UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

     |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                  For the quarterly period ended: June 30, 2006

     |_| TRANSITION REPORT PURSUANT TO SECTION 13 0R 15(D) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                For the transition period from ______ to _______

                        Commission File Number: 000-51497

                            BIO-BRIDGE SCIENCE, INC.

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

          Delaware
       ---------------                          -------------------
(State or Other jurisdiction of                    (IRS Employer
 incorporation or organization)                  Identification No.)


                        1211 West 22nd Street, Suite 615
                            Oak Brook, Illinois 60523
                    (Address of principal executive offices)
                                   (Zip Code)


                                  630-928-0869
                 (Issuer's telephone number including area code)

Check whether the issuer (1) has 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 registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days: Yes |X| No |_|

Indicate by check mark whether the registrant is a shell company: Yes |_| No |X|

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

Common Stock Outstanding as of June 30, 2006: 32,951,653 shares

Transitional Small Business Disclosure Format: Yes |_| No |X|


<PAGE>

                             Bio-Bridge Science, Inc

                              Index to Form 10-QSB




Item 1. Financial Statements                                            Page No.

        Balance Sheet as of December 31, 2005 and June 30, 2006
        (unaudited)                                                        3

        Unaudited Statements of Operations for the three month
        and six months periods ended June 30, 2006 and 2005                4

        Unaudited Statements of Changes in Shareholders' Equity
        for the period from February 11, 2002 (inception) through
        June 30 , 2006                                                     5

        Unaudited Statements of Cash flows for the six month periods
        ended June 30, 2006 and 2005                                       7

        Notes to Unaudited Financial Statements                            8

Item 2. Management's Discussion and Analysis or Plan of Operation         19

Item 3. Controls and Procedures                                           23

Part II Other Information                                                 24

Item 1. Legal Proceedings                                                 24

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds       24

Item 3. Defaults Upon Senior Securities                                   24

Item 4. Submission of Matters to a Vote of Security Holders               24

Item 5. Other Information                                                 24

Item 6. Exhibits                                                          24

SIGNATURES                                                                25


                                       2
<PAGE>

                    BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                    As of June 30, 2006 and December 31, 2005

                                     ASSETS
                                     ------

<TABLE>
<CAPTION>
                                                             June 30, 2006    December 31,
                                                              (unaudited)         2005
                                                             -------------    ------------
<S>                                                          <C>              <C>
CURRENT ASSETS

  Cash and cash equivalents                                  $     294,251    $    385,646

  Inventory                                                          7,490              --

  Prepaid expenses and other current assets                          4,155           5,513

  Note receivable, net of discount                                  39,591          39,025

  Due from employee                                                  5,983
                                                             -------------    ------------
      Total Current Assets                                         351,470         430,184

FIXED ASSETS, NET                                                   67,438          28,830

CONSTRUCTION IN PROGRESS                                         1,632,282         947,246

LAND USE RIGHT, NET OF AMORTIZATION                                359,420         364,190
                                                             -------------    ------------

     TOTAL ASSETS                                            $   2,410,610    $  1,770,450
                                                             =============    ============

                      LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES

  Accrued expenses and other payables                        $     635,833    $    129,368
                                                             -------------    ------------

      Total current liabilities                                    635,833         129,368
                                                             -------------    ------------
COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY

 Common stock, $0.001 par value, 100,000,000 shares
  authorized, 32,951,653 and 32,451,537 shares
  issued and outstanding, respectively                              32,952          32,452

 Additional paid-in capital                                      5,152,923       4,658,744

 Deferred compensation                                            (109,512)       (508,698)

 Subscription receivable                                           (30,071)             --

 Common stock to be issued                                             540             328

 Accumulated other comprehensive gain                               39,923          25,282

 Deficit accumulated during the development stage               (3,311,978)     (2,567,026)
                                                             -------------    ------------
Total Shareholders' Equity                                       1,774,777       1,641,082
                                                             -------------    ------------

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                   $   2,410,610    $  1,770,450
                                                             =============    ============
</TABLE>

   See accompanying notes to the condensed consolidated financial statements.


                                       3
<PAGE>

                    BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
                 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
           OPERATIONS AND COMPREHENSIVE LOSS FOR THREE MONTHS AND SIX
 MONTHS ENDED JUNE 30, 2006 AND 2005, AND FOR THE PERIOD FROM FEBRUARY 11, 2002
                       (INCEPTION) THROUGH JUNE 30, 2006
                       ---------------------------------

<TABLE>
<CAPTION>
                                                                                                         For the Period From
                                                                                                          February 11, 2002
                                                                                                        (Inception) Through
                                         Three Months Ended June 30,     Six Months Ended June 30,         June 30, 2006
                                        ------------    ------------    ------------    ------------    --------------------
                                            2006            2005            2006            2005
                                        ------------    ------------    ------------    ------------
<S>                                     <C>             <C>             <C>             <C>             <C>
REVENUE                                 $         92    $         --    $        273    $         --    $                273

Cost of goods sold                               (28)             --             (84)             --                     (84)
                                        ------------    ------------    ------------    ------------    --------------------

GROSS PROFIT                                      64              --             189              --                     189

Research and development costs               (33,806)        (19,292)        (50,274)        (20,792)               (272,273)

General and Administrative Expenses         (415,006)       (219,591)       (696,874)       (417,745)             (3,049,724)
                                        ------------    ------------    ------------    ------------    --------------------

LOSS FROM OPERATIONS                        (448,748)       (238,883)       (746,959)       (438,537)             (3,321,808)

OTHER INCOME                                     882             679           2,007           1,368                  12,126

LOSS ON SALE OF INVESTMENT                        --              --              --              --                  (2,296)
                                        ------------    ------------    ------------    ------------    --------------------

NET LOSS                                    (447,866)       (238,204)       (744,952)       (437,169)             (3,311,978)
                                        ------------    ------------    ------------    ------------    --------------------

Foreign currency translation gain              4,259              --          14,641              --                  39,923

Other comprehensive income before tax          4,259              --          14,641              --                  39,923
Income tax expense related
to other comprehensive income                     --              --              --              --                      --

TOTAL OTHER COMPREHENSIVE INCOME,
NET OF TAX                                     4,259              --          14,641              --                  39,923
                                        ------------    ------------    ------------    ------------    --------------------

COMPREHENSIVE LOSS                      $   (443,607)   $   (238,204)   $   (730,311)   $   (437,169)   $         (3,272,055)
                                        ============    ============    ============    ============    ====================

LOSS PER SHARE, BASIC AND DILUTED
                                        $      (0.01)   $      (0.01)   $      (0.02)   $      (0.01)
                                        ============    ============    ============    ============

WEIGHTED AVERAGE SHARES
 OUTSTANDING, BASIC AND DILUTED           32,906,917      30,487,744      32,712,672      30,380,264
                                        ============    ============    ============    ============
</TABLE>

   See accompanying notes to the condensed consolidated financial statements.


