UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C 20549  FORM
 10-K  (Mark One)  [X] ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 For the fiscal year
ended December 31, 2010  [
 ] TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT 1934 For the transition
period from ____ to ____  Commission File No.
333-144226  ARTVENTIVE MEDICAL GROUP, INC. (Exact
name of registrant as specified in its charter)  Nevada 26-0148468 (State
or other jurisdiction (IRS
Employer of
incorporation or organization) Identification
No.)  1797 Playa Vista, San Marcos, California, 92078 (Address
of principal executive offices)  (760) 471-7700 (Registrants telephone number)  Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: None  Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities Act:  [  ]  Yes
 [X]  No  Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section 15(d) of Act.  [  ]
 Yes  [X]  No  Indicate by check mark whether the registrant (1) has 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 [  ]  Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of     Regulation S-T during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files). Yes [  ] No [ X ] Not Required  Indicate by check mark if disclosure of delinquent filers pursuant
to item 405 of Regulation S-K (§229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrants knowledge, in
definitive proxy or information statements incorporated by reference in Part III
of this Form 10-K or any amendment to this Form 10-K.  Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company.  See the definitions of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange
Act.  Large accelerated filer [  ] Accelerated filer [  ] Non-accelerated filer [  ] Smaller reporting company [ 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]  The
aggregate market value of the voting and non-voting common equity held by
non-affiliates (computed by reference to the price at which the common equity
was last sold, as of the last business day of the registrants most recently
completed second fiscal quarter) is $4,477,381.09.  State
the number of shares outstanding of each of the issuers classes of common
equity, as of the latest practicable date:  As of
December 31, 2010, there were 46,814,117 shares of the Companys common stock
issued and outstanding with 50,000 options issued.  DOCUMENTS INCORPORATED BY REFERENCE  None.     TABLE OF CONTENTS  Cautionary
statements regarding forward-looking information 4 ITEM
1.  DESCRIPTION OF BUSINESS 4 ITEM
1A RISK
FACTORS 6 ITEM
1B UNRESOLVED
STAFF COMMENTS. 6 ITEM
2 PROPERTIES 6 ITEM
3 LEGAL
PROCEEDINGS. 6 PART
II 7 ITEM
5 MARKET
FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES
OF EQUITY SECURITIES.7 ITEM
6 SELECTED
FINANCIAL DATA 7 ITEM
7 MANAGEMENTS
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS.8 ITEM
8  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 10 ITEM
9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE.7 ITEM
9.  CONTROLS AND PROCEDURES 7 ITEM
9B.  OTHER INFORMATION. 8 PART
II 8 ITEM
10 DIRECTORS,
EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE 8 ITEM
11 EXECUTIVE
COMPENSATION 12 ITEM
12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT 13 ITEM
13 CERTAIN
RELATIONSHIP AND RELATED TRANSACTIONS, AND   DIRECTOR
INDEPENDENCE14 ITEM
14 PRINCIPAL
ACCOUNTANT FEES AND SERVICES 14 PART
IV 16 ITEM
15 EXHIBITS
AND FINANCIAL STATEMENT SCHEDULES 16 SIGNATURES 17           CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING
INFORMATION Except for historical information, this report contains
forward-looking statements within the meaning of Section 21E of the Securities
Exchange Act of 1934.  Such forward-looking statements involve risks and
uncertainties, including, among other things, statements regarding the Companys
business strategy, future revenues and anticipated costs and expenses.
 Such forward-looking statements include, among others, those statements
including the words expect, anticipate, intend, believe and similar
language.  The Companys actual results may differ significantly from those
projected in the forward-looking statements.  Factors that might cause or
contribute to such differences include, but are not limited to, those discussed
in the sections Plan of Operation and Business.  You are cautioned not
to place undue reliance on the forward-looking statements, which speak only as
of the date of this report.  We undertake no obligation to publicly release
any revisions to the forward-looking statements or reflect events or
circumstances taking place after the date of this document. Although we believe that the expectations reflected in these
forward-looking statements are based on reasonable assumptions, there are a
number of risks and uncertainties that could cause actual results to differ
materially from such forward-looking statements.  All
references depicted in this Form 10-K to the Company, ArtVentive, we, us
or our are to ArtVentive Medical Group, Inc.       ITEM
1.  DESCRIPTION OF BUSINESS  General Information  ArtVentive Medical Group, Inc. (the Company) was incorporated on
January 23, 2007, in the State of Nevada,as
Big Bear Resources, Inc.  Its name was changed to Uranium Plus Resource
Corporation on March 21, 2008.  It changed its name on January 26, 2010, to
ArtVentive Medical Group, Inc.  Its operations are primarily based in San
Marcos, California.  The accounting and
reporting policies of the Company conform to accounting principles generally
accepted in the United States of America, and the Companys fiscal year end is
December 31.  ArtVentive Medical Group, Inc. (AVTD or the Company), is a
Nevada Corporation trading on the OTC-BB (symbol AVTD).  On March 21, 2008,
the Company changed its name from Big Bear Resources Inc. to Uranium Plus
Resource Corporation and subsequently on January 26, 2010 the Company changed
its name to ArtVentive Medical Group, Inc.  On
January 9, 2010, the Company completed the acquisition of all of the assets of
ArtVentive Medical Inc., a California company.  The
Company is concentrating on developing, manufacturing and marketing a family of
Endoluminal Occlusion devices (EOS).  The Company, through its proprietary
technology has developed minimally invasive occlusion devices and procedures,
bringing the current interventional, image guided techniques to a new level of
sophistication, resolving potentially significant and unaddressed health issues.
 The EOS device is being developed by the Company to target market demand
in several major clinical areas, including women's health, peripheral and
neurological vascular disorders and interventional cardiology procedures.      The Company has contracted, and expects to continue contracting
with specific American and European corporations and consulting groups to assist
in the implementation of an ongoing strategic plan for the successful
international launch, market development, commercialization and manufacturing of
the Companys products during 2011.  The Company has entered into an
agreement with the Chicago, Illinois based Medical Murray Inc., a leader in the
field of medical device development and manufacturing.  Medical Murray Inc.
is recognized as being ISO certified and FDA registered.  Also
the Company has entered in to an agreement with the Northwest Clinical Research
Group, Inc. (NCRG), located in Seattle, Washington.  NCRG has played an
intricate role in building the complex infrastructure and support necessary for
outlining the regulatory and clinical strategy, in addition to providing a
platform of quality controls parallel and synergistic to what Medical Murray is
providing.  Their responsibility also extends to encompass communication
with the FDA and European Notified Body (FDA counterpart).  As the
Company prepares the foundation to launch into the European markets during 2011,
the Company executed an agreement on August 23, 2010, with the firm of BSI
Product Services Healthcare, headquartered in the UK.  BSI is one of the
leading international ISO 9000 ISO 13485 Registrars and CE Marking Notified
Bodies.  Their current clients include world leading specialized medical
device manufacturers, all of whom require efficient and effective CE marking
services.  BSI is internationally recognized for their conformity
assessments which support manufacturers objectives of achieving timely and
predictable market access.  The Company has implemented its Quality Management System (QMS),
based on the requirements of, and is intended to comply with, the following
regulations and international standards: · US
FDA Quality System Regulation, 21 CFR 820 · EU
Medical Device Directive (MDD), EEC 93/42 · Canada
Medical Devices Regulations (CMDR), SOR/98-282 · ISO
13485:2003 Medical Devices  Quality Management Systems - Requirements
Regulatory Purposes Document Control System and Design History File for the EOS
project are in continuous process of implementation.  The highly secured
system utilizes Egnyte software and is hosted on the Northwest Clinical Research
Groups server.  The
Company is focused on the continued development and implementation of its
proprietary line of lumen occlusion devices in defining new opportunity within
the medical device arena.  A third patent (Expandable Device Delivery
System) of the Companys intellectual property was filed with the US patent
office October, 2010, simultaneous to an International Patent.  To
date, the Companys activities have been focused on its corporate operations,
Research and Development, the finalization EOS device design and testing,
implementation of quality controls and protocols, Regulatory Strategy for FDA
and European trials in addition to animal studies. In December 2010, the Company
formally froze the EOS device design for the peripheral category of indications
in preparation for the regulatory phase and prior to commercialization in
Europe, followed by the USA.   The Company also continues its
corporate and international development and quest to raise further     equity capital by way of executing the business strategy of the
Corporation as indicated in both the Phases I and II Business Plans of the
Company.  Administration  The
Company is currently managed by Dr. Leon Rudakov, PhD, President, CTO and a
member of the Board of directors, and H. James Graham, CFO, CEO and Chairman of
the Board.  Compliance with Government Regulation  As the
Company proceeds with its new programs involving medical devices and treatments,
it will have to comply with governmental regulations involving such activities.
 The type and extent of such regulation will be determined in 2010.  Employees  The
Company has no employees at this time, other than officers, as of the date of
this report.  Research and Development Expenditures  The
Company has not incurred any research or development expenditures since its
incorporation.  Subsidiaries   The
Company does not have any subsidiaries as of this filing.    ITEM 1A RISK FACTORS  Not
Applicable.    ITEM 1B UNRESOLVED STAFF COMMENTS.  Not
Applicable.    ITEM 2 PROPERTIES  The
Companys corporate offices are located at 1797 Playa Vista, San Marcos,
California, 92078.  This space is provided to the Company free of charge by
its President.  The Company has no other properties.    ITEM 3 LEGAL PROCEEDINGS.  Legal Proceedings  In the
ordinary course of business, the Company may, from time to time, become subject
to routine litigation or administrative proceedings which are incidental to the
business.  The Companyis not a party
to or aware of any existing, pending or threatened lawsuits or other legal
actions involving the Company.              PART II    ITEM 5 MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.  Market Information  Bid
and ask prices for the Companys common stock have been quoted on the
Over-The-Counter Bulletin Board (the OTCBB) under the symbol AVTD.OB since
April 3, 2008. However, the Companys stock has only traded once.
 Following is the high and low price for each quarter during the past 2
years.   Quarter Ended
High
Low12/31/10
$0.91
$0.919/30/10
$0.91
$0.916/30/10
$0.91
$0.913/31/10
$0.91
$0.9112/31/09
$0.91
$0.919/30/09
$0.91
$0.916/30/09
$0.91
$0.913/31/09
$0.91
$0.90  As of
March 31, 2011, the Company had 35 shareholders of record.  Dividends  The
Company has never declared any cash dividends with respect to its common stock.
 Future payment of dividends is within the discretion of theboard of directors and will depend on the
Companys earnings, capital requirements, financial condition and other relevant
factors.  Although there are no material restrictions limiting, or that are
likely to limit, the Companys ability to pay dividends on its common stock, it
presently intends to retain future earnings, if any, for use in its business and
currently has no intention to offer cash dividends on itscommon stock.  Recent Sales of Unregistered Securities  During
the fiscal year ended December 31, 2010, the Company did not issue any
securities without registration under the Securities Act of 1933.    ITEM 6 SELECTED FINANCIAL DATA  Not
applicable.        ITEM 7 MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.  Results of Operations  The
Company has not generated revenues sinceits
inception on January 23, 2007, and has an
accumulated deficit of $1,280,292 from inception to December 31, 2010. (See Note
6 of the Notes to Financial Statements included herewith.)  The
following table provides selected financial data about the Company as of and for
the year ended December 31, 2010.  Balance Sheet Data:



December 31, 2010



December 31, 2009Cash


$
176,425


$
60,791Total assets


$
184,925


$
60,791Total liabilities


$
42,466


$
154,411Stockholders' Equity/(Deficit)


$
143,611


$
(93,620)  Plan
of Operation  ArtVentive Medical Group, Inc. (ArtVentive or the Company), is
a Nevada Corporation trading on the OTC-BB (symbol AVTD).  On March 21,
2008, the Company changed its name from Big Bear Resources Inc. to Uranium Plus
Resource Corporation.  On January 26, 2010, the Company changed its name to
ArtVentive Medical Group, Inc.  The
Company is focused on the continued development and implementation of its
proprietary line of lumen occlusion devices in defining new opportunity within
the medical device arena.  A third patent (Expandable Device Delivery
System) of the Companys intellectual property was filed with the US patent
office October, 2010, simultaneous to an International Patent.  To
date, the Companys activities have been focused on its corporate operations,
Research and Development, the finalization EOS device design and testing,
implementation of quality controls and protocols, Regulatory Strategy for FDA
and European trials in addition to animal studies. In December 2010, the Company
formally froze the EOS device design for the peripheral category of indications
in preparation for the regulatory phase and prior to commercialization in
Europe, followed by the USA.   The Company also continues its
corporate and international development and quest to raise further equity
capital by way of executing the business strategy of the Corporation as
indicated in both Phases I and II Business Plans of the Company.  Limited Operating History  There
is no historical financial information about the Company upon which to base an
evaluation of its performance.  The Company is a development stage
corporation and has not generated any revenues from its business operations.
 The Company cannot guarantee that it will be successful in its business
operations.  The Companys business is subject to risks inherent in the
establishment of a new business enterprise, including limited capital resources
and possible cost overruns due to price and cost increases in services and
products.      The Company gives no assurance that future financing will be
available on acceptable terms.  If financing is not available on such
terms, the Company may be unable to continue, develop or expand its operations.
 Additionally, equity financing could result in additional dilution to
existing shareholders.  Liquidity and Capital Resources  As of
the date of this report, the Company has yet to generate any revenues from its
business operations.  Since inception the Companys main source of cash has
been the sale of its equity securities.  As of
December 31, 2010, cash and total assets were $184,925 and the Companys total
liabilities were $42,466.  (See 6 of the Notes to Financial Statements
included herewith.)


ITEM
8  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA             ArtVentive Medical Group, Inc. (A
Development Stage Company) Financial Statements For
the Period from January 23, 2007 (Inception) to December 31, 2010                   Balance
Sheets as of December 31, 2010 and December 31, 2009 Statement
1  Statements of
Operations and Comprehensive Loss for the years ended December 31, 2010 and December 31,
2009; and
the period from inception (January 23, 2007) through December 31, 2010 Statement
2  Statements of Cash
Flows for the years ended December 31, 2010 and December 31,
2009; and
for the period from January 23, 2007 (Inception) to December 31, 2010 Statement
3  Statements of Changes
in Stockholders Equity (Deficit) for the period from January
23, 2007 (Inception) to December 31, 2010 Statement
4  Notes to Financial
Statements


[artventive10kfinaldraft33002.gif]     Statement
1 ArtVentive Medical
Group, Inc. (A Development
Stage Company) Balance Sheets December 31, 2010
and December 31, 2009   ASSETS
December 31
December 312010
2009CURRENTCash
and cash equivalents
$
176,425
$
60,791Prepaid
expenses
8,500TOTAL
CURRENT ASSETS
184,925
60,791PROPERTY,
PLANT AND EQUIPMENTOffice
equipment
1,382Accumulated
Depreciation
(230)NET
PROPERTY, PLANT AND EQUIPMENT
1,152TOTAL
ASSETS
$
186,077
$
60,791LIABILITIES
AND STOCKHOLDERS EQUITY (DEFICIT)CURRENTAccounts
payable
$
42,466
$
4,411Convertible
note payable (Note 4)
-
150,000TOTAL
CURRENT LIABILITIES
42,466
154,411STOCKHOLDERS
EQUITY (DEFICIT)Common stock,
par value $.001, 100,000,000 sharesauthorized,
46,814,117 and 21,430,200 shares issued and
               outstanding
at December 31, 2010 and December 31, 2009   respectively after
giving effect to 1.65 for 1 split on February 12, 2010
46,814
21,430Additional
paid in capital
1,377,089
89,473Deficit
accumulated during the development stage
(1,280,292)
(204,523)TOTAL
STOCKHOLDERS EQUITY (DEFICIT)
143,611
(93,620)TOTAL
LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)
$
186,077
$
60,791  (See
accompanying notes)


Statement 2 ArtVentive Medical
Group, Inc. (A Development
Stage Company) Statements of
Operations and Comprehensive Loss For
the Years Ended December 31, 2010 and December 31, 2009; and the Period from
Inception (January 23, 2007) through December 31, 2010;   For the year ended December 31, 2010
For the year ended
December 31, 2009
For the period  from January 23, 2007 (Inception) to
December 31, 2010REVENUES
$
NIL
$
NIL
$
NILOPERATING
EXPENSESExploration
costs
-
-
45,533Research
and development
704,294
-
704,294Selling,
general and administrative
374,879
28,255
533,353Depreciation
expense
230
-
746OPERATING
LOSS BEFORE OTHER ITEMS AND INCOME TAXES
(1,079,403)
(28,255)
(1,283,926)OTHER
INCOMEInterest
income
3,634

3,634Income
Taxes
-
-
-NET
LOSS AVAILABLE TO COMMON STOCKHOLDERS
(1,075,769)
(28,255)
(1,280,292)COMPREHENSIVE
LOSS FOR THE PERIOD
$
(1,075,769)
$
(28,255)
$
(1,280,292)BASIC
AND DILUTED LOSS PER COMMON SHARE
(0.02)
(0.00)WEIGHTED
AVERAGE SHARES OUTSTANDING
45,799,740
21,430,200 Statement 3 ArtVentive Medical
Group, Inc. (A Development
Stage Company) For
the Year Ended December 31, 2010 and December 31, 2009; and for the Period from
January 23, 2007 (Inception) to December 31, 2010  For the year ended December 31, 2010
For the year ended
December 31, 2009
For the period  from January 23, 2007 (Inception) to
December 31, 2010CASH
FLOW FROM OPERATING ACTIVITIESNet
loss
$
(1,075,769)
$
(28,255)
$
(1,280,292)ADJUSTMENTS TO
RECONCILE NET LOSS TO NET CASH USED BY OPERATING ACTIVITIESNon-cash
expenses


60,805Depreciation
expense
230
-
746Issuance
of common stock and options for services
63,000
-
63,000CHANGES
IN OPERATING ASSETS AND LIABILITIESPrepaid
expenses
(8,500)

(8,500)Accounts
payable
38,055
(3,713)
42,466Accounts
payable  related party


39,000NET
CASH USED BY OPERATING ACTIVITIES
(982,984)
(31,968)
(1,082,775)CASH
FLOWS FROM INVESTING ACTIVITIESDisposal
of equipment


745Purchase
of equipment
(1,382)
-
(2,625)NET
CASH USED BY INVESTING ACTIVITIES
(1,382)
-
(1,880)CASH
FLOWS FROM FINANCING ACTIVITIESIssuance
of common stock for cash
1,100,000
-
1,111,080Convertible
note payable (see Note 5)


150,000NET
CASH PROVIDED BY FINANCING ACTIVITIES
1,100,000
-
1,261,080NET
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
115,634
(31,968)
176,425EFFECT
OF EXCHANGE RATE CHANGES ON CASH
-
(380)CASH,
BEGINNING OF PERIOD
60,791
93,139
-CASH,
END OF PERIOD
$
176,425
$
60,791
$
176,425 NON-CASH
INVESTING AND FINANCING ACTIVITIES FORGIVENESS OF
RELATED PARTY NOTE; APPLIED TO PAID IN CAPITAL
-
$
-
$
39,000STOCK
ISSUED UPON CONVERSION OF NOTE PAYABLE
$
150,000
$
-
$
150,000


Statement 4 ArtVentive Medical
Group, Inc. (A Development
Stage Company) Statement of
Stockholders Equity (Deficit) From Inception,
January 23 2007, to December 31 2010  Common
Share
Additional Paid in
Deficit Accumulated
Accumulated Other Stockholders
Total EquityShares
Amount
For period
DuringPeriod
Income
(Deficit)BALANCE,
JANUARY 23, 2007
-
$
-
$
-
$
-
$
-
$
-Common shares
issued for cash, assets and expenses at $.001 per share
21,430,200
21,430
(5,350)
-
-
16,080Capital
contribution of Expenses
-
-
47,184
-
-
47,184Loss during the
period from Inception toDecember 31,
2007
-
-
-
(91,391)
-
(91,391)Foreign
currency translation adjustments
-
-
-
-
455
455BALANCE,
DECEMBER 31, 2007
21,430,200
21,430
41,834
(91,391)
455
(27,672)Capital
Contribution of Expenses
-
-
47,639
-
-
47,639Loss during the
year (2008)
-
-
-
(84,877)
-
(84,877)Foreign
currency translation adjustments
-
-
-
-
(75)
(75)BALANCE,
DECEMBER 31, 2008
21,430,200
21,430
89,473
(176,268)
380
(64,985)Foreign
currency translation adjustments
-
-
-
-
(380)
(380)Loss during
year (2009)
-
-
-
(28,255)

