  with
cash or cash  equivalents,  and the  amounts  recorded  as other  liabilities  -
redeemable  preferred stock  approximate  their fair value as they represent the
amount in which the Company  expects to satisfy these  obligations by payment in
cash in 2007 or by the issuance of the Company's equity without material gain or
loss.

REVENUE RECOGNITION

         Sales  are  recognized  at the time  ownership  is  transferred  to the
customer,  which is primarily the time the shipment is received by the customer.
In limited instances, selected trial periods, whereby the customer has the right
of return until the selected trial period ends, the Company  recognizes  revenue
when the trial period ends and no right of return exists.

         Sales  returns and  allowances  are provided for in the period that the
related  sales  are  recorded.  Provisions  for  these  reserves  are  based  on
historical experience.

         As  required,  effective  January 1, 2003,  the Company has adopted the
Securities and Exchange Commission ("SEC") Staff Accounting Bulletin ("SAB") No.
101, "Revenue Recognition in Financial  Statements" which provides guidelines on
applying generally accepted  accounting  principals to revenue recognition based
upon the  interpretations  and  practices  of the SEC.  The  Company  recognizes
revenue  for its  products  at the time of  shipment,  at which  time,  no other
significant  obligations  of  the  Company  exist,  other  than  normal  product
warranties.


F-10
<PAGE>
                        PATIENT PORTAL TECHNOLOGIES, INC.
                                 And SUBSIDIARY
                          NOTES TO FINANCIAL STATEMENTS
                                    (Audited)


SHIPPING AND HANDLING

         The Company includes costs of shipping and handling billed to customers
in revenue and the expense of shipping and handling costs is included in cost of
sales.

STOCK BASED COMPENSATION

         Financial  Accounting  Statement  No.  123,  Accounting  for tock Based
Compensation,  encourages, but does not require companies to record compensation
cost for stock-based employee compensation plans at fair value. Through December
31, 2003, the Company had chosen to account for stock-based  compensation  using
the intrinsic method  prescribed in Accounting  Principles Board Opinion No. 25,
Accounting  for  Stock  Issued  to  Employees,   and  related   interpretations.
Accordingly,  compensation  cost for stock options issued  through  December 31,
2003,  was  measured as the excess,  if any, of the quoted  market  price of the
Company's stock at the date of the grant over the amount an employee must pay to
acquire the stock.

         Effective  for the  fiscal  years  ended  December  31,  2004,  and for
December 31, 2006,  the Company has adopted the fair value method of  accounting
described in SFAS 123 and SFAS 148.

ADVERTISING

         Advertising  costs are  expensed  within  the  period in which they are
utilized.  Advertising  expense is comprised of media advertising,  presented as
part of sales and marketing  expense;  co-operative  advertising,  which will be
accounted for as a deduction  from sales;  and free product,  which is accounted
for as part of cost  of  sales.  No  advertising  costs  were  incurred  for the
year-ended December 31, 2005.

INCOME TAXES

         The Company utilizes an asset and liability approach which requires the
recognition  of  deferred  tax  assets  and   liabilities  for  the  future  tax
consequences  of events that have been  recognized  in the  Company's  financial
statements or tax returns.  In estimating future tax  consequences,  the Company
generally  considers all expected future events other than enactments of changes
in the tax law or rates.  See  Notes to  Financial  Statements,  Note 7 - Income
Taxes for further discussion.

START-UP AND RE-ALIGNMENT COSTS

         Pursuant to Statement of Position 98-5, the Company  expenses  start-up
costs associated with its parent company's  activation  activities and costs and
expenses  incurred in  connection  with the  acquisition  of  Caribbean  Pacific
Natural  Products,  which  pursuant  to FASB 142 and APB 16,  were  expensed  as
transaction costs. The Statement of Position broadly defines start-up activities
as activities




F-11
<PAGE>

                        PATIENT PORTAL TECHNOLOGIES, INC.
                                 And SUBSIDIARY
                          NOTES TO FINANCIAL STATEMENTS
                                    (Audited)



associated with,  opening a new facility,  introducing new products or services,
conducting  business  with a new class of customers or in a new  territory,  and
starting a new  process in an existing  facility  or  starting a new  operation.
Re-alignment   costs  are  costs   associated   with  changing  the  contractual
distribution  agreements to an existing customer base. Start up and re-alignment
costs for the years  ended  December  31,  2004 and 2005  were  $300,204  and $0
respectively.

