U.S. Securities and Exchange Commission
	              Washington, D.C. 20549

	     Form 10 QSB   Quarterly or Transitional Report
	     (Added by 34 30968, eff. 8/13/93, as amended)

(Mark One)
[X] Quarterly Report Under Section 13 or 15 (d) of the Securities
Exchange Act of 1934

For the quarterly period ended November 30, 2006

[   ] Transition Report Under Section 13 or 15(d) of the Securities
Exchange Act of 1934

For the transition period from to

Commission file number 0 10035


                        LESCARDEN, INC.
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)

          New York                               13-2538207
-------------------------------             --------------------
(State or other jurisdiction of		       (I.R.S Employer
incorporation or organization)		     Identification No.)


420 Lexington Ave. Ste 212, New York               10170
----------------------------------------          ----------
(Address of principle executive office)         (Zip Code)

Issuer's telephone number  212-687-1050
                          --------------



(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 [X]   No [ ]

State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date.



           Class                     Outstanding January 8, 2007
-----------------------------       -----------------------------
Common Stock $.001 par value                 31,057,418







                           LESCARDEN INC.

                     CONDENSED BALANCE SHEETS

                               ASSETS

<table>

       <S>                               <C>                        <C>

                                      November 30,2006         May 31, 2006
                                         (UNAUDITED)             (AUDITED)

Current Assets:
Cash and cash equivalents              $    741,374            $  1,094,677
Accounts Receivable                          43,218                  68,823
Inventory                                   222,360                 202,466
                                      -------------           -------------
Total Current Assets                      1,006,952               1,365,966

Deferred Income Tax Asset,
net of valuation allowance of
$1,770,000 and $1,687,000 at
November 30, 2006 and
May 31, 2006, respectively

              Total Assets             $  1,006,952            $  1,365,966

LIABILITIES AND STOCKHOLDERS' EQUITY

Currents Liabilities:
Accounts payable and accrued expenses   $    48,494            $     86,536

Deferred license fees                     1,068,000               1,143,500
                                        -----------            ------------
Total liabilities                         1,116,494               1,230,036

Commitments and Contingencies

Stockholders' Equity (deficiency):
Convertible Preferred Stock                   1,840                   1,840
Common Stock                                 31,057                  31,057
Additional Paid-In Capital               16,634,596              16,634,596
Accumulated Deficit                     (16,777,035)            (16,531,563)
                                       -------------          --------------
Stockholders' Equity(deficiency)           (109,542)                135,930
                                       -------------          --------------
Total Liabilities and Stockholders'
Equity (deficiency)	               $  1,006,952            $  1,365,966

</table>

See notes to financial statements












                                  LESCARDEN INC.
                        CONDENSED STATEMENTS OF OPERATIONS

<table>

<S>                                           <C>                             <C>
	                                    (UNAUDITED)                   (UNAUDITED)
                                      For The Three Months            For The Six Months
                                       Ended  November 30,            Ended  November 30,


                                      2006           2005               2006          2005

Total Revenues                    $ 123,558       $ 444,971        $  242,468     $  927,100

Costs and Expenses:
Cost of  Sales                       19,214         207,577            77,994        464,183
Salaries   Officer                   37,500          32,292            75,000         63,542
Salaries - Office                    24,647          17,826            48,878         51,304
Professional Fees and Consulting     47,792          50,417           108,953        109,029
Research and Development                -               -                 -           20,397
Rent and Office Expense              28,380          14,805            60,796         51,291
Travel and Meetings                  18,453          28,481            49,270         54,608
Payroll and other taxes               3,278           3,217             9,841          7,957
Insurance                            41,483          27,317            46,154         37,490
Other Administrative Expenses         4,352           6,900            11,054         18,816
Total Costs and Expense             225,099         388,832           487,940        878,617

Net Income (Loss)                 $(101,541)      $  56,139         $(245,472)     $  48,483

Net Income (Loss) Per Share -
Basic and Diluted                   $(0.00)           $0.00           $ (0.01)       $  0.00

Weighted Average Number of
  Common Shares Outstanding -
  Basic and Diluted              31,057,418      30,907,418         31,057,418    30,907,418

</table>
See notes to financial statements


                               LESCARDEN INC.

                     CONDENSED STATEMENTS OF CASH FLOWS



	                                                 (UNAUDITED)
                                                   For the Six Months Ended
                                                       November 30, 2006
<table>
 <S>                                                  <C>                    <C>
                                                      2006                   2005

Cash Flows Used in Operations
Net Income (Loss)                                 $ (245,472)          $    48,483
Adjustments to reconcile net income (loss)
to net cash used in operating activities:
Changes in operating assets and liabilities
Decrease(Increase) in accounts receivable             25,605              (371,990)
     (Increase) in inventory                         (19,894)              (12,404)
Decrease in prepaid expense                             -                    2,959
     (Decrease)Increase in accounts payable and
accrued expenses                                     (38,042)               54,223
(Decrease)in deferred license fees                   (75,500)              (56,750)

Net Cash Flow Used In Operations                    (353,303)             (335,479)

 Decrease in cash                                   (353,303)             (335,479)

Cash - Beginning of Period                         1,094,677             1,030,019

Cash - End of Period                              $  741,374            $  694,540

</table>

See notes to financial statements
















                            LESCARDEN INC.

            (UNAUDITED) NOTES TO FINANCIAL STATEMENTS

November 30, 2006

Note 1 - General:
The accompanying unaudited financial statements include all adjustments
that are, in the opinion of management, necessary for a fair statement
of the results for the interim periods. The statements have been prepared
in accordance with the requirements for Form 10-QSB and, therefore, do
not include all disclosures or financial details required by generally
accepted accounting principles. These condensed financial statements
should be read in conjunction with the financial statements and the notes
thereto included in the Company's Annual Report on Form 10-KSB for the
year ended May 31, 2006.

The results of operations for the interim periods are not necessarily
indicative of results to be expected for a full year's operations.

Note 2 - Operations and Significant Accounting Policies:
Revenue from product sales is recognized upon shipment of the product,
when title to the property transfers to the buyer as does the risk of
loss, and collectibility of the sales price is reasonably assured.

The deferred license fee of $1,068,000 stated on the balance sheet
relates to licensee fees received from the Company's licensees and is
being amortized over the term of the license agreements.

Note 3 - Segment Reporting:
Due to the materiality of the sales of its cosmetics product and food
supplements in addition to the company's CATRIX(R) Wound Dressing product,
the Company believes it has one business segment for financial reporting
purposes.

Note 4 - Inventory:
Inventory at November 30, 2006 consists of the following:

Finished Goods  $         78,024
Raw Materials            144,336
                ----------------
                $        222,360


Note 5. Recent Accounting Pronouncements

In June 2006, the FASB issued Interpretation No. 48, "Accounting for
Uncertainty in Income Taxes-an Interpretation of FASB Statement No. 109"
("FIN 48"). FIN 48 clarifies the accounting for uncertainty in income
taxes recognized in a company's financial statements in accordance with
SFAS No. 109, "Accounting for Income Taxes." FIN 48 prescribes a
recognition threshold and measurement attribute for the financial
statement recognition and measurement of a tax position taken or expected
to be taken in a tax return. FIN 48 is effective for fiscal years
beginning after December 15, 2006.The Company is currently reviewing this
new standard to determine its effects, if any, on its results of
operations or financial position.



                           LESCARDEN INC.

   Management's Discussion and Analysis of Financial Condition
                   and Results of Operations



                          November 30, 2006

                        Results of Operations


Overview
Since its inception in 1960, Lescarden has devoted its resources to fund
research and development of proprietary biologic materials with a focus
on wound healing, skin care, osteoarthritis and cancer applications. In
the ensuing years, significant studies substantiated the ability of
Catrix(R), Lescarden's proprietary cartilage powder, to function as a
biological response modifier, by stimulating the body's immune system.
Further studies indicated that, Catrix could also be effective against
diseases such as arthritis, scleroderma, psoriasis and even cancer.

Due to the amount of capital required to conduct ongoing research for new
product development, as well as the large scale testing necessary to
secure regulatory approvals, the Company in recent years has shifted its
focus to pursuing marketing and licensing opportunities for fully developed
products that have received patents and are ready for commercialization.

The Company's product line is led by CATRIX(R) Wound Dressing, a powder
derived from bovine cartilage that has been shown in clinical tests to
be effective, when topically applied, in the management of an array of
chronic lesions and burns, including decubitus ulcers, venous stasis
ulcers,and diabetic ulcers.  The product has been approved for sale by
the FDA and the Spanish Health Ministry.  Under an exclusive license,
Valeant Pharmaceuticals International is currently marketing Catrix Wound
Dressing in the European Market countries, and is awaiting regulatory
approval to commence commercialization in Russia, the Balkan States and
the CIS States.

Lescarden also derives revenue from a line of Catrix-based skin care
products targeting the Plastic Surgery, Dermatology and Spa markets.
Sales of two nutritional supplements, BIO-CARTILAGE(R) and a patented
glucosamine polymer, Poly-Nag(R), also contribute to the Company's overall
sales.


Critical accounting policies

Our discussion and analysis of our financial condition are based upon our
financial statements, which have been prepared in accordance with
accounting principles generally accepted in the United States of America.
The preparation of these financial statements requires us to make
estimates and judgments that affect the reported amounts of assets,
liabilities, revenues and expenses and related disclosure of contingent
liabilities. On an on going basis, we evaluate our estimates, including
those related to inventories and deferred income taxes. We based our
estimates on our historical experience, knowledge of current conditions
and our beliefs of what could occur in the future considering available
information. Actual results may differ from these estimates under
different assumptions or conditions. The Company believes the following
critical accounting policies affect its more significant judgments and
estimates used in the preparation of its financial statements.


Revenue recognition

Revenue from product sales is recognized upon shipment of the product
when title to the property transfers to the buyer as does the risk of
loss and collectibility of the sales price is reasonably assured.

Deferred license fees relate to license fees received from the company's
licenses which are amortized over the term of the license agreements.


Inventory Valuation

Inventories are valued at lower of cost, using first in first out method,
or market. We routinely evaluate the composition of our inventory and
identify slow-moving, excess, obsolete or otherwise impaired inventories.
Inventories identified as impaired are evaluated to determine if reserves
are required. Our evaluation is primarily based upon forecasted short-term
demand for the product.


Deferred Taxes

The Company records a valuation allowance to reduce its deferred tax
assets to the amount that is more likely than not to be realized. While
we consider historical levels of income, expectations and risks associated
with estimates of future taxable income and ongoing prudent and feasible
tax planning strategies in assessing the need for the valuation allowance,
in the event that we determine that we would be able to realize deferred
tax assets in the future an adjustment to the deferred tax asset would
increase income in the period such determination was made.


Three months ended November 30, 2006 compared to November 30, 2005

The Company's revenues decreased in the fiscal quarter ended November 30,
2006 compared to November 30, 2005 by 72% or $321,413 primarily due to
decreased sales of CATRIX(R) Wound Dressing to its major licensee in Europe.

In July 2006, the Company reached an agreement with Smith & Nephew; a
leader in the wound care market to distribute Catrix Wound Dressing in
Spain to general practioners and primary care physicians, leaving Valeant
Pharmaceuticals to cover the dermatology segment of the market.  Smith &
Nephew has extensive field experience and a solid reputation among
physicians it is already contacting. The Company believes this new
arrangement will help increase Spanish sales of the Wound Dressing.

It is anticipated, but can not be assured, that the license agreement with
Valeant Pharmaceuticals will be terminated during the fiscal third quarter,
ending February 28, 2007. This will allow the Company to pursue distribution
and licensing arrangements with organizations better capable of addressing
these markets.

In addition, the Company continues to work with licensees in the non-EU
countries and the Far East to obtain marketing and insurance reimbursement
approval necessary to facilitate large-scale use of the Company's products.

Total costs and expenses during the three months ended November 30, 2006
were 42% or $163,733 lower than those of the comparative prior year period.
The decrease was principally due to lower, cost of product sales of
$188,363 which was partially offset by an increase in insurance expense
of $14,166.


Six months ended November 30, 2006 compared to November 30, 2005

The Company's revenues decreased in the six months ended November 30, 2006
compared to November 30, 2005 by 74% or $684,632 primarily due to decreased
sales of CATRIX(R) Wound Dressing to its major licensee in Europe.

Total costs and expenses during the six months ended November 30, 2006
were 44% or $390,677 lower than those of the comparative prior year period.
The decrease was principally due to lower cost of product sales of
$386,189 and research and development of $20,397.


                      Liquidity and Capital Resources


Overview

The Company had a loss of $245,472 for the six months ended November 30,
2006 principally as the result of lower revenues.


Present Liquidity

As of November 30, 2006, the Company's current assets exceeded its accounts
payable and accrued expenses by $958,458.

The Company's cash and cash equivalents balance decreased by $353,303 in
the six months ended November 30, 2006 to $741,374.

The material direct costs related to the Catrix(R) Wound Dressing product
were incurred in periods prior to those presented. The estimated costs
necessary to support the product's development, other than to finance
significant inventory levels, is not expected to be significant.

The Company has no material commitments for capital expenditures at
November 30, 2006.


Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed
to ensure that information required to be disclosed in the Company's
filings under the Securities Exchange Act of 1934 is recorded, processed,
summarized and reported within the periods specified in the rules and forms
of the Securities and Exchange Commission. Such information is accumulated
and communicated to the Company's management, including its Chief Executive
Officer and Chief Financial Officer, as appropriate, to allow timely
decisions regarding required disclosure. The Company's management,
including the Chief Executive Officer and the Chief Financial Officer,
recognizes that any set of controls and procedures, no matter how well
designed and operated, can provide only reasonable assurance of achieving
the desired control objectives.

The Company has carried out an evaluation, under the supervision and with
the participation of the Company's management, including the Company's
Chief Executive Officer and the Company's Chief Financial Officer, of the
effectiveness of the design and operation of the Company's disclosure
controls and procedures. Based on such evaluation, the Company's Chief
Executive Officer and Chief Financial Officer concluded that the Company's
disclosure controls and procedures are effective as of the end of the
period covered by this quarterly report on Form 10QSB.

There have been no significant changes in the Company's internal controls
or in other factors that could significantly affect the internal controls
subsequent to the date of their evaluation in connection with the
preparation of this quarterly report on Form 10-QSB.



                              LESCARDEN INC.

                       Part II - Other Information




Item 6. Exhibits and Reports on Form 8-K

(A) Reports on Form 8-K: There were no reports on Form 8-K filed for the
three months ended November 30, 2006.



INDEX TO EXHIBITS

 31   Certification pursuant to Exchange Act Rule 13a - 14 (a)/15d-14(a)

 99.2 Certification pursuant to 18 U.S.C. Section 1350 as adopted
      pursuant to section 906 of the Sarbanes-Oxley Act of 2002










Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.





       LESCARDEN INC.
       (Registrant)




       Date: January 10, 2007

       S/William E. Luther
         William E. Luther
         President and
         Chief Executive Officer