UNITED
        STATES
 SECURITIES
        AND EXCHANGE COMMISSION
 Washington,
        DC 20549
 
 **FORM
        10-QSB**
 
 [X]
              Quarterly
                  Report pursuant to Section 13 or 15(d) of the Securities Exchange
                  Act of
                  1934For
                  the quarterly period endedMarch
                  31, 2006[
                  ]
              Transition
                  Report pursuant to 13 or 15(d) of the Securities Exchange Act of
                  1934For
                  the transition period_________to__________Commission
                  File Number:001-14297
 
 Davi
        Skin, Inc
 (Exact
        name of small business issuer as specified in its charter)
 
 Nevada
              86-0907471(State
                  or other jurisdiction of incorporation or organization)
              (IRS
                  Employer Identification No.)
 
 
 301
                  North Canon Drive, Suite 207, Beverly Hills, California
                  90210(Address
                  of principal executive offices)
 
 310-205-9907(Issuer’s
                  telephone number)301
                  North Canon Drive, Suite 328,
                Beverly
                  Hills, California 90210(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 Securities Exchange Act of 1934 during the preceding 12 months
        (or
        for such shorter period that the issuer was required to file such reports),
        and
        (2) has been subject to such filing requirements for the past 90 days [X]
        Yes [
        ] No
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act). [
        ] Yes
        [X] No
 
 State
        the
        number of shares outstanding of each of the issuer’s classes of common stock, as
        of the latest practicable date: 12,115,820  common
        shares as of May 1, 2006.
 
 Transitional
        Small Business Disclosure Format (check one): Yes [ ] No
        [X]
  1
 Table
            of Contents
  
 
 TABLE
                  OF CONTENTS
              PagePART
                  I - FINANCIAL INFORMATIONItem
                  1:
              Financial
                  Statements
              3Item
                  2:
              Plan
                  of Operation
              4Item
                  3:
              Controls
                  and Procedures
              13PART
                  II - OTHER INFORMATIONItem
                  1:
              Legal
                  Proceedings
              15Item
                  2:
              Unregistered
                  Sales of Equity Securities and Use of
                  Proceeds
              15Item
                  3:
              Defaults
                  Upon Senior Securities
              16Item
                  4:
              Submission
                  of Matters to a Vote of Security
                  Holders
              16Item
                  5:
              Other
                  Information
              16Item
                  6:
              Exhibits
              17
  2
 Table
            of Contents
  **PART
        I - FINANCIAL INFORMATION**
 
 **Item
        1.****Financial
        Statements**
 
 Our
        unaudited consolidated financial statements included in this Form 10-QSB
        are as
        follows:
 
 (a)
            Consolidated
                Balance Sheet as of March 31,
                2006. (b)
            Consolidated
                Statements of Operations for the three month
                periods ended March 31, 2006 and 2005, and from
                inception; (c)
            Consolidated
                Statements of Cash Flow for the three month
                periods ended March 31, 2006 and 2005, and from inception; (d)
            Notes
                to Consolidated Financial
                Statements. 
 These
        unaudited consolidated financial statements have been prepared in accordance
        with accounting principles generally accepted in the United States of America
        for interim financial information and the SEC instructions to Form 10-QSB.
        In
        the opinion of management, all normally recurring adjustments considered
        necessary for a fair presentation have been included. Operating results for
        the
        interim period ended March 31, 2006 are not necessarily indicative of the
        results that can be expected for the full year.


3
 Table
          of Contents




**DAVI
      SKIN, Inc.**


**(formerly
      MW Medical, Inc.)**


**(A
      Developmental Stage Company)**


**CONSOLIDATED
      BALANCE SHEET**


**(Unaudited)**




**As
                      of**
                    **March
                      31,**
                  
                  As
                        ofMarch 31,**CURRENT
                      ASSETS**
                  **2006**
                  
                  **2005**Cash
                  102,576
                  
                  1,921,750Certificate
                      of Deposit
                  2,705,352
                  
                  153,862Prepaid
                      Expenses
                  2,025Receivables**TOTAL
                      CURRENT ASSETS**
                  **2,809,953**
                  
                  **2,075,612**Fixed
                      Assets, net of depreciation of $22,829
                  43,097
                  
                  33,048Deposits
                  44,505
                  
                  3,700**TOTAL
                      ASSETS**
                  **2,897,554**
                  
                  **2,112,360****LIABILITIES
                      AND STOCKHOLDERS' EQUITY****Current
                      Liabilities**Accounts
                      Payable
                  46,343
                  
                  63,432Short
                      term notes payable
                  
                  
                  10,500Notes
                      Payable - related parties
                  235,000
                  
                  215,000Funds
                      received pending stock issuance
                  
                  
                  1,519,091**TOTAL
                      CURRENT LIABILITIES**
                  **281,343**
                  
                  **1,808,023****STOCKHOLDERS'
                      EQUITY****Preferred
                      stock;**$.001
                      par value; 10,000,000 sharesauthorized
                      and no shares issued and outstanding**Common
                      stock;**$.001 par value; 90,000,000 shares
                  12,116
                  
                  10,718authorized,
                      12,115,820 shares issued and outstandingAdditional
                      paid in capital
                  9,524,927
                  
                  4,251,334Additional
                      paid in capital - Warrants
                  456,610Accumulated
                      deficit during devemlopmental stage
                  (7,320,150)
                  
                  (3,957,715)Profit
                      (Loss) from OperationsPrepaid
                      consulting expense
                  (57,292)stock
                      subscriptions receivable**TOTAL
                      STOCKHOLDERS EQUITY**
                  **2,616,211**
                  
                  **304,337****TOTAL
                      LIABILITIES AND STOCKHOLDERS EQUITY**
                  **2,897,554**
                  
                  **2,112,360**
  See
        Accompanying Notes to Consolidated Financial Statements.


F-1
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          of Contents


**DAVI
        SKIN, Inc.**
 **(formerly
        MW Medical, Inc.)**
 **(A
        Developmental Stage Company)**
 **CONSOLIDATED
        STATEMENT OF OPERATIONS**
 **(Unaudited)**


**From
                  Inception****Three
                  Months Ended**
              
              **through****March
                  31**
              
              **March
                  31,****2006**
              
              **2005**
              
              **2006**Revenues
              26,535
              
              
              
              26,535Cost
                  of Revenues
              
              
              
              
              -Gross
                  Profit (Loss)
              26,535
              
              -
              
              26,535Operating
                  ExpensesSelling,
                  General & Admin
              227,870
              
              130,682
              
              1,665,334Depreciation
              5,022
              
              2,655
              
              23,756Consulting
                  Fees
              1,898,257
              
              138,479
              
              5,201,861Professional
                  Fees
              54,525
              
              46,725
              
              270,975Total
                  Operating Expenses
              2,185,674
              
              329,998
              
              7,161,926(Loss)
                  from Operations
              (2,159,139)
              
              (329,998)
              
              (7,135,391)Other
                  Income (Expenses)Prepaid
                  Consulting expense
              (11,458)
              
              
              
              (11,458)Interest
                  Expenses
              (5,000)
              
              (5,000)
              
              (35,005)Interest
                  Income
              7,521
              
              1,476
              
              47,289Loss
                  on sale of Assets
              
              
              
              
              (534)Sublease
                  rent
              13,000
              
              
              
              13,000Total
                  Other Income
              4,063
              
              (3,524)
              
              13,292Net
                  (Loss)
              (2,155,075)
              
              (333,521)
              
              (7,122,098)Basic
                  (loss) per common share
              (0.19)
              
              (0.03)Diluted
                  (loss) per common shareBasic
                  and diluted weighted averagecommon
                  share outstanding
              11,568,042
              
              10,521,806
  See
        Accompanying Notes to Consolidated Financial Statements.