MINORITY INTERESTS

         The Company's  "Caribbean  Pacific Natural Products"  subsidiary is 40%
owned by a related  party whom has made a nominal  investment,  of which  losses
since  inception  have reduced the  investment to a value of $0. The Company has
not recorded earnings in the "Caribbean  Pacific Natural  Products"  subsidiary.
Had the Company attained and recorded net income in this  subsidiary,  40% would
have been allocated to the minority shareholders, and cumulatively, and had this
subsidiary  accumulated earnings in excess of its cumulative losses, the Company
would have recorded amounts  allocable to "minority  interest," which would be a
reduction of stockholders' equity.

         Effective  September  28,  2005,  the  Company  sold its entire  equity
interest  in  Caribbean   Pacific  Natural   Products,   Inc.  and  CP  Suncoast
Manufacturing,  Inc. to Suncoast  Nutriceuticals,  Inc.  (SNI) in exchange for a
two-year  Promissory  Note in the  principal  amount of $250,000  and  3,500,000
Shares of SNI Common Stock.  The assets and liabilities  attributable to the two
subsidiaries were assumed by SNI as a result of this transaction.

NOTE 3 - INVENTORY

         The Company had no inventory as of December 31, 2006.

NOTE 4 - PROPERTY, PLANT AND EQUIPMENT

         Property, plant and equipment consisted of the following as of:


                                            December 31,
                                               2006


Machinery and equipment,                     $ 822,288
Computer software and website
                                             ----------

                                             $ 822,288


Less:  Accumulated depreciation                     (0)
                                             ----------

Property, Plant and Equipment, net           $ 822,288
                                             ==========




F-12
<PAGE>
                        PATIENT PORTAL TECHNOLOGIES, INC.
                                 And SUBSIDIARY
                          NOTES TO FINANCIAL STATEMENTS
                                    (Audited)



NOTE 5 - SEGMENT INFORMATION

         The Company divested its operating subsidiary as of September 30, 2005.
Prior to that date, the Company had one reporting  segment relating to the sales
of all natural  sun-care and skincare  products for luxury resorts,  theme parks
and spas. As defined in SFAS 31,  "Disclosures  about  Segments of an Enterprise
and Related  Information,"  allocate resources and assess the performance of the
Company based on revenue and overall profitability.

         The level of sales to any single customer may vary and the loss of this
customer,  or a decrease in the level of sales to these customers,  could have a
material impact on the Company's financial condition or results of operations.

         The  Company's  operations  were  conducted  in the  United  States and
Mexico.  The  Company  only had  sales  stations  in Mexico  and all  operations
including distribution,  marketing and administrative services were performed in
the United  States.  The  Company  did not incur any  foreign  currency  trading
adjustments as all of its sales were settled in U.S. dollars.  In addition,  all
of its business units books were maintained in U.S. dollars.

         The  Company  had no net sales  from this  segment  for the year  ended
December 31, 2006.  All of the  Company's  long-lives  assets are located in the
United States.

NOTE 6 - CONVERTIBLE REDEEMABLE PREFERRED STOCK

         On December 31, 2002,  the Company  issued  100,000 Shares of Preferred
Stock,   designated  Class  "A"  Redeemable  Preferred  Stock,  to  The  Quigley
Corporation as partial  consideration  for the  acquisition of 60% of the Common
Stock of Caribbean Pacific Natural Products, Inc.

         The  holders  of the  Series A Stock  shall be  entitled  to receive in
preference to the holders of the  Corporation's  Common  Stock,  when, as and if
declared by the Corporation's  Board of Directors,  annual dividends at the rate
of $.10  per  share  and no  more.  Dividends  on the  Series  A Stock  shall be
cumulative,  and  declared but unpaid  dividends  shall not bear  interest.  The
holders of Series A Stock shall have no voting rights.  No other Series or Class
of Preferred  Stock which may  subsequently  be  designated or authorized by the
Board of  Directors  shall be granted or  otherwise  be  entitled  to any voting
rights.

         The  Corporation  shall have the right to redeem the shares of Series A
Stock at any time following the date of issuance.  The Redemption Price for each
share shall be $10.00 per share plus an interest  factor which shall accrue from
the date of issuance through the date of redemption.  The interest rate shall be
a fixed annual rate equal to the prime rate announced by Citibank,  NA, New York
City,  on the date of  issuance,  and may be payable  in cash or  accrued  until
redemption.  In the  event  that all  shares  are not put by the  holder  to the
Corporation or redeemed by the Corporation  prior to December 31, 2007, all such




F-13
<PAGE>
                        PATIENT PORTAL TECHNOLOGIES, INC.
                                 And SUBSIDIARY
                          NOTES TO FINANCIAL STATEMENTS
                                    (Audited)


shares shall be redeemed by the Corporation at face value, together with accrued
interest,  if any,  as of that  date.  These  preferred  shares  were  valued at
$937,596,  which represented the net present value of the redemption obligation,
which absent early  redemption by the Company,  has a fixed  redemption  date of
January 22, 2007.  All 100,000 of these  Shares were  converted by the holder on
December 1, 2006 into 850,000 Shares of common stock.

         During the quarter  ended  December 31,  2006,  the Company sold 60,000
Shares of Preferred Stock, designated Class "A" Convertible Redeemable Preferred
Stock, to six investors for total net consideration of $566,440.

NOTE 7 - CAPITAL STOCK TRANSACTIONS

         Significant  provisions of the Company's  capital stock are highlighted
below  and  are  subject  to the  provisions  of the  Company's  Certificate  of
Incorporation and the Bylaws:

Preferred Stock

         The Company  presently  authorized  to issue up to 1,000,000  shares of
preferred stock, $.01 par value per share. Such preferred stock may be issued in
one or more  series  on  such  terms  and  with  such  rights,  preferences  and
designations  as our board of directors may determine.  Such preferred stock may
be issued  without  action by  stockholders.  On December 31, 2002,  the Company
issued  100,000  Shares of  Preferred  Stock,  designated  Class "A"  Redeemable
Preferred  Stock, to The Quigley  Corporation as partial  consideration  for the
acquisition of 60% of the Common Stock o Caribbean Pacific Natural Products Inc.
(See Note 6)

Common Stock

         The Company is presently  authorized to issue up to 100,000,000  shares
of common  stock,  $.001 par value per share.  The  holders of common  stock are
entitled to one vote for each share held of record on each matter submitted to a
vote of  stockholders.  Subject to the prior  rights of any series of  preferred
stock which may from time to time be  outstanding,  holders of common  stock are
entitled to receive  ratably  such  dividends as may be declared by our Board of
Directors out of funds legally  available  therefor,  and, upon our liquidation,
dissolution  or winding  up, they are  entitled  to share  ratably in all assets
remaining  after  payment of  liabilities  and payment of accrued  dividends and
liquidation  preference on the preferred  stock, if any. Holders of common stock
have no preemptive  rights and have no rights to convert their common stock into
any other securities.

         On  September 1, 2006,  the Company  undertook a  reverse-split  of its
common stock  through the issuance of one new share of common stock for each ten
issued and outstanding shares of common stock.

         On December 1, 2006,  the Company issued 850,000 Shares of common stock
to The Quigley  Corporation  in  conversion  of its  100,000  Shares of Series A
Redeemable Convertible Preferred Stock.




F-14
<PAGE>

                        PATIENT PORTAL TECHNOLOGIES, INC.
                                 And SUBSIDIARY
                          NOTES TO FINANCIAL STATEMENTS
                                    (Audited)


         On December  1, 2006,  the Company  issued  1,700,000  shares of common
stock in conversion and  satisfaction  of $170,000 of outstanding  loans payable
and 500,000 shares of common stock in settlement of a contingent liability.

         On December 8, 2006, the Company issued 17,500,000 Shares of its common
stock in  exchange  for 100% of the  issued  and  outstanding  capital  stock of
Patient  Portal  Connect,  Inc. and 500,000 shares of common stock in conversion
and  satisfaction  of $500,000 of  short-term  loans  payable of Patient  Portal
Connect, Inc.

         During the year ended  December 31, 2006, the Company issued a total of
2,123,652  Shares of Common Stock pursuant to its  employment  agreements and as
partial compensation for legal and marketing services.