(28,255)BALANCE
DECEMBER 31, 2009
21,430,200
21,430
89,473
(204,523)
0
(93,620)Common shares
issued for cash, assets and expenses at $.001 per share
21,430,200
21,430
(21,430)
-
-
-Common shares
issued in private placement
3,767,051
3,767
1,096,233
-
-
1,100,000Common shares
issued for services
20,000
20
17,980
-
-
18,000Common shares
issued on conversion of note payable
166,666
167
149,833
-
-
150,000Stock options
issued for services
-
-
45,000
-
-
45,000Loss during
year (2010)
-
-
-
(1,075,769)
-
(1,075,769)BALANCE,
DECEMBER 31, 2010
46,814,117
$
         46,814
$
     1,377,089
$
  (1,280,292)
$
                 0
$
       143,611


(See
accompanying notes)


ArtVentive Medical
Group, Inc. (A Development
Stage Company) Notes to Financial
Statements For the Year Ended
December 31, 2010  1. BASIS
OF FINANCIAL STATEMENT PRESENTATION  The
accompanying audited financial statements have been prepared by the Company
pursuant to the rules and regulations of the Securities and Exchange
Commission.  The
information furnished in the financial statements includes normal recurring
adjustments and reflects all adjustments which in the opinion of management are
necessary for a fair presentation of such financial statements.  2. ORGANIZATION Uranium Plus Resource Corporation (the Company) was incorporated
on January 23, 2007 in the State of Nevada, U.S.A., as Big Bear Resources, Inc.
 Its name was changed to Uranium Plus Resource Corporation on March 21,
2008.  Following the acquisition of the business of ArtVentive, Inc. the
Company changed its name on January 26, 2010, from Uranium Plus Resources, Inc.
to ArtVentive Medical Group, Inc. The accounting and reporting policies of the
Company conform to accounting principles generally accepted in the United States
of America, and the Companys fiscal year end is December 31.  The Company is a medical device corporation, focused on
developing, manufacturing and marketing a family of Endoluminal Occlusion
Devices (EOS).  Through its innovative, proprietary technology the Company
has developed unique minimally invasive occlusion devices and procedures,
bringing the current interventional, image guided techniques to a new level of
sophistication, potentially resolving significant and unaddressed health issues.
The EOS device being developed by the Company targets a substantive market
demand in several major clinical areas, including women's health, peripheral and
neurological vascular disorders, and interventional cardiology procedures.  The Companys activities have been limited to its formation,
mining and, currently, development of EOS, intellectual property continuous
development and patent filing, generation of regulatory strategy for initial
clinical indications for FDA and European submissions and approval, corporate
operations and the raising of equity capital. Following its acquisition of the
business of ArtVentive, Inc. the Company ceased its mining operations and
concentrated on the pursuit of the medical device business plan.  3. SIGNIFICANT
ACCOUNTING POLICIES  DEVELOPMENT
STAGE COMPANY The
Company is considered to be in the development state as defined in FASC
915-10-05,      Development Stage Entity.
  The Company is devoting substantially all of its efforts to the
execution of its business plan.         ArtVentive
Medical Group, Inc. (A Development
Stage Company) Notes to Financial
Statements For the Year Ended
December 31, 2010 USE
OF ESTIMATES The
preparation of the Companys financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amount of revenues and expenses during
the reporting period. Such estimates include deferred tax assets arising as a
result of the operating loss carryforwards.  Actual results could differ
from those estimates.  The Companys periodic filings with the Securities
and Exchange Commission include, where applicable, disclosures of estimates,
assumptions, uncertainties and markets that could affect the financial
statements and future operations of the Company.  COMMON
STOCK ISSUED FOR OTHER THAN CASH Services
purchased and other transactions settled in the Companys common stock and stock
options are recorded at the estimated fair value of the stock issued and options
granted if that value is more readily determinable than the fair value of the
consideration received.  EARININGS
PER SHARE OF COMMON STOCK The
following table sets forth the computation of earnings per share:  December
31, 2010     December 31, 2009  Net
income (loss)
                                                    $
 (1,075,769)
            $
   (28,255)  Weighted
average common shares outstanding
        45,799,740
              21,430,200  Net
(loss) per share
                                                   $
      (0.02)
             $
       (0.00)  PROPERTY
AND EQUIPMENT The
company records property and equipment at cost and uses straight-line
depreciation methods.  Estimated
Useful Lives
December 31,
2010
December 31,
2009Computer
equipment
5
years
$
     1,380
$
         -Less
accumulated depreciation

(230)
-Net property
and equipment

$
      1,152
$
         -  FOREIGN CURRENCY
TRANSLATIONS The Companys functional and reporting currency is the US dollar.
 All transactions initiated in other currencies are translated into US
dollars using the exchange rate prevailing on the date of transaction.
 Monetary assets and liabilities denominated in foreign currencies are
translated into the US dollar at the rate of exchange in effect at the balance
sheet date.  Unrealized exchange gains and losses arising from such
transactions are deferred until realization and are included as a separate
component of stockholders equity (deficit) as a component of other
comprehensive income or loss. Upon realization, the amount deferred is
recognized in income in the period when it is realized.       ArtVentive Medical
Group, Inc. (A Development
Stage Company) Notes to Financial
Statements For the Year Ended
December 31, 2010  The Company recorded an unrealized foreign currency translation
gain, totaling $0 for the period from January 23, 2007 (Inception) to December
31, 2010, in accumulated other comprehensive income.  The Company recorded an unrealized foreign currency translation
gain, totaling $0 for the period from January 23, 2007 (Inception) to December
31, 2010, in accumulated other comprehensive income.  CASH AND CASH EQUIVALENTS Cash and cash equivalents consist principally of funds on hand, on
deposit with banks and liquid investment funds having maturity of three months
or less at the time of the purchase.  The Company has no cash equivalents.
 The Company had funds on deposit of $176,425 as at December 31, 2010.   4. CONVERTIBLE NOTE PAYABLE The
Company borrowed $150,000 pursuant to an agreement dated April 29, 2008.
 The loan is payable on demand by the Lender.  The Lender has the
option to convert the loan into common shares of the company at a rate of 1
common share for each $1 borrowed (150,000 common shares).  In the event repayment is demanded and the Company defaults,
interest at a rate of 8% per annum shall be charged from the date of demand.  All funds are in US dollars. The note was converted into 166,666
shares at a deemed value per share of $.90 effective February 22, 2010, after
the Company renegotiated the terms of conversion, resulting in no additional
beneficial conversion feature.  5. SHARE CAPITAL Effective
April 22, 2008, the Company forward-split its issued common stock on a ratio of
5.8 shares for each one old share.  As a result of this transaction,
11,078,000 shares were issued.  Effective February 12, 2010, the Company
forward-split its  issued common stock on a ratio of 1.65 shares for each
one prior share.  As a result of this transaction, 8,442,200 shares were
issued. Effective  February 19, 2010 3,767,051 shares were issued in a
private placement.  Consideration for the issue of additional shares has
been charged against additional paid in capital.  The forward stock splits
adjustments have been applied retroactively. Effective
April 16, 2010 the Board of Directors of the Company authorized issuance of
20,000 shares to the members of its Scientific Board at a deemed value per share
of $.90. Effective
November 2, 2010 the Board of Directors of the Company granted 50,000
non-statutory stock options to a former consultant at an exercise price of $.001
per share with the exercise date of


