**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C. 20549





**FORM
      10-QSB**





x
            Quarterly
                Report under Section 13 or 15(d) of the Securities Exchange Act of
                1934




For
      the
      quarterly period ended March 31, 2007





o
            Transition
                report under Section 13 or 15(d) of the Exchange
                Act




For
      the
      transition period from __________ to __________




Commission
      File Number: 333-110240





**Modigene
      Inc.**


(Exact
      name of Registrant as specified in its charter)





Nevada
            
            None(State
                or other jurisdiction
            
            (I.R.S.
                Employerof
                incorporation or organization
            
            Identification
                No.)





The
                Europa Center100
                Europa Drive, Suite 455Chapel
                Hill, NC 27517-2369
            
            Telephone:
                (919) 933-2720(Address
                of principal executive offices)
            
            (Registrant's
                telephone number, including area
                code)





Former
      Name, Address and Fiscal Year, If Changed Since Last Report





Check
      whether the issuer: (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Exchange Act during 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 o





We
      had a
      total of 42,253,972 shares of common stock issued and outstanding at April
      16,
      2007.





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


Yes x No o





Transitional
      Small Business Disclosure Format: Yes o No x











**PART
      I - FINANCIAL INFORMATION**




**Item
      1. Financial Statements.**





The
      interim financial statements included herein are unaudited but reflect, in
      management's opinion, all adjustments, consisting only of normal recurring
      adjustments, that are necessary for a fair presentation of our financial
      position and the results of our operations for the interim periods presented.
      The results of operations for the quarterly period ended March 31, 2007 are
      not
      necessarily indicative of the results that may be expected for the full fiscal
      year.





1


**MODIGENE
        INC. AND SUBSIDIARY**
 
 **TABLE
        OF CONTENTS**
 
 **Page**Condensed
                  Consolidated Balance Sheets as ofMarch
                  31, 2007 and December 31, 2006 (unaudited)
              
              
              F-2Condensed
                  Consolidated Statements of Operations for the Three Months EndedMarch
                  31, 2007 and 2006 (unaudited)
              
              
              F-3Condensed
                  Consolidated Statements of Cash Flows for the Three Months
                  EndedMarch
                  31, 2007 and 2006 (unaudited)
              
              
              F-4Notes
                  to Condensed Consolidated Financial Statements (unaudited)
              
              
              F-5
 
 F-1
  **MODIGENE,
        INC. AND SUBSIDIARY**
 **CONDENSED
        CONSOLIDATED BALANCE SHEETS**
 **(UNAUDITED)**
  **March
                    31,**
                
                **December
                    31,****2007**
                
                **2006****ASSETS****Current
                    Assets**Cash
                
                $
                56,170
                
                $
                39,345Accounts
                    receivable
                
                
                2,814
                
                
                5,742Accounts
                    receivable - related party
                
                
                33,521
                
                
                24,526**Total
                    Current Assets**
                
                
                92,505
                
                
                69,613**Property
                    and Equipment**Equipment
                
                
                8,632
                
                
                7,030Furniture
                    and fixtures
                
                
                1,091
                
                
                1,091Software
                    (net of $427and $363 in amortization)
                
                
                342
                
                
                406Less:
                    Accumulated depreciation
                
                
                (5,927
                )
                
                (5,668
                )**Net
                    Property and Equipment**
                
                
                4,138
                
                
                2,859**Total
                    Assets**
                
                $
                96,643
                
                $
                72,472**LIABILITIES
                    AND STOCKHOLDERS' DEFICIT****Current
                    Liabilities**Accounts
                    payable
                
                $
                8,287
                
                $
                4,395Due
                    to related parties
                
                
                127,423
                
                
                28,000Accrued
                    liabilities
                
                
                5,223
                
                
                47,249**Total
                    Current Liabilities**
                
                
                140,933
                
                
                79,644**Stockholders'
                    Deficit**Preferred
                    stock - $0.00001 par, 10,000,000 sharesauthorized;
                    0 shares outstanding
                
                
                **-**
                
                
                **-**Common
                    stock - $0.00001 par, 300,000,000 sharesauthorized;
                    42,253,972 and 9,680,000, shares outstanding
                
                
                423
                
                
                97Additional
                    paid-in capital
                
                
                107,916
                
                
                108,242Accumulated
                    deficit
                
                
                (152,629
                )
                
                (115,511
                )**Stockholders'
                    Deficit**
                
                
                (44,290
                )
                
                (7,172
                )**Total
                    Liabilities and Stockholders' Deficit**
                
                $
                96,643
                
                $
                72,472
  The
        accompanying notes are an integral part of these condensed consolidated
        financial statements.
 