         WARRANTS  AND  OPTIONS- As of  December  31,  2006,  in addition to the
Company's  aforesaid  outstanding Common Stock, there are issued and outstanding
Common Stock  Purchase  Warrants which are  exercisable at the price-per-  share
indicated, and which expire on the date indicated, as follows:

Description                   Number          Exercise Price     Expiration
---------------------------------------------------------------------------
Class "A" Warrants            365,000            $ 2.00           12/31/11
Class "B" Warrants            365,000            $ 3.00           12/31/11
Class "C" Warrants            365,000            $ 4.00           12/31/11
Class "D" Warrants          3,650,000            $  .50           12/31/09

2002 INVENTIVE STOCK OPTION PLAN

         On November  22, 2002,  the  Shareholders  of the Company  ratified the
Company's "2002 Incentive Stock Option Plan" and reserved  1,000,000  shares for
issuance  pursuant to said Plan.  As of December 31, 2006,  no options have been
awarded pursuant to this Plan.

Reserved Shares

         The Company has also reserved for  insurance up to 1,000,000  shares of
common stock in connection  with the 2002 Incentive  Stock Option Plan. To date,
no options have been granted under this plan.

NOTE 8 - COMMITMENTS AND CONTINGENCIES

Operating Leases

         During the year ended  December 31, 2006,  the Company had no equipment
or operating leases in effect.  The Company paid a portion of real estate leases
on four properties  representing  primary office space and company apartments in
Palm Beach Gardens, FL and Baldwinsville,  NY. The future minimum non-cancelable
lease payments under leases are $93,427.29,  $89,640.00,  and $87,840.00 for the
three years ended December 31, 2007,  2008, and 2009  respectively.  The minimum
lease  payments for years 2010 through 2015 are $82,240.00 per year. The minimum
lease payments for 2016 are $21,060.




F-15
<PAGE>
                        PATIENT PORTAL TECHNOLOGIES, INC.
                                 And SUBSIDIARY
                          NOTES TO FINANCIAL STATEMENTS
                                    (Audited)



Employment Agreements

         As of December 31, 2006,  the Company had no  Employment  Agreements in
effect.

Litigation

         From  time to  time  the  Company  may be  involved  in  various  legal
proceedings  and  other  matters,  including  nominal  disputes  with  creditors
relating to the dollar amount of outstanding obligations of the Company, arising
in the normal  course of business.  The Company  believes no such actions  would
result in liabilities in excess of amounts accrued in the financial statements.

NOTE 9 - RELATED PARTY TRANSACTIONS

         During the period ended  December 31,  2006,  the Company  entered into
asset purchase  agreements  whereby it acquired  certain software and technology
from Patient Portal,  Inc. for the purchase prices of $750,000 and $63,852.  The
controlling shareholders of the Company are also the controlling shareholders of
Patient  Portal,  Inc.,  and the purchase and sale  transactions  were at market
value for the assets acquired.

         Costs and expenses of the Company  include  billings of $5,537.48  from
Patient  Portal,  Inc. for call-center  services in support of hospital  service
contracts.  Selling,  General and  Administrative  expenses  include $2,500 from
Patient Portal,  Inc. for IT support services.  The controlling  shareholders of
the Company are also the controlling  shareholders of Patient Portal,  Inc., and
the expenses were billed at market value for the services provided.






F-16
<PAGE>

ITEM 8 - CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
--------------------------------------------------------------------------------
FINANCIAL DISCLOSURE
--------------------


NONE.


Item 8A. - Controls and Procedures
----------------------------------

(a) Evaluation of Disclosure Controls and Procedures

         Our  management,  including  our  chief  executive  officer  and  chief
financial  officer,  have carried out an evaluation of the  effectiveness of our
disclosure controls and procedures as of December 31, 2006, pursuant to Exchange
Act Rules  13a-15(e)  and  15(d)-15(e).  Based upon that  evaluation,  our chief
executive  officer and chief  financial  officer have  concluded that as of such
date, our disclosure controls and procedures in place are adequate and effective
to ensure material  information and other  information  requiring  disclosure is
identified and communicated on a timely basis.


(b) Changes in Internal Control Over Financial Reporting

         There was no change in our internal  control over  financial  reporting
(as defined in Rule  13a-15(f) of the  Exchange  Act) that  occurred  during the
fourth  quarter of the period  covered by this Annual Report on Form 10-KSB that
has  materially  affected,  or is reasonably  likely to materially  affect,  our
internal control over financial reporting.










16
<PAGE>



                                    PART III

ITEM 9 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
-----------------------------------------------------------

         Directors  are  elected  to serve  until  the next  annual  meeting  of
stockholders  and until their  successors  have been elected and have qualified.
Officers  are  appointed  to serve until the  meeting of the Board of  Directors
following the next annual  meeting of  stockholders  and until their  successors
have been elected and qualified.

         The Directors and  Executive  Officers of the  Registrant as of May 20,
2007 were as follows  (address c/o 7108  Fairway  Drive,  Suite 215,  Palm Beach
Gardens, FL 33418):

Name & Address                  Age         Position
-------------------------------------------------------------------------------

Kevin Kelly                     47          President, CEO and Director
Thomas Hagan                    66          Secretary, Acting CFO and Director
Daniel Coholan                  50          Vice President and Director
David Wolf                      46          Chief Operating Officer

BOARD OF DIRECTORS, OFFICERS AND ADVISORS
-------------------------------------------------------------------------------

BOARD OF DIRECTORS:
-------------------

KEVIN KELLY

         Kevin Kelly is Chairman of the Board of Directors and the President and
Chief Executive Officer of the Company, and formerly was Chief Executive Officer
of Patient  Portal  Connect,  Inc. In this role,  Mr. Kelly is  responsible  for
strategic planning,  developing tactical alliances, and assuring synergy between
the business plan and operations.  Mr. Kelly is responsible for establishing the
company direction. He has led the market analysis, financial, business planning,
and  implementation  teams to  assure a  successful,  fully  integrated  product
launch.  His vision and expertise  helped  position the launch of our innovative
healthcare  services,  which are truly unique in the industry.  Prior to joining
Patient Portal  Connect,  Mr. Kelly served as  co-founder,  vice chairman of the
board, and executive vice president for Worldnet Communications, Inc., d/b/a TMS
since 2001. Under Mr. Kelly's direction, TMS increased per patient revenue by 25
percent,  while also increasing profit margins by 30 percent. In 1995, Mr. Kelly
co-founded  Telergy  with his  brothers.  During his  five-year  tenure with the
company, he was responsible for financial  planning,  strategic  direction,  and
developing the structures for the highly  successful  energy  partnerships.  Mr.
Kelly grew the company  from a start-up to a company  that raised more than $600
million in  capital,  built the fifth  largest  fiber  network  in the  country,
employed  more than 650  employees,  and helped  create a private  valuation  of
$2.5B. Mr. Kelly also helped secure more than $400 million in contract sales. He
is a graduate of LeMoyne College with a degree in Industrial Relations.

DANIEL COHOLAN

         Daniel F. Coholan is a Director of the Company, and was a co-founder of
Patient  Portal  Connect,  Inc. Mr.  Coholan's  25-year career in the healthcare
industry has encompassed an expansive  spectrum of leadership roles and advisory



17
<PAGE>

positions.  In 1980, Mr. Coholan founded De-Tec Anesthesia  Detection  Services,
Inc. a nationally  recognized  distributor of anesthesia and  anesthesia-related
equipment for hospitals, sub-acute care facilities, and veterinary practices. As
President  and CEO of De-Tec,  Mr.  Coholan was  honored  five times as national
distributor of the year for Draeger,  Inc., and De-Tec was listed as one of Inc.
magazine's  fastest-growing  privately-held  companies to watch in 1990.  At the
helm of De-Tec,  Mr. Coholan created unique sales and marketing  initiatives for
De-Tec's  product  lines,  which  secured  a  customer  base  of more  than  500
hospitals.  His professional  expertise in establishing and developing marketing
strategies  has made him a sought-after  consultant in the healthcare  industry.
Mr. Coholan also founded Shameg Development,  a multi-million dollar real estate
development company.

THOMAS HAGAN

         Mr. Hagan has been  appointed as Acting Chief  Financial  Officer and a
Director  of the  Company  and  brings  to the  Company a strong  background  in
marketing,  manufacturing  and general  management.  He will be responsible  for
working  with  management  to  develop a  comprehensive  plan for the  Company's
business  operations.  Mr. Hagan served as President of The Dorette  Company,  a
manufacturer of point of purchase  advertising  products company,  from January,
1987 until October,  2002, and was responsible for a ten-fold  increase in sales
at that  company  during his  tenure.  His prior  business  experience  includes
management positions at General Electric Company in Cleveland,  Philadelphia and
Schenectady from 1960 to 1970. As a management  consultant at McKinsey & Company
from 1970 to 1973,  he  developed  and managed  marketing  programs for numerous
sales  representative  organizations,  trade  shows,  key  accounts and national
accounts.  Mr. Hagan is a graduate of Boston College  School of Management,  and
received  his  Masters  in  Business  Administration  Degree  from Case  Western
University. He has also served as a Captain in the U.S. Army Corps of Engineers.

OFFICERS:
---------

DAVID WOLF, Chief Operating Officer

         David Wolf is the Chief  Operating  Officer for the  Company's  Patient
Portal Connect,  Inc. operating  subdidiary.  Mr. Wolf has more than 22 years of
healthcare  and  communications  network  experience  in a variety of  executive
management  and  engineering  roles.  Mr. Wolf is a co-founder of Patient Portal
Connect.  Most recently, he was vice president of corporate development for TMS,
a leading  provider  of patient  communications  management  services.  Mr. Wolf
joined Worldnet  Communications d/b/a TMS in 2001. In his role as vice president
of corporate  development,  Mr. Wolf is responsible  for developing the business
strategy,  network plan,  network  design,  technology  selection,  procurement,
implementation and on-going support for a variety of customers.  He has assisted
in  transitioning  the  company  from a  transaction-based  platform  to a fully
integrated contact  management center.  Prior to joining TMS, Mr. Wolf was Chief
Technology  Officer at Telergy,  a provider of business  telecommunications  and
diverse optical network solutions,  from late 1997 to November 2001. At Telergy,
he was  responsible  for  designing,  implementing  and  operating  all  network
services,  data storage  facilities and high speed data  platforms.  He also was
responsible  for  managing  and  maintaining  the entire  3000 mile fiber  optic
network.  He was also  responsible for  implementing the first DSL platform with




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Nortel, the first networked video on demand platform with EMC, and developed the
first digital central casting network for Clear Channels.  In addition, he spent
14 years with Verizon in a variety of  engineering  and management  roles.  Most
notable  during his Verizon  tenure was the two years he spent with the Advanced
Customer  Network  department  designing  the  most  complex  customer  networks
including the NY State Lottery Network, the first ACD-based, 911 Center, several
distance learning networks,  and multiple remote diagnostic healthcare networks.
Mr. Wolf  received his Bachelors of  Technology  degree in chemical  engineering
from the  University of Dayton in 1983,  and graduated  with honors from Chapman
Universities  MBA  program  in1996.  Mr.  Wolf is also an adjunct  professor  at
Syracuse University and a member of the board of directors of the Empire Federal
Credit Union.

BOARD OF ADVISORS:
------------------

         In  December,  2006,  the  Company  established  a Board of Advisors to
assist the  management of the Company in the execution of our business plan. All
of our  Advisors  bring  tremendous  insight in all  aspects of the health  care
industry,  from  medical  issues by our  Medical  Advisors,  to  pharmaceutical,
infrastructure and equipment  installation issues by our Business Advisors.  The
members of the Advisory Board bring to our Company  impressive  backgrounds  and
talents and have made  themselves  available to advise our Executive  Management
Team and to facilitate the growth and expansion of our business operations.

Hon. J. Joseph Garrahy, Chairman

         J. Joseph  Garrahy  served four terms as governor of Rhode  Island from
1976 to 1985 after four terms as lieutenant  governor and three terms as a Rhode
Island  state   senator.   As  chairman  of  National   Governors'   Association
Subcommittee  on Health  Policy,  Gov.  Garrahy  was a key  spokesman  for state
leaders on healthcare  matters.  Upon leaving office he was a visiting professor
at Providence  College.  He is a former senior vice  president with the merchant
banking firm of G. William Miller & Co. of Washington D.C. He a currently member
of the board of directors of the  Providence and Worcester  Railroad,  and is an
active member of numerous community organizations.

Jane Gould

         Jane Gould is the President of Virtual Nurse, Inc., a marketing partner
of the  Company.  Prior to joining  Virtual  Nurse in 2006,  Ms. Gould served as
President and Chief Executive Officer of the Visiting Nurse Regional Health Care
System (VNR) serving the  Metropolitan  New York area.  Ms. Gould built VNR into
the third largest  home-health  organization  in the region with a budget of $90
million and a staff of 1400 professionals and paraprofessionals. She is chair of
the Board of  Directors  of the Home Care  Association  of New York State (HCA),
which  represents  certified and licensed  home care  agencies,  long-term  home
health care  programs,  and hospices.  Prior to joining VNR, Ms. Gould served in
the cabinet of former  Governor  Mario M. Cuomo as the  director of the New York
State Office for the Aging.  licensed home care agencies,  long-term home health
care  programs,  and  hospices.  Prior to joining  VNR,  Ms. Gould served in the
cabinet of former  Governor Mario M. Cuomo as the director of the New York State
Office for the Aging.  In  addition,  she also  co-chaired  the board,  with the
Commissioner  of  Health,  that  oversaw  the  operations  of  the  state-funded
pharmaceutical program for the elderly (EPIC).



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<PAGE>

         Ms. Gould has been  recognized  nationally  as a leader in the field of
aging and was president of the Board of Directors of the National Association of
State Units on Aging, the Washington,  D.C.-based  organization that rep-resents
all state  Offices for the Aging.  Ms. Gould  chaired the NYS  Delegation to the
1995 White  House  Conference  on Aging.  She has  frequently  testified  before
legislative  committees in New York State  government and committees of the U.S.
Senate  and House of  Representatives.  Ms.  Gould is a Fellow of the  Brookdale
Center on Aging, Hunter College of the City University of New York. She attended
Harvard  University's  Kennedy School of Government  Program for State and Local
Government Executives.  She is a graduate of Boston University and completed her
graduate studies at Boston University's Graduate School of Education.

Sunderam K. Shetty, M.D., F.A.C.R.O.

         Dr.  Shetty has served as the  Medical  Director  of the Kaplan  Cancer
Center at St. Mary's  Hospital in West Palm Beach, FL since 1981 He received his
Board Certification in Therapeutic  Radiology in 1980 and has the distinction of
being a Fellow of the American College of Radiation Oncology  (F.A.C.R.O.).  Dr.
Shetty  received his medical  degree in 1974 from  Kasturba  Medical  College in
Manipal,  India.  He served his  residency  there and another at the  University
Health Center of  Pittsburgh.  From 1979 through 1981,  Dr. Shetty was a project
investigator  and  Senior  Fellow,  M.D.  at the  Anderson  Hospital  and  Tumor
Institute in Houston,  TX. Dr. Shetty has presented  scientific  academic papers
concerning radiation therapy at the Annual Roentgen Society Meeting and Resident
Award Competition at ASTR. Dr. Shetty is a distinguished  member of the American
Society of Therapeutic  Radiation  Oncologists,  American  College of Radiology,
American College of Radiation Oncologists, and American Brachytherapy Society.

ITEM 10 - EXECUTIVE COMPENSATION
--------------------------------

         The following table sets forth all compensation  awarded to, earned by,
or paid by the Company for services  rendered in all  capacities  to the Company
during  each of the fiscal  years  ended  December  31,  2005 and 2006:  (1) the
Registrant's  Chief  Executive  Officer,  and (2)  each of the  other  executive
officers  whose total  salary and bonus for the fiscal year ended  December  31,
2005 and 2006 exceeded $100,000.

ANNUAL COMPENSATION
                                   Deferred
NAME AND POSITION      Salary      Compensation        Warrants         Year
- ---------------------------------------------------------------------------
Kevin Kelly                                             500,000         2006

Daniel Coholan                                          500,000         2006

Thomas Hagan          $14,167                            50,000         2006
Thomas Hagan          $15,000                            50,000         2005

         No  current  Officer  or  Director  of  the  Registrant  received  cash
compensation for services rendered during calendar year 2004.