F-2
 Table
          of Contents


**DAVI
        SKIN, Inc.**
 **(formerly
        MW Medical, Inc.)**
 **(A
        Developmental Stage Company)**
 **CONSOLIDATED
        STATEMENT OF CASH FLOWS**
 **(Unaudited)**


**From
                  date of inception****21-Mar-04****3
                  months ended**
              
              **3
                  months ended**
              
              **through****31-Mar-06**
              
              **31-Mar-05**
              
              **31-Mar-06****Operating
                  Activites**Net
                  (Loss)
              
              (2,155,075)
              
              (333,522)
              
              (7,122,098)Adjustments
                  to reconclie net (loss) tonet
                  cash used in operating activities :**Cash
                  used in operating activities**Prepaid
                  consulting expense
              
              11,458
              
              11,458
              
              57,292Stock
                  based compensation & expenses
              
              1,582,408
              
              -
              
              4,808,498Depreciation
                  and amortization
              
              5,022
              
              2,655
              
              23,755Accrued
                  Interest
              
              5,000
              
              5,000
              
              35,000Loss
                  on sale of fixed assets
              
              -
              
              -
              
              534**Changes
                  in Operating Assets and Liabilities**Prepaid
                  Expenses
              
              5,000
              
              9,375
              
              (2,025)Deposits
              
              (33,000)
              
              -
              
              (44,505)Accounts
                  Payable
              
              (21,458)
              
              24,272
              
              46,345Accounts
                  Receivable
              
              6,000
              
              -
              
              -**Net
                  Cash used by Operating Activities**
              
              (594,645)
              
              (280,762)
              
              (2,197,204)**Investing
                  Activities****Cash
                  flow from investing activities**Change
                  in certificate of deposit
              
              (802,396)
              
              159,090
              
              (2,501,352)sale
                  of fixed assets
              
              -
              
              -
              
              1,739purchase
                  of fixed assets
              
              -
              
              -
              
              (80,497)Net
                  cash used by investing activities
              
              (802,396)
              
              159,090
              
              (2,580,110)**Financing
                  Activities**Cash
                  flows from financing activities
              
              -
              
              -
              
              -Proceeds
                  from stock transactions
              
              1,496,000
              
              1,537,291
              
              4,679,890short
                  term notes payable
              
              -
              
              -
              
              -notes
                  payable related party
              
              -
              
              -
              
              200,000**Net
                  cash provided by financing activities**
              
              1,496,000
              
              1,537,291
              
              4,879,890**Net
                  change in cash and cash equivalents**
              
              98,959
              
              1,415,619
              
              102,576**Cash
                  at beginning of period**
              
              3,617
              
              506,131
              
              -**Cash
                  at end of period**
              
              102,576
              
              1,921,750
              
              102,576


See
      Accompanying Notes to Consolidated Financial Statements.






F-3
 Table
          of Contents




**DAVISKIN,
        INC.**
 (formerly
        MW Medical, Inc.)
 **(A
        Development State Company)**
  NOTES
        TO
        CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
  
 1.  BASIS
        OF
        PRESENTATION
 
 The
        accompanying unaudited consolidated financial statements of DaviSkin, Inc.
        ("Company") have been prepared in accordance with Securities and Exchange
        Commission requirements for interim financial statements. Therefore, they
        do not
        include all of the information and footnotes required by accounting principles
        generally accepted in the United States for complete financial statements.
        The
        financial statements should be read in conjunction with the Form 10-KSB of
        the
        Company for the year ended December 31, 2005.
 
 The
        interim financial statements present the balance sheet, statements of
        operations, stockholders' equity and cash flows of the Company. The financial
        statements have been prepared in accordance with accounting principles generally
        accepted in the United States.
 
 The
        interim financial information is unaudited. In the opinion of management,
        all
        normally recurring adjustments necessary to present fairly the financial
        position as of March 31, 2006 and the results of operations, stockholders'
        equity and cash flows presented herein have been included in the financial
        statements. Interim results are not necessarily indicative of results of
        operations for the full year.
 
 The
        preparation of financial statements in conformity with accounting principles
        generally accepted in the United States requires management to make estimates
        and assumptions that affect the reported amounts of assets and liabilities
        and
        disclosure of contingent assets and liabilities at the date of the financial
        statements and the reported amounts of revenues and expenses during the
        reporting period. Actual results could differ from those estimates.
 
 2.  DESCRIPTION
        OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT POLICIES
 
 Description
        of business. Davi
        Skin, Inc.,(referred to as the “Company”) is involved in the establishment and
        development of an all natural grape-based skin care line.
 
 History. On June
        21, 2004, the Company completed and closed a Plan of Merger and Reorganization
        Agreement (“Merger Transaction”) with DaviSkin, Inc. (“Davi”), a privately owned
        company, whereby both parties agreed that a subsidiary of the Company would
        merge into and with Davi and become a wholly owned subsidiary of the Company.
        As
        consideration for this merger transaction, the Company issued 9,768,327 shares
        of its common stock in exchange for all the outstanding common stock of Davi
        on
        a one-for-one share exchange basis. The Agreement further provided for Company’s
        officers and directors were to resign and the board of directors of Davi
        would
        become the board of directors for the Company. This transaction has been
        accounted for as a recapitalization or reverse merger whereby Davi would
        be
        considered the accounting acquirer, and the
  F-4
 Table
            of Contents
 **DAVISKIN,
          INC.**
 (formerly
          MW Medical, Inc.)
 **(A
          Development State Company)**
  NOTES
          TO
          CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
 accounting
        history of the acquirer would be carried forward as the history for the Company
        and no goodwill would be recorded. Accordingly, the accompanying financial
        statements reflect the history of Davi from its date incorporation of March
        21,
        2004 (incorporated in the State of Nevada). Prior to the merger transaction,
        the
        Company had 645,033 shares of its common stock outstanding, $1,922 in accounts
        payable, $200,000 in a note payable to a related party and no assets.
 
 Development
        Stage Company. The
        accompanying financial statements have been prepared in accordance with the
        Statement of Financial Accounting Standards No. 7 “Accounting and Reporting by
        Development-Stage Enterprises”. A development-stage enterprise is one in which
        planned principal operations have not commenced or if its operations have
        commenced, there has been no significant revenue there from.
 
 Going
        concern. The
        accompanying financial statements have been prepared on a going concern basis,
        which contemplates the realization of assets and the satisfaction of liabilities
        in the normal course of business. The Company has incurred cumulative net
        losses
        of $7,320,151 since its inception and may require additional capital for
        its
        operational activities. The Company’s ability to raise additional capital
        through the future issuances of the common stock is unknown. Obtaining
        additional financing and attaining profitable operations are necessary for
        the
        Company to continue operations. The ability to successfully resolve these
        factors raise substantial doubt about the Company’s ability to continue as a
        going concern. The consolidated financial statements of the Company do not
        include any adjustments that may result from the outcome of these aforementioned
        uncertainties.
 
 Definition
        of fiscal year. The
        Company’s fiscal year end is December 31.
 
 Use
        of
        estimates. The
        preparation of consolidated financial statements in conformity with accounting
        principles generally accepted in the United States requires management to
        make
        estimates and assumptions that affect the reported amounts of assets and
        liabilities and disclosure of contingent assets and liabilities at the date
        of
        the consolidated financial statements and the reported amounts of revenue
        and
        expenses during the reporting period. Actual results could differ from those
        estimates.
 
 Revenue
        recognition. Revenues
        are recognized when services are rendered and/or delivered. Costs and expenses
        are recognized during the period in which they are incurred.
 
 Cash
        and Cash Equivalents. The
        Company considers all highly liquid short-term investments, with original
        maturities of three months or less, to be cash equivalents. Such cash
        equivalents generally are part of the Company’s cash management activities
        rather than part of its operating, investing, and financing activities. Changes
        in the market value of cash equivalents result in gains or losses that are
        recognized in the income statement in the period in which they
        occur.
  F-5
 Table
            of Contents
 
 **DAVISKIN,
          INC.**
 (formerly
          MW Medical, Inc.)
 **(A
          Development State Company)**
  NOTES
          TO
          CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
 Fixed
        assets. Fixed
        assets are stated at cost less accumulated depreciation. Depreciation is
        provided principally on the straight-line method over the estimated useful
        lives
        of the assets, which are generally 3 to 10 years. The cost of repairs and
        maintenance is charged to expense as incurred. Expenditures for property
        betterments and renewals are capitalized. Upon sale or other disposition
        of a
        depreciable asset, cost and accumulated depreciation are removed from the
        accounts and any gain or loss is reflected in other income
        (expense).
 
 The
        Company periodically evaluates whether events and circumstances have occurred
        that may warrant revision of the estimated useful life of fixed assets or
        whether the remaining balance of fixed assets should be evaluated for possible
        impairment. The Company uses an estimate of the related un-discounted cash
        flows
        over the remaining life of the fixed assets in measuring their
        recoverability.
 
 Fair
        value of financial instruments .
        Statement of Financial Accounting Standards (“SFAS”) No. 107, “Disclosure About
        Fair Value of Financial Instruments”, requires the Company to disclose, when
        reasonably attainable, the fair market values of its assets and liabilities
        which are deemed to be financial instruments. The carrying amounts and estimated
        fair values of the Company’s financial instruments approximate their fair value
        due to their short-term nature.
 
 Earnings
        (loss) per share - Basic
        earnings (loss) per share exclude any dilutive effects of options, warrants
        and
        convertible securities. Basic earnings (loss) per share is computed using
        the
        weighted-average number of outstanding common shares during the applicable
        period. Diluted earnings (loss) per share is computed using the weighted-average
        number of common and common stock equivalent shares outstanding during the
        period. Common stock equivalent shares are excluded from the computation
        if
        their effect is anti-dilutive. Stock options & warrants representing
        1,868,333 common shares were excluded from the computation because the effect
        was anti-dilutive. Stock option are anti-dilutive when the results from
        operations are a net loss, as is the case for the for the period ended March
        31,
        2006 and from inception to March 31, 2006, or when the exercise price of
        the
        options is greater than the average market price of the common stock for
        the
        period.
 
 Income
        taxes. The
        Company accounts for its income taxes in accordance with Statement of Financial
        Accounting Standards No. 109 “Accounting for Income Taxes”, which requires
        recognition of deferred tax assets and liabilities for future tax consequences
        attributable to differences between the financial statement carrying amounts
        of
        existing assets and liabilities and their respective tax bases and tax credit
        carry-forwards. Deferred tax assets and liabilities are measured using enacted
        tax rates expected to apply to taxable income in the years in which those
        temporary differences are expected to be recovered or settled. The effect
        on
        deferred tax assets and liabilities of a change in tax rates is recognized
        in
        income in the period that includes the enactment date.
 
 As
        of
        March 31, 2006, the Company has available net operating loss carryovers of
        approximately $ 7,320,151 that will expire in various periods through 2024.
        Such
        losses may not be fully deductible due to the significant amounts of non-cash
        service costs. The
  F-6
 Table
            of Contents
 **DAVISKIN,
          INC.**
 (formerly
          MW Medical, Inc.)
 **(A
          Development State Company)**
  NOTES
          TO
          CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
 Company
        has established a valuation allowance for the full tax benefit of the operating
        loss carryovers due to the uncertainty regarding realization.
 
 Comprehensive
        income (loss) .
        The
        Company has no components of other comprehensive income. Accordingly, net
        loss
        equals comprehensive loss for all periods.
 
 Advertising
        costs .
        Advertising costs incurred in the normal course of operations are expensed
        as
        incurred. No advertising costs have been incurred from March 21, 2004 (date
        of
        inception) through March 31, 2006.
 
 Stock-based
        compensation - The
        Company applies Accounting Principles Board (“APB”) Opinion No. 25, “Accounting
        for Stock Issued to Employees, and Related Interpretations,” in accounting for
        stock options issued to employees. Under APB No. 25, employee compensation
        cost
        is recognized when estimated fair value of the underlying stock on date of
        the
        grant exceeds the exercise price of the stock option. For stock options and
        warrants issued to non-employees, the Company applies SFAS No. 123,”Accounting
        for Stock-Based Compensation,” which requires the recognition of compensation
        cost based upon the fair value of stock options at the grant date using the
        Black-Scholes option pricing model.
 
 The
        Board
        of Directors administers the Company’s stock option plan which provides for the
        granting of rights to purchase shares to the Company’s directors (including
        non-employee directors), executive officers, key employees, and outside
        consultants. As of December 31, 2005, all options issued under this plan
        were
        issued to non-employee outside consultants. No options have been issued to
        employees. The Board of Directors sets the vesting period and exercise price
        per
        issuance basis as determined by the purpose of the individual issuance.
 
 On
        November 1, 2005, the Company entered into an employment agreement (“Agreement”)
        with its President. The term of the Agreement is for two years with an annual
        salary of $120,000. The Agreement provides for bonuses to its President based
        upon financial performance of the Company to be determined at the sole
        discretion of the Company’s Board of Directors after consultation with its
        President. The Agreement also provides for equity based compensation to purchase
        up to 1,250,000 shares of the Company’s common stock (“Stock Options”) at a
        purchase price of $0.25 per share. The Stock Options will vest as follows:
        250,000 shares upon execution of the Agreement; 500,000 shares on March 1,
        2006;
        and 250,000 shares on each March 1, and June 1, 2006. The estimated fair
        value
        of the Stock Options have been determined using Black-Scholes option pricing
        model using the following assumptions:
 
 exercise price of
              $0.25,closing stock price on date of the
                Agreement
                of
              $3.50historical stock price volatility
                of
              77%risk free interest rate of
              3.50%dividend yield of
              0% and 3 year
                term.
  F-7
 Table
            of Contents
  **DAVISKIN,
          INC.**
 (formerly
          MW Medical, Inc.)
 **(A
          Development State Company)**
  NOTES
          TO
          CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
  The
        estimated fair value of the Stock Options totaled $4,102,537, which will
        be
        expensed over the vesting period. Through the period ended March 31, 2006,
        the
        Company recorded an expense related to the Stock Options totaling
        $3,868,107.
 
 In
        order
        to determine compensation on options issued to consultants, as well as fair
        value disclosures for employees options, the fair value of each option granted
        is estimated on the date of grant using the Black-Scholes option-pricing
        model.
        The Company estimates the requisite service period used in the Black-Scholes
        calculation based on an analysis of vesting and exercisability conditions,
        explicit, implicit, and/or derived service periods, and the probability of
        the
        satisfaction of any performance or service conditions. The Company also
        considers whether the requisite service has been rendered when recognizing
        compensation costs. The Company does not consider market conditions to be
        vesting conditions and an award is not deemed to be forfeited solely because
        a
        market condition is not satisfied.
 
 In
        December 2003, the FASB issued SFAS No. 148, "Accounting for Stock-Based
        Compensation-Transition and Disclosure". SFAS No. 148 amends the transition
        and
        disclosure provisions of SFAS No. 123. The Company is currently evaluating
        SFAS
        No. 148 to determine if it will adopt SFAS No.123 to account for employee
        stock
        options using the fair value method and, if so, when to begin transition
        to that
        method.
 
 3.
        RELATED PARTY TRANSACTIONS
 
 The
        Company owes $200,000 to the former President of MW Medical. The note was
        originally due December 31, 2004 and carries an interest rate of 10% per
        annum.
        Accordingly, interest of $35,000 has been recorded. The creditor had agreed
        to
        extend the due date of the note until December 31, 2005. The note is currently
        in default and the Company is in discussions to extend that date.
 
 4.
        STOCK
        ACTIVITY
 
 On
        March
        27, 2006, The Company closed a Stock Purchase Agreement with Artist House
        Holdings, Inc. Under the Stock Purchase Agreement, Artist House has agreed
        to
        purchase 283,333 of our “Securities Units,” consisting of 566,667 shares of
        common stock and a warrant to purchase an additional 283,333 shares of common
        stock at $4.50 per share exercisable in 24 months, in exchange for $1,700,000
        less $204,000 in fees for a net of $1,496,000 in cash; an effective price
        of
        $3.00 per share. Under the terms of the agreement, The Company must file
        a
        registration statement for the 566,667 shares of common stock within 45 days.
        Any failure to file this registration statement within the time frame described
        will cause The Company to incur a late fee of 1,000 shares per day to be
        issued
        to Artist House.
 
 The
        warrants issued in the above mentioned investment were valued at $275,737
        using
        the Black-Scholes option pricing model and is described as ”Additional paid in
        capital - warrants” in the stockholders’ equity section of the balance sheet.
        The following table summarizes the assumptions used in arriving at the
        valuation:
  F-8
 Table
            of Contents
 
 **DAVISKIN,
          INC.**
 (formerly
          MW Medical, Inc.)
 **(A
          Development State Company)**
  NOTES
          TO
          CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
   Number of warrants issued
                283,333Stock price at grant date
                $ 1.50Exercise price
                $ 4.50Term
                24 monthsVolatility
                283,333 warrants at 173%Annual rate of quarterly dividends
                0.00%Discount Rate-Bond Equivalent Yield
                3.50%
  5.
        EQUITY
        SECURITIES OFFERINGS
 
 There
        are
        currently no active equity offerings from The Company.
 
 6.
SUBSEQUENT
        EVENTS 
 1)
          During
          Q1, 2006, the Company entered into a 3 month consulting agreement with
          Patrick
          Pflipsen to provide management and operational support.  Mr. Pflipsen will
          receive $4,000 per month in compensation and options to
          acquire 50,000 shares of the Company's common stock at  an option
          price of  $.26  per share  for his
          participation.
 
 2)
          During
          May, 2006, the Company filed an SB-2  registration statement
          as required by the terms of the Artist House investment agreement.
 
 3)
          During
          May, 2006, the Company has undertaken steps to hold a shareholder meeting
          and
          vote on the appointment of 4 proposed new board members.  Mr. Tim Mondavi,
          Mr. Taro Yamakawa, Mr. Takashi Kusube and Mr. Yuzuru Kawabata have been
          nominated to be elected to the board of directors.  The shareholder meeting
          will be held during June, 2006 in Los Angeles, CA.
 F-9
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 **Item
          2.      Plan of
          Operation**
 
 **Forward-Looking
          Statements**
  Historical
          results and trends should not be taken as indicative of future operations.
          Management’s statements contained in this report that are not historical facts
          are forward-looking statements within the meaning of Section 27A of the
          Securities Act of 1933, as amended, and Section 21E of the Securities and
          Exchange Act of 1934 (the “Exchange Act”), as amended. Actual results may differ
          materially from those included in the forward-looking statements. We intend
          such
          forward-looking statements to be covered by the safe-harbor provisions
          for
          forward-looking statements contained in the Private Securities Litigation
          Reform
          Act of 1995, and are including this statement for purposes of complying
          with
          those safe-harbor provisions. Forward-looking statements, which are based
          on
          certain assumptions and describe our future plans, strategies and expectations,
          are generally identifiable by use of the words “believe,” “expect,”
“intend,” “anticipate,” “estimate,” “project,” “prospects,” or similar
          expressions. Our ability to predict results or the actual effect of future
          plans
          or strategies is inherently uncertain. Factors which could have a material
          adverse affect on the operations and our future prospects on a consolidated
          basis include, but are not limited to: changes in economic conditions,
          legislative/regulatory changes, availability of capital, interest rates,
          competition, and generally accepted accounting principles. These risks
          and
          uncertainties should be considered in evaluating forward-looking statements
          and
          undue reliance should not be placed on such statements. Further information
          concerning our business, including additional factors that could materially
          affect our financial results, are included in this discussion and in our
          other
          filings with the Securities and Exchange Commission.
 
 **Plan
          of Operation**
 
 We
          were
          incorporated on December 4, 1997, as MW
          Medical, originally a wholly owned subsidiary of Dynamic Associates,
          Inc .
          On June
          21, 2004, we completed and closed a Plan of Merger and Reorganization Agreement
          (“Merger”) with Davi Skin, Inc., an unrelated, privately-held Nevada
          corporation. That business
          was founded by the chairman of our board of directors, Mr. Carlo Mondavi,
          in
          March of 2003 with his vision of creating an all-natural grape-based luxury
          skin
          care line.
 
 As
          a
          result of the merger, our primary business has been the establishment and
          development of a natural grape-based skin care line. Our plan has been
          to
          develop, manufacture and market a line of skin care products in the luxury
          segment of the skin care product market. Unfortunately, the development
          of our
          planned skin care line has taken longer and been more costly than originally
          anticipated by management. As a result, with addition of our new President,
          Mr.
          Joseph Spellman, in October 2005, we have formulated an expanded business
          plan
          that integrates our original goals with related business opportunities
          management believes will assist us in generating income more quickly and
          efficiently. Specifically, our
          management and board of directors has recently initiated a line of business
          around licensing the Mondavi name in a luxury branding approach. It is
          our
          intent to leverage our Board Chairman’s highly visible and well-respected
          Mondavi name into other market categories as well as to acquire new brands
          and
          intellectual properties to own, develop and license in the luxury category,
          while continuing to develop our original luxury skin care products. For
          clarity we have divided our description of these broader business opportunities
          into a separate section below under the heading of Licensing Agent.
 
 To
          date,
          we have not completed the development of any products for our skin care
          product
          business. We do not have any agreements to manufacture, market or distribute
          our
          planned skin care products. We have entered into one licensing agreement
          for the
          development of a Robert Mondavi branded line of stemware for Waterford
          Wedgewood
          USA, Inc., which agreement resulted in revenue of $25,000 in
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  the
          period ending March 31, 2006. This represents our first revenues received
          from
          any line of business.
 
 ***Skin
          Care Line***
 
 P lanting
          techniques at select vineyards that we plan to utilize exclusively, produce deeper
          vines with a lower yield of grapes per vine. After processing, these grapes
          yield higher
          concentrations of minerals, vitamins, and nutrients than grapes from other
          vineyards. Many of the minerals, vitamins and nutrients are found in a
          by-product of the wine making process called the pomace. Additionally,
          the
          uniquely long maceration process to which these grapes are subjected yield
          polyphenols in relatively high quantity.  Polyphenols
          are the free
          radical scavengers that, among other things, help to protect collagen and
          elastin fibers and prevent the destruction of hyaluronic acid in the
          skin.  Management
          believes that the use of this pomace among other unique ingredients will
          allow
          for the creation of a skincare line that can help fight
          the
          visible signs of premature aging.
 
 a.  The
          Skin
          Care Market
 
 The
          skin
          care market can be divided into four distinct segments: (a) Luxury; (b)
          Prestige; (c) Masstige; and (d) Mass. The following is a brief discussion
          of
          each of these segments.
 
 Luxury
 
 The
          luxury segment of the skin care market involves high-end products, sold
          in
          department stores such as Neiman Marcus, Barneys and Saks Fifth Avenue.
          Skin
          crème products in this market segment will generally be priced over $70.
          Examples of product lines sold in these markets, include La Prairie, Sisley,
          Crème de la Mer and Aqua di parma. We are planning to position our products
          in
          this market.
 
 Prestige
 
 The
          prestige segment of the skin care market involves quality products, sold
          in wide
          distribution through department stores, brand stores and specialty stores
          such
          as Sephora and Ultra. Examples of product lines sold in these markets include
          Lancôme, Estee Lauder, L’Occitane and Caudalie.
 
 Masstige
 
 The
          masstige segment of the skin care market involves discounted products sold
          primarily in drug stores, high-end discount stores such as Target and Kohl’s and
          select department stores. Direct sales distributions are also often considered
          to involve masstige product sales. Skin crème products in this market segment
          are generally priced below the prestige segment, but higher than the mass
          segment. This market segment is identified by a higher perceived brand
          image
          based on quality, effectiveness and style, and includes product lines such
          as
          Neutrogena, L’Oreal and Olay.
 
 Mass
 
 The
          mass
          segment of the skin care market involves products sold in grocery and drug
          stores. These products are generally priced at the lower end of market
          and this
          segment of the market includes product lines such as Dove, Herbal Essence,
          and
          Aveeno.
 
 b.  Development
          of Skin Care Products
 
 We
          are
          still in the development process, which we see as involving two basic phases:
          (1) creating the
  5
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  products
          with a formulator; and (2) testing the formulations as they are
          developed.
 
 Formulation
 
 We
          have a
          contract with a formulator to create a series of skin crème products, including
          the following:
 
 i.
              Cleanser; ii.
              Facial
                  Scrub; iii.
              Eye
                  Cream; iv.
              Revitalizing
                  Moisturizer; v.
              Daily
                  Moisturizer with an SPF rating for sun protection; vi.
              Intensive
                  treatment serum; vii.
              Purifying
                  Clay Mask; viii.
              Toner;
                  and ix.
              Lip
                  Treatment. 
 We
          have
          developed formulations for our products using a proprietary bio complex
          blend of
          10 different raw materials, which are consistent across all of the products
          we
          are developing. The key items are the materials containing the anti-oxidant
          properties that are believed to help fight free radical damage caused by
          sunlight, stress and other environmental factors. Other key ingredients
          used in
          these formulas have been selected for their efficacy in helping to correct
          existing damage and thereby also supporting our anti-aging goals.
 
 We
          are
          currently in the process of testing our new products with our formulator
          and
          making adjustments to the formulations where necessary. Our goal is to
          create an
          end product that provides consumers with a pleasurable sensory experience,
          most
          particularly smell and touch, along with the anti-aging cosmetic results
          we plan
          to promote.
 
 We
          consider these formulations as they are being developed and tested to be
          proprietary, and thus have been and will remain vigilant in protecting
          the
          details of our developing product mix.
 
 As
          the
          products are expected to be sold over the counter, we do not anticipate
          needing
          or obtaining any Federal Food and Drug Administration approvals and we
          do not
          plan on doing any clinical testing of any kind. The products containing
          SPF or
          any other over the counter ingredients, however, will need to meet FDA
          testing
          regulations and the global standards for sales in countries other than
          the
          United States.
 
 Manufacture
 
 Once
          the
          formula is fixed for each product, the manufacturer will create a commercial
          batch of each product, bottle and package the products for us. We are also
          in
          the process of choosing all the peripheral items involved in the manufacturing
          and marketing process, including:
 
 i.
              the
                  shape and size of the product containers; ii.
              the
                  types of caps; iii.
              the
                  packaging; iv.
              the
                  logo and label designs; and v.
              unit
                  cartons. 
 c.  Marketing
          and Distribution
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 Currently,
          we have no distribution agreements; however, we have contacted a number
          of
          distributors and retailers and are exploring several different methods
          of
          marketing the products once manufactured. In general, we are hoping to
          start
          manufacturing and marketing our products to consumers through high-end
          retailers
          and distributors. We now anticipate that we will not be able to introduce
          these
          products to market until at least the third quarter of 2006. We originally
          had
          expected to launch our skin care line of products during 2005; however,
          w e
          are now
          in negotiations with major international cosmetic companies with the idea
          of
          creating a strategic alliance exclusively with one of them for licensing
          and/or
          distribution. This alliance would immediately relieve our small company
          of the
          very large financial burdens associated with financing and marketing. The
          proposed alliance would enable us to capitalize on already established
          distribution and marketing contracts. The alliance would run parallel to
          our
          going directly to retailers as previously indicated. Management believes this will help establish us in the marketplace as a
          quality
          provider of skin crème products.
  d.  Competition
 
 Among
          all
          the brands found in this industry, we consider our closest competitor to
          be
          Caudalie. Caudalie is a French spa and skincare line that reflects our
          product
          concept and closely resembles our proposed product line. The creators behind
          Caudalie are wine makers with a family vineyard located in the wine region
          of
          France. The concept of the Caudalie product line, like ours, is an extrapolation
          on the benefits of the antioxidants and polyphenols found mainly in grape
          seeds.
          The advantage of Caudalie over our proposed product in the marketplace
          at this
          time is two fold: (a) they have been on the market for over a decade and
          have
          grown to be a global brand with distribution outlets all over the world;
          and (b)
          they serve a larger target audience with a lower price point than we anticipate.
 
 The
          prime
          difference between Caudalie and our proposed product line is expected to
          be
          based on the market segment and quality of ingredients that will be included
          in
          our products. Unlike Caudalie, who is segmented in the *prestige* market,
          we expect our product line to be sold in the *luxury* market.
          We further expect our brand will use only the highest quality ingredients
          available, including wine extract, a highly concentrated preparation of
          antioxidant polyphenols. We have also created our own proprietary bio-delivery
          complex that encapsulates a variety of selected antioxidant ingredients
          to be
          effectively delivered directly to the skin without compromising their integrity.
          We are also creating and using our own uniquely innovative raw materials
          derived
          from the wine making process as opposed to only using commercially available
          raw
          materials. Our product line will also be packaged in high quality containers
          with inviting labels, versus the lesser quality plastic tubes and bottles
          used
          by Caudalie.
 
 Other
          brands with similar lifestyle stories include SKII, Creme de la Mer and
          L’Occitane. These brands share the theme of being derived from nature and
          generally having a named or unnamed individual who was inspired by the
          benefits
          of certain raw materials. For example, the secret formula behind SKII is
          their
“Pitera”, a yeast extract discovered by a monk who noticed the wonderfully
          youthful hands of workers who make Sake. These brands have revealed their
          stories and their inspirations by creating product lines where customers
          are
          invited to share in their innovations.
 
 ***Licensing
          Agent***
 
 In
          view
          of the difficulties we have incurred in developing and bringing our planned
          skin
          care line to market, our management team has been
          searching for other business opportunities that would allow us to diversify
          and
          generate quicker sources of revenue.
 
 In
          order
          to accomplish this result, our management and board of directors has decided
          to
          operate a line of business around licensing the Mondavi name in a luxury
          branding approach. It is our intent to leverage our Board Chairman’s highly
          visible and well-respected Mondavi name into other market
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  categories
          as well as to acquire new brands and intellectual properties to own, develop
          and
          license in the luxury category, while continuing to develop our original
          luxury
          skin care products.
 
 In
          doing
          so, we expect to house a number of distinct intellectual properties, trademarks,
          copyrights and licenses of the various operating businesses we are either
          able
          to acquire or with whom we can partner. Each arrangement is likely to be
          unique
          and result in our owning anywhere from 0% to 100% of the business. Depending
          on
          the circumstances surrounding each agreement, we could opt to fund these
          operational companies or enter into a joint venture with them. We, as the
          holding company will receive monies from all licenses which use the Mondavi,
          Davi and Carlo Mondavi names, among other intellectual property we may
          develop.
 
 As
          our
          first step to further our new objective, we entered into an agreement with
          Constellation Brands Group (“CBG”),
          the parent entity of The Robert Mondavi Corporation (“RMC”). RMC has retained us
          to act as their licensing agent in agreements with Waterford Wedgewood
          USA, Inc.
          (“Waterford”) on the development of a Robert Mondavi stemware line. CBG owns
          certain intellectual property rights held in RMC, including the valued
          Robert-Mondavi licensed marks (the “Intellectual Property”), and we have been
          engaged to: (1) negotiate opportunities with Waterford to license the
          Intellectual Property with Waterford’s stemware products, (2) develop and
          implement strategic plans for branding Waterford’s products, and (3) facilitate
          the terms and conditions of any agreements with Waterford. In exchange,
          CBG has
          agreed to compensate us with a revenue share of one-third (33 -1/3%) of
          the
          gross revenues collected in any agreement we establish with Waterford.
          Gross
          revenues means the gross receipts actually received from any agreement
          with
          Waterford, including without limitation advance payments, minimum guarantees,
          royalty payments and other license fees.
  We
          received a one-time $25,000 signing bonus for the successful negotation
          and
          execution of the Constellation licensing arrangement.  Per the terms of the
          agreement we do not expect significant revenues from this agreement to
          begin
          until the first quarter of 2007.
  Under
          the
          terms of the investment from Artist House, Artist House became a licensee
          of
          Davi to help market and distribute our products in Japan. Under the terms
          of the
          agreement, Artist House will facilitate the terms and conditions of any
          agreements with Davi. In exchange, Davi has agreed to compensate Artist
          House
          with a revenue share of one-third (33 -1/3%) of the gross revenues collected
          in
          any agreement we establish with Artist House.
 
 Management has
          learned that certain parties have applied for our trademark in Japan, and
          believes those parties are obligated to transfer that trademark to us. We
          have begun that process. Failure to recapture that trademark could have a
          material impact on our financial performance.
 
 a.  Business
          Development
 
 As
          part
          of our effort to generate revenue from licensing intellectual
          property ,
          we are
          seeking opportunities to acquire small companies in related businesses.
          Any
          acquisition we enter into at this point is expected to bring new capital
          and new
          opportunities with it; thereby offsetting our current corporate overhead
          and
          maximizing our ability to pursue future opportunities.
 
 b.  Sub-Agencies
 
 We
          recently entered into a Stock Purchase Agreement with Artist House Holdings,
          Inc. in which Artist House invested an additional $1,700,000 into our stock
          and
          we received $1,496,000 after payment of a finder's fee.  As part of this
          agreement, we have agreed that Artist House Holdings, Inc. will be made
          our
          licensing agent in Japan. In this way we expect to create a more global
          presence
          and thereby generate additional revenues.
 
 c.  Competition
 
 Competition
          for our proposed new venture of housing various luxury brands under one
          parent
          company
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  are
          Louis
          Vuitton, Moet Hennesey and Gucci Group. These competitors focus mainly
          on brands
          that tend to complement their already existing line of business, while
          we are
          intending to focus on luxury brands in all areas of daily living. We feel
          that
          there are numerous companies that are available for acquisition or partnering
          who would ultimately be considered too small for our competition to acquire.
          We
          anticipate that such acquisitions will complement our licensing efforts
          related
          to the Mondavi and Davi names.
 
 **Planned
          Purchases of Equipment**
 
 We
          do not
          anticipate purchasing any real property or significant equipment during
          the next
          twelve (12) months.
 
 **Employees**
 
 On
          April
          18, 2006, Ms. Margaret Robley resigned as our Chief Financial Officer.
          There was
          no known disagreement with Ms. Robley on any matter relating to our operations,
          policies or practices. Effective as of May 11, 2006, one of our directors,
          Mr.
          Josh LeVine, agreed to serve as our interim CFO until a permanent replacement
          may be found.
 
 On
          June
          1, 2006, we expect to appoint Theodore Lanes as our Chief Financial
          Officer.  Mr. Lanes has been acting in a consulting capacity to the Company
          for the past 2 months.  The final compensation package for Mr. Lanes has
          not yet been approved by the board.
  We
          currently have only one full-time administrative employee and three officers
          of
          the company on our payroll. The majority of our administrative requirements
          are
          handled by outside sources. Our employees are not represented by labor
          unions or
          collective bargaining agreements and our only key employee is Mr. Carlo
          Mondavi,
          our founder and chairman of our board of directors.
 
 **Executive
          Advisory Board**
 
 Our
          board
          of directors has created a blue ribbon Executive Advisory Board, assembled
          to
          assist our officers in making certain high level planning decisions. While
          the
          members of the Executive Advisory Board have no authority over our business
          operations, the board anticipates that their input will provide great value
          to
          our executives in their decision making process. This advisory board includes
          the following persons along with a brief description of their business
          background:
 
 **Robert
          G. Mondavi** is the
          Founder and Chairman Emeritus of Robert Mondavi Winery. At the age of 90,
          Mr.
          Mondavi is a global emissary of American food and wine. He is also currently
          active as a major benefactor of cultural and educational institutions,
          including
          Copia, an American center for Wine Food and the Arts; and the University
          of
          California at Davis, establishing the Robert Mondavi Institute for Wine
          and Food
          Science.
 
 **Timothy
          J. Mondavi** is the
          Vice Chairman and Winegrower for Robert Mondavi Winery. In this role, Mr.
          Mondavi leads the winegrowing team at the winery in setting the style and
          vision
          for every wine made. Mr. Mondavi graduated from the University of California
          at
          Davis in 1974.
 
 **R.
          Michael Mondavi** is the
          former President and CEO of Robert Mondavi Winery. Mr. Mondavi has been
          active
          since 1966 as a winemaker and spokesperson for the winery and the wine
          making
          industry, traveling extensively on behalf of the business and
          industry.
 
 **Jean-Marc
          Benet** grew
          up
          in the beauty industry. His father, Andre Benet, was the founder of Decleor,
          a
          Paris-based botanical professional skincare company. The Benet Family acquired
          Darphin, which at the time has a small skincare line based on aromatherapy
          and
          natural plant extracts. Over the last decade, the Bene family has grown
          Darphin
          to a full professional and retail skincare line with over 90 products.
          Today the
          company is dedicated to the development, manufacturing and marketing of
          prestige
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  skin
          care
          and makeup products. Under the guidance of Jean-Marc Benet and his family,
          Darphin has grown from $500,000 in annual sales to in excess of $50,000,000
          in
          annual sales and is currently sold in over 60 countries around the world.
          Estee
          Lauder acquired Darphin in 2003. Jean-Marc has remained on as General Manager
          for Darphin USA.
 
 **Jerry
          LeVine** is a
          partner with Grobstein, Horwath & Company LLP. He is a Certified Public
          Accountant with more than 30 years experience. Mr. LeVine specializes in
          providing accounting and auditing services to both private and publicly
          held
          companies. Mr. LeVine is a graduate from California State University, Northridge
          and is a member of the AICPA and the California Society of Certified Public
          Accountants.
 
 **Assets**
 
 Our
          total
          assets as of March 31, 2006 were $2,897,554.
          Our assets largely consist of cash in the amount of $102,576 and a certificate
          of deposit in the amount of $2,705,352. Our total assets as of March 31,
          2005,
          were $2,112,360, including cash and certificates of deposit in the combined
          amount of $2,075,612. The increase in our assets for the period ending
          March 31,
          2006, is a result of our sales of additional common stock through the private
          placements.
 
 **Liabilities
          and Stockholders Deficit**
 
 Our
          total
          liabilities as of March 31, 2006 were $281,343. Our liabilities consisted
          of (i)
          accounts payable in the amount of $46,343, and (ii) $200,000 in convertible
          notes payable to a related party, namely our former President. The accrued
          interest on the note payable is $35,000, including $5,000 accrued in this
          reporting period. The note was originally issued in March of 2003. It came
          due,
          after extensions, on December 31, 2005 and remains unpaid.
 
 **Liquidity
          and Capital Resources**
 
 As
          of
          March 31, 2006, we had total current assets consisting of cash and certificates
          of deposit in the combined amount of $2,809,953. As
          of
          March 31, 2005, we had current assets consisting of cash and certificates
          of
          deposit in the combined amount of $2,075,612. The increase in our cash
          position
          from the period ending March 31, 2005, is primarily attributable to the
          sales of
          common stock in our private equity offering.
 
 We
          expect
          that our current cash on hand will be sufficient to fund our operations
          for
          approximately the next twelve (12) months and meet our requirements for
          completing our product, packaging, and marketing.
 
 **Off
          Balance Sheet Arrangements**
 
 As
          of
          March 31, 2006, there were no off balance sheet arrangements.
 
 **Going
          Concern**
 
 We
          may
          require additional capital for our operational activities and our ability
          to
          raise capital through future issuances of common stock is unknown. Obtaining
          additional financing and attaining profitable operations are necessary
          for us to
          continue operations. These factors, among others, raise substantial doubt
          about
          our ability to continue as a going concern. The unaudited consolidated
          financial
          statements do not include any adjustments that may result from the outcome
          of
          these aforementioned uncertainties.
 
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  **Critical
          Accounting Policies**
 
 In
          December 2001, the SEC requested that all registrants list their three
          to five
          most “critical accounting polices” in the Management Discussion and Analysis.
          The SEC indicated that a “critical accounting policy” is one which is both
          important to the portrayal of a company’s financial condition and results, and
          requires management’s most difficult, subjective or complex judgments, often as
          a result of the need to make estimates about the effect of matters that
          are
          inherently uncertain. We believe that the following accounting policies
          fit this
          definition:
 
 Revenue
          recognition. Revenues
          are recognized when services are rendered and/or delivered. Costs and expenses
          are recognized during the period in which they are incurred.
 
 Stock-based
          compensation - We
          apply Accounting Principles Board (“APB”) Opinion No. 25, “Accounting for Stock
          Issued to Employees, and Related Interpretations,” in accounting for stock
          options issued to employees. Under APB No. 25, employee compensation cost
          is
          recognized when estimated fair value of the underlying stock on date of
          the
          grant exceeds the exercise price of the stock option. For stock options
          and
          warrants issued to non-employees, we apply SFAS No. 123,”Accounting for
          Stock-Based Compensation,” which requires the recognition of compensation cost
          based upon the fair value of stock options at the grant date using the
          Black-Scholes option pricing model.
 
 Our
          Board
          of Directors administers our stock option plan which provides for the granting
          of rights to purchase shares to our directors (including non-employee
          directors), executive officers, key employees, and outside consultants.
          As of
          December 31, 2005, all options issued under this plan were issued to
          non-employee outside consultants. No options have been issued to employees.
          Our
          Board of Directors sets the vesting period and exercise price per issuance
          basis
          as determined by the purpose of the individual issuance.
 
 On
          November 1, 2005, we entered into an employment agreement (“Agreement”) with our
          President. The term of the Agreement is for two years with an annual salary
          of
          $120,000. The Agreement provides for bonuses to our President based upon
          our
          financial performance to be determined at the sole discretion of our Board
          of
          Directors after consultation with our President. The Agreement also provides
          for
          equity based compensation to purchase up to 1,250,000 shares of our common
          stock
          (“Stock Options”) at a purchase price of $0.25 per share. The Stock Options will
          vest as follows: 250,000 shares upon execution of the Agreement; 500,000
          shares
          on March 1, 2006; and 250,000 shares on each March 1, and June 1, 2006.
          The
          estimated fair value of the Stock Options have been determined using
          Black-Scholes option pricing model using the following assumptions:
 
 exercise
                    price of
                $0.25closing
                    stock price on date of the Agreement of
                $3.50historical
                    stock price volatility of
                77%risk
                    free interest rate of
                3.50%dividend
                    yield of
                0%
                    and 3 year term.
 
 The
          estimated fair value of the Stock Options totaled $4,102,537, which will
          be
          expensed over the vesting period. Through the period ended March 31, 2006,
          we
          recorded an expense related to the Stock Options totalling
          $3,868,107.
 
 In
          order
          to determine compensation on options issued to consultants, as well as
          fair
          value disclosures for employees options, the fair value of each option
          granted
          is estimated on the date of grant using the Black-Scholes option-pricing
          model.
          We estimate the requisite service period used in the Black-Scholes calculation
          based on an analysis of vesting and exercisability conditions, explicit,
          implicit, and/or derived service periods, and the probability of the
          satisfaction of any performance or service
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  conditions.
          We also consider whether the requisite service has been rendered when
          recognizing compensation costs. We do not consider market conditions to
          be
          vesting conditions and an award is not deemed to be forfeited solely because
          a
          market condition is not satisfied.
 
 In
          December 2003, the FASB issued SFAS No. 148, "Accounting for Stock-Based
          Compensation-Transition and Disclosure". SFAS No. 148 amends the transition
          and
          disclosure provisions of SFAS No. 123. We are currently evaluating SFAS
          No. 148
          to determine if it will adopt SFAS No.123 to account for employee stock
          options
          using the fair value method and, if so, when to begin transition to that
          method.
 
 Use
          of
          estimates .
          The
          preparation of consolidated financial statements in conformity with accounting
          principles generally accepted in the United States requires management
          to make
          estimates and assumptions that affect the reported amounts of assets and
          liabilities and disclosure of contingent assets and liabilities at the
          date of
          the consolidated financial statements and the reported amounts of revenue
          and
          expenses during the reporting period. Actual results could differ from
          those
          estimates.
 
 Fixed
          assets .
          Fixed
          assets are stated at cost less accumulated depreciation. Depreciation is
          provided principally on the straight-line method over the estimated useful
          lives
          of the assets, which are generally 3 to 10 years. The cost of repairs and
          maintenance is charged to expense as incurred. Expenditures for property
          betterments and renewals are capitalized. Upon sale or other disposition
          of a
          depreciable asset, cost and accumulated depreciation are removed from the
          accounts and any gain or loss is reflected in other income (expense). We
          periodically evaluatewhether events and circumstances have occurred that
          may
          warrant revision of the estimated useful life of fixed assets or whether
          the
          remaining balance of fixed assets should be evaluated for possible
          impairment. We use an estimate of the related un-discounted cash flows
          over the remaining life of the fixed assets in measuring their
          recoverability.
 
 Fair
          value of financial instruments .Statement of Financial Accounting Standards (“SFAS”) No. 107, “Disclosure About
          Fair Value of Financial Instruments”, requires us to disclose, when reasonably
          attainable, the fair market values of its assets and liabilities which
          are
          deemed to be financial instruments. The carrying amounts and estimated
          fair
          values of our financial instruments approximate their fair value due to
          their short-term nature.
 
 **Recently
          Issued Accounting Pronouncements**
 
 In
          December 2004, the FASB issued SFAS No. 123-R, "Share-Based Payment," which
          requires that the compensation cost relating to share-based payment transactions
          (including the cost of all employee stock options) be recognized in the
          financial statements. That cost will be measured based on the estimated
          fair
          value of the equity or liability instruments issued. SFAS No. 123-R covers
          a
          wide range of share-based compensation arrangements including share options,
          restricted share plans, performance-based awards, share appreciation rights,
          and
          employee share purchase plans. SFAS No.123-R replaces SFAS No. 123, and
          supersedes APB Opinion No. 25. Small Business Issuers are required to apply
          SFAS
          No. 123-R in the first reporting period or fiscal years that begin after
          December 15, 2005. Thus, our consolidated financial statements will reflect
          an
          expense for (a) all share-based compensation arrangements granted after
          December
          31, 2005 and for any such arrangements that are modified, cancelled, or
          repurchased after that date, and (b) the portion of previous share-based
          awards
          for which the requisite service has not been rendered as of that date,
          based on
          the grant-date estimated fair value.
 
 In
          May
          2005, the FASB issued SFAS No. 154, "Accounting Changes and Error Corrections,"
          which replaces APB Opinion No. 20 and FASB Statement No. 3. This pronouncement
          applies to all voluntary
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  changes
          in accounting principle, and revises the requirements for accounting for
          and
          reporting a change in accounting principle. SFAS No. 154 requires retrospective
          application to prior periods' financial statements of a voluntary change
          in
          accounting principle, unless it is impracticable to do so. This pronouncement
          also requires that a change in the method of depreciation, amortization,
          or
          depletion for long-lived, non-financial assets be accounted for as a change
          in
          accounting estimate that is affected by a change in accounting principle.
          SFAS
          No. 154 retains many provisions of APB Opinion 20 without change, including
          those related to reporting a change in accounting estimate, a change in
          the
          reporting entity, and correction of an error. The pronouncement also carries
          forward the provisions of SFAS No. 3 which govern reporting accounting
          changes
          in interim financial statements. SFAS No. 154 is effective for accounting
          changes and corrections of errors made in fiscal years beginning after
          December
          15, 2005. The Statement does not change the transition provisions of any
          existing accounting pronouncements, including those that are in a transition
          phase as of the effective date of SFAS No. 154.
 
 In
          February 2006, the FASB issued SFAS No. 155 entitled “ *Accounting
          for Certain Hybrid Financial Instruments* ,”
an
          amendment of SFAS No. 133 (“ *Accounting
          for Derivative Instruments and Hedging Activities* ”)
          and
          SFAS No. 140 (“ *Accounting
          for Transfers and Servicing of Financial Assets and Extinguishments of
          Liabilities* ”).
          In
          this context, a hybrid financial instrument refers to certain derivatives
          embedded in other financial instruments. SFAS No. 155 permits fair value
          re-measurement of any hybrid financial instrument which contains an embedded
          derivative that otherwise would require bifurcation under SFAS No. 133.
          SFAS No.
          155 also establishes a requirement to evaluate interests in securitized
          financial assets in order to identify interests that are either freestanding
          derivatives or “hybrids” which contain an embedded derivative requiring
          bifurcation. In addition, SFAS No. 155 clarifies which interest/principal
          strips
          are subject to SFAS No. 133, and provides that concentrations of credit
          risk in
          the form of subordination are not embedded derivatives. SFAS No. 155 amends
          SFAS
          No. 140 to eliminate the prohibition on a qualifying special-purpose entity
          from
          holding a derivative financial instrument that pertains to a beneficial
          interest
          other than another derivative. When SFAS No. 155 is adopted, any difference
          between the total carrying amount of the components of a bifurcated hybrid
          financial instrument and the fair value of the combined “hybrid” must be
          recognized as a cumulative-effect adjustment of beginning deficit/retained
          earnings.
 
 SFAS
          No.
          155 is effective for all financial instruments acquired or issued after
          the
          beginning of an entity’s first fiscal year that begins after September 15, 2006.
          Earlier adoption is permitted only as of the beginning of a fiscal year,
          provided that the entity has not yet issued any annual or interim financial
          statements for such year. Restatement of prior periods is prohibited.
 
 Management
          does not believe that SFAS No. 154 and No. 155 will have an impact on our
          consolidated financial statements.
 
 Other
          recent accounting pronouncements issued by the FASB (including its Emerging
          Issues Task Force), the American Institute of Certified Public Accountants,
          and
          the SEC did not or are not believed by management to have a material impact
          on
          our present or future consolidated financial statements included
          elsewhere herein.
 
 **Item
          3.     Controls and Procedures**
 
 We
          carried out an evaluation of the effectiveness of the design and operation
          of
          our disclosure controls and procedures (as defined in Exchange Act Rules
          13a-15(e) and 15d-15(e)) as of March 31, 2006. This evaluation was carried
          out
          under the supervision and with the participation of our Chief Executive
          Officer,
          Mr. Joseph Spellman, and our interim Chief Financial Officer, Mr. Josh
          LeVine.
          Based upon that evaluation, our Chief Executive Officer and Chief Financial
          Officer concluded that, as of March 31, 2006, our disclosure controls and
          procedures are effective. There have been no significant changes
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  in
          our
          internal controls over financial reporting during the quarter ended March
          31,
          2006 that have materially affected or are reasonably likely to materially
          affect
          such controls.
 
 Disclosure
          controls and procedures are controls and other procedures that are designed
          to
          ensure that information required to be disclosed in our reports filed or
          submitted under the Exchange Act are recorded, processed, summarized and
          reported, within the time periods specified in the SEC's rules and forms.
          Disclosure controls and procedures include, without limitation, controls
          and
          procedures designed to ensure that information required to be disclosed
          in our
          reports filed under the Exchange Act is accumulated and communicated to
          management, including our Chief Executive Officer and Chief Financial Officer,
          to allow timely decisions regarding required disclosure.
 
 Limitations
          on the Effectiveness of Internal Controls
 
 Our
          management does not expect that our disclosure controls and procedures
          or our
          internal control over financial reporting will necessarily prevent all
          fraud and
          material error. An internal control system, no matter how well conceived
          and
          operated, can provide only reasonable, not absolute, assurance that the
          objectives of the control system are met. Further, the design of a control
          system must reflect the fact that there are resource constraints, and the
          benefits of controls must be considered relative to their costs. Because
          of the
          inherent limitations in all control systems, no evaluation of controls
          can
          provide absolute assurance that all control issues and instances of fraud,
          if
          any, within our operations have been detected. These inherent limitations
          include the realities that judgments in decision-making can be faulty,
          and that
          breakdowns can occur because of simple error or mistake. Additionally,
          controls
          can be circumvented by the individual acts of some persons, by collusion
          of two
          or more people, or by management override of the internal control. The
          design of
          any system of controls also is based in part upon certain assumptions about
          the
          likelihood of future events, and there can be no assurance that any design
          will
          succeed in achieving our stated goals under all potential future conditions.
          Over time, control may become inadequate because of changes in conditions,
          or
          the degree of compliance with the policies or procedures may deteriorate.
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  **PART
          II - OTHER INFORMATION**
 
 **Item
          1.     Legal
          Proceedings**
 
 We
          are
          not a party to any pending legal proceeding. Other than as described below,
          we
          are not aware of any pending or threatened legal proceeding to which any
          of our
          officers, directors, or any beneficial holders of 5% or more of our voting
          securities are adverse to us or have a material interest adverse to us.
 
 On
          May 4,
          2006, we received a letter from legal counsel representing Artist House
          Holdings, Inc. ("Artist House") in which Artist House purportedly terminated
          that certain Stock Purchase Agreement, dated as of March 27, 2006, to which
          we
          and Artist House  are parties (the "SPA") and demanded unconditional return
          of $1.7 million, representing Artist House's purchase price under the SPA
          for
          566,667 shares of our common stock plus warrants exerciseable into 283,333
          shares of our common stock.  In its demand letter, Artist House alleges
          that we have failed to timely perform certain conditions and obligations
          under
          the SPA, including (a) appointing certain individuals affiliated with Artist
          House to our board of directors, (b) obtaining directors and officers liability
          insurance, (c) modifying rights related to stock options issued to our
          CEO, Joe
          Spellman, (d) appointing Artist House as our licensing agent in Japan,
          and (e)
          requiring board approval for any salary increases to our officers.  We
          have, directly and through our legal counsel, responded to and refuted
          Artist
          House's claims.  While we are willing to explore resolving this matter
          without the need for litigation, if this matter ultimately proceeds to
          a
          lawsuit, management intends to defend any such
          suit vigorously.
 
 **Item
          2.     Unregistered Sales of Equity
          Securities and Use of Proceeds**
  On
          January 6, 2006, we issued 16,535 shares of common stock to two individuals
          for
          payment due on consulting agreements dating back to 2004.  Our
          responsibility to issue these shares under the agreement was not reported
          in any
          prior filings. The shares were issued as exempt from registration under
          Section
          4(2) of the Securities Act of 1933.
  On
          March
          27, 2006, we closed a Stock Purchase Agreement with Artist House Holdings,
          Inc. Under the Stock Purchase Agreement, Artist House has agreed to purchase
          283,333 of our “Securities Units,” consisting of 566,667 shares of common stock
          and a warrant to purchase an additional 283,333 shares of common stock
          at $4.50
          per share exercisable in 24 months, in exchange for $1,700,000 in cash;
          an
          effective price of $3.00 per share. Under the terms of the agreement, we
          were
          required to file a registration statement for the 566,667 shares of common
          stock
          within 45 days.  This registration statement was filed on May 11,
          2006.
 The
          warrants issued in the above mentioned investment were valued at $275,737
          using
          the Black-Scholes option pricing model and is described as ”Additional paid in
          capital - warrants” in the stockholders’ equity section of the balance sheet.
          The following table summarizes the assumptions used in arriving at the
          valuation:
 
 Number
                    of warrants issued
                283,333Stock
                    price at grant date
                $
                    1.50Exercise
                    price
                $
                    4.50Term
                24
                    monthsVolatility
                283,333
                    warrants at 173%Annual
                    rate of quarterly dividends
                0.00%Discount
                    Rate-Bond Equivalent Yield
                3.50%
 
 We
          did
          not engage in a distribution of this offering in the United States. The
          purchaser represented its intention to acquire the securities for
          investment only and not with a view toward distribution. We
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  requested
          our stock transfer agent to affix appropriate legends to the stock certificate
          issued to the purchaser in accordance with Regulation S and the transfer
          agent affixed the appropriate legends. The purchaser was given adequate
          access
          to sufficient information about us to make an informed investment decision.
          None
          of the securities were sold through an underwriter and accordingly, there
          were
          no underwriting discounts or commissions involved. The purchaser was
          granted registration rights for the shares they purchased and a registration
          statement was filed on May 11, 2006 for these shares.  The shares were
          issued as exempt from registration under Section 4(2) of the Securities
          Act of
          1933.
 
 **Item
          3.     Defaults upon Senior
          Securities**
 
 None
 
 **Item
          4.     Submission of Matters to a Vote of
          Security Holders**
 
 No
          matters have been submitted to our security holders for a vote, through
          the
          solicitation of proxies or otherwise, during the quarterly period ended
          March
          31, 2006.
 
 **Item
          5.     Other
          Information**
 
 During
          April, 2006, we received a letter from a third party requesting the
          exercise of a conversion right attached to a $200,000 note originally due
          to Ms.
          Jan Wallace, the former CEO of MW Medical. At this time, the Company does
          not
          believe that the note and its rights were assigned under proper conditions
          and
          until this matter is resolved, management does not believe it is
          obligated to grant the conversion. We have responded in the same
          manner to the third party, and as of yet, has not received a reply.  The
          matter remains under investigation.
 
 On
          April
          18, 2006, Ms. Margaret Robley resigned as our Chief Financial Officer.
          There was
          no known disagreement with Ms. Robley on any matter relating to our operations,
          policies or practices. Effective as of May 11, 2006, one of our directors,
          Mr.
          Josh LeVine, agreed to serve as our interim CFO until a permanent replacement
          was found.
 
 From
          March 2003 to September 2003, Mr. LeVine worked as an advertising designer
          with
          The Territory Ahead in Santa Barbara, California. From June 2002 to March
          2003,
          Mr. LeVine was the president of Nuvo Design.
 
 There
          are
          no family relationships between or among Mr. LeVine and any of our other
          officers or directors.
 
 Mr.
          LeVine does not have any
          material interest, direct or indirect, in any transaction over the last
          two
          years or in any presently proposed transaction which, in either case, has
          or
          will materially affect us.
 
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 **Item
          6.      Exhibits**
 
 **Exhibit
                    Number**
                **Description
                    of Exhibit**31.1
                Certification
                    of Chief Executive Officer pursuant to 18
                    U.S.C. Section 1350, as adopted pursuant to Section 302 of the
                    Sarbanes-Oxley Act of 200231.2
                Certification
                    of Chief Financial Officer pursuant to 18
                    U.S.C. Section 1350, as adopted pursuant to Section 302 of the
                    Sarbanes-Oxley Act of 200232.1
                Certification
                    of Chief Executive Officer and Chief
                    Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
                    pursuant
                    to Section 906 of the Sarbanes-Oxley Act of
                    2002
 
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 **SIGNATURES**
 
 In
          accordance with the requirements of the Securities and Exchange Act of
          1934, the
          Registrant has duly caused this report to be signed on its behalf by the
          undersigned, thereunto duly authorized.
 
 **Joseph
                    Spellman**Date:
                May 16,
                    2006By:     
                      /s/ Joseph Spellman
                  **Joseph
                    Spellman**
                  Title:**Chief
                    Executive Officer**