 F-2
 
 **MODIGENE,
        INC. AND SUBSIDIARY**
 **CONDENSED
        CONSOLIDATED STATEMENTS OF OPERATIONS**
 **(UNAUDITED)**
 **For
                    the 3 months ended March 31,**
                
                **2007**
                
                **2006**Design
                    revenue
                
                $
                17,140
                
                $
                14,850Design
                    revenue - related party
                
                
                16,080
                
                
                14,859**Total
                    Revenue**
                
                
                33,220
                
                
                29,709**Cost
                    of Revenue**
                
                
                18,013
                
                
                13,180**Gross
                    Profit**
                
                
                15,207
                
                
                16,529**Operating
                    Expenses**Depreciation
                    and amortization
                
                
                323
                
                
                418General
                    and administrative expenses
                
                
                4,799
                
                
                3,074Office
                    expense
                
                
                375
                
                
                2,215Payroll
                    expense
                
                
                10,229
                
                
                4,813Professional
                    fees
                
                
                33,976
                
                
                29,883Rent
                
                
                1,710
                
                
                1,710Utilities
                
                
                913
                
                
                891**Total
                    Operating Expenses**
                
                
                52,325
                
                
                43,004**Net
                    (Loss)**
                
                $
                (37,118
                )
                $
                (26,475
                )**Basic
                    and Diluted Loss Per Share**
                
                $
                (0.00
                )
                $
                (0.00
                )**Weighted-Average
                    Shares of Common****Stock
                    Outstanding**
                
                
                12,213,531
                
                
                9,680,000
 
 The
        accompanying notes are an integral part of these
        condensed consolidated financial statements.
 F-3
  **MODIGENE
        INC. AND SUBSIDIARY**
 **CONDENSED
        CONSOLIDATED STATEMENTS OF CASH FLOWS**
 **(UNAUDITED)**
 **For
                    3 months ended March 31,**
                
                **2007**
                
                **2006****Cash
                    Flows from Operating Activities**Net
                    income (loss)
                
                $
                (37,118
                )
                $
                (26,475
                )Adjustments
                    to reconcile net income (loss) to netcash
                    from operating activities:Depreciation
                    and amortization
                
                
                323
                
                
                418Accounts
                    receivable fromstockholder
                    settled for rent
                
                
                1,710
                
                
                1,710Changes
                    in operating assets and liabilities:Accounts
                    receivable
                
                
                2,928
                
                
                294Accounts
                    receivable - related Party
                
                
                (10,705
                )
                
                (669
                )Accounts
                    payable
                
                
                3,892
                
                
                13,149Accounts
                    payable - related party
                
                
                (28,000
                )
                
                -Accrued
                    liabilities
                
                
                (42,026
                )
                
                15,468**Net
                    Cash Provided by (Used In) Operating Activities**
                
                
                (108,996
                )
                
                3,895**Cash
                    Flows from Investing Activities**Purchase
                    of Property and Equipment
                
                
                (1,602
                )
                
                -**Net
                    Cash Used In Investing Activities**
                
                
                (1,602
                )
                
                -**Cash
                    Flows from Financing Activities**Proceeds
                    from advance from officer
                
                
                127,423
                
                
                -**Net
                    Cash Provided By Financing Activities**
                
                
                127,423
                
                
                -**Net
                    Increase in Cash**
                
                
                16,825
                
                
                3,895**Cash
                    at Beginning of Period**
                
                
                39,345
                
                
                50,385**Cash
                    at End of Period**
                
                $
                56,170
                
                $
                54,280
 The
        accompanying notes are an integral part of these
        condensed consolidated financial statements.
 F-4
 **MODIGENE
          INC. AND SUBSIDIARY**
 **NOTES
          TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**
 **MARCH
          31, 2007**
 **(UNAUDITED)**
 **NOTE
        1— ORGANIZATION, NATURE OF OPERATIONS AND BUSINESS
        CONDITION**
 
 ***Basis
        of presentation*** —The
        accompanying unaudited condensed consolidated financial statements of Modigene
        Inc. and Subsidiary (the “Company”) were prepared pursuant to the rules and
        regulations of the United States Securities and Exchange Commission. Certain
        information and footnote disclosures normally included in financial statements
        prepared in accordance with accounting principles generally accepted in the
        United States of America have been condensed or omitted pursuant to such
        rules
        and regulations. Management of the Company (“Management”) believes that the
        following disclosures are adequate to make the information presented not
        misleading. These condensed consolidated financial statements should be read
        in
        conjunction with the audited consolidated financial statements and the notes
        thereto included in the Company’s Form 10-KSB/A filed on March 7, 2007 and other
        filings filed from time to time with the Securities and Exchange
        Commission.
 