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<PAGE>

ITEM 11 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
------------------------------------------------------------------------

         (a) Security  Ownership of  Management - the number and  percentage  of
shares of common stock of the Company owned of record and beneficially,  by each
officer and  director of the Company and by all  officers  and  directors of the
Company as a group,  and all  shareholders  known to the Company to beneficially
own 5% or more of the  issued  and  outstanding  Shares  of the  Company,  is as
follows as of April 30,  2007.  Unless  otherwise  shown,  the  address for each
Shareholder is 7108 Fairway Drive, Ste. 215, Palm Beach Gardens, FL 33418:

Name and Address of          Position     Amount and Nature of    Percent of
Owner                                     Beneficial Ownership   % of Class
--------------------------------------------------------------------------------

Kevin Kelly  (1)             President     2,666,666   Owner         10.8%
                             & Director

Thomas Hagan (1)             CFO, Sec.       240,000   Owner         < 1%
                             & Director

Daniel Coholan (1)           VP and Dir.   2,666,666   Owner         10.8%

Brian Kelly (1)              Shareholder   2,666,666   Owner         10.8%

William Kelly (1)            Shareholder   2,666,666   Owner         10.8%

William J. Reilly (2)        Shareholder   1,850,000   Owner          7.5%
5447 NW 42nd Ave.             & Counsel
Boca Raton, FL 33496

Vicki Ramundo                Shareholder   2,666,666   Owner         10.8%
                             & Counsel

David Wolf                   Chief Op.     2,666,666   Owner         10.8%
                             Officer

                                          ----------                 -----
TOTAL OFFICERS, DIRECTORS &
SIGNIFICANT SHAREHOLDERS
AS A GROUP:                               18,089,996                 74.9%
                                          ==========                 =====

         (1) Unless otherwise  indicated,  the Company believes that all persons
named in the table have sole  voting and  investment  power with  respect to all
shares of the Company either owned directly or deemed to be  beneficially  owned
by them.  The  percentage  for each  beneficial  owner  listed above is based on
24,136,601  shares  outstanding  on April 30,  2007,  with  respect to each such
person  holding  options or  warrants to  purchase  shares that are  exercisable
within 60 days after  April 30,  2007,  the number of options and  warrants  are
deemed to be outstanding and beneficially owned by the person for computing such
person's  percentage  ownership,  but are not deemed to be  outstanding  for the
purpose of computing the percentage ownership of any other person. The number of
shares  indicated in the table include the following  number of shares  issuable
upon the exercise of warrants:  Kevin Kelly - 500,000  warrants,  Thomas Hagan -
100,000  warrants,  Daniel  Coholan-  500,000  warrants,  Brian  Kelly - 500,000
warrants,  William  Kelly -  500,000  warrants,  William  J.  Reilly  -  500,000
warrants, Vicki Ramundo- 500,000 warrants, David Wolf- 500,000 warrants.

         (2) Includes  850,000 Shares and 250,000 warrants owned or beneficially
owned  by  members  of  Mr.  Reilly's  family  and  which  may be  deemed  to be
beneficially owned by Mr. Reilly.

ITEM 12 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
--------------------------------------------------------

For the fiscal year ended  December  31,  2006 there have not been any  material
transactions  between  the  Company and any of its  officers  and/or  directors,
except as set forth in its aforesaid Financial Statements for the two years then
ended December 31, 2006, the contents of which commence on Page F-1.




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<PAGE>

ITEM 13 - EXHIBITS, SCHEDULES AND REPORTS ON FORM 8-K
-----------------------------------------------------

         Following is a list of exhibits  filed as part of this Annual Report on
Form 10-KSB.  Where so indicated by  footnote,  exhibits  which were  previously
filed are incorporated by reference.


EXHIBIT NUMBER
REFERENCE DESCRIPTION

Exhibit 31.1 31.2 32.1 32.2 - Officer Certifications


REPORTS ON FORM 8-K








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<PAGE>

                                   SIGNATURES
                                   ----------

         In accordance with Section 13 or 15(d) of the Exchange Act, the Company
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


PATIENT PORTAL TECHNOLOGIES, INC.



December 29, 2007        by:  /s/ KEVIN KELLY
                            -------------------------------------
                            Kevin Kelly
                            President


December 29, 2007        by:  /s/ Thomas Hagan
                            -------------------------------------
                            Thomas Hagan
                            Secretary, Acting CFO

December 29, 2007        by: /s/ Daniel Coholan
                            -------------------------------------
                             Daniel Coholan
                             Director





















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