ArtVentive Medical
Group, Inc. (A Development
Stage Company) Notes to Financial
Statements For the Year Ended
December 31, 2010 November
2, 2013 and an expiration date of November 2, 2016. During the period that the
options were issued, the Company had no trading activity in public for the
Companys common stock.  However , the majority shareholder sold in private
transactions shares at $.90 per share.  In order to value the Companys
options, management has chosen to use the minimum value method, even though the
Company is a public company, as it is of the opinion the use of such a method is
necessary to prevent the financial statements from being materially
misleading.  6. GOING CONCERN AND LIQUIDITY CONSIDERATIONS The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern, which contemplates, among other things, the
realization of assets and satisfaction of liabilities in the normal course of
business.  As of December 31, 2010, the Company has a positive working
capital balance of $142,459 and an accumulated deficit of $1,280,292.  The
Company intends to fund operations through equity financing arrangements, which
may be insufficient to fund its capital expenditures, working capital and other
cash requirements for the next twelve months.  The ability of the Company to emerge from the development stage is
dependent upon, among other things, obtaining additional financing to continue
operations, research, development and production of  its product.  In response to these challenges, management intends to raise
additional funds through public or private placement offerings.  These factors, among others, raise substantial doubt about the
Companys ability to continue as a going concern.  The accompanying
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.  7.       RECENTLY ISSUED
ACCOUNTING PRONOUNCEMENTS  In
June 2009, the FASB established the Accounting Standards Codification
(Codification or ASC) as the source of authoritative accounting principles
recognized by the FASB to be applied by nongovernmental entities in the
preparation of financial statements in accordance with generally accepted
accounting principles in the United States (GAAP).  Rules and
interpretive releases of the Securities and Exchange Commission (SEC) issued
under authority of federal securities laws are also sources of GAAP for SEC
registrants.  Existing GAAP was not intended to be changed as a result of
the Codification, and accordingly the change did not impact our financial
statements.  The ASC does change the way the guidance is organized and
presented.  Statement
of Financial Accounting Standards (SFAS) SFAS No. 166 (ASC Topic 810),
Accounting for Transfers of Financial Assetsan Amendment of FASB Statement No.
140, SFAS No. 167 (ASC Topic 810), Amendments to FASB Interpretation No.
46(R), and SFAS No. 168 (ASC Topic 105), The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principlesa
replacement of FASB Statement No. 162 were recently issued.  SFAS No. 166,
167, and 168 have no current applicability to the Company or their effect on the
financial statements would not have been significant.  Accounting
Standards Update (ASU) ASU No. 2009-05 (ASC Topic 820), which amends Fair
Value Measurements and Disclosures  Overall, ASU No. 2009-13 (ASC Topic 605),
Multiple-      ArtVentive Medical
Group, Inc. (A Development
Stage Company) Notes to Financial
Statements For the Year Ended
December 31, 2010  Deliverable
Revenue Arrangements, ASU No. 2009-14 (ASC Topic 985), Certain Revenue
Arrangements that include Software Elements, and various other ASUs No. 2009-2
through ASU No. 2011-01 which contain technical corrections to existing guidance
or affect guidance to specialized industries or entities were recently issued.
 These updates have no current applicability to the Company or their effect
on the financial statements would not have been significant.  8. PROVISION FOR INCOME TAXES The
Company recognizes the tax effects of transactions in the year in which such
transactions enter into the determination of net income, regardless of when
reported for tax purposes.  Deferred taxes are provided in the financial
statements under ASC Topic 740 to give effect to the resulting temporary
differences which may arise from differences in the bases of fixed assets,
depreciation methods, allowances, and start-up costs based on the income taxes
expected to be payable in future years. Exploration and development stage
deferred tax assets arising as a result of net operating loss carryforwards have
been offset completely by a valuation allowance due to the uncertainty of their
utilization in future periods. Tax operating loss carryforwards generated during
the period from January 23, 2007 (date of inception) through December 31, 2010
of approximately $1,280,292 will begin to expire in 2027. Accordingly, deferred
tax assets of approximately $503,408 (2009  $69,538) related to net operating
loss carry-forwards were offset by the valuation allowance in the same
amount. The
Company adopted the provisions of FASB Interpretation No. 48 Accounting for
Uncertainty in Income Taxes, on January 1, 2007.  As a result of the
implementation of Interpretation 48, the Company recognized no increase in the
liability for unrecognized tax benefits. The
Company has no tax positions at December 31, 2010 and 2009 for which the
ultimate deductibility is highly certain but for which there is uncertainty
about the timing of such deductibility. The
Company recognizes interest accrued related to unrecognized tax benefits in
interest expense and penalties in operating expenses.  During the years
ended December 31, 2010, 2009, 2008 and 2007, the Company recognized no interest
and penalties.  The Company had no accruals for interest and penalties at
December 31, 2010, 2009, 2008 and 2007. Components
of income tax benefits are as follows:  Years Ended December 31,2010

2009Current

$
-

$
-Federal

-

-State

-

--

-Deferred

-

-$
-

$
-        ArtVentive Medical
Group, Inc. (A Development
Stage Company) Notes to Financial
Statements For the Year Ended
December 31, 2010  A
reconciliation of the provision for income tax expense with the expected income
tax computed by applying the federal statutory income tax to income before
provision for income taxes is as follows:  Years  Ended December 312010

2009Income tax
(benefit) computed atFederal
statutory tax rate of 34%
$
(365,761)

$
(9,607)Change in
valuation allowance
460,859

9,607State taxes
(net of federal benefit)
(95,098)

-$
-

$
-  9. PURCHASE
AGREEMENT On January 8, 2010, the Company entered into an asset purchase
agreement with Artventive, Inc. a privately held company.  The Company
purchased substantially all of the assets of Artventive, Inc. which consisted
entirely of patents.  The patents were accounted for under SAB Topic 5G
using the historical cost basis of zero.  The combination was accounted for
under ASC 805 as a business combination.  Pro Forma financial information
as if the combination had taken place as of the earliest period presented has
not been included as it is not significant.  10.       SUBSEQUENT
EVENTS  Effective
the first quarter of fiscal year ending December 31, 2011, the Company
implemented a new FASB accounting pronouncement,Subsequent
Events. This standard establishes general standards of accounting for and
disclosure of events that occur after the balance sheet date but before
financial statements are issued. The adoption of this accounting pronouncement
did not impact our financial position or results of operations. The Company
evaluated all events or transactions that occurred after December 31, 2010 up
through the date these financial statements were issued, and concluded there are
no other events to disclose.


