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**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**Washington, D.C. 20549

FORM 10-QSB

(Mark One)

x Quarterly Report
  Under Section 13 Or 15(d) Of The Securities Exchange Act Of 1934

For the quarterly period ended October 31,
2005

 ̈ Transition Report
  Under Section 13 Or 15(d) Of The Securities Exchange Act Of 1934

For the transition period ________ to ________

COMMISSION FILE NUMBER000-50930

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

|NEVADA                                                 | 98-0415276                             
|------------------------------------------------------ | ---------------------------------------
|(State or other
      jurisdiction of incorporation or | (IRS
      Employer Identification No.)
|organization)                                          |                                        

1480 Gulf Road, #204 Point Roberts, WA
98281(Address of principal executive offices)

(360) 306-0230(Issuer's telephone number)

N/A(Former name, former address and former
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 xNo  ̈

Indicate by check mark whether the registrant is a shell company
  (as defined in Rule 12b-2 of the 
  Exchange Act). Yes  ̈ No x

State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date: As of
December 19, 2005, the Issuer had 100,317,119 Shares of Common Stock
outstanding.

Transitional Small Business Disclosure Format (check one): Yes
   ̈ No x

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PART I - FINANCIAL INFORMATION

ITEM
1.               
FINANCIAL STATEMENTS.

2

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CLYVIA INC.

(formerly RAPA MINING INC.)

(A Development Stage Company)



CONSOLIDATED FINANCIAL STATEMENTS 
  (Expressed in U.S. Dollars)



October 31, 2005 
  (Unaudited)



F-1

---

CLYVIA INC.(formerly Rapa Mining Inc.) 
  (A Development Stage Company) CONSOLIDATED BALANCE SHEET(Expressed in U.S. Dollars) 
  (Unaudited)

|                                                                                 |   | October 31, |  
|-------------------------------------------------------------------------------- | - | ----------- | -
|                                                                                 |   | 2005        |  
|                                                                                 |   |             |  
|                                                                                 |   |             |  
|ASSETS                                                                           |   |             |  
|                                                                                 |   |             |  
|Current Assets                                                                   |   |             |  
|Cash and cash equivalents                                                        | $ | 433,795     |  
|Other receivables                                                                |   | 36,750      |  
|Loan receivable                                                                  |   | 2,450       |  
|Prepaid expenses                                                                 |   | 104,068     |  
|Deferred
      tax asset, less valuation allowance $196,544                      |   | -           |  
|                                                                                 |   |             |  
|Total Current Assets                                                             |   | 577,063     |  
|                                                                                 |   |             |  
|Office
      furniture and equipment, net of accumulated depreciation of $12,123 |   | 34,484      |  
|                                                                                 |   |             |  
|Total Assets                                                                     | $ | 611,547     |  
|                                                                                 |   |             |  
|LIABILITIES AND STOCKHOLDERS EQUITY                                             |   |             |  
|                                                                                 |   |             |  
|Current Liabilities                                                              |   |             |  
|Accounts payable and accrued
      liabilities                                   | $ | 125,882     |  
|Loan
      payable                                                               |   | 40,000      |  
|                                                                                 |   |             |  
|Total Current Liabilities                                                        |   | 165,882     |  
|                                                                                 |   |             |  
|Commitments (Note 9)                                                             |   |             |  
|                                                                                 |   |             |  
|Stockholders Equity                                                             |   |             |  
|Common stock                                                                     |   |             |  
|Authorized                                                                       |   |             |  
|525,000,000 common shares, par value $0.001                                      |   |             |  
|Issued and outstanding                                                           |   |             |  
|98,515,317 common shares                                                         |   | 98,515      |  
|Additional paid-in capital                                                       |   | 8,145,169   |  
|Accumulated other comprehensive
      income:                                    |   |             |  
|Foreign currency cumulative
      translation adjustment                         |   | 431,493     |  
|Deficit accumulated during the development
      stage                           |   | (8,229,512  | )
|                                                                                 |   |             |  
|Total Stockholders Equity                                                       |   | 445,665     |  
|                                                                                 |   |             |  
|Total Liabilities and Stockholders Equity                                       | $ | 611,547     |  

The accompany notes are an integral part of these consolidated
  financial statements.

F-2

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CLYVIA INC.(formerly Rapa Mining Inc.) 
  (A Development Stage Company) CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE LOSS(Expressed in U.S. Dollars) 
  (Unaudited)

|                                                     |   | Cumulative     |            |   |             |            |   |             |  
|---------------------------------------------------- | - | -------------- | ---------- | - | ----------- | ---------- | - | ----------- | -
|                                                     |   | Amounts        |            |   |             |            |   |             |  
|                                                     |   | From Inception |            |   | Nine        |            |   | Three       |  
|                                                     |   | (December 21,  |            |   | Months      |            |   | Months      |  
|                                                     |   | 2004) to       |            |   | Ended       |            |   | Ended       |  
|                                                     |   | October 31,    |            |   | October 31, |            |   | October 31, |  
|                                                     |   | 2005           |            |   | 2005        |            |   | 2005        |  
|                                                     |   |                |            |   |             |            |   |             |  
|                                                     |   |                |            |   |             |            |   |             |  
|EXPENSES                                             |   |                |            |   |             |            |   |             |  
|                                                     |   |                |            |   |             |            |   |             |  
|Professional fees/management
      fees              | $ | 212,371        |            | $ | 206,753     |            | $ | 84,458      |  
|Other operating expenses                             |   | 107,366        |            |   | 107,366     |            |   | 90,422      |  
|Stock-based compensation                             |   | 7,468,845      |            |   | 7,468,845   |            |   | -           |  
|Foreign currency loss                                |   | 441,048        |            |   | 441,048     |            |   | 7,715       |  
|                                                     |   |                |            |   |             |            |   |             |  
|LOSS BEFORE OTHER ITEM AND INCOME TAXES              |   | (8,229,630     | )          |   | (8,224,012  | )          |   | (182,595    | )
|                                                     |   |                |            |   |             |            |   |             |  
|OTHER ITEM                                           |   |                |            |   |             |            |   |             |  
|Interest income                                      |   | 118            |            |   | 118         |            |   | -           |  
|                                                     |   |                |            |   |             |            |   |             |  
|LOSS BEFORE INCOME TAXES                             |   |                |            |   |             |            |   |             |  
|                                                     |   |                |            |   |             |            |   |             |  
|Provision for income taxes                           |   | -              |            |   | -           |            |   | -           |  
|                                                     |   |                |            |   |             |            |   |             |  
|NET LOSS                                             | $ | (8,229,512     | )          | $ | (8,223,894  | )          | $ | (182,595    | )
|                                                     |   |                |            |   |             |            |   |             |  
|OTHER COMPREHENSIVE INCOME                           |   |                |            |   |             |            |   |             |  
|Foreign currency translation adjustment              |   | 431,493        |            |   | 431,493     |            |   | (1,445      | )
|                                                     |   |                |            |   |             |            |   |             |  
|COMPREHENSIVE LOSS                                   | $ | (7,798,019     | )          | $ | (7,792,401  | )          | $ | (184,040    | )
|                                                     |   |                |            |   |             |            |   |             |  
|                                                     |   |                |            |   |             |            |   |             |  
|BASIC AND DILUTED NET LOSS PER SHARE                 |   |                |            | $ | (0.12       | )          | $ | (0.00       | )
|                                                     |   |                |            |   |             |            |   |             |  
|WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING |   |                | 70,892,040 |   |             | 98,515,317 |  

The accompany notes are an integral part of these consolidated
  financial statements

F-3

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CLYVIA INC.(formerly Rapa Mining Inc.) 
  (A Development Stage Company) CONSOLIDATED STATEMENT OF CASH FLOWS(Expressed in U.S. Dollars) 
  (Unaudited)

|                                                                               |   | Cumulative     |   |   |             |  
|------------------------------------------------------------------------------ | - | -------------- | - | - | ----------- | -
|                                                                               |   | Amounts        |   |   |             |  
|                                                                               |   | From Inception |   |   | Nine        |  
|                                                                               |   | (December 21   |   |   | Months      |  
|                                                                               |   | 2004) to       |   |   | Ended       |  
|                                                                               |   | October 31,    |   |   | October 31, |  
|                                                                               |   | 2005           |   |   | 2005        |  
|                                                                               |   |                |   |   |             |  
|                                                                               |   |                |   |   |             |  
|CASH FLOWS FROM OPERATING ACTIVITIES                                           |   |                |   |   |             |  
|Net loss for the period                                                        | $ | (8,229,512     | ) | $ | (8,223,894  | )
|Adjustment to reconcile net income to cash
      used by operating activities: |   |                |   |   |             |  
|Stock-based compensation                                                       |   | 7,468,845      |   |   | 7,468,845   |  
|Amortization                                                                   |   | 12,123         |   |   | 12,123      |  
|Change in operating assets and liabilities                                     |   |                |   |   |             |  
|Increase in other receivables                                                  |   | (37,286        | ) |   | (37,216     | )
|Increase in prepaid expenses                                                   |   | (105,868       | ) |   | (105,868    | )
|Increase in accounts payable and accrued
      liabilities                     |   | 115,118        |   |   | 109,936     |  
|                                                                               |   |                |   |   |             |  
|Net cash used by operating activities                                          |   | (776,580       | ) |   | (776,074    | )
|                                                                               |   |                |   |   |             |  
|CASH FLOWS FROM INVESTING ACTIVITIES                                           |   |                |   |   |             |  
|                                                                               |   |                |   |   |             |  
|Acquisition of office furniture and
      equipment                            |   | (47,002        | ) |   | (47,002     | )
|                                                                               |   |                |   |   |             |  
|Net cash used by investing activities                                          |   | (47,002        | ) |   | (47,002     | )
|                                                                               |   |                |   |   |             |  
|CASH FLOWS FROM FINANCING ACTIVITIES                                           |   |                |   |   |             |  
|                                                                               |   |                |   |   |             |  
|Advances from related parties                                                  |   | (2,478         | ) |   | (2,478      | )
|Proceeds from loan payable                                                     |   | 40,000         |   |   | 40,000      |  
|Issuance of common stock for cash                                              |   | 789,100        |   |   | 755,000     |  
|                                                                               |   |                |   |   |             |  
|Net cash provided by financing activities                                      |   | 826,622        |   |   | 792,522     |  
|                                                                               |   |                |   |   |             |  
|EFFECT OF FOREIGN CURRENCY TRANSLATION,                                        |   |                |   |   |             |  
|CASH AND CASH EQUIVALENTS
      DURING THE PERIOD                              |   | 430,755        |   |   | 430,755     |  
|                                                                               |   |                |   |   |             |  
|NET INCREASE IN CASH                                                           |   | 433,795        |   |   | 400,201     |  
|                                                                               |   |                |   |   |             |  
|CASH AND CASH EQUIVALENTS,
      BEGINNING OF PERIOD                           |   | -              |   |   | 33,594      |  
|                                                                               |   |                |   |   |             |  
|CASH AND CASH EQUIVALENTS,
      END OF PERIOD                                 | $ | 433,795        |   | $ | 433,795     |  

The accompany notes are an integral part of these consolidated
  financial statements

F-4

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|CLYVIA INC.                                   
|----------------------------------------------
|(formerly Rapa Mining Inc.)                   
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|October 31, 2005                              
|(Expressed in U.S. Dollars)                   
|(Unaudited)                                   
|                                              
|                                              

|1. | HISTORY AND ORGANIZATION OF THE COMPANY                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Clyvia Inc. (formerly Rapa Mining Inc.) (the Company)
        was incorporated on December 11, 2003 under the Laws of the State of Nevada
        and was in the business of exploring mineral properties. Effective June
        16, 2005 the Company acquired 100% of the issued and outstanding shares
        of Clyvia Technology GmbH (Clyvia Technology), a company engaged
        in the development of a process known as catalytic depolymerization to
        produce fuel from various forms of waste materials including plastics.
        The Company has abandoned its mineral property acquisition and exploration
        business in order to focus its resources on the development of Clyvia
        Technologys propriety technology. The Company is considered to be
        a development stage company, as it has not generated revenues from operations.                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Effective June 16, 2005 the Company consummated the
        acquisition of Clyvia Technology by acquiring 100% of the issued and outstanding
        shares of Clyvia Technology from Clyvia Capital Holding GmbH (Clyvia
        Capital) in exchange for an aggregate of 55,000,000 shares of the
        Companys common stock. In addition, Brian Cheston transferred 14,000,000
        shares of the Companys common stock already issued and outstanding
        prior to the transaction to Clyvia Capital in exchange for $10,000. Completion
        of the acquisition resulted in the former sole shareholder of Clyvia Technology
        holding the majority of the Companys issued and outstanding common
        stock. As a result, the transaction was accounted for as a recapitalization
        of Clyvia Technology.                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The unaudited consolidated statement of operations and
        cash flows of the Company prior to June 16, 2005 are those of Clyvia Technology.
        The Companys consolidated date of incorporation is considered to
        be December 21, 2004, the date of inception of Clyvia Technology. Effective
        September 1, 2005, the Company changed its name from Rapa Mining Inc.
        to Clyvia Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | These financial statements have been prepared in conformity
        with generally accepted accounting principles in the United States of
        America for interim financial information. The accompanying consolidated
        financial statements do not include all information and footnote disclosures
        required for an annual set of financial statements prepared under United
        States of America generally accepted accounting principles. In the opinion
        of management, all adjustments (consisting solely of normal recurring
        accruals) considered necessary for a fair presentation of financial position,
        results of operations and cash flows as at October 31, 2005, and for all
        periods presented, have been included. Interim results for the period
        ended October 31, 2005 are not necessarily indicative of the results that
        may be expected for the fiscal year as a whole.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|2. | GOING CONCERN                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | These consolidated financial statements have been prepared
        with the on-going assumption that the Company will be able to realize
        its assets and discharge its liabilities in the normal course of business.
        However, certain conditions noted below currently exists which raise substantial
        doubt about the Companys ability to continue as a going concern.
        These financial statements do not include any adjustments to the amounts
        and                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

F-5

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|CLYVIA INC.                                   
|----------------------------------------------
|(formerly Rapa Mining Inc.)                   
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|October 31, 2005                              
|(Expressed in U.S. Dollars)                   
|(Unaudited)                                   
|                                              
|                                              

|2. | GOING CONCERN (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | classifications of assets and liabilities
        that might be necessary should the Company be unable to continue as a
        going concern                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | The operations of the Company have primarily
        been funded by the sale of common stock. Continued operations of the Company
        are dependent on the Companys ability to complete equity financings
        or generate profitable operations in the future. Managements plan
        in this regard is to secure additional funds through future equity financings.
        Such financings may not be available or may not be available on reasonable
        terms to the Company.                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|3. | SIGNIFICANT ACCOUNTING POLICIES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | The financial statements of the Company have
        been prepared in conformity with generally accepted accounting principles
        in the United States of America and are stated in US dollars. The significant
        accounting policies adopted by the Company are as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | The preparation of financial statements in
        conformity with generally accepted accounting principles in the United
        States requires management to make estimates and assumptions that affect
        the reported amount of assets and liabilities and the 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.
        Actual results could differ from these estimates.                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | The functional currency of the Company is
        the United States dollar. The Companys subsidiary, Clyvia Technology,
        uses the Euro as its functional currency. Accordingly, monetary assets
        and liabilities denominated in a foreign currency are translated at the
        exchange rate in effect at the balance sheet date while non-monetary assets
        and liabilities are translated at historical rates. Revenue and expense
        items denominated in a foreign currency are translated at exchange rates
        prevailing when such items are recognized in the statement of operations.
        Exchange gains and losses arising on translation of foreign currency items
        are included in the statement of operations.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | The Company follows the current rate method
        of translation with respect to its presentation of these consolidated
        financial statements in the reporting currency, being the United States
        dollar. Accordingly, assets and liabilities are translated into U.S. dollars
        at the period-end exchange rates while revenue and expenses are translation
        at the prevailing exchange rates during the period. Related exchange gains
        and losses are included in a separate component of stockholders equity
        as accumulated other comprehensive loss.                                                                                                                                                                 

F-6

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|CLYVIA INC.                                   
|----------------------------------------------
|(formerly Rapa Mining Inc.)                   
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|October 31, 2005                              
|(Expressed in U.S. Dollars)                   
|(Unaudited)                                   
|                                              
|                                              

|3. | SIGNIFICANT ACCOUNTING POLICIES (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | (c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The Company considers cash held at banks and
        all highly liquid investments with original maturities of three months
        or less to be cash and cash equivalents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | (d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Prepaid expenses consist of prepaid construction
        and rent.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | (e)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Office furniture and equipment is stated at
        cost. The Company capitalizes all purchased equipment over $400 with a
        useful life of more than one year. Depreciation is calculated using the
        straight-line method over the useful lives of the assets. Maintenance
        and repairs are expensed as incurred while betterments or renewals are
        capitalized.                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | (f)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The Company reviews all furniture and equipment
        for impairment whenever events or changes in circumstances indicate that
        the carrying amount of an asset may not be recoverable. Recoverability
        of assets to be held and used is measured by a comparison of the carrying
        amount of an asset to future net cash flows expected to be generated by
        the asset. If such assets are considered to be impaired, the impairment
        recognized is measured by the amount by which the carrying amount of the
        assets exceeds the fair value of the assets. Assets to be disposed of
        are reported at the lower of the carrying amount or fair value less costs
        to sell.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | (g)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | A deferred tax asset or liability is recorded
        for all temporary differences between financial and tax reporting and
        net operating loss carryforwards. Deferred tax expenses (benefit) result
        from the net change during the period of deferred tax assets and liabilities.                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Deferred tax assets are reduced by a valuation
        allowance when, in the opinion of management, it is more likely than not
        that some portion or all of the deferred tax assets will not be realized.
        Deferred tax assets and liabilities are adjusted for the effects of changes
        in tax laws and rates on the date of enactment.                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | (h)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The Company's financial instruments consist
        of cash and cash equivalents, other receivables, loan receivable, prepaid
        expenses, accounts payable and accrued liabilities and loan payable. Unless
        otherwise noted, it is management's opinion that the Company is not exposed
        to significant interest, currency or credit risks arising                                                                                                                                                                                                                                                                                                                                                            

F-7

---

|CLYVIA INC.                                   
|----------------------------------------------
|(formerly Rapa Mining Inc.)                   
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|October 31, 2005                              
|(Expressed in U.S. Dollars)                   
|(Unaudited)                                   
|                                              
|                                              

|3. | SIGNIFICANT ACCOUNTING POLICIES
        (continued)                                                                                                        
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                            
|   | from these financial instruments.
        The fair value of these financial instruments approximates their carrying
        values, unless otherwise noted.
|   |                                                                                                                                                            
|   | **(i)**                                                                                                                                                    
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   | **(j)**                                                                                                                                                    
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   | **(k)**                                                                                                                                                    
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   |                                                                                                                                                            
|   |                                                                                                                                                            

F-8

---

|CLYVIA INC.                                   
|----------------------------------------------
|(formerly Rapa Mining Inc.)                   
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|October 31, 2005                              
|(Expressed in U.S. Dollars)                   
|(Unaudited)                                   
|                                              
|                                              

|3. | SIGNIFICANT ACCOUNTING POLICIES
        (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | SFAS 123R also clarifies and expands guidance
        in several areas, including measuring fair value, classifying an award
        as equity or as a liability and attributing compensation cost to reporting
        periods. SFAS 123R does not change the accounting guidance for share-based
        payment transactions with parties other than employees provided in SFAS
        123 as originally issued and EITF 96-18. SFAS 123R also does not address
        the accounting for employee share ownership plans which are subject to
        Statement of Position 93-6, Employers Accounting for Employee
        Stock Ownership Plans. Public entities (other than those filing
        as small business issuers) will be required to apply SFAS 123R as of the
        first annual reporting period that begins after June 15, 2005. Public
        entities that file as small business issuers will be required to apply
        SFAS 123R in the first annual reporting period that begins after December
        15, 2005. For nonpublic entities, SFAS 123R must be applied as of the
        beginning of the first annual reporting period beginning after December
        15, 2005.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | In December 2004, Financial Accounting Standards
        Board (FASB) issued Statement of Financial Accounting Standards
        No. 153, Exchanges of Nonmonetary Assets an amendment of APB
        Opinion No. 29 (SFAS 153) which amends Accounting Principles
        Board Opinion No. 29, Accounting for Nonmonetary Transactions
        to eliminate the exception for nonmonetary exchanges of similar productive
        assets and replaces it with a general exception for exchanges of nonmonetary
        assets that do not have commercial substance. A nonmonetary exchange has
        commercial substance if the future cash flows of the entity are expected
        to change significantly as a result of the exchange. SFAS 153 is effective
        for nonmonetary asset exchanges occurring in fiscal periods beginning
        after June 15, 2005.                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The adoption of these new pronouncements
        is not expected to have a material effect on the Companys financial
        position or results of operations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|4. | LICENSING AGREEMENT                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Pursuant to a license agreement dated December
        23, 2004, Clyvia Technology was granted an exclusive worldwide license
        with respect to certain German patents related to catalytic depolymerization.
        In consideration of the grant, Clyvia Technology is required to pay a
        declining royalty based on the level of sales generated. The royalties
        are between 6% and 10%. The agreement has a twelve month termination notice
        period with the earliest date of termination being December 31, 2009.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|5. | RELATED PARTY TRANSACTIONS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | On July 11, 2005, the Company granted 250,000
        stock options to an officer and director of the Company to acquire up
        to a total of 250,000 shares of common stock exercisable at a price of
        $1.09 per share up to July 11,                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  

F-9

---

|CLYVIA INC.                                   
|----------------------------------------------
|(formerly Rapa Mining Inc.)                   
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|October 31, 2005                              
|(Expressed in U.S. Dollars)                   
|(Unaudited)                                   
|                                              
|                                              

|5. | RELATED PARTY TRANSACTIONS (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | 2010 as part of a management services agreement. At
        October 31, 2005, included in accounts payable is $1,718 owed to an officer
        and director of the Company and $79 owed to a former officer and director
        of the Company. At October 31, 2005, $2,450 was owed from an officer and
        director of Clyvia Technology for personal travel expenses. Management
        fees paid to officers and directors for the three months ended October
        31, 2005 totaled 21,900 Euro. Amounts due to and from officer and directors
        are unsecured, non-interest bearing and due on demand.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|6. | COMMON STOCK                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | The Companys articles of incorporation allow it
        to issue up to 525,000,000 shares of common stock, par value $0.001. Effective
        February 18, 2005, the Company effected a stock split of its common stock
        by issuing seven new shares for every one old share. Except as otherwise
        stated to the contrary in these financial statements, all references to
        shares and prices per shares have been adjusted to give retroactive effect
        to the stock split.                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | On December 21, 2004, the Company issued 42,805,000
        shares of common stock for total proceeds of $34,100 (25,000 Euro).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | On June 16, 2005, the Company acquired all the issued
        and outstanding stock of Clyvia Technology, which was accounted for as
        a recapitalization of the Company (Note 1) in exchange for 55,000,000
        shares of common stock. The issued number of shares of common stock is
        that of the Company with adjustments made for differences in par value
        between the Company and Clyvia Technology.                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | On June 28, 2005, the Company issued 305,555 units at
        a price of $1.08 per unit with each unit consisting of one share of the
        Companys common stock and one share purchase warrant for total proceeds
        of $330,000. Each warrant will entitle the holder to purchase an additional
        share of the Companys common stock at a price of $1.08 per share
        for a period of two years from the date of issuance of the units.                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | On July 27, 2005, the Company issued 404,762 units at
        a price of $1.05 per unit with each unit consisting of one share of the
        Companys common stock and one share purchase warrant for total proceeds
        of $425,000. Each warrant will entitle the holder to purchase an additional
        share of the Companys common stock at a price of $1.05 per share
        for a period of two years from the date of issuance of the units.                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|7. | STOCK OPTIONS AND WARRANTS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | On May 17, 2005, the Company adopted a stock incentive
        plan (the 2005 Stock Option Plan) to provide incentives to
        employees, directors and consultants. The Stock Plan provides for the
        issuance of up to                                                                                                                                                                                                                                                                                                                                                                                        

F-10

---

|CLYVIA INC.                                   
|----------------------------------------------
|(formerly Rapa Mining Inc.)                   
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|October 31, 2005                              
|(Expressed in U.S. Dollars)                   
|(Unaudited)                                   
|                                              
|                                              

|7. | STOCK OPTIONS AND WARRANTS (continued)                                                                                                                                                                                                                                                                                                                                                                                              
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | 6,420,750 options with a maximum term of five years.
        The maximum aggregate number of shares that may be optioned under the
        2005 Stock Option Plan will be increased effective the first day of each
        of the Companys fiscal quarters, beginning with the fiscal quarter
        commencing May 1, 2005, up to a maximum of 15% of the outstanding shares
        on the first day of the applicable quarter.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | Stock Options                                                                                                                                                                                                                                                                                                                                                                                                                       

| |                                              |           | Weighted       
| | -------------------------------------------- | --------- | ---------------
| |                                              |           | Average        
| |                                              | Number    | Exercise Price 
| |                                              |           |                
| | Options outstanding, beginning of the period |           |                
| | Issued                                       | 6,050,000 | $          1.09
| | Exercised                                    |           |                
| | Expired                                      |           |                
| | Options outstanding, October 31, 2005        | 6,050,000 | $          1.09

On July 11, 2005, the Company granted
  stock options to officers, directors and consultants under the 2005 Stock Option
  Plan, to acquire a total of 6,050,000 shares of common stock exercisable at
  a price of $1.09 per share up to July 11, 2010.

A summary of stock options outstanding
  at October 31, 2005, is as follows:

Outstanding Options
      Exercisable OptionsWeightedAverage
      Weighted
      
      WeightedRemaining
      Average
      
      AverageExercise Price
      Number
      Contractual Life
      Exercise Price
      Number
      Exercise Price$          1.09
      250,000
      4.69
      $          1.09
      250,000
      $          1.09$          1.09
      2,000,000
      4.69
      $          1.09
      2,000,000
      $          1.09$          1.09
      2,000,000
      4.69
      $          1.09
      2,000,000
      $          1.09$          1.09
      200,000
      4.69
      $          1.09
      200,000
      $          1.09$          1.09
      700,000
      4.69
      $          1.09
      700,000
      $          1.09$          1.09
      700,000
      4.69
      $          1.09
      700,000
      $          1.09$          1.09
      200,000
      4.69
      $          1.09
      200,000
      $          1.09


F-11

---

|CLYVIA INC.                                   
|----------------------------------------------
|(formerly Rapa Mining Inc.)                   
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|October 31, 2005                              
|(Expressed in U.S. Dollars)                   
|(Unaudited)                                   
|                                              
|                                              

|7. | STOCK OPTIONS AND WARRANTS (continued)                                                                                                                                                                                                                                                                                                                                                        
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                               
|   | The Company used the Black-Scholes option pricing model
        to compute estimated fair value, based on the following assumptions:                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                               
|   | Risk-free interest rate                                                        3.91%
        
        Dividend yield rate                                                           
        0.00% 
        Price volatility                                                                
        117.00% 
        Weighted average expected life of options                  
        4.95
|   |                                                                                                                                                                                                                                                                                                                                                                                               
|   | The Company recognized stock-based compensation of $7,468,845,
        being the fair value of the options granted.                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                               
|   | Warrants                                                                                                                                                                                                                                                                                                                                                                                      

Date
      
      Issues
      Outstanding
      Exercise Price
      Expiry DateJune 28, 2005
      
      305,555
      305,555
      1.08
      June 27, 2007July 27, 2005
      
      404,762
      404,762
      1.05
      July 26, 2007


|8.  | LOAN PAYABLE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | The loan is unsecured, non-interest bearing and due
        on demand. The balance due at October 31, 2005 was $40,000.                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|9.  | SEGMENT INFORMATION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | The Companys operations following the acquisition
        of Clyvia Technology were conducted in one reportable segment, being the
        development and commercialization of the process known as catalytic depolymerization,
        in Germany.                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|10. | COMMITMENTS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | On July 1, 2005, the Company entered into a management
        services contract with a director and officer of the Company effective
        July 1, 2005, to pay monthly management fees of 5,000 Euro. The agreement
        also specifies a grant of options to purchase 250,000 shares of the Companys
        common stock pursuant to the Companys 2005 Stock Option Plan at
        an exercise price of $1.09 per share for a period of five years from the
        date of issuance for a term of one year. The stock options were granted
        July 11, 2005. The agreement is for a

F-12

---

|CLYVIA INC.                                   
|----------------------------------------------
|(formerly Rapa Mining Inc.)                   
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|October 31, 2005                              
|(Expressed in U.S. Dollars)                   
|(Unaudited)                                   
|                                              
|                                              

|10. | COMMITMENTS (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | one-year term and shall automatically extend for additional
        one year terms on the anniversary date unless notice is given by the Company
        at least 90 days prior to renewal. On November 23, 2005, Clyvia Technology
        increased the monthly management fee to 7,500 Euro effective January 1,
        2006.                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | On July 1, 2005, Clyvia Technology entered into an employment
        contract with a director and officer of Clyvia Technology effective July
        1, 2005, to pay monthly management fees of 2,300 Euro and a management
        bonus of 1.5% of the selling price for each system sold for an indefinite
        term. The contract may be terminated at the end of each calendar year
        by giving written notice of one year. On November 23, 2005, Clyvia Technology
        increased the monthly management fee to 5,000 Euro effective January 1,
        2006.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | On November 24, 2005, Clyvia Technology entered into
        an employment contract with a director and officer of Clyvia Technology
        effective January 1, 2006, to pay monthly management fees of 3,750 Euro
        and a management bonus of 1.5% of the selling price for each system sold
        for an indefinite term. The contract period is indefinite, may be terminated
        with one year notice and terminates at the age of 65.                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|11. | SUBSEQUENT EVENT                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | On December 15, 2005, the Company completed a private
        placement with two corporate investors for a total of 1,801,802 units
        at a price of $1.11 per unit, for total proceeds of $2,000,000. Each unit
        consists of one share of the Companys common stock and one share
        purchase warrant. Each share purchase warrant entitles the holder to purchase
        one additional share of the Companys common stock at a price of
        $1.35 per share for a period of two years from the date of closing.                                       

F-13

---

ITEM
2.               
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

Cautionary Statement Regarding Forward-Looking
Statements

Certain statements contained in this Quarterly Report
constitute "forward-looking statements". These statements, identified by words
such as plan, "anticipate," "believe," "estimate," "should," "expect" and
similar expressions include our expectations and objectives regarding our future
financial position, operating results and business strategy. These statements
reflect the current views of management with respect to future events and are
subject to risks, uncertainties and other factors that may cause our actual
results, performance or achievements, or industry results, to be materially
different from those described in the forward-looking statements. Such risks and
uncertainties include those set forth under the caption "Management's Discussion
and Analysis or Plan of Operation" and elsewhere in this Quarterly Report. We do
not intend to update the forward-looking information to reflect actual results
or changes in the factors affecting such forward-looking information. We advise
you to carefully review the reports and documents we file from time to time with
the Securities and Exchange Commission (the SEC), particularly our Annual
Reports on Form 10-KSB and our Current Reports on Form 8-K.

As used in this Quarterly Report, the terms "we", "us", "our",
and Clyvia mean Clyvia Inc. (formerly Rapa Mining Inc.) unless otherwise
indicated. All dollar amounts in this Quarterly Report are in U.S. dollars
unless otherwise stated.

DESCRIPTION OF BUSINESS

The following discussion and analysis summarizes our plan of
operation for the next twelve months, our results of operations for the fiscal
quarter and nine month period ended October 31, 2005 and changes in our
financial condition from January 31, 2005. This discussion should be read in
conjunction with the Managements Discussion and Analysis or Plan of Operation
included in our Annual Report on Form 10-KSB for the year ended January 31,
2005.

OVERVIEW

We were incorporated on December 11, 2003 under the laws of the
State of Nevada. Effective on February 18, 2005, we completed a seven-for-one
(7:1) split of our issued and outstanding common stock. As a result of the stock
split, our authorized capital has increased from 75,000,000 shares of common
stock with a par value of $0.001 per share, of which 6,115,000 shares were
issued and outstanding, to 525,000,000 shares of common stock with a par value
of $0.001 per share, of which 42,805,000 shares are issued and outstanding.
Except as otherwise stated, all references to shares and prices per share have
been adjusted to give retroactive effect to the stock split.

Effective on June 16, 2005 (the Acquisition Date), we
completed the acquisition of all of the issued and outstanding shares of Clyvia
Technology GmbH (Clyvia Technology). Prior to completing the acquisition of
Clyvia Technology, we were an exploration stage company engaged in the business
of acquiring and exploring mineral properties. Previously, we had an option to
acquire a 100% interest in two mineral claims that required us to expend a total
of $100,000 in exploration expenditures by October 31, 2005. Having completed
the acquisition of Clyvia Technology, we have abandoned our mineral property
acquisition and exploration business in order to focus our resources on the
development of Clyvia Technologys proprietary technology. As a result, we have
allowed our mineral claims option to expire.

3

---

Clyvia Technology GmbH

Our wholly owned subsidiary, Clyvia Technology, was founded on
December 21, 2004 under the laws of Germany for the purpose of developing a
proprietary technology that utilizes a process known as fractional
depolymerization to produce diesel fuel and heating oil from various forms of
recyclable waste materials, including vegetable oils, plastics and organic
solids (the Fuel Technology).

Prior to our acquisition of Clyvia Technology, Clyvia
Technology had been engaged primarily in organizational activities, and has not
earned any revenues to date.

Recent Corporate Developments

The following significant corporate developments have occurred
since the end of our fiscal quarter ended July 31, 2005:

|1. | In September, 2005, we changed our name to Clyvia Inc.
      This name change more accurately reflects our current business activities.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|2. | In September, 2005 Clyvia Technology executed a
      memorandum of understanding (the MOU) with a Singapore businessman, Mr.
      Wong Chee Wah. Under the MOU, Mr. Wah will be granted an exclusive sales
      license to market systems based on the Fuel Technology in Singapore,
      Thailand, Burma and Japan. Mr. Wah will also be granted a non-exclusive
      license to market the Fuel Technology in China, Taiwan, Australia, New
      Zealand, Korea, Malaysia, Indonesia, the Philippines and India. If Mr. Wah
      is able to generate orders in any of these countries, Mr. Wah will be
      granted an exclusive license for that country. We have not earned any
      revenues from the sale of products under the MOU. Further, the Fuel
      Technology is still in the research and development stage and we do not
      currently have any saleable products based on the Fuel Technology. There
      are no assurances that our research and development program for the Fuel
      Technology will be successful or that we will be able to develop any
      commercially saleable products based on the Fuel Technology.                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|3. | In October, 2005, Clyvia Technology completed an initial
      study of the Fuel Technology. Although the results of this study indicated
      that, in its current stage of development, the Fuel Technology produced
      diesel fuel that does not fully meet strict environmental requirements,
      the diesel fuel produced did meet most the fuel parameters required under
      international fuel standard DIN 51603-1. As such, we consider the overall
      results of this initial study to be a success. For this study, three
      diesel samples were produced using the Fuel Technology. One of the three
      samples was able to produce diesel fuel with a cetane rating of 55.8.
      Cetane ratings indicate the ignition quality of diesel fuels, similar to
      octane ratings for gasoline. The current standard for diesel fuel is a
      cetane rating of approximately 52. With a cetane rating of 55.8, the
      diesel sample produced would be usable even in modern high-performance
      vehicle engines. The sample did not, however, meet DIN 51603-1s stringent
      sulfur content requirements. We believe that the excess sulfur detected in
      the sample was likely produced from additives in the recycled waste oil
      used as the input material. Clyvia Technologys next round of development
      and testing will focus on demonstrating that, by using pure input
      products, the Fuel Technology can produce diesel fuels that meet necessary
      sulfur content requirements.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|4. | In December, 2005, Clyvia Technology began construction
      of a pilot plant for the Fuel Technology in Wegberg, Germany. The pilot
      plant is expected to be utilized as a                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

4

---

|   | combined research and production facility. It is expected that
      construction will be completed sometime in the Spring of 2006. We expect
      that the facility will become operational one month after construction has
      been completed. We intend to use the pilot plant to conduct demonstrations
      of the Fuel Technology for potential customers.                                                                                                                                                                                                 
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|5. | Effective December 15, 2005, we completed a private placement
      financing consisting of 1,801,802 units at a price of $1.11 per unit for
      total proceeds of $2,000,000. Each unit consists of one share of our
      common stock and one share purchase warrant to acquire one additional
      share of our common stock at a price of $1.35 per share. Each share
      purchase warrant is exercisable for a period of two years from the date of
      closing. See Part II, Item 2 Unregistered Sales of Equity Securities and
      Use of Proceeds.

PLAN OF OPERATION

We have abandoned our mineral exploration business and are
devoting our resources to the development of the Fuel Technology. For the next
twelve months, our research and development program will involve the
following:

|(a) | The construction of a pilot plant for the Fuel
      Technology. Construction of the pilot plant began in December, 2005 and is
      expected to be completed sometime in the Spring of 2006. We expect the
      pilot plant to become operational one month after construction has been
      completed.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                            
|(b) | Once the pilot plant has been constructed, we will test
      the system utilizing different types of waste materials, which will
      include testing of the quality of the diesel fuel and heating oil produced
      by the pilot plant.                                                               
|    |                                                                                                                                                                                                                                                                                                            
|(c) | Once we are satisfied with the results of our testing
      program, we will invite representatives from the waste management and
      energy production industries to our facilities in order to conduct
      demonstrations of the prototype.                                                          

We anticipate spending approximately €2,000,000 (approximately
  $2,411,600 based on an exchange rate of €1:$1.2058 as of October 31, 2005)
  in pursuing the above plan of operation over the next twelve months. On December
  15, 2005, we completed a private placement financing of 1,801,802 units at a
  price of $1.11 for total proceeds of $2,000,000. See Part II, Item 2, Unregistered
  Sales of Equity Securities and Use of Proceeds. The proceeds from this
  private placement are being used by us to fund our research and development
  plan for the Fuel Technology and as general working capital. As a result of
  this private placement, we now have sufficient working capital to meet our anticipated
  needs for the next twelve months. However, there are no assurances that our
  plan of operation will proceed as anticipated. In particular we can not provide
  any assurances that our actual working capital needs for the next twelve months
  will not exceed the amounts that we have estimated. If we require additional
  financing, it is anticipated that such additional financing will likely be in
  the form of equity financing, as we do not expect there to be substantial debt
  financing available to us at this stage of our business.

Currently, we do not have any additional financing arrangements
in place and there are no assurances that we will be able to obtain sufficient
additional financing if needed.

5

---

RESULTS OF OPERATIONS

Under generally accepted accounting principles, our acquisition
of Clyvia Technology was accounted for as a reverse acquisition. As such, Clyvia
Technology has been treated as the acquiring entity for accounting and financial
reporting purposes. As such, the results of our operations presented in this
Quarterly Report are presented as a continuation of the operations of Clyvia
Technology, which was incorporated on December 21, 2004, and not the legal
acquirer, Clyvia (formerly Rapa Mining Inc.). As Clyvia Technology has the same
fiscal year-end as Clyvia (i.e. January 31), the adoption of the fiscal year of
Clyvia Technology will not affect the timing of when we file our periodic
reports.

Third Quarter and Nine Months Summary

Third Quarter Ended October 31
    
    Nine Months Ended October 31Percentage
    
    
    
    PercentageIncrease /
    
    
    
    Increase /2005
    2004
    (Decrease)
    
    2005
    2004
    (Decrease)Revenue
    Nil
    n/a
    n/a
    
    Nil
    n/a
    n/aExpenses
    (182,595)
    n/a
    n/a
    
    (8,224,012)
    n/a
    n/aInterest Income
    Nil
    n/a
    n/a
    
    118
    n/a
    n/aNet
      Income (Loss)
    $(182,595)
    n/a
    n/a
    
    $(8,223,894)
    n/a
    n/a


Revenue

We have not earned any revenues to date. We are presently in
the development stage of our business. We do not anticipate earning revenues
until we have completed our research development program. Even if we are able to
develop marketable products based on the Fuel Technology, of which there is no
assurance, there is no assurance that we will be able to successfully market
those products.

Expenses

Our expenses for the quarterly periods ended October 31, 2005
and 2004 consisted of the following:

Third Quarter Ended October 31
    
    Nine Months Ended October 31Percentage
    
    
    
    Percentage2005
    2004
    Increase /
    
    2005
    2004
    Increase /(Decrease)
    
    
    
    (Decrease)Professional Fees /
    $84,458
    n/a
    n/a
    
    $206,753
    n/a
    n/aManagement FeesOther Operating Expenses
    90,422
    n/a
    n/a
    
    107,366
    n/a
    n/aStock Based Compensation
    Nil
    n/a
    n/a
    
    7,468,845
    n/a
    n/aForeign Currency Loss
    7,715
    n/a
    n/a
    
    441,048
    n/a
    n/aTotal Operating Expenses
    $182,595
    n/a
    n/a
    
    $8,224,012
    n/a
    n/a


Professional and management fees include amounts incurred by us
in meeting our ongoing reporting obligations as well as amounts paid as
compensation to our executive officers and the

6

---

executive officers of Clyvia Technology. Other operating
expenses consist primarily of amounts spent on salaries and wages, advertising
and travel, as well as amounts accrued on account of depreciation.

We expect our operating expenses to increase significantly in
the near future as we proceed with our development plan for the Fuel
Technology.

LIQUIDITY AND FINANCIAL CONDITION

Working Capital

|                          |                           |                           | Percentage           
|------------------------- | ------------------------- | ------------------------- | ---------------------
|                          | At
      October 31, 2005 | At
      January 31, 2005 | Increase / (Decrease)
|Current Assets            | $577,063                  | $33,664                   | 1,614.2%             
|Current
      Liabilities | (165,882)                 | (5,182)                   | 3,101.1%             
|Working Capital (Deficit) | $411,181                  | $28,482                   | 1,343.7%             

As at October 31, 2005, we had cash in the amount of $433,795
and a working capital surplus of $411,181. The increase in our current assets is
largely due to two private placement financings completed during the three
months ended October 31, 2005 that provided us with gross proceeds in the amount
of $755,000. The increase in our current liabilities is largely a result of
accruals for professional fees incurred in connection with our acquisition of
Clyvia Technology and in meeting our ongoing reporting obligations under
applicable securities laws.

Cash Flows

|                                                     | Nine Months Ended October 31
|---------------------------------------------------- | ----------------------------
|                                                     | 2005                        
|Cash Flows from (used in) Operating Activities       | $(776,074)                  
|Cash
      Flows from (used in) Investing Activities | (47,002)                    
|Cash Flows from (used in) Financing Activities       | 792,522                     
|Effect of Foreign Currency Translations              | 430,755                     
|Net Increase (decrease) in Cash During Period        | $400,201                    

Financing Requirements

We anticipate that we will continue to incur losses for the
foreseeable future, as we expect to incur substantial product development,
marketing and/or operating expenses in implementing our plan of operation. Our
future financial results are uncertain due to a number of factors, many of which
are outside of our control. These factors include, but are not limited to:

|(a) | our ability to develop commercially marketable products
      based on the Fuel Technology;                      
|--- | -----------------------------------------------------------------------------------------------------------------
|    |                                                                                                                  
|(b) | our ability to raise additional capital necessary to
      implement our business strategy and plan of operation;
|    |                                                                                                                  
|(c) | our ability to compete with other existing technologies;
      and                                               

7

---

|(d) | the success of any marketing and promotional campaign
      which we conduct for our products once development is complete.
|--- | ---------------------------------------------------------------------------------------------------------------------------

The financial statements accompanying this Quarterly Report
contemplate our continuation as a going concern. However, we have sustained
substantial losses, have a limited operating history and are still in the
development stage of our business. It is expected that future financings will be
in the form of private placements of our equity securities; however, there is no
assurance that we will be able to raise the necessary capital to continue our
operations. Effective December 15, 2005, we completed a private placement
financing for gross proceeds of $2,000,000. As a result, we currently have
sufficient working capital to meet our anticipated needs for the next twelve
months. However, there are no assurances that our actual working capital
requirements will not exceed our estimates. If our actual working capital
requirements are substantially greater than we have anticipated, then we will be
required to seek additional financing. Any additional financing obtained by us
is expected be in the form of equity financing, as we do not expect there to be
substantial debt financing available to us at this stage of our business.

Additional equity financings, if needed, will dilute the
interests of existing shareholders.

OFF-BALANCE SHEET ARRANGEMENTS

We have no significant off-balance sheet arrangements that have
or are reasonably likely to have a current or future effect on our financial
condition, changes in financial condition, revenues or expenses, results of
operations, liquidity, capital expenditures or capital resources.

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with
United States generally accepted accounting principles requires our management
to make estimates and assumptions that affect the reported amount 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. Actual results could differ from those estimates.
Our management routinely makes judgments and estimates about the effects of
matters that are inherently uncertain.

Our significant accounting policies are disclosed in Note 3 to
the unaudited financial statements included in this Quarterly Report.

RISKS AND UNCERTAINTIES

Any investment in our common stock involves a high degree of
risk. Investors should carefully consider the risks described below as well as
the information contained in our reports and other documents filed from time to
time with the SEC before investing in our common stock. If any of the following
risks occur, our business, operating results and financial condition could be
seriously harmed.

Need For Financing

We completed a private placement financing effective December
15, 2005 for gross proceeds of $2,000,000. As such, we now have sufficient
working capital to meet our anticipated needs for the next twelve months.
However, there are no assurances that our actual working capital needs for the
next twelve months will not exceed our estimates of those needs. If our actual
working capital requirements are substantially greater than we have anticipated,
then we will be required to seek

8

---

additional financing. We currently do not have any financing
arrangements in place and there is no assurance that we will be able to acquire
sufficient financing on terms acceptable to us or at all. If sufficient
financing is not available or obtainable when and if required, our ability to
meet our financial obligations and pursue our plan of operation will be
substantially limited and investors may lose a substantial portion or all of
their investment.

The Fuel Technology Is Still In The Research And Development
Stage

Although we have executed a memorandum of understanding under
which we have agreed to grant certain sales licenses for systems based on our
Fuel Technology, we are still in the process of developing the Fuel Technology.
To date, we have not earned any revenues from the sale of products based on the
Fuel Technology. Furthermore, we do not currently have any marketable systems
based on the Fuel Technology. There are no assurances that our research and
development program for the Fuel Technology will be successful or that we will
be able to develop any commercially marketable systems based on the Fuel
Technology.

We May Experience Delays In The Construction Of Our Pilot
Plant For The Fuel Technology

Construction has begun on our pilot plant for the Fuel
Technology. We expect construction to be completed some time in the Spring of
2006, and we expect the system to become operational one month after
construction is completed. However, construction projects of this type often
experience delays and technical difficulties. Our ability to complete
construction on schedule is dependent on many circumstances, some of which may
be outside of our control. These factors may include, but are not limited to,
factors such as the availability of outside contractors, materials and
equipment. Even if we are able to complete construction of the pilot plant as
scheduled, there are no assurances that the pilot plant will perform as
expected.

Limited Operating History, Risks Of A New Business
Venture

Clyvia Technology was formed on December 21, 2004 and as such,
does not have an operating history upon which future performance may be
assessed.

Potential investors should be aware of the difficulties
normally encountered by a new enterprise and the high rate of failure of such
enterprises. The potential for future success must be considered in light of the
problems, expenses, difficulties complications and delays encountered in
connection with the development of a business in the area in which we intend to
operate and in connection with the formation and commencement of operations of a
new business in general. These include, but are not limited to, unanticipated
problems relating to research and development programs, marketing, approvals by
government agencies, competition and additional costs and expenses that may
exceed current estimates. There is no history upon which to base any assumption
as to the likelihood that our business will prove to be successful, and there
can be no assurance that we will generate any operating revenues or ever achieve
profitable operations.

Our Operations May Be Subject To Extensive Government
Regulations

The operations of Clyvia Technology are based in Germany and
its operations may be subject to extensive government regulations in Europe or
any other jurisdiction in which products based on the Fuel Technology are
marketed. Municipal solid waste management and the production of diesel fuels
and heating oils are highly regulated industries and we may have to satisfy
numerous mandatory procedures, regulations, and safety standards established by
federal and state regulatory agencies in order to develop and market the Fuel
Technology. The extent to which

9

---

these regulations may apply to us is not yet fully known and
there can be no assurance that we can successfully comply with all present or
future government regulations.

Rapid Technological Changes In The Alternative Fuels
Industry Could Make Our Products Obsolete

The alternative fuels industry in which we intend to compete is
characterized by rapid technological change and intense competition. New
technologies, products and industry standards will develop at a rapid pace which
could make our planned products obsolete. Our future success will depend upon
our ability to rapidly develop a working prototype of the Fuel Technology and to
commercialize and market products based on the Fuel Technology. In addition, we
will be required to introduce product enhancements to address the needs of our
customers. Delays in our ability to develop the Fuel Technology and products
based on the Fuel Technology may allow competitors to obtain a significant
advantage over us and may make it more difficult for us to develop our
business.

Asserting And Defending Intellectual Property Rights May
Impact Results Of Operations

The success of our business may depend on our ability to
protect our proprietary process and technology from competitors. We have
licensed certain patent pending technologies and have applied for our own patent
with the German Patent and Trademark Office. However, there is no assurance that
a final patent will be granted for any of the patent pending technologies
underlying the Fuel Technology. If we are not able to obtain a patent for any of
the technologies, we will only be able to protect the Fuel Technology by
maintaining the secrecy of the Clyvia process and technology.

Even if we are able to obtain patents for the Fuel Technology,
we may be required to defend our intellectual property rights through
litigation. The financial cost of such litigation could have a material impact
on our financial condition even if we are successful in developing and marketing
products and in defending any of our intellectual property rights, of which
there is no assurance. Furthermore, an adverse outcome in any litigation or
interference proceeding could subject us to significant liabilities to third
parties and require us to cease using the technology that is at issue or to
license the technology from third parties. In addition, a finding that any of
our intellectual property rights are invalid could allow competitors to more
easily and cost-effectively compete. Thus, an unfavorable outcome in any patent
litigation or interference proceeding could have a material adverse effect on
our business, financial condition and results of operations.

We Intend To Operate In A Highly Competitive Industry

The alternative energy market is an emerging market and is
constantly evolving. No single alternative source of diesel fuel or heating oil
has gained wide spread acceptance; however, a number of companies world wide are
attempting to develop alternative sources of energy and the market is highly
competitive. Our future success is dependent upon our ability to develop the
Fuel Technology as an effective, efficient and economical source of energy and
our ability to effectively market the Fuel Technology. There is no assurance
that we will be able to successfully do either of these things.

Even if we are successful in developing the Fuel Technology,
the Fuel Technology will compete direct with existing sources of oil such as
fossil fuels and with existing forms of municipal solid waste management. The
fossil fuel industry and the solid waste management industry are both well
established and dominated by companies with abundant technical, financial,
marketing, sales and other resources. If we are to succeed, we will need to
differentiate the benefits of the Fuel

10

---

Technology from those marketed by existing sources of oil and
waste management processes. Even if we are able to successfully differentiate
the Fuel Technology, there is no assurance that the Fuel Technology will be able
to gain acceptance in the marketplace.

Dependence On Key Personnel

Our success will largely depend on the performance of our
management and on the management of Clyvia Technology. We are currently
dependent upon a limited number of employees and consultants. As such, our
success will also depend on our ability to attract and retain highly skilled
technical, research, management, regulatory compliance, sales and marketing
personnel. Competition for such personnel is intense. The loss of the services
of such personnel or the inability to attract and retain other key personnel
could impair the development of our business, operating results and financial
condition.

ITEM
3.               
CONTROLS AND PROCEDURES.

Evaluation Of Disclosure Controls And Procedures

As of the end of the period covered by this report, our
management carried out an evaluation, under the supervision and with the
participation of our principal executive officer and principal financial
officer, of the effectiveness of the design and operation of our disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Exchange Act). Based on this evaluation, our principal executive officer and
principal financial officer has concluded that our disclosure controls and
procedures are, as of the date covered by this Quarterly Report, effective to
ensure that the information required to be disclosed by us in the reports that
we file or submit under the Exchange Act is recorded, processed, summarized and
reported within the time periods specified in the SEC rules and forms.

Changes In Internal Controls Over Financial
Reporting

In connection with the evaluation of our internal controls
during our last fiscal quarter, our principal executive officer and principal
financial officer has determined that there have been no changes to our internal
controls over financial reporting that has materially affected, or is reasonably
likely to materially affect, our internal controls over financial reporting.

11

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PART II - OTHER INFORMATION

ITEM
1.               
LEGAL PROCEEDINGS.

None.

ITEM
2.               
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

Effective December 15, 2005, we completed a private placement
financing consisting of 1,801,802 units at a price of $1.11 per unit for total
proceeds of $2,000,000. Each unit consists of one share of our common stock and
one share purchase warrant to acquire one additional share of our common stock
at a price of $1.35 per share. Each share purchase warrant is exercisable for a
period of two years from the date of closing. The private placement was
completed pursuant to Regulation S promulgated under the Securities Act of 1933
on the basis of representations made by the subscribers that they were not US
persons as defined in Regulation S, and were not obtaining the units on behalf
of such a US person.

ITEM
3.               
DEFAULTS UPON SENIOR SECURITIES.

None.

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

None.

ITEM
5.               
OTHER INFORMATION.

Except as otherwise disclosed in this Quarterly Report, all
information required to be disclosed in a Current Report on Form 8-K during the
period covered by this Quarterly Report has been previously disclosed by the
filing of such reports on Form 8-K.

ITEM
6.               
EXHIBITS AND REPORTS ON FORM 8-K.

|Exhibit |  |                                                                               
|------- |  | ------------------------------------------------------------------------------
|Number  |  | Description of Exhibit                                                        
|        |  |                                                                               
|3.1     |  | Articles of
      Incorporation.(1)                                           
|        |  |                                                                               
|3.2     |  | Certificate of
      Change.(5)                                               
|        |  |                                                                               
|3.3     |  | Articles of Amendment changing
      name from Rapa Mining Inc. to Clyvia Inc.
|        |  |                                                                               
|3.4     |  | By-Laws.(1)                                                                   
|        |  |                                                                               
|10.1    |  | Mineral Property Option
      Agreement.(1)                                   
|        |  |                                                                               
|10.2    |  | Amendment Agreement to Mineral
      Property Option Agreement.(4)            
|        |  |                                                                               
|10.3    |  | Escrow Agreement.(2)                                                          

12

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|Exhibit |  |                                                                                                                                                                                        
|------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  |  | Description of Exhibit                                                                                                                                                                 
|        |  |                                                                                                                                                                                        
|10.4    |  | Amended Escrow Agreement.(3)                                                                                                                                                           
|        |  |                                                                                                                                                                                        
|10.5    |  | Share Purchase Agreement between Clyvia
      Capital Holding GmbH, Rapa Mining Inc., Clyvia Technology GmbH and Brian
      Cheston, dated for reference the 7thday of April, 2005.(7)
|
|
|        |  |                                                                                                                                                                                        
|10.6    |  | License Agreement between ECO Impact
      GmbH and Clyvia Technology GmbH (translated from German to English).(8)                                                                     
|
|        |  |                                                                                                                                                                                        
|10.7    |  | Management Services Agreement between
      Walter P.W. Notter and Clyvia Inc. (formerly Rapa Mining Inc.)
      dated effective as of June 30th, 2005.(8)                           
|
|        |  |                                                                                                                                                                                        
|10.8    |  | Amendment to Management Services Agreement
      between Walter P.W. Notter and Clyvia Inc. (formerly Rapa Mining Inc.)
      dated effective as of July 11, 2005.(8)                
|
|        |  |                                                                                                                                                                                        
|10.9    |  | Memorandum
      of Understanding Between Clyvia Technology GmbH and Wong Chee Wah.                                                                                                    
|
|        |  |                                                                                                                                                                                        
|14.1    |  | Code of Ethics. (6)                                                                                                                                                                    
|        |  |                                                                                                                                                                                        
|31.1    |  | Certification
      of Chief Executive Officer and Chief Financial Officer as adopted pursuant
      to Section 302 of the Sarbanes-Oxley Act of 2002.                                 
|
|        |  |                                                                                                                                                                                        
|32.1    |  | Certification
      of Chief Executive Officer and Chief Financial Officer as adopted pursuant
      to Section 906 of the Sarbanes-Oxley Act of 2002.                                 
|
|

|    |                                                                                                                                 
|--- | --------------------------------------------------------------------------------------------------------------------------------
|(1) | Filed with the SEC as an exhibit to our Registration
      Statement on Form SB-2 originally filed on March 16, 2004.           
|(2) | Filed with the SEC as an exhibit to Amendment No. 3 to
      our Registration Statement on Form SB-2/A filed on July 19, 2004.  
|(3) | Filed with the SEC as an exhibit to Amendment No. 4 to
      our Registration Statement on Form SB-2/A filed on August 10, 2004.
|(4) | Filed with the SEC as an exhibit to our Current Report on
      Form 8-K filed on September 30, 2004.                           
|(5) | Filed with the SEC as an exhibit to our Current Report on
      Form 8-K filed on February 18, 2005.                            
|(6) | Filed with the SEC as an exhibit to our Annual Report on
      Form 10-KSB filed on May 2, 2005.                                
|(7) | Filed with the SEC as an exhibit to our Current Report on
      Form 8-K filed on April 18, 2005.                               
|(8) | Filed with the SEC as an exhibit to our Quarterly Report
      on Form 10-QSB filed on September 23, 2005.                      

REPORTS ON FORM 8-K

The following Current Reports on Form 8-K were filed since the
beginning of the quarterly period ended October 31, 2005:

|Date of Report          | Date of Filing |                                                                                                  
|----------------------- | -------------- | -------------------------------------------------------------------------------------------------
|on Form 8-K             | with the SEC   | Description of the Form 8-K                                                                      
|                        |                |                                                                                                  
|2005/07/27              | 2005/08/04     | Item 3.02 -   Unregistered Sale of
      Equity Securities.                                      
|                        |                |                                                                                                  
|2005/06/22 (Form 8-K/A) | 2005/09/06     | Item 9.01 -   Financial
      Statements of Clyvia Technology and Pro Forma Financial Information
|
|                        |                |                                                                                                  
|2005/11/15              | 2005/11/22     | Item 7.01 -   Regulation FD
      Disclosure of Private Placement                                

13

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SIGNATURES

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

|      |                   |  |     | CLYVIA INC.                                  
|----- | ----------------- |  | --- | ---------------------------------------------
|      |                   |  |     |                                              
|      |                   |  |     |                                              
|Date: | December 23, 2005 |  | By: | /s/
      Walter P.W. Notter                 
|      |                   |  |     | WALTER P.W. NOTTER                           
|      |                   |  |     | President, Treasurer, Chief Executive Officer
|      |                   |  |     | and Chief Financial Officer                  
|      |                   |  |     | Director                                     
|      |                   |  |     | (Principal Executive Officer                 
|      |                   |  |     | and Principal Accounting Officer)            

---