 These
        unaudited condensed consolidated financial statements reflect all adjustments
        (consisting only of normal recurring adjustments) that, in the opinion of
        Management, are necessary to present fairly the consolidated financial position
        and results of operations of the Company for the periods presented. Operating
        results for the three months ended March 31, 2007 are not necessarily indicative
        of the results that may be expected for the year ending December 31,
        2007.
 
 ***Organization*** *—* We
        were
        incorporated in August 2003 as the parent company of Liaison Design Group,
        LLC.
        On May 11, 2000, Sandra Conklin and Sambrick Communication formed Liaison
        Design
        Group, LLC as a North Carolina limited liability company to join their
        respective graphics design and marketing/advertising businesses. On March
        10,
        2003, Seamus Duerr was admitted as a member. On September 26, 2003, the
        membership interests of Liaison Design Group, LLC were transferred to LDG,
        Inc.
        in exchange for the issuance of eight million shares of common stock among
        the
        three members of Liaison Design Group, LLC.
 
 As
        of
        February 26, 2007, the Company amended its articles of incorporation. In
        doing
        so, the Company changed its name from LDG, Inc. to Modigene Inc. Under the
        new
        name, the Company authorized 300,000,000 shares of Common Stock and 10,000,000
        shares of Preferred Stock, both having a $0.00001 par value. The financial
        statements have been changed to reflect the authorizations. Preferred Stock
        may
        be issued from time to time in one or more series. Preferred Stock may be
        subject to change in ownership. The designation of each series will include
        powers and rights.
 
 The
        board
        of directors declared a 4.3650792-to-1 forward stock split in the form of
        a
        dividend. The record date of the dividend was March 16, 2007 and the payment
        date was March 23, 2007.
 
 The
        officers and directors of the Company also resigned as of February 26, 2007
        and
        a sole officer and director was appointed.
 
 ***Nature
        of Operations*** —
The
        Company specializes in providing advertising and graphic design services
        primarily to corporate clients. The Company’s services include the design and
        production of corporate identity packages and promotional
        materials.
 
 ***Business
        Condition*** —
For
        the
        three months ended March 31, 2007 and 2006, the Company had losses from
        operations of $37,118 and $26,475 respectively, and at March 31, 2007 the
        Company had a stockholders' deficit of $44,290.  These
        matters raise substantial doubt about the Company’s ability to continue as a
        going concern. Managment has redirected its focus towards identifying and
        pursuing options regarding the development of a new business plan and direction.
        Management is exploring various business opportunities that have the potential
        to generate positive revenue, profits and cash flow in order to financially
        accommodate the costs of being a publicly held company. Management is currently
        engaged in discussions with Modigene Inc., a Delaware corporation, regarding
        the
        possibility of a reverse triangular merger (the “Merger”) involving the two
        companies. At this stage, no definitive terms have been agreed to, and neither
        party is currently bound to proceed with the Merger. With the permission
        of
        Modigene Inc. on February 26, 2007 we changed our name to facilitate these
        discussions. If the parties determine not to proceed with the Merger, we
        will
        change our name back to LDG, Inc. or adopt another name not similar to Modigene
        Inc .
        Management is attempting to arrange equity financing for use in operations;
        however, there is no assurance that management will be successful in obtaining
        financing or if any financing is obtained, that it will be on terms favorable
        or
        acceptable to the Company. The accompanying financial statements do not include
        any adjustments relating to the recoverability and classification of asset
        carrying amounts or the amount and classification of liabilities that might
        result should the Company be unable to continue as a going concern.
  F-5
 **MODIGENE
          INC. AND SUBSIDIARY**
 **NOTES
          TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**
 **MARCH
          31, 2007**
 **(UNAUDITED)**
  ***Entry
          into a Material Definitive Agreement***
 
 The
        Company has engaged in discussions with Modigene Inc., a Delaware corporation
        (“Modigene Delaware”), regarding the possibility of a reverse triangular merger
        (the “Merger”) involving the two companies. At this stage, no definitive terms
        have been agreed to, and neither party is currently bound to proceed with
        the
        Merger.
 
 The
        parties contemplate that, as a condition to the closing of the Merger, we
        will
        simultaneously close a private placement offering (a "PPO"), to be conducted
        pursuant to the exemption from the registration requirements of the Securities
        Act of 1933, as amended (the "Securities Act"), provided by Rule 506 of
        Regulation D and Section 4(2) of the Securities Act. If the transactions
        proceed
        as currently contemplated, of which there can be no assurance, we anticipate
        that we will offer and sell up to 8,666,666 units ("Units") of our securities
        at
        a purchase price of $1.50 per Unit. Each Unit will consist of one share of
        common stock, par value $0.00001 per share ("Common Stock"), and one warrant
        to
        purchase one-quarter, or 25%, of a share of Common Stock ("Investor Warrant").
        The Investor Warrants will be exercisable for five years at a purchase price
        of
        $2.50 per whole share of Common Stock.
 
 In
        connection with the proposed Merger and PPO, on April 12, 2007 we entered
        into a
        Securities Purchase Agreement (the “Purchase Agreement”) with four strategic
        investors led by Dr. Phillip Frost and Dr. Jane Hsiao (the “Investors”) and
        Modigene Delaware.
 
 The
        Purchase Agreement provides that we will sell to the Investors, and the
        Investors will purchase from us, for an aggregate purchase price of $2,000,000
        (the “Purchase Price”) a certain number of shares of restricted Common Stock
        (the “Restricted Shares”), as described below, and warrants to purchase 333,333
        shares of restricted Common Stock (the “Warrants” and, together with the
        Restricted Shares, the “Purchased Securities”). The Warrants will be identical
        to the Investor Warrants in all material respects. The number of Restricted
        Shares actually purchased will be (a) if 4,000,000 Units (the “Minimum”) are
        sold in the PPO, 4,833,333 Restricted Shares; (b) if 6,666,666 or more Units
        (the “Maximum”) are sold in the PPO, 5,533,333 Restricted Shares; and (c) if
        more than the Minimum but less than the Maximum is raised in the Offering,
        4,833,333 Restricted Shares, plus additional Restricted Shares such that
        the
        aggregate number of Restricted Shares and Warrants will represent a collective
        ownership of the Investors, on a fully-diluted basis taking into account
        the
        exercise of all outstanding options and warrants (whether or not currently
        exercisable, including the Warrants being purchased by the Investors), of
        15% of
        our Common Stock as of the date the Restricted Shares are issued.
  F-6
 **MODIGENE
          INC. AND SUBSIDIARY**
 **NOTES
          TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**
 **MARCH
          31, 2007**
 **(UNAUDITED)**
  The
          Purchased Securities will not be registered under the Securities Act or
          any
          state securities laws, and will be issued to the Investors pursuant to
          the
          exemption from registration provided by Section 4(2) of the Securities
          Act.
 
 As
        a
        condition to the sale of the Purchased Securities, the Investors will enter
        into
        an agreement with the company providing for certain restrictions on the sale
        or
        other disposition of the Purchased Securities by the Investors for a term
        of
        four years from the date (the “Closing Date”) the purchase and sale of the
        Purchased Securities closes. On the first anniversary of the Closing Date,
        these
        restrictions will expire with respect to all of the Warrants and the sum
        of
        1,333,333 Restricted Shares plus 25% of the remainder of the Restricted Shares.
        On the second, third and fourth anniversaries of the Closing Date, these
        restrictions will expire with respect to one-third of the Restricted Shares
        remaining subject to such restrictions after the first anniversary of the
        Closing Date.
 
 The
        obligations of the parties to proceed with the transactions contemplated
        by the
        Purchase Agreement are subject to the closing of the Merger and the PPO,
        as well
        as to the satisfaction of a number of other conditions. The Purchase Agreement
        will terminate upon
        the
        earlier of (i) May 31, 2007 in the event that Modigene and Modigene Delaware
        have not completed negotiations and entered into a binding agreement with
        respect to the Merger, and (ii) September 30, 2007, in the event the closing
        of
        the Merger and the PPO have not occurred.
 
 As
        stated
        above, the Companies are not currently obligated to proceed with either the
        Merger or the PPO. Accordingly, we cannot provide any assurance that the
        transactions contemplated by the Purchase Agreement will in fact
        close.
 
 **NOTE
        2**—**SIGNIFICANT ACCOUNTING POLICIES**
 
 ***Consolidation*** —
The
        accompanying consolidated financial statements include the accounts and
        transactions of the Company and its subsidiary for all periods presented.
        Intercompany accounts and transactions have been eliminated in
        consolidation.
 
 ***Accounting
        Estimates*** —
The
        preparation of financial statements in conformity with accounting principles
        generally accepted in the United States of America requires management to
        make
        estimates and assumptions that affect the reported amounts of assets and
        liabilities and disclosure of contingent assets and liabilities at the date
        of
        the financial statements and the reported amounts of revenues and expenses
        during the reporting period. Estimates that are particularly susceptible
        to
        change are the realization of accounts receivable and the depreciable lives
        of
        property and equipment.
  F-7
 **MODIGENE
          INC. AND SUBSIDIARY**
 **NOTES
          TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**
 **MARCH
          31, 2007**
 **(UNAUDITED)**
 ***Fair
        Value of Financial Instruments*** —
The
        carrying amounts reported in the accompanying financial statements for current
        assets approximate fair values because of the immediate or short-term maturities
        of these financial instruments.
 
 ***Cash
        Equivalents and Concentration of Risk*** — ****** For
        purposes of the statement of cash flows, the Company considers all highly
        liquid
        debt instruments purchased with a maturity of three months or less to be
        cash
        equivalents.
 
 The
        entire balance of $56,170 cash and cash equivalents at March 31, 2007 was
        insured by federal depository insurance.
 
 ***Trade
        Accounts Receivable*** — ****** The
        Company regularly reviews its accounts receivable and makes provisions for
        potentially uncollectible balances. At March 31, 2007 and 2006, management
        believed the Company had incurred no material impairments in the carrying
        values
        of its accounts receivable.
 
 ***Property
        and Equipment*** — Property
        and equipment are recorded at cost. Depreciation of office equipment and
        furniture and fixtures is calculated over estimated useful lives of three
        to ten
        years on a straight-line basis. Depreciation expense for the three months
        ended
        March 31, 2007 and 2006 was $259 and $247, respectively.
 
 ***Income
        Taxes*** — ** Deferred
        tax assets and liabilities are recognized for the estimated future tax effects
        attributable to differences between the financial statement carrying amounts
        of
        existing assets and liabilities and their respective tax bases and for operating
        loss carryforwards. These deferred tax assets or liabilities are measured
        using
        the enacted tax rates that will be in effect when the differences are expected
        to reverse. Deferred tax assets are reviewed periodically for recoverability
        and
        valuation allowances and adjustments are provided as necessary. See Note
        4.
 
 ***Revenue
        Recognition*** —
The
        Company provides advertising and graphic design services to its customers.
        The
        Company recognizes revenue when all services have been completed, products
        have
        been delivered and have been accepted by the customer, the fee for services
        is
        fixed or determinable and collection of the fee is probable.
 
 ***Concentration
        of Credit Risk*** —
For
        the
        three months ended March 31, 2007, two customers represented 43.9% and 48.4%,
        repectively, of total revenue. For the three months ended March 31, 2006
        two
        customers represented 50.0% and 19.9%, respectively, of total revenue. Loss
        of
        one or more of these customers could adversely affect the Company’s financial
        condition in the near term. Sambrick Communications, Inc. (“Sambrick”), a
        stockholder of the Company, was the customer that represented 48.4% of total
        revenue for the three months ended March 31, 2007. Revenue from Sambrick
        is
        classified as ‘Revenue - stockholder’ in the accompanying statements of
        operations.
 
 ***Rent
        Expense*** —
The
        Company leases office space from Sambrick on a month-to-month basis. Rent
        expense for the three months ended March 31, 2007 and 2006 was $1710 for
        each
        period.
 
 ***Income/Loss
        Per Share*** —
Basic
        income/loss per share is computed by dividing net income/loss by the
        weighted-average number of common shares outstanding. The Company had no
        dilutive potential common shares as of March 31, 2007 and 2006. Future dilutive
        potential common shares may exist as per the Entry into Definitive Agreement
        in
        Note 1 above.
  F-8
 **MODIGENE
          INC. AND SUBSIDIARY**
 **NOTES
          TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**
 **MARCH
          31, 2007**
 **(UNAUDITED)**
 ***Shipping
        Costs*** —
Costs
        to ship products to customers are charged to operations as incurred. During
        the
        quarters ended March 31, 2007 and 2006, the Company recognized shipping costs
        of
        $0 and $240, respectively, in cost of goods sold.
 
 ***Recently
        Enacted Accounting Standards*** -In
        September 2006, the FASB issued SFAS No. 157, *Fair
        Value Measurements* (“SFAS
        157”). SFAS 157 defines fair value, establishes a framework for measuring
        fair value, and expands disclosures about fair value measurements; however,
        it
        does not require any new fair value measurements. SFAS 157 will be applied
        prospectively and is effective for fiscal years beginning after November
        15,
        2007, and interim periods within those fiscal years. SFAS 157 is not expected
        to
        have a material impact on the Company’s consolidated financial
        statements.
 
 In
        February 2007, the FASB issued SFAS No. 159, *The
        Fair Value Option for Financial Assets and Financial
        Liabilities* ,
        including an amendment of FASB Statement No. 115 (“SFAS 159”). This
        pronouncement permits entities to choose to measure many financial instruments
        and certain other items at fair value that are not currently required to
        be
        measured at fair value and to recognize the resulting gains and losses in
        the
        results of operations. SFAS 159 is effective as of the beginning of an entity’s
        first fiscal year that begins after November 15, 2007. The impact of adopting
        SFAS 159 on the Company’s consolidated financial statements, if any, has not yet
        been determined.
 
 **NOTE
        3—RELATED PARTY TRANSACTIONS**
 
 ***Accrued
        Compensation and Related Party Transactions***
 
 The
        company owed Ms. Sandra Conklin, an officer of the Company, $43,957 of accrued
        salary as of March 31,2006, which was paid in February 2007.
 
 The
        Company has an agreement with a related party (Sambrick Communications) that
        provides that the Company will settle $570 of Sambrick’s receivables per month
        in lieu of the monthly $570 rent payments due to Sambrick under the office
        lease. During the three months ended March 31, 2007 and 2006, the Company
        credited $1,710 of accounts receivable due to Sambrick in lieu of monthly
        rent
        payments for both periods.
 
 Trade
        receivables from Sambrick appear on the balance sheet under the caption,
        ‘Accounts receivable - related party’ for all periods presented. Revenue from
        sales to Sambrick appears on the statement of operations under the caption,
        ‘Revenue - related party.’
 
 ***Loans
        by Related Party*** —
At
        12/31/06 the husband of a major shareholder had loaned the company $28,000,
        with
        interest payable at 5% per annum. This was paid in full during the three
        months
        ended March 31, 2007.
  F-9
 **MODIGENE
          INC. AND SUBSIDIARY**
 **NOTES
          TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**
 **MARCH
          31, 2007**
 **(UNAUDITED)**
 An
        officer of the company loaned the company $127,423 during the three months
        ended
        March 31, 2007. The loan is short term without interest.
 
 ***Accounts
        Receivable -Related Party*** —
The
        Company has not established an allowance for doubtful accounts for its past
        due
        receivables due from Sambrick because historically the Company has realized
        those receivables through a combination of i) cash collection, ii) settlement
        of
        rent liability due to Sambrick (the Company leases office space from Sambrick
        on
        a month-to-month basis), and iii) if necessary, the Company believes it can
        cause Sambrick to relinquish additional shares of common stock as Sambrick
        has
        done in the past.
 
 **NOTE
        4 - INCOME TAXES**
 
 The
        Company has paid no federal or state income taxes. As of March 31, 2007,
        the
        Company had net operating loss carry forwards for federal income tax reporting
        purposes of $92,450 which, if unused, will begin to expire in 2023. The tax
        effect of the operating loss carry forwards and temporary differences at
        March
        31, 2007 and December 31, 2006 are as follows:
 **March
                    31,**
                
                **December
                    31,****2007**
                
                **2006**Operating
                    loss carry forward
                
                $
                31,433
                
                $
                34,278Property
                    and equipment
                
                
                161
                
                
                (2,250
                )Valuation
                    allowance
                
                
                (31,594
                )
                
                (32,028
                )**Total
                    Deferred Tax Asset**
                
                $
                -
                
                $
                -
 
 The
        following is a reconciliation of the income tax benefit computed using the
        federal statutory rate to the provision for income taxes:
 **For
                    the three months ended March 31,**
                
                **2007**
                
                **2006**Benefit
                    at federal statutory rate (34%)
                
                $
                (12,620
                )
                $
                (9,002
                )Non-deductible
                    expenses
                
                
                4
                
                
                6Change
                    in valuation allowance
                
                
                12,616
                
                
                8,996**Provision
                    for Income Taxes**
                
                $
                -
                
                $
                -
 **NOTE
        5 - STOCK OPTION PLAN**
 
 On
        February 26, 2007 the board of directors adopted the 2007 stock option plan,
        which provides for the issuance of both Nonstatutory and Incentive Stock
        Options
        and other awards to acquire up to 3,000,000 shares of common stock. No options
        have been granted to date.
 
 F-10




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




Certain
      statements, other than purely historical information, including estimates,
      projections, statements relating to our business plans, objectives, and expected
      operating results, and the assumptions upon which those statements are based,
      are “forward-looking statements” within the meaning of the Private Securities
      Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and
      Section 21E of the Securities Exchange Act of 1934. These forward-looking
      statements generally are identified by the words “believes,” “project,”
“expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,”
“will,” “would,” “will be,” “will continue,” “will likely result,” and similar
      expressions. We intend such forward-looking statements to be covered by the
      safe-harbor provisions for forward-looking statements contained in the Private
      Securities Litigation Reform Act of 1995, and are including this statement
      for
      purposes of complying with those safe-harbor provisions. Forward-looking
      statements are based on current expectations and assumptions that are subject
      to
      risks and uncertainties which may cause actual results to differ materially
      from
      the forward-looking statements. Our ability to predict results or the actual
      effect of future plans or strategies is inherently uncertain. Factors which
      could have a material adverse affect on our operations and future prospects
      on a
      consolidated basis include, but are not limited to: changes in economic
      conditions, legislative/regulatory changes, availability of capital, interest
      rates, competition, and generally accepted accounting principles. These risks
      and uncertainties should also be considered in evaluating forward-looking
      statements and undue reliance should not be placed on such statements. We
      undertake no obligation to update or revise publicly any forward-looking
      statements, whether as a result of new information, future events or otherwise.
      Further information concerning our business, including additional factors that
      could materially affect our financial results, is included herein and in our
      other filings with the SEC.




Plan
      of Operation




We
      were
      incorporated in August 2003 as the parent company of Liaison Design Group,
      LLC.
      On May 11, 2000, Sandra Conklin and Sambrick Communication formed Liaison Design
      Group, LLC as a North Carolina limited liability company to join their
      respective graphics design and marketing/advertising businesses. On March 10,
      2003, Seamus Duerr was admitted as a member. On September 26, 2003, the
      membership interests of Liaison Design Group, LLC were transferred to LDG,
      Inc.
      in exchange for the issuance of eight million shares of common stock among
      the
      three members of Liaison Design Group, LLC.




We
      have
      redirected our focus towards identifying and pursuing options regarding the
      development of a new business plan and direction. We are exploring various
      business opportunities that have the potential to generate positive revenue,
      profits and cash flow in order to financially accommodate the costs of being
      a
      publicly held company. As previously reported, we are currently engaged in
      discussions with Modigene Inc., a Delaware corporation, regarding the
      possibility of a reverse triangular merger (the “Merger”) involving the two
      companies. At this stage, no definitive terms have been agreed to, and neither
      party is currently bound to proceed with the Merger. With the permission of
      Modigene Inc. on February 26, 2007 we changed our name to facilitate these
      discussions. If the parties determine not to proceed with the Merger, we will
      change our name back to LDG, Inc. or adopt another name not similar to Modigene
      Inc.




2




Results
      of Operations




**First
      Quarter 2007 compared to First Quarter 2006**




**2007**
            
            **2006**Revenue
            
            
            33,220
            
            
            29,709COGS
            
            
            18,013
            
            
            13,180Gross
                Profit
            
            
            15,207
            
            
            16,529Expenses
            
            
            52,325
            
            
            43,004Profit(loss)
            
            
            (37,118
            )
            
            (26,475
            )





During
      the first quarter of 2006 we were still contemplating a geographical expansion
      of our graphics design, marketing and advertising business. During the second
      half of 2006, we developed the required support materials and set initial
      customer targets. We also planned to hire a sales and marketing person. However,
      as we have changed our business focus, these expansion plans have been
      abandoned.





Liquidity





In
      2004,
      we sold 1,680,000 shares of our common stock in a private placement, raising
      $84,000 .





During
      2006 we incurred significant additional non-operating expenses during the
      process of registering the shares of our common stock that we sold in the
      private placement. We also spent money on promotional activities in connection
      with our expansion and expansion analysis. Those expenses will be non-recurring
      as we have completed the registration process and abandoned our expansion plans
      in light of the proposed Merger.





As
      of
      March 31, 2007, we had cash in the bank of $56,170.





Our
      auditors issued a going concern opinion as of February 2, 2007. This
      means that there is substantial doubt that we can continue as an ongoing
      business without additional financing or generating profits. In light of our
      changed business focus, we have no plans for additional financing. If the Merger
      is not consummated, we would be forced to consider raising additional capital
      resources. We may be unable to raise sufficient additional funds when we need
      it
      or be able to raise it on favorable terms. The sale of equity or convertible
      debt securities in the future may be dilutive to our stockholders, and debt
      financing arrangements may require us to pledge certain assets and enter into
      covenants that could restrict certain business activities or our ability to
      incur further indebtedness and may contain other terms that are not favorable
      to
      us or our stockholders. If we are unable to obtain adequate funds on reasonable
      terms, we may be required to curtail operations significantly or to obtain
      funds
      by entering into financing agreements on unattractive terms.




3




Off-Balance
      Sheet Arrangements





We
      have
      no off-balance sheet arrangements.




**Item
      3.     Controls and Procedures** .




Evaluation
      of Disclosure Controls and Procedures




Disclosure
      controls and procedures are designed to ensure that information required to
      be
      disclosed in the reports filed or submitted under the Exchange Act is recorded,
      processed, summarized and reported, within the time period specified in the
      SEC's rules and forms. Disclosure controls and procedures include, without
      limitation, controls and procedures designed to ensure that information required
      to be disclosed in the reports filed under the Exchange Act is accumulated
      and
      communicated to management, including our sole officer, who serves as both
      our
      Chief Executive Officer and Chief Financial Officer, to allow timely decisions
      regarding required disclosure. As of the end of the period covered by this
      report, we carried out an evaluation, under the supervision and with the
      participation of our sole officer, who serves as both our Chief Executive
      Officer and Chief Financial Officer, of the effectiveness of the design and
      operation of our disclosure controls and procedures. Based upon and as of the
      date of that evaluation, our sole officer, who serves as both our Chief
      Executive Officer and Chief Financial Officer concluded that our disclosure
      controls and procedures are effective to ensure that information required to
      be
      disclosed in the reports our files and submits under the Exchange Act is
      recorded, processed, summarized and reported as and when required.




Changes
      in Internal Control over Financial Reporting




There
      were no changes in our internal control over financial reporting identified
      in
      connection with our evaluation of these controls as of the end of the period
      covered by this report that could have affected those controls subsequent to
      the
      date of the evaluation referred to in the previous paragraph, including any
      correction action with regard to deficiencies and material weakness.




**PART
      II—OTHER INFORMATION**




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




On
      February 26, 2007, stockholders representing 100% of our issued and outstanding
      capital stock executed written consents in lieu of a meeting




(i)
            approved
                an amendment and restatement of our Articles of Incorporation
                (“Amendment”). There were no abstentions or broker non-votes; and




(ii)
            approved
                the creation of our 2007 Stock Option Plan which provides for the
                issuance
                of both Nonstatutory and Incentive Stock Options and other awards
                to
                acquire up to 3 million shares of our common stock. There were no
                abstentions or broker non-votes.




4




**Item
      5. Other Information.**




As
      previously disclosed, effective February 26, 2007, our Board of Directors
      declared a 4.3650792 to 1 forward stock split in the form of a dividend. The
      record date for the dividend was March 16, 2007, and the payment date was March
      23, 2007.




Subsequently
      on the same date, we filed the Amendment with the Secretary of State of the
      State of Nevada. Pursuant to the Amendment, we increased our authorized capital
      stock from 100,000,000 shares, par value $0.00001 to 300,000,000 shares, par
      value $0.00001 and 10,000,000 shares of preferred stock, par value $0.00001.
      The
      Amendment also changed our name to Modigene Inc.




The
      Amendment and name change were the result of our decision in February 2007
      to
      de-emphasize our prior business plan. In this regard, as previously reported,
      on
      February 26, 2007 our former officers and directors resigned and Peter L. Coker
      became our sole officer and director.




**Item
      6. Exhibits.**





Exhibit
                No.
            
            Description10.1
            
            Securities
                Purchase Agreement, dated April 12, 2007, among the Registrant, Phillip
                Frost, Jane Hsiao, et al., and Modigene Inc.10.2
            
            Form
                of Warrant10.3
            
            2007
                Stock Option Plan31.1
            
            Sec.
                302 Certification of Principal Executive Officer31.2
            
            Sec.
                302 Certification of Principal Financial Officer (1)32.1
            
            Sec.
                906 Certification of Principal Executive Officer32.2
            
            Sec.
                906 Certification of Principal Financial Officer
                (2)








(1)
            Included
                in Exhibit 31.1 filed herewith(2)
            Included
                in Exhibit 32.1 filed herewith





5




**SIGNATURES**




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




**Modigene
                Inc.**Date:
                May 7, 2007
            By:
            /s/
                Peter L. CokerName:  Peter
                L. CokerTitle:   President,
                Principal Executive Officer




6