ITEM
9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE.  None.   ITEM 9.
 CONTROLS AND PROCEDURES  Evaluation of Our Disclosure Controls and Internal
Controls  Under
the supervision and with the participation of senior management, including the
Companys CEO and Principal Financial Officer, Jim Graham, the management
conducted an evaluation of the effectiveness of the design and operation of the
Companys  disclosure controls and procedures, as defined in Rules
13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended
(the Exchange Act), as of the end of the period covered by this annual report
(the Evaluation Date).  Based on this evaluation, the CEO and Principal
Financial Officer concluded as of the Evaluation Date that the disclosure
controls and procedures were not effective such that the information relating to
the Company including its consolidated subsidiaries, required to be disclosed in
its  Securities and Exchange Commission (SEC) reports (i) is recorded,
processed, summarized and reported within the time periods specified in SEC
rules and forms, and (ii) is accumulated and communicated to management,
including the CEO and Principal Financial Officer, as appropriate to allow
timely decisions regarding required disclosure.  Managements Annual Report on Internal Control over Financial
Reporting  The
management of the Company is responsible for establishing and maintaining
adequate internal control over financial reporting.  The internal control
process has been designed, under managements supervision, to provide reasonable
assurance regarding the reliability of financial reporting and the preparation
of the Companys financial statements for external reporting purposes in
accordance with accounting principles generally accepted in the United States of
America.  Management conducted an assessment of the effectiveness of the
Companys internal control over financial reporting as of December 31, 2010,
including (i) the control environment, (ii) risk assessment, (iii) control
activities, (iv) information and communication, and (v) monitoring.  Based
on this assessment, management has determined that the Companys internal
control over financial reporting as of December 31, 2010 was not effective.  The
Companys internal control over financial reporting is a process designed to
provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance
with accounting principles generally accepted in the United States.
 Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements.  Therefore, even those
systems determined to be effective can provide only reasonable assurance of
achieving their control objectives.  In evaluating the effectiveness of the
Companys internal control over financial reporting,





management used the criteria set forth by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control
 Integrated Framework.  This
annual report does not include an attestation report of the Companys registered
public accounting firm regarding internal control over financial reporting.
 Managements report was not subject to attestation by its registered
public accounting firm pursuant to temporary rules of the Securities and
Exchange Commission that permit the Company to provide only managements report
in this annual report.  Officers Certifications  Appearing as exhibits to this Annual Report are Certifications
of the Companys Chief Executive Officer and Principal Financial Officer.
 The Certifications are required pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002 (the Section 302 Certifications).  This
section of the Annual Report contains information concerning the Controls
Evaluation referred to in the Section 302 Certification.  This information
should be read in conjunction with the Section 302 Certifications for a more
complete understanding of the topics presented.  Changes in Internal Control over Financial Reporting  There have been no
changes in the Companys internal control over financial reporting that occurred
during the quarter ended December 31, 2010 that have materially affected or are
reasonably likely to materially affect theinternal control over financial reporting.   ITEM
9B.  OTHER INFORMATION.  None.   PART
II    ITEM 10 DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE  Executive Officers, Directors and Key Employees  Directors serve until the next annual meeting of the stockholders;
until their successors are elected or appointed and qualified, or until their
prior resignation or removal.  Officers serve for such terms as determined
by the board of directors.  Each officer holds office until such officers
successor is elected or appointed and qualified or until such officers earlier
resignation or removal.





The following table sets forth certain information, as of March
11, 2011, with respect to the directors and executive officers.  Name
Positions Held
AgeH. James Graham
CEO, CFO, Chairman
61Leon Rudakov
President, CTO, Director
60  Mr.
Graham has held the positions of CEO and director since April 28, 2008.  He
resigned as CEO on February 11, 2010, as CEO, but agreed to continue on as
Chairman of the Board.  Dr. Rudakov was appointed as CEO and CTO, and as a
member of the Board of Directors on February 11, 2010.  On February 11,
2011, Mr. Graham and Dr. Rudakov resigned from their respective positions as
President, CEO and CFO.  On February 11, 2011, Mr. Graham was appointed CEO
and CFO, and Dr. Rudakov was appointed President.  Certain
biographical information of our directors and officers is set forth below.  H. James Graham has acted as President and CEO of a
number of successful corporations including start-up companies. Since 2006, Mr.
Graham has also developed global business plans and marketing strategies in
addition to drafting and negotiating international management and distribution
agreements. In 2000, Mr. Graham co-founded
CyberBroadcastOne Inc., an interactive broadcast company based on the foundation
of education, entertainment and commerce.  Mr. Graham served as the
President and CEO through 2006.  From 1993 to 2007, he served as a member
of the Board of Directors of Kodiak Oil and Gas, an emerging oil and gas company
with its head office in Denver, Colorado and operations throughout America.
 The Companys shares were traded on the Venture Stock Exchange (TSX) until
2007 and are now listed on the American Stock Exchange (AMX) under the symbol
KOG.  In 1998, Mr. Graham co-founded Pyrotech International Ltd.,
Singapore, a corporation committed to the development of a revolutionary fire
fighting gel recognized globally under the brand name Barricade.  Mr.
Graham served as CEO from 1998 to 2000.  Previously, Mr. Graham co-founded and was the President of
Tri-Pacific Resources Corporation, Hong Kong, a technology based corporation
specializing in onboard power supply and energy management systems.  He
also served as President of Hunter Douglas Canada, Inc., the worlds largest
vertically integrated supplier of aluminum and home fashions products to the
international market.  Hunter Douglas acquired the HJ Graham Company Ltd.
in 1989 which was previously founded and headed by Mr. Graham until the
acquisition.  Mr. Graham also served on the Board of Directors of Bradbury
International, Ltd., a diversified Canadian financial investment corporation,
trading on the Vancouver Stock, Exchange.  Dr. Leon Rudakov has more than 25 years experience
in R&D, engineering, product development and project management. He holds a
Ph.D. in mechanical engineering from the Moscow Institute of Aviation, and
completed Business Executive Program at the Fuqua Business School of the Duke
University, NC. He held several executive management and R&D positions with
international corporations and start-up companies.





In 2003 Dr. Rudakov joined Merlin Medical, a Singapore-based
company, where he held the position of vice-president of Research and
Development and chief technology officer. He was responsible for the company's
business strategy, and directed its product development and regulatory pathway.
Under his leadership the Company developed a new, unique intracranial device for
the treatment of intracranial aneurysms with significant potential for the
treatment of ischemic disease. He also established the Company intellectual
property and led the device development from the initial concept formulation to
its production and the clinical studies in several European Union countries. Dr.
Rudakov also developed the coronary stent "X'Calibur" and its delivery catheter
through to its CE Mark approval and current market presence in Asia.  Dr.
Rudakov also served as a Director of Engineering with the Silicon Valley
corporation CardioVasc Inc., and led a cross functional group of engineers
through the production of several coronary devices, from development to
commercial success. Among these CardioVasc projects, Dr. Rudakov led the
development of a new coronary stent and delivery system, which was subsequently
sold to the Japanese corporation "Goodman Co". He also participated in the
device regulatory process leading to its approval in Japan.  Additionally, Dr Rudakov, managed development of a coated
stent-graft, for the treatment of failing saphenous vein graft (SVG). This
device has received CE Mark and is marketed and sold in the EU by the CardioVasc
Corporation.  Dr.
Rudakov has served as a Regional Director of Operations for Booz Allen &
Hamilton, a worldwide leader in management consulting. He managed the company's
operations and regional business development, while working with key corporate
clients, providing strategic business planning, corporate restructuring and
re-engineering.  In
2009, Dr. Rudakov joined ArtVentive, Inc., of San Marcos, California, as Chief
Executive Officer and Chief Technology Officer.  Term
of Office  Companydirectors are elected
for one-year terms, to hold office until the next annual general meeting of the
shareholders, or until removed from office in accordance with thebylaws of the Company.  Officers are
appointed by the board of directors and hold office until removed by the
board.  Significant Employees  The
Company has no significant employees other than the officers and directors
described above.  Employment Agreement  On
February 2, 2010, the Company entered into an Employment Agreement with its then
Chief Executive Officer and Chief Technology Officer, Dr. Leon Rudakov.
 The Employment Agreement was subsequently updated on March 10, 2011, to
reflect Dr. Rudakovs current positions as Chief Technology Officer and
President.  Under the terms of the Agreement, Dr. Rudakov will be
compensated with an annual salary of $120,000, plus benefits, including options





to purchase stock in the Company, the terms of which are to be
negotiated, but the share price will be the trading price at the time of
issuance or the net book value.  Any options granted will expire five years
after the date of the grant.  The term of the Employment Agreement will be
for a period of five years, unless earlier terminated under the terms of the
Employment Agreement.  On
April 1, 2010, the Company entered into a Consulting Agreement with its then
President and Chairman of the Board, H. James Graham.  Under the terms of
the Agreement, Mr. Graham is compensated with annual salary of $100,000, plus
benefits.  The term of the Employment Agreement will be for a period five
years, unless earlier terminated under the terms of the Employment Agreement,
effective April 1, 2010.  The Consulting Agreement was subsequently updated
on March 10, 2011 to reflect Mr. Grahams current positions of Chief Executive
Officer, Chief Financial Officer and the Chairman of the Board of Directors.  Audit Committee  The
Company does not currently have a standing audit committee, an audit committee
financial expert, or any committee or person performing a similar function.
 The Corporation haslimited working
capital and no revenues.  Management does not believe that it would be in
the best interest ofthe Company, at this time to retain independent directors to
sit on an audit committee.  When appropriate, the Company will retain
independent directors and form an audit, compensation committee and other
applicable committees.  Board of Directors  The
Company does not have an independent director at this time.  Directors are
reimbursed for expenses, if any, for attendance at meetings of the Board of
Directors.  TheBoard of Directors may
designate from among its members an executive committee and one or more other
committees but has not done so to date.  The Company does not have a
nominating committee or a nominating committee charter.  Further, the
Company does not have a policy with regard to the consideration of any director
candidates recommended by security holders.  To date this has not been a
problem as no security holders have made any such recommendations.
 Directors perform all functions that would otherwise be performed by
committees.  Given the present size of theboard it is not practical forthe
Company to have such committees.  The Company plans to expand the Board of
Directors at the first opportunity.    Compliance with Section 16(a) of the Exchange Act  The
Companys common stock is not registered pursuant to Section 12 of the
Securities Exchange Act of 1934, as amended (the Exchange Act).
 Accordingly, officers, directors and principal shareholders are not
subject to the beneficial ownership reporting requirements of Section 16(a) of
the Exchange Act.  Code
of Ethics  As of December 31,
2010, the Company has not yet adopted a Code of Ethics.





ITEM 11 EXECUTIVE COMPENSATION  The
following summary compensation table indicates the compensation earned during
the years ended December 31, 2010 and 2009 by each person who served as a
principal executive officer or principal financial officer.  Name and Principal Position
Year
Salary ($)
Bonus ($)
Stock Awards ($)
Option Awards ($)
NonEquity Incentive Plan Compensation
($)
Nonqualified Deferred Compensation
Earnings ($)
All Other Compensation (4)
TotalLeon Rudakov(1)
2009
2010
0
$110,000
0
0
0
0
0
0
0
0
0
0
0
0
0
$110,000H. James Graham(2)
2009
2010
0
$90,000
0
0
0
0
0
0
0
0
0
0
0
0
0
$90,000 (1) Leon Rudakov has served as President and as Chief Technology
Officer since February 2, 2011.  Dr. Rudakov previously served as CEO from
February 11, 2010, until February 2, 2011. (2) H. James Graham has served as CFO since July 19, 2010.  Mr.
Graham has served as CEO since February 2, 2011.  Mr. Graham previously
served as CEO from April 29, 2008 until February 11, 2010.  (b)
There are no annuity, pension or retirement benefits proposed to be paid to
officers, directors, or employees of the corporation in the event of retirement
at normal retirement date pursuant to any presently existing plan provided or
contributed to by the corporation or any of its subsidiaries.  Director Compensation Members
of the Companys Board of Directors do not receive compensation, as such, at
this time, but are paid consulting fees for specific services as incurred.  Stock Option Grants  As of
the date of this Report, the Company has granted 50,000 stock options to a
former consultant for services rendered.  Indemnification  Under
thebylaws of the Company, it may indemnify
an officer or director who is made a party to any proceeding, including a
lawsuit, because of his position, if he acted in good faith and in a manner he
reasonably believed to be in the Companys best interest.  The Company may
advance expenses incurred in defending a proceeding.  To the extent that
the officer or director is successful on the merits in a proceeding as to which
he is to be indemnified, we must indemnify him against all expenses incurred,
including attorneys fees.  With respect to a derivative action, indemnity
may be made only for expenses actually and reasonably incurred in defending the
proceeding, and if the officer or director is judged liable, only by a court
order.  The indemnification is intended to be to the fullest extent
permitted by the laws of the State of Nevada.





Regarding indemnification for liabilities arising under the
Securities Act, which may be permitted to directors or officers under Nevada
law, the Company is informed that, in the opinion of the Securities and Exchange
Commission, indemnification is against public policy, as expressed in the Act
and is, therefore, unenforceable.   ITEM
12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT  The following table
sets forth information with respect to the beneficial ownership of our common
stock known by us as of February 2, 2011, by:  · each
person or entity known by us to be the beneficial owner of more than 5% of our
common stock; · each
of our directors; · each
of our executive officers; and · all
of our directors and executive officers as a group.  The percentages in
the table have been calculated on the basis of treating as outstanding for a
particular person, all shares of our common stock outstanding on such date and
all shares of our common stock issuable to such holder in the event of exercise
of outstanding options, warrants, rights or conversion privileges owned by such
person at said date which are exercisable within 60 days of February 2, 2011.
 Except as otherwise indicated, the persons listed below have sole voting
and investment power with respect to all shares of our common stock owned by
them, except to the extent such power may be shared with a spouse.  Name and Address
of Beneficial Owner
Title of Class
(1)
Shares of
Common Stock Beneficially Owned(1)
Percentage
Ownership(2)MLPRP Enterprises, LLC
17624 15th Ave. SE Suite 112
Mill Creek, WA 98012
Common
3,633,718
7.8%The Estate of Scott Houghton
1525 Yew Street
Vancouver, BC V6J 3E5 Canada
Common
11,220,000
24%Korina Houghton
401  958 W. 8th Ave.
Vancouver, BC V5Z 1E5 Canada
Common
5,610,000
12%Philippe Gailloud
c/o Parsons/Burnett/Bjordahl/Hume, LLP
10900 NE 4th Street Suite 1850
Bellevue, WA 98004
Common
10,715,100
22.9%Leon Rudakov, President, CTO, Director
Common
10,715,100
22.9%H. James Graham, CFO, CEO,
Chairman
Common
0
0%All officers and directors
as a group (2 persons)

10,715,100
22.9%





(1) As used herein,
the term beneficial ownership with respect to a security is defined by Rule
13d-3 under the Securities Exchange Act of 1934 as consisting of sole or shared
voting power (including the power to vote or direct the vote) and/or sole or
shared investment power (including the power to dispose or direct the
disposition of) with respect to the security through any contract, arrangement,
understanding, relationship or otherwise, including a right to acquire such
power(s) during the next 60 days. (2) Percentage based
upon 46,814,117 shares of common stock issued and outstanding as of February 2,
2011.    ITEM
13 CERTAIN
RELATIONSHIP AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE  Other
than as set forth in this section, none of the following parties has, since
thedate of incorporation, any material
interest, direct or indirect, in any transaction with the Company or in any
presently proposed transaction that has or will materially affect the
Company:  *
   Director or Officer; *
   Any person proposed as a nominee for election as a
director; *   Any person who beneficially owns, directly or
indirectly, shares carrying more than 10% of the voting rights attached to our
outstanding shares of common stock; *
   Any promoters; *   Any relative or spouse of any of the foregoing
persons who has the same house as such   person.       ITEM
14 PRINCIPAL
ACCOUNTANT FEES AND SERVICES  Audit
Fees  The aggregate fees
billed to the Company by itsprincipal
accountant for services rendered during the fiscal year ended December 31, 2010
and 2009 is set forth in the table below:  Fee
Category

Fiscal year
ended December 31, 2010

Fiscal year
ended
December 31,
2009Audit fees
(1)

$12,500

$11,000Audit-related
fees (2)

0

0Tax fees
(3)

0

0All other fees
(4)

0

0Total
fees

$12,500

$11,000  (1)
Audit fees consist of fees incurred for professional services rendered for the
audit of our financial statements, for reviews of the  interim financial
statements included in the Companys





quarterly reports on Form 10-Q and for services that are normally
provided in connection with statutory or regulatory filings or engagements.  (2)
Audit-related fees consist of fees billed for professional services that are
reasonably related to the performance of the audit or review of the Companys
consolidated financial statements, but are not reported under Audit fees.  (3) Tax
fees consist of fees billed for professional services relating to tax
compliance, tax planning, and tax advice.  (4) All
other fees consist of fees billed for all other services.  Audit Committees
Pre-Approval Practice  The
Company does not have an audit committee at this time.Theboard of directors currently performs the function of an audit committee.
 Section 10A (i) of the Securities Exchange Act of 1934, as amended,
prohibits the Companys auditors from performing audit services for the Company
as well as any services not considered to be audit services unless such services
are pre-approved by the audit committee or, in cases where no such committee
exists, by the board of directors (in lieu of an audit committee) or unless the
services meet certain de minimis standards.





PART
IV    ITEM
15 EXHIBITS
AND FINANCIAL STATEMENT SCHEDULES  Exhibits  The following
exhibits are included as part of this report:  Exhibit
No.

Description3.1

Articles of
Incorporation of Registrant (1)3.2

By-Laws of
Registrant (1)3.3

Certificate of
Amendment to Articles of Incorporation3.3

Amendment to
Bylaws(1)31.1

Rule
13(a)-14(a)/15(d)-14(a) Certification of Principal Financial
Officer31.2

Rule
13(a)-14(a)/15(d)-14(a) Certification of Principal Executive
Officer32.1

Rule 1350
Certification of Principal Financial Officer32.2

Rule 1350
Certification of Chief Executive Officer  (1) Filed with the Securities and Exchange Commission on June 29,
2007, as an exhibit, numbered as indicated above, to the Registrants
registration statement on the Registrants Registration Statement on Form SB-2
(file no. 333-144226), which exhibit is incorporated herein by reference.





SIGNATURES  Pursuant to the
requirements of Section 13 or 15(d) of the Securities Exchange Act, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.  ARTVENTIVE MEDICAL
GROUP, INC.  March 30, 2011   /s/ Leon
Rudakov______________________ Dr. Leon Rudakov President   /s/ H. James
Graham H. James Graham CEO, Chief Financial
Officer   Pursuant to the
requirements of the Securities Exchange Act of 1934, this report has been signed
below by the following persons on behalf of the registrant and in the capacities
and on the dates indicated.  /s/
Leon Rudakov Date:
 March 30, 2011 Dr. Leon Rudakov,
Director   /s/
H. James Graham Date:
 March 30, 2011 H. James Graham,
Chairman