                                       4
<PAGE>

                    BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
             UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES
          IN SHAREHOLDERS' EQUITY FOR THE PERIOD FROM FEBRUARY 11, 2002
                        (INCEPTION) THROUGH JUNE 30, 2006
                        ---------------------------------

<TABLE>
<CAPTION>
                                                                                                                  Common
                                                                                 Additional                        Stock
                                                           Common Stock            Paid-in        Deferred         To Be
                                                       Shares        Amount        Capital      Compensation      Issued
                                                     -----------   -----------   -----------    ------------    -----------
<S>                                                   <C>          <C>           <C>            <C>             <C>
Issuance of 13,750,000 shares at $0.00004             13,750,000   $    13,750   $   (13,200)   $         --    $        --

Issuance of 7,461,090 shares at $0.0468                7,461,090         7,461       341,719              --             --

Issuance of 1,875,000 shares at $0.12                  1,875,000         1,875       223,125              --             --

Foreign currency translation loss                             --            --            --              --             --

Net loss                                                      --            --            --              --             --
                                                     -----------   -----------   -----------    ------------    -----------

BALANCE DECEMBER 31, 2002                             23,086,090        23,086       551,644              --             --

Issuance of 3,508,425 shares at $0.12                  3,508,425         3,509       417,502              --             --

Issuance of 201,200 shares at $0.32                      201,200           201        64,186              --             --

Foreign currency translation loss                             --            --            --              --             --

Net loss                                                      --            --            --              --             --
                                                     -----------   -----------   -----------    ------------    -----------
BALANCE DECEMBER 31, 2003                             26,795,715        26,796     1,033,332              --             --

Issuance of 434,600 shares at $0.12                      434,600           435        51,715              --             --

Issuance of 1,125,275 shares at $0.32                  1,125,275         1,125       358,961              --             --

Issuance of 1,616,000 shares at $0.50                  1,616,000         1,616       806,382              --             --

Fair market value of Stock options
  granted for services                                        --            --       695,052              --             --

Fair value of shares issued for services                 100,000           100        49,900              --             --

Exercise of options                                      200,000           200            --              --             --

Deferred consulting expenses                                  --            --            --        (390,890)            --

Foreign currency translation loss                             --            --            --              --             --

Net loss                                                      --            --            --              --             --
                                                     -----------   -----------   -----------    ------------    -----------
BALANCE DECEMBER 31, 2004                             30,271,590        30,272   $ 2,995,342    $   (390,890)   $        --

<CAPTION>
                                                                                         Deficit
                                                                       Accumulated     Accumulated
                                                                          Other        During The
                                                     Subscriptions    Comprehensive    Development
                                                       Receivable       Gain (Loss)       Stage          Total
                                                     -------------    -------------   ------------    -----------
<S>                                                  <C>              <C>             <C>             <C>
Issuance of 13,750,000 shares at $0.00004            $          --    $          --   $         --    $       550

Issuance of 7,461,090 shares at $0.0468                         --               --             --        349,180

Issuance of 1,875,000 shares at $0.12                           --               --             --        225,000

Foreign currency translation loss                               --             (499)            --           (499)

Net loss                                                        --               --       (114,476)      (114,476)
                                                     -------------    -------------   ------------    -----------

BALANCE DECEMBER 31, 2002                                       --             (499)      (114,476)       459,755

Issuance of 3,508,425 shares at $0.12                           --               --             --        421,011

Issuance of 201,200 shares at $0.32                             --               --             --         64,387

Foreign currency translation loss                               --             (644)            --           (644)

Net loss                                                        --               --       (255,020)      (255,020)
                                                     -------------    -------------   ------------    -----------
BALANCE DECEMBER 31, 2003                                       --           (1,143)      (369,496)       689,489

Issuance of 434,600 shares at $0.12                             --               --             --         52,150

Issuance of 1,125,275 shares at $0.32                           --               --             --        360,086

Issuance of 1,616,000 shares at $0.50                           --               --             --        807,998

Fair market value of Stock options
  granted for services                                          --               --             --        695,052

Fair value of shares issued for services                        --               --             --         50,000

Exercise of options                                             --               --             --            200

Deferred consulting expenses                                    --               --             --       (390,890)

Foreign currency translation loss                               --             (457)            --           (457)

Net loss                                                        --               --       (944,437)      (944,437)
                                                     -------------    -------------   ------------    -----------
BALANCE DECEMBER 31, 2004                                       --    $      (1,600)  $ (1,313,933)   $ 1,319,191
</TABLE>


   See accompanying notes to the condensed consolidated financial statements.

                                       5
<PAGE>


                    BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
             UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES
          IN SHAREHOLDERS' EQUITY FOR THE PERIOD FROM FEBRUARY 11, 2002
                        (INCEPTION) THROUGH JUNE 30, 2006
                        ---------------------------------

<TABLE>
<CAPTION>
                                                                                                                  Common
                                                                                 Additional                        Stock
                                                           Common Stock            Paid-in        Deferred         To Be
                                                       Shares        Amount        Capital      Compensation      Issued
                                                     -----------   -----------   -----------    ------------    -----------
<S>                                                   <C>          <C>           <C>            <C>             <C>
BALANCE DECEMBER 31, 2004                             30,271,590   $    30,272   $ 2,995,342    $   (390,890)   $        --

Issuance of 2,179,947 shares at $0.50                  2,179,947         2,180     1,087,794              --             --

Stock options issued for services                             --            --        34,935         (34,935)            --

Stock options granted to employees
  and officers                                                --            --       680,604        (680,604)            --


Amortization of deferred consulting and
  compensation expenses                                       --            --            --         458,127             --

Return of options                                             --            --      (139,604)        139,604             --

Exercise of options                                           --            --          (328)             --            328

Foreign currency translation gain                             --            --            --              --             --

Net loss                                                      --            --            --              --             --
                                                     -----------   -----------   -----------    ------------    -----------
BALANCE DECEMBER 31, 2005                             32,451,537        32,452   $ 4,658,744    $   (508,698)   $       328

Stock issued for services                                122,000           122       241,528        (241,650)            --

Sale of 540,348 shares at $1.20 to be
  issued                                                      --            --       647,877              --            540


Amortization of deferred consulting and
  compensation expenses                                       --            --            --         245,610             --


Reclassification of employee nonvested
  deferred compensation                                       --            --      (394,083)        394,083             --

Exercise of options (transferred from
  stock to be issued)                                    378,116           378            --              --           (328)

Forfeiture of options                                         --            --        (1,143)          1,143             --

Foreign currency translation gain                             --            --            --              --             --

Net loss                                                      --            --            --              --             --
                                                     -----------   -----------   -----------    ------------    -----------
BALANCE June 30, 2006                                 32,951,653   $    32,952   $ 5,152,923    $   (109,512)   $       540
                                                     ===========   ===========   ===========    ============    ===========

<CAPTION>
                                                                                         Deficit
                                                                       Accumulated     Accumulated
                                                                          Other        During The
                                                     Subscriptions    Comprehensive    Development
                                                       Receivable       Gain (Loss)       Stage          Total
                                                     -------------    -------------   ------------    -----------

<S>                                                  <C>              <C>             <C>             <C>
BALANCE DECEMBER 31, 2004                            $          --    $      (1,600)  $ (1,313,933)   $ 1,319,191

Issuance of 2,179,947 shares at $0.50                           --               --             --      1,089,974

Stock options issued for services                               --               --             --             --

Stock options granted to employees
  and officers                                                  --               --             --             --


Amortization of deferred consulting and
  compensation expenses                                         --               --             --        458,127

Return of options                                               --               --             --             --

Exercise of options                                             --               --             --             --

Foreign currency translation gain                               --           26,882             --         26,882

Net loss                                                        --               --     (1,253,093)    (1,253,093)
                                                     -------------    -------------   ------------    -----------
BALANCE DECEMBER 31, 2005                            $          --    $      25,282   $ (2,567,026)   $ 1,641,082

Stock issued for services                                       --               --             --             --

Sale of 540,348 shares at $1.20 to be
  issued                                                   (30,071)              --             --        618,346


Amortization of deferred consulting and
  compensation expenses                                         --               --             --        245,610


Reclassification of employee nonvested
  deferred compensation                                         --               --             --             --

Exercise of options (transferred from
  stock to be issued)                                           --               --             --             50

Forfeiture of options                                           --               --             --

Foreign currency translation gain                               --           14,641             --         14,641

Net loss                                                        --               --       (744,952)      (744,952)
                                                     -------------    -------------   ------------    -----------
BALANCE June 30, 2006                                $     (30,071)   $      39,923   $ (3,311,978)     1,774,777
                                                     =============    =============   ============    ===========
</TABLE>

   See accompanying notes to the condensed consolidated financial statements.


                                       6
<PAGE>

                    BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
            UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                     FOR THE PERIOD FROM FEBRUARY 11, 2002
                        (INCEPTION) THROUGH JUNE 30, 2006
                        ---------------------------------

<TABLE>
<CAPTION>
                                                                                       For the Period
                                                                                      From February 11,
                                                                                            2002
                                                  For Six Months    For Six Months       (Inception)
                                                  Ended June 30,    Ended June 30,     Through June 30,
                                                      2006              2005                2006
                                                  --------------    --------------    -----------------
<S>                                               <C>               <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES
 Net loss                                         $     (744,952)   $     (437,169)   $      (3,311,978)
 Adjustments to reconcile net loss to net
   cash used in operating activities:
 Depreciation                                              3,371             2,869               15,984
 Amortization of land use right                            8,130             7,891               47,777
 Non cash stock compensation expense                     245,610           167,524            1,007,900
 Stock issued for services                                    --                --               50,000
 Loss on sale of investment                                   --                --                2,107
 Increase in inventory                                    (7,490)               --               (7,490)
 Decrease (increase) in prepaid expense
   and other assets                                          790            (7,729)             (34,191)
 Increase in accrued expenses and other payable           68,724            11,779              198,093
                                                  --------------    --------------    -----------------
    Net Cash Used In Operating Activities               (425,817)         (254,835)          (2,031,798)
                                                  --------------    --------------    -----------------

CASH FLOWS FROM INVESTING ACTIVITIES
 Purchase of land use right                                   --                --             (394,559)
 Increase in construction in progress                   (247,295)         (351,597)          (1,185,275)
 Purchase of fixed assets                                (42,382)          (13,439)             (83,825)
 Purchase of investment                                       --                --              (40,000)
 Deposits for purchase of equipments                          --           326,224                   --
 Advance to employees                                     (5,983)               --               13,086
                                                  --------------    --------------    -----------------
     Net Cash Used In Investing Activities              (295,660)          (38,812)          (1,690,573)
                                                  --------------    --------------    -----------------

CASH FLOWS FROM FINANCING ACTIVITIES
 Proceeds from sale of common stock                      618,396           285,000            3,988,933
                                                  --------------    --------------    -----------------
   Net Cash Provided By Financing Activities             618,396           285,000            3,988,933
                                                  --------------    --------------    -----------------

NET INCREASE (DECREASE) IN CASH AND CASH
 EQUIVALENTS                                            (103,081)           (8,647)             266,562

EFFECT OF EXCHANGE RATE CHANGES ON CASH                   11,686                 1               27,689

 Cash and cash equivalents, beginning
   of period                                             385,646           495,805                   --
                                                  --------------    --------------    -----------------

CASH AND CASH EQUIVALENTS, END OF PERIOD          $      294,251    $      487,159    $         294,251
                                                  ==============    ==============    =================

SUPPLEMENTAL CASH FLOW INFORMATION
 Interest Paid                                    $           --    $           --    $              --
                                                  ==============    ==============    =================
 Income taxes Paid                                $           --    $           --    $              --
                                                  ==============    ==============    =================
</TABLE>

   See accompanying notes to the condensed consolidated financial statements.


                                       7
<PAGE>

                    BIO-BRIDGE SCIENCE, INC. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)

             NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL
                         STATEMENTS AS OF JUNE 30, 2006

NOTE 1 - BASIS OF PRESENTATION

The unaudited condensed consolidated financial statements of Bio Bridge Science
Inc. (the "Company") have been prepared in accordance with generally accepted
accounting principles in the United States for interim financial information and
pursuant to the requirements for reporting on Form 10-QSB and Item 310(b) of
Regulation S-B. Accordingly, they do not include all the information and
footnotes required by accounting principles generally accepted in United States
of America for complete financial statements. However, such information reflects
all adjustments (consisting solely of normal recurring adjustments), which are,
in the opinion of management, necessary for the fair presentation of the
consolidated financial position and the consolidated results of operations.
Results shown for interim periods are not necessarily indicative of the results
to be obtained for a full fiscal year.

The condensed consolidated balance sheet information as of December 31, 2005 was
derived from the audited consolidated financial statements included in the
Company's annual report on Form 10-KSB. These interim financial statements
should be read in conjunction with that report.

NOTE 2 - NATURE OF COMPANY

Bio-Bridge Science, Inc. (a development stage company) ("the Company" or " we")
was incorporated in the State of Delaware on October 26, 2004 to serve as a
vehicle to effect an exchange of capital stock with Bio-Bridge Science
Corporation, a Cayman Islands corporation, to redomicile from the Cayman Islands
to Delaware. The Company's fiscal year end is December 31.

The Company is a development stage enterprise as defined by Statement of
Financial Accounting Standards (SFAS) No. 7, "Accounting and Reporting by
Development Stage Enterprises." All losses accumulated since the inception of
the Company will be considered as part of the Company's development stage
activities.

On December 1, 2004, the Company acquired all of the outstanding shares of
Bio-Bridge Science Corporation ("BBSC"), a Cayman Islands corporation, in
exchange for 29,971,590 shares of its common stock, and as a result, BBSC became
a wholly owned subsidiary of Bio-Bridge Science, Inc. BBSC was incorporated in
the Cayman Islands on February 11, 2002. At the time of the exchange, BBSC held
a 100% interest in Bio-Bridge Science (Beijing) Corp. ("BBS Beijing") a
wholly-foreign funded enterprise of the People's Republic of China ("PRC") which
was established on May 20, 2002. Bio-Bridge Science (Beijing) has been issued an
operating license for 25 years, which can be renewed for an additional 25-year
term for a nominal fee. BBS Beijing is currently engaged in the development and
commercialization of the HIV-PV vaccine I in mainland China and also plans to
develop new products, such as HPV vaccine, colon cancer vaccine and mucosal
adjuvant in collaboration with other leading medical research institutes or
medical companies based in China.

The acquisition was accounted for as a reverse merger (recapitalization) with
Bio-Bridge Science Corporation deemed to be the accounting acquirer, and
Bio-Bridge Science, Inc. deemed to be the legal acquirer. Accordingly, the
historical financial information presented in the financial statements is that
of Bio-Bridge Science Corporation as adjusted to give effect to any difference
in the par value of the issuer's and the accounting acquirer's stock with an
offset to capital in excess of par value. The basis of the assets, liabilities
and retained earnings of BBSC, the accounting acquirer has been carried over in
the recapitalization.

NOTE 3 - GOING CONCERN

The accompanying condensed consolidated financial statements have been prepared
on the basis that the Company will continue as a going concern which assumes the
realization of assets and settlement of liabilities in the normal course of
business. Since its inception, the Company has been engaged in organizational
and pre-operating activities. Furthermore, the Company has generated few
revenues and has incurred accumulated losses and negative operating cash flows
of $3,311,978 and $2,031,798, respectively, from inception through June 30,
2006, and a working capital deficiency of $284,363 as of June 30, 2006.
Continuation of the Company's existence is dependent upon its ability to obtain
additional capital and sustain profitable operations.

The uncertainty related to these conditions raises substantial doubt about the
Company's ability to continue as going concern. The accompanying condensed
consolidated financial statements do not include any adjustments that might
result from the outcome of this uncertainty.

During the next 12 months, the Company intends to raise capital through an
offering of its securities or from loans to continue research and development of
HIV-PV Vaccine I in China as well as complete the construction of its laboratory
in China and continue operations. On November 29, 2005, the Company entered into
an Investment Agreement with Dutchess Private Equities Fund, LP, a Delaware
limited partnership based in Boston ("Dutchess"). Under the terms of the
Agreement, Dutchess has agreed to purchase from the Company up to $10,000,000 of
the Company's common stock over a 24-month period (Please see Investment
agreement on Note 5).


                                       8
<PAGE>

The Company believes it will have a need for financing and cannot guarantee that
financing will be available, on acceptable terms or at all. From January 1, 2006
to June 30, 2006, the Company sold 540,348 shares of its common stock, which
will be issued to forty investors pursuant to Regulation S and Regulation D
under the Securities Act of 1933, and raised proceeds of $648,417.

At this time, the Company is unable to determine when the HIV-PV Vaccine I will
become fully developed, manufactured and sold. Also the Company plans to develop
new products, such as HPV vaccine, colon caner vaccine and mucosal adjuvant in
the second half of 2006, but the Company cannot guarantee that these
aforementioned products will be fully developed and enter clinical trials. The
Company does not expect to generate any significant revenues in the next 12
months. If the Company fails to obtain financing, either through an offering of
its securities or from loans from certain sources, it may be unable to maintain
its operations.

NOTE 4-SUMMARY OF PRINCIPAL ACCOUNTING POLICIES

(a) Principles of Consolidation

The consolidated financial statements include the accounts of Bio-Bridge Science
Inc. and its wholly owned subsidiaries, Bio-Bridge Science Corp. and Bio-Bridge
Science (Beijing) Corp.

Inter-company accounts and transactions have been eliminated in consolidation.

(b) Economic and Political Risks

The Company faces a number of risks and challenges since its operation is in PRC
and its primary market is in the PRC. We have operations in China, where we are
currently engaged in the commercialization of our HIV-PV Vaccine I product and
other related activities. Our business operations may be adversely affected by
the political environment in the PRC. The PRC has operated as a socialist state
since 1949 and is controlled by the Communist Party of China. In recent years,
however, the government has introduced reforms aimed at creating a "socialist
market economy" and policies have been implemented to allow business enterprises
greater autonomy in their operations. Changes in the political leadership of the
PRC may have a significant effect on laws and policies related to the current
economic reforms program, other policies affecting business and the general
political, economic and social environment in the PRC, including the
introduction of measures to control inflation, changes in the rate or method of
taxation, the imposition of additional restrictions on currency conversion and
remittances abroad, and foreign investment. These effects could substantially
impair our business, profits or prospects in China. Moreover, economic reforms
and growth in the PRC have been more successful in certain provinces than in
others, and the continuation or increases of such disparities could affect the
political or social stability of the PRC.

(c) Use of Estimates

The preparation of the consolidated financial statements in conformity with
generally accepted accounting principles in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the consolidated financial statements and the
reported amounts of revenues and expenses during the reporting periods.

Management makes these estimates using the best information available and the
best judgment at the time the estimates are made; however, actual results could
differ materially from those estimates.

(d) Fixed Assets

Fixed assets are stated at cost. Depreciation is provided over the estimated
useful lives of the related assets, using the straight-line method. Estimated
useful lives are as follows:

   Motor vehicles              5 years

   Furniture and fixtures      5 years

   Equipment and machinery     5 years

The cost and related accumulated depreciation of assets sold or otherwise
retired are eliminated from the accounts and any gain or loss is included in the
statement of operations. The cost of maintenance and repairs is charged to
income as incurred, whereas significant renewals and betterments are
capitalized.

(e) Land Use Right


                                       9
<PAGE>

Land use right represents the right to use and lease land in the PRC. The cost
of such acquired right has been capitalized, and is being amortized using the
straight-line method over twenty- five years, which are in accordance with the
operating license period granted by the Chinese government.

(f) Construction in Progress

Construction in progress represents direct costs of constructing our facility in
the PRC. Capitalization of these costs will cease and the construction in
progress will be transferred to fixed assets when substantially all the
activities necessary to prepare the assets for their intended use are completed.
No depreciation will be expensed until the facility is completed and ready for
its intended use.

(g) Cash and Cash Equivalents

For financial reporting purpose, the Company considers all highly liquid
investments purchased with original maturity of three months or less to be cash
equivalents. Cash of the Bio-Bridge Science (Beijing) Corporation, a subsidiary
of the Company, is held in accounts at financial institutions, which are located
in the PRC. The Company and subsidiaries have not experienced any losses in such
accounts and do not believe that cash is exposed to any significant credit risk.
All of BBS Beijing's cash on hand and certain bank deposits are denominated in
Renminbi ("RMB") and translated at the exchange rate at the end of the period.

(h) Inventory

Inventory is stated at the lower of cost or market using the first-in first-out
method. Cost includes expense of freight-in transportation and handling cost.
Inventory consists entirely of finished goods, which include surgical instrument
for sale to customers.

(i) Fair Value of Financial Instruments

The carrying value of financial instruments including cash and cash equivalents,
accounts receivable, note receivable and other current assets, accrued expenses
and other payables, approximates their fair value at June 30, 2006 due to the
relatively short-term nature of these instruments. The Company's investment in
its Note Receivable has been discounted to its present value based upon current
market rates.

(j) Foreign Currency Translation

The Company's financial information is presented in US dollars. The functional
currency Renminbi (RMB) of the Company is translated into United States dollars
from RMB at quarter / year-end exchange rates as to assets and liabilities and
average exchange rates as to revenues and expenses. Capital accounts are
translated at their historical exchange rates when the capital transactions
occurred.

                                              2006     2005
                                             ------   ------
Quarter / Year end RMB: US$ exchange rate    7.9956   8.0702

Average yearly RMB: US$ exchange rate        8.0329   8.1734


The RMB is not freely convertible into foreign currency and all foreign exchange
transactions must take place through authorized institutions. No representation
is made that the RMB amounts could have been, or could be, converted into US
dollars at the rates used in translation.

On July 22, 2005, the Renminbi rose approximately 2 percent against the US
dollar at the exchange rate of 8.11 to 1. The Chinese government manifested that
it would adopt a more flexible exchange rate system. Therefore, it is expected
that the RMB will appreciate against major currencies gradually in the future.

(k) Income Taxes

The Company accounts for income tax using the liability method that allows for
recognition of deferred tax benefits in future years. Under the liability
method, deferred taxes are provided for the net tax effects of temporary
differences between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for income tax purposes. A valuation
allowance is provided for deferred tax assets if it is more likely than not
these items will either expire before the Company is able to realize their
benefits, or that future utilization is uncertain.

(l) Comprehensive Income

Comprehensive income is defined to include all changes in equity except those
resulting from investments by owners and distributions to owners. Among other
disclosures, all items that are required to be recognized under current
accounting standards as components of comprehensive income should be reported in
a financial statement that is presented with the same prominence as other
financial statements. The Company's only current component of comprehensive
income is a foreign currency translation adjustment.


                                       10
<PAGE>

(m) Loss Per Share

Basic loss per share has been computed using the weighted average number of
common shares outstanding during the period. Diluted earnings per share is
computed based on the weighted average number of common shares and all common
equivalent shares outstanding during the period in which they are dilutive.
Common equivalent shares consist of shares issuable upon the exercise of stock
options (using the treasury stock method) or warrants. As of June 30, 2006
common stock equivalents consist of 2,685,675 options that each convert into one
share of the Company's common stock. For the three months ended June 30, 2006
and 2005, common equivalent shares have been excluded from the calculation of
diluted loss per share as their effect is anti-dilutive.

(n) Stock-Based Compensation

The Company accounts for stock option and warrant grants issued to employees and
non-employees using the guidance of the revised SFAS No 123, "Accounting for
Stock-Based Compensation" and EITF No. 96-18: "Accounting for Equity Instruments
that are Issued to Other Than Employees for Acquiring, or in Conjunction with
Selling, Goods or Services," whereby the fair value of such option and warrant
grants is determined using the Black-Scholes-Merton option pricing model at the
date of grant.

We have adopted SFAS No. 123 (revised 2004), "Share-Based Payment," or SFAS
123R, and its related implementation guidance as promulgated by both the
Financial Accounting Standards Board ( the "FASB"), and the Securities and
Exchange Commission ("SEC") Staff Accounting Bulletin ("SAB") No 107, or SAB
107, associated with the accounting for stock-based compensation arrangements of
our employees and directors. These pronouncements require that equity-based
compensation cost be measured at the grant date (based upon an estimate of the
fair value of the compensation granted) and recorded to expense over the
requisite service period, which generally is the vesting period. We adopted SFAS
123R using the modified prospective method in the first quarter of 2006.

We estimate the fair value of equity-based compensation utilizing the
Black-Scholes option pricing model. This model requires the input of several
factors such as the expected option term, expected volatility of our stock price
over the expected term, expected risk-free interest rate over the expected
option term, and an estimate of expected forfeiture rate, and is subject to
various assumptions. We believe this valuation methodology is appropriate for
estimating the fair value of stock options granted to employees and directors
which are subject to SFAS 123R requirements. These amounts are estimated and
thus may not be reflective of actual future results, nor amounts ultimately
realized by recipients of these grants. These amounts, and the amounts
applicable to future quarters, are also subject to future quarterly adjustments
based upon a variety of factors.

As a result of adopting SFAS 123R on January 1, 2006, we recognized stock-based
compensation expense for employees of $87,588 for the six months ended June 30,
2006. We also reversed the non-vested portion of employees deferred compensation
and additional paid-in capital of $394,083 during the six months ended June
30,2006 in accordance with the financial reporting requirements of SFAS 123R.

(o) Recent Accounting Pronouncements

In May 2005, the FASB issued SFAS No. 154, "Accounting Changes and Error
Corrections, a Replacement of APB Opinion No.20 and FASB Statement No.3" ("SFAS
No. 154"), which requires retrospective application to prior periods' financial
statements of every voluntary change in accounting principle unless it is
impracticable to do so. SFAS No. 154 is effective for accounting changes and
corrections of errors beginning in fiscal year 2006. The adoption of this
standard will not have a material effect on the Company's financial position or
results of operations.


                                       11
<PAGE>

NOTE 5 - SHAREHOLDER'S EQUITY

The following represents transactions involving the purchases of the Company's
common stock for cash categorized by period (for the period from the date of
inception to June 30, 2006):

2002:

ISSUANCE OF 13,750,000 SHARES AT $0.00004 PER SHARE FOR TOTAL CONSIDERATION OF
$550

o     At inception, 13,750,000 shares of common stock were issued for a total
      cash payment of $550.

ISSUANCE OF 7,461,090 SHARES AT $0.0468 PER SHARE FOR TOTAL CONSIDERATION OF
$349,180

o     On July 15, 2002, 1,675,000 shares were issued to two individuals for a
      total cash payment of $78,390.

o     On July 19, 2002, 2,125,000 shares were issued for a cash payment of
      $99,450.

o     On June 27, 2002, 786,090 shares were issued for a cash payment of
      $36,790.

o     On November 8, 2002, 2,875,000 shares were issued to 9 individuals for a
      total cash payment of $134,550.

ISSUANCE OF 1,875,000 SHARES AT $0.12 PER SHARE FOR TOTAL CONSIDERATION OF
$225,000

o     On September 6, 2002, 375,000 shares of common stock were issued for a
      cash payment of $45,000.

o     On November 8, 2002, 250,000 shares were issued for a cash payment of
      $30,000.

o     On November 12, 2002, 1,250,000 shares were issued to five individuals for
      a total cash payment of $150,000.

2003:

ISSUANCE OF 3,508,425 SHARES AT $0.12 PER SHARE FOR TOTAL CONSIDERATION OF
$421,011

o     On July 14, 2003, 250,000 shares were issued for a cash payment of
      $30,000.

o     On July 28, 2003, 75,000 shares were issued for a cash payment of $9,000.

o     On July 29, 2003, 291,750 shares were issued for a cash payment of
      $35,010.

o     On August 7, 2003, 50,000 shares were issued to two individuals for a
      total cash payment of $6,000.

o     On September 2, 2003, 125,000 shares were issued for a cash payment of
      $15,000.

o     On September 3, 2003, 1,500,000 shares were issued for a cash payment of
      $180,000.

o     On September 12, 2003, 83,350 shares were issued for a cash payment of
      $10,001.

o     On November 5, 2003, 883,325 shares were issued to two individuals for a
      total cash payment of $106,000.

o     On December 31, 2003, 250,000 shares were issued for $30,000. This amount
      was recorded as subscription receivable by the Company as of December 31,
      2003 and subsequently collected on January 5, 2004.

ISSUANCE OF 201,200 SHARES AT $0.32 PER SHARE FOR TOTAL CONSIDERATION OF $64,387

o     On October 20, 2003, 93,750 shares were issued to two individuals for a
      total cash payment of $30,000.

o     On November 5, 2003, 28,025 shares were issued for a cash payment of
      $8,977.


                                       12
<PAGE>

o     On November 6, 2003, 25,000 shares were issued for a cash payment of
      $8,000.

o     On November 12, 2003, 23,175 shares were issued to three individuals for a
      total cash payment of $7,410.

o     On December 18, 2003, 31,250 shares were issued for a cash payment of
      $10,000.

2004:

ISSUANCE OF 434,600 SHARES PER SHARE AT $0.12 FOR TOTAL CONSIDERATION OF $52,150

o     On March 25, 2004, 434,600 shares were issued to three individuals for a
      total cash payment of $52,150.

ISSUANCE OF 1,125,275 SHARES PER SHARE AT $0.32 FOR TOTAL CONSIDERATION OF
$360,086

o     On January 26, 2004, 12,500 shares of common stock were issued for a cash
      payment of $4,000.

o     On January 30 2004, 14,750 shares were issued for a cash payment of
      $4,720.

o     On February 18, 2004, 31,250 shares were issued for a cash payment of
      $10,000.

o     On March 5, 2004, 14,175 shares were issued for a cash payment of $4,540.

o     On March 15, 2004, 23,375 shares were issued to three individuals for a
      total cash payment of $7,480.

o     On March 17, 2004, 15,625 shares were issued for a cash payment of $5,000.

o     On March 26, 2004, 46,875 shares were issued to two individuals for a
      total cash payment of $15,000.

o     On March 31, 2004, 31,250 shares were issued for a cash payment of
      $10,000.

o     On April 2, 2004, 31,250 shares were issued for a cash payment of $10,000.

o     On April 6, 2004, 31,250 shares were issued for a cash payment of $10,000.

o     On April 28, 2004, 57,500 shares were issued for a cash payment of
      $18,400.

o     On April 30, 2004, 251,725 shares were issued to ten individuals for a
      total cash payment of $80,546.

o     On May 11, 2004, 50,000 shares were issued to two individuals for a total
      cash payment of $16,000.

o     On May 15, 2004, 13,750 shares were issued for a cash payment of $4,400.

o     On May 28, 2004, 500,000 shares were issued for a cash payment of
      $160,000.

ISSUANCE OF 1,616,000 SHARES AT $0.50 PER SHARE FOR TOTAL CONSIDERATION OF
$807,998

o     On May 31, 2004, 20,000 shares were issued for a cash payment of $10,000.

o     On June 1, 2004, 240,000 shares were issued to three individuals for a
      total cash payment of $120,000.

o     On June 4, 2004, 85,000 shares were issued to four individuals for a total
      cash payment of $42,498.

o     On June 5, 2004, 81,000 shares were issued to three individuals for a
      total cash payment of $40,500.

o     On June 7, 2004, 80,000 shares were issued to four individuals for a total
      cash payment of $40,000.

o     On June 8, 2004, 40,000 shares were issued to two individuals for a total
      cash payment of $20,000.

o     On June 9, 2004, 60,000 shares were issued to two individuals for a total
      cash payment of $30,000.


                                       13
<PAGE>

o     On June 11, 2004, 140,000 shares were issued to six individuals for a
      total cash payment of $70,000.

o     On June 12, 2004, 60,000 shares were issued to two individuals for a total
      cash payment of $30,000.

o     On June 13, 2004, 20,000 shares were issued for a cash payment of $10,000.

o     On June 14, 2004, 260,000 shares were issued to nine individuals for a
      total cash payment of $130,000.

o     On June 15, 2004, 530,000 shares were issued to twelve individuals for a
      total cash payment of $265,000.

2005:

ISSUANCE OF 2,179,947 SHARES AT $0.5 PER SHRAE FOR TOTAL CONSIDERATION OF
$1,089,974

o     On April 22, 2005, 20,000 shares were issued to one individual for a total
      cash payment of $10,000.

o     On May 9, 2005, 100,000 shares were issued to one individual for a cash
      payment of $50,000

o     On May 10, 2005, 100,000 shares were issued to one individual for a cash
      payment of $50,000.

o     On May 20, 2005, 100,000 shares were issued to one individual for a total
      cash payment of $50,000.

o     On June 6, 2005, 60,000 shares were issued to one individual for a total
      cash payment of $30,000.

o     On June 13, 2005, 50,000 shares were issued to two individuals for a total
      cash payment of $25,000.

o     On June 15, 2005, 40,000 shares were issued to one individual for a total
      cash payment of $20,000.

o     On June 20, 2005, 100,000 shares were issued to two companies for a total
      cash payment of $50,000.

o     On August 23, 2005, 30,000 shares were issued to two individuals for a
      total cash payment of $15,000.

o     On August 26, 2005, 60,000 shares were issued to three individuals for a
      total cash payment of $30,000.

o     On August 29, 2005, 130,000 shares were issued to five individuals for a
      total cash payment of $65,000.

o     On August 30, 2005, 116,250 shares were issued to three individuals for a
      total cash payment of $58,125.

o     On August 31, 2005, 766,046 shares were issued to twenty-five individuals
      for a total cash payment of $383,023.

o     On September 5, 2005, 40,000 shares were issued to one individual for a
      total cash payment of $20,000.

o     On September 12, 2005, 352,651 shares were issued to one individual for a
      total cash payment of $176,326.

o     On September 22, 2005, 100,000 shares were issued to one individual for a
      total cash payment of $50,000.

o     On September 23, 2005, 15,000 shares were issued to one individual for a
      total cash payment of $7,500.

2006:

SALE OF 540,348 SHARES AT $1.20 PER SHARE TO BE ISSUED FOR TOTAL CONSIDERATION
OF $648,417

o     On January 20, 2006, 78,333 shares were sold to six individuals for a
      total cash payment of $94,000.

o     On January 25, 2006, 28,000 shares were sold to five individuals for a
      cash payment of $33,600.

o     On January 30, 2006, 64,167 shares were sold to three individuals for a
      cash payment of $77,000.

o     On March 20, 2006, 92,848 shares were sold to six individuals for a total
      cash payment of $111,417.

o     On March 22, 2006, 30,000 shares were sold to three individuals for a
      total cash payment of $36,000.


                                       14
<PAGE>

o     On March 24, 2006, 29,500 shares were sold four individuals for a total
      cash payment of $35,400.

o     On March 28, 2006, 30,000 shares were sold to six individuals for a total
      cash payment of $36,000.

o     On March 29, 2006, 91,500 shares were sold to four individuals for a total
      cash payment of $109,800.

o     On March 30, 2006, 6,000 shares were sold to two individuals for a total
      cash payment of $7,200.

o     On June 30, 2006, 90,000 shares were sold to two individuals for a total
      cash payment of $108,000.

ISSUANCES OF COMMON STOCK FOR SERVICES

On February 9, 2006, the Company and CEOcast, Inc. entered into an investor
relations consulting agreement whereby the Company committed to pay $5,000 a
month and a total 72,000 shares of common stock for purchase of investor
relations services during the next six months after the singing of the
agreement. In the first quarter of 2006, the Company paid $10,000 in cash for
the cash portion of the fees for the first month and the last month of the six-
month service and we also issued 36,000 shares of common stock to CEOcast, Inc.
In the second quarter of 2006, we paid $20,000 in cash to CEOcast, Inc for the
cash fee portion of the remaining four- month service and issued another 36,000
shares of common stock for service in accordance with the agreement The first
36,000 shares were valued at $64,800 using the closing share price of $1.80 at
the grant date. The second 36,000 shares of common stock were valued at $75,600
at the grant date on May 9, 2006, and our stock closing price on that day was
$2.10. The Company had amortized $108,000 as compensation cost as of June 30,
2006 and $32,400 was reflected as deferred compensation in the balance sheet as
of June 30, 2006. During the first quarter of 2006, we terminated our prior
investor relations consulting agreement with Adam Friedman Associates, LLC and
paid all the amounts owed.

On March 6, 2006, we engaged CH Capital LLC for financial consulting services
and agreed to issue a total of 50,000 shares of common stock for these financial
consulting services. 25,000 shares were issued on signing and the remaining
25,000 shares are owed three months from the date of signing. The fair value of
the 50,000 shares was $101,250 and was allocated as follows: the value of the
first 25,000 shares was calculated using the closing share price of $1.80 on the
date of the signing and the value of the remaining 25,000 shares was calculated
using the closing share price of $2.25 on June 6, 2006. As of June 30, 2006, the
Company had amortized $32,455 as compensation cost. The amount of $68,795 was
reflected as deferred compensation in the balance sheet as of June 30, 2006.

EXERCISE OF STOCK OPTIONS

2004:

On December 1, 2004, 200,000 shares of common stock were issued at $0.001 per
share for a cash payment of $200 from an exercise of stock options.

2005:

During 2005, 328,116 options were exercised by four holders, including 300,000
options owned by Columbia China Capital Group, LLC for a cash payment of $300.

2006:

During the second quarter, 50,000 options were exercised by Adam Friedman
Associates, LLC for a cash payment of $50.

ISSUANCES OF OPTIONS AND WARRANTS

During 2004, the Company issued to Columbia China Capital Group, Inc. an option
to purchase 1,342,675 shares of common stock at $.001 per share to be exercised
within a three-year period in consideration for financial consulting services to
be provided over a two-year period. The options granted were granted outside the
Company's stock option plan. On December 1, 2004, 200,000 of these options were
exercised. The options were valued at their fair value of $670,098 at the date
of grant, which was determined by the Black-Scholes-Merton valuation method
using the following assumptions: no expected dividend yield; risk-free interest
rates of 3.4%; expected lives of 3 years; and estimated volatility of 85% based
on recent history of the stock price in the industry. The Company revalued the
fair value of the options at the end of each reporting period in accordance with
EITF 96-18 and determined there was no significant change to the initial
valuation. The value of the options issued was reflected by the company as
deferred compensation and was being amortized over the two- year term of the
service agreement. Amortization for such amount was $251,287 in 2005 and
$279,208 in 2004, and was reflected in the accompanying statement of operations
for each period respectively.


                                       15
<PAGE>

On October 17, 2005, the Company reached an agreement with Columbia China
Capital Group, Inc stating that CCCG voluntarily gave up 350,000 shares options.
The net book value of deferred consulting expenses in amount of $139,604 was
charged to additional paid-in capital simultaneously. Further in the first
quarter of 2006, the Company reached an additional agreement with Columbia China
Capital Group, Inc. stating that CCCG voluntarily gave up another 97,000
options.

On December 1, 2004, the Company issued 100,000 shares of its common stock and
an option to purchase an additional 50,000 shares of its common stock at $.001
per share to Richardson & Patel, LLC in consideration for legal services
rendered. The shares issued were valued at $50,000, their fair value at the date
of issuance. The options granted were valued at $24,954 at the date of grant,
which was determined by the Black-Scholes-Merton valuation method, using the
following assumptions: no expected dividend yield; risk-free interest rates of
3.4%; expected lives of 3 years; and estimated volatility of 85 percent based on
recent history of the stock price in the industry. All the cost of stock options
in amount of $24,954 was charged as consulting expenses in 2004.

On December 1, 2004, 200,000 shares of common stock were issued at $0.001 per
share for a cash payment of $200 from an exercise of stock options.

On July 1, 2005, the Company issued to two individual consultants an option to
purchase 20,000 shares of common stock at $.001 per share in consideration for
scientific advisory service to be provided over a one-year period; all of these
options were exercised on the date of grant. The options granted were valued at
$9,982 at the date of grant, which was determined by the Black-Scholes-Merton
valuation method, using the following assumptions: no expected dividend yield;
risk-free interest rates of 3.4%; expected lives of 3 years; and estimated
volatility of 70 percent based on recent history of the stock price in the
industry The Company revalued the fair value of the options at the end of each
reporting period in accordance with EITF 96-18 and determined there was no
significant change to the initial valuation. The value of the options issued was
reflected as deferred compensation and is being amortized over the one- year
term of the service agreement. In 2005, $4,991 was charged as consulting
expense, and the remaining $4,991 had been amortized as of June 30, 2006 and
included in the accompanying statements of operations.

On October 14, 2005, the Company issued to Liang Qiao, M.D., the Company's chief
executive officer, an option to purchase 600,000 shares of common stock at $0.55
per share to be exercised with a three-year period. The options granted were
valued at $157,770 at the date of grant, which was determined by the
Black-Scholes-Merton valuation method, using the following assumptions: no
expected dividend yield; risk-free interest rates of 3.4%; expected lives of 4
years; and estimated volatility of 70 percent based on recent history of the
stock price in the industry. The value of the options is being amortized over a
three- year requisite service period. In 2005, $13,148 was charged as
compensation expense. As of June 30, 2006, $26,295 had been amortized and
included in the accompanying statements of operations.

On October 14, 2005, the Company issued 25 employees options for the purchase of
a total of 1,345,000 shares of common stock at $0.50 per share to be exercised
with a ten-year period. The options granted were valued at $369,045 at the date
of grant, which was determined by the Black-Scholes-Merton valuation method,
using the following assumptions: no expected dividend yield; risk-free interest
rates of 3.4%; expected lives of 4 years; and estimated volatility of 70 percent
based on recent history of the stock price in the industry, and there is 0%
forfeiture rate. The value of the options is being amortized over a three- year
requisite service period (one twelfth (1/12) each quarter). In 2005, $30,754 was
charged as compensation expense. As of June 30, 2006, $61,293 had been amortized
and included in the accompanying statements of operations. In the second quarter
of 2006, 5,000 options were forfeited.

On November 2, 2005, the Company issued Mr. Wenhui Qiao (the Company's
president) and Mr. Kevin Lee (the Company's CFO) an option to purchase 150,000
shares of common stock at $0.001 per share, individually. The options granted
were valued at $149,738 at the date of grant, which was determined by the
Black-Scholes-Merton valuation method, using the following assumptions: no
expected dividend yield; risk-free interest rates of 3.4%; expected lives of 4
years; and estimated volatility of 70 percent based on recent history of the
stock price in the industry and 0% forfeiture rate. All the cost of stock
options in amount of $149,738 was charged as compensation expenses to employees
in 2005.

On November 2, 2005, the Company issued to Adam Friedman Associates LLC, the
Company's investor relations consultant, an option to purchase 50,000 shares of
common stock at $.001 per share to be exercised within a one-year period in
consideration for financial consulting service to be provided over a one-year
period. The options granted were valued at $24,952 at the date of grant, which
was determined by the Black-Scholes-Merton valuation method, using the following
assumptions: no expected dividend yield; risk-free interest rates of 3.4%;
expected lives of 1.5 years; and estimated volatility of 70 percent based on
recent history of the stock price in the industry. The value of the options
issued was capitalized by the company as a prepaid consulting fee and is being
amortized over the one- year term of the service agreement. In 2005, $4,159 was
charged as consulting expense. As of June 30, 2006, $8,317 was capitalized in
the balance sheet and $12,476 had been amortized as consulting expense. Adam
Friedman Associates LLC exercised the 50,000 options in the second quarter of
2006 for a cash payment of $50.

On November 2, 2005, the Company issued to Ms. Ma Suifang, the Company's
financial consultant, an option to purchase 8,116 shares of common stock at
$.001 per share. The options granted were valued at $4,051 at the date of grant,
which was determined by the Black-Scholes-Merton valuation method, using the
following assumptions: no expected dividend yield; risk-free interest rates of
3.4%; expected lives of 3 years; and estimated volatility of 70 percent based on
recent history of the stock price in the industry. All the cost of stock options
in amount of $4,051 was charged as consulting expense in 2005.


                                       16
<PAGE>

INVESTMENT AGREEMENT

On November 29, 2005, the Company entered into an Investment Agreement with
Dutchess Private Equities Fund, LP, a Delaware registered limited partnership
based in Boston ("Dutchess"). Under the terms of the Agreement, Dutchess has
agreed to purchase from the Company up to $10,000,000 of the Company's common
stock over a 24-month period. After a registration statement covering the resale
of up to 2,000,000 shares of the Company's common stock is declared effective,
the Company has the right to deliver a put notice and sell to Dutchess (i)
$100,000 of its common stock or (ii) 200% of the average daily volume for the 10
trading days prior to the put notice date, multiplied by the average of three
daily closing bid prices immediately preceding the put date. The purchase price
per share identified in each put notice will be equal to 95% of the lowest
closing bid price of the Company's common stock during five trading days after
the applicable put notice date. Pursuant to the terms of the agreement, the
Company has the right to control the timing and amount of stock sold to
Dutchess. The Company is not entitled to submit a put notice until after the
closing of the previous put notice. Pursuant to the agreement, upon receipt of a
put notice, Dutchess will be required to purchase from the Company during the
applicable pricing period a number of shares having an aggregate purchase price
equal to the lesser of (i) the put amount identified in the put notice, and (ii)
20% of the aggregate trading volume of the Company's common stock during the
pricing period multiplied by the lowest closing bid price during the applicable
pricing period In addition, the agreement requires the Company to pay a
registered broker dealer 2.5% of the put amount on each draw toward the
placement agent fee up to a total cumulative amount of $10,000. The agreement
terminates upon the earlier to occur of the following events: (i) when Dutchess
has purchased an aggregate $10,000,000 of the Company's common stock, or an
aggregate of 2,000,000 shares of the Company's common stock; or (ii) on the date
which is 24 months after the effective date of the registration statement.

The Company filed a registration statement on Form SB-2 with respect to the
common stock being offered to Dutchess on December 30, 2005. The SB-2 was
declared effective by the SEC in January 2006.

NOTE 6 - STOCK OPTION PLAN

On December 1, 2004, the Company's shareholders approved the 2004 Stock
Incentive Plan The 2004 stock incentive plan provides for the grant of incentive
stock options to our employees, and for the grant of non-statutory stock
options, restricted stock, stock appreciation rights and performance shares to
our employees, directors and consultants. The Company has reserved a total of
2,000,000 shares of its common stock for issuance pursuant to the 2004 stock
incentive plan. The 2004 stock incentive plan does not provide for automatic
annual increases in the number of shares available for issuance under the plan.
As of June 30, 2006, 1,960,000 options had been granted under this plan.

The administrator determines the exercise price of options granted under our
2004 stock incentive plan, but the exercise price must not be less than 85% of
the fair market value of our common stock on the date of grant. In the event the
participant owns 10% or more of the voting power of all classes of our stock,
the exercise price must not be less than 110% of the fair market value per share
of our common stock on the date of grant. With respect to all incentive stock
options, the exercise price must at least be equal to the fair market value of
our common stock on the date of grant The term of an incentive stock option may
not exceed 10 years, except with respect to any participant who owns 10% of the
voting power of all classes of our outstanding stock or the outstanding stock of
any parent or subsidiary of ours, which the term must not exceed five years and
the exercise price must equal at least 110% of the fair market value on the
grant date. The administrator determines the term of all other options; however,
no option will have a term in excess of 10 years from the date of grant.

The following table summarizes the stock option activity under the plan and
outside-the-plan issuances:

                                                Options     Weighted Average
                                                Granted      Exercise Price
                                              ------------   --------------
Outstanding at December 31, 2003 and prior
Granted                                          1,392,675   $        0.001
Exercised                                          200,000   $        0.001
Withdrawn                                               --               --
Outstanding at December 31, 2004                 1,192,675   $        0.001
Granted                                          2,303,116   $         0.44
Exercised                                          308,116   $        0.001
Withdrawn                                          350,000   $        0.001

Outstanding at December 31, 2005                 2,837,675   $         0.36
Exercisable at December 31, 2005                 1,054,758   $         0.36
Granted                                                 --               --
Exercised                                               --               --
Withdrawn                                           97,000   $        0.001

Outstanding at March 31, 2006                    2,740,675   $         0.37
Exercisable at March 31, 2006                    1,119,842   $         0.08
Granted                                                 --               --
Exercised                                           50,000   $        0.001
Withdrawn                                            5,000   $          0.5
Outstanding at June 30, 2006                     2,685,675   $         0.37
Exercisable at June 30, 2006                     1,230,675   $         0.20


                                       17
<PAGE>

The following table summarizes information about stock options outstanding as of
June 30, 2006:

<TABLE>
<CAPTION>
                                     Options Outstanding                            Options Exercisable
----------------------------------------------------------------------------------------------------------------------
Range of Exercise     Number of    Weighted Average       Weighted Average        Number of      Weighted Average
Prices                Shares       Exercise Price         Remaining Contractual   Shares         Exercise Price
                                                          Life (in years)
----------------------------------------------------------------------------------------------------------------------
<S>                   <C>           <C>                    <C>                    <C>             <C>
 $0.001 to $0.55      2,685,675        $0.37                    8.4               1,230,675            $0.20
                     ----------                                                   ---------
                         85,675                                                   1,230,675
                     ==========                                                   =========
</TABLE>

NOTE 7 - COMMITMENTS AND CONTINGENCIES

Lease commitment

As of June 30, 2006, the Company had remaining outstanding commitments in
respect to its non-cancelable operating lease for its office in Oak Brook, IL,
of which $13,157 is due through December 31, 2006 and $17,542 is due in 2007,
and its offices in Beijing, PRC (which is leased from Wenhui Qiao, our director
and president, and his wife), of which $9,005 is due through December 31, 2006
and $9,005 in 2007.

Royalty and License Arrangements

Liang Qiao, M.D., our co-founder and chief executive officer, is one of the two
co-inventors of our core technology that was assigned to Loyola University
Chicago in April 2001. Under an agreement with Loyola University Chicago, the
Company has obtained exclusive rights to this technology for use in its future
products within the United States, Japan and the People's Republic of China,
including mainland China, Hong Kong, Taiwan and Macau. The license continues
perpetually or for the maximum period of time permitted by law, unless
terminated earlier under the terms of the agreement. Pursuant to this agreement,
Loyola receives a royalty of 4% from the net profit for all uses of the licensed
technology, including uses under sublicenses. As of June 30, 2006, we had not
generated any revenues from the sale of any products under development, nor had
we received any revenues from sublicenses.

Research and Development agreements

On May 6, 2004, the Company and Beijing Institute of Radiation Medicine entered
into agreements for pre-clinical animal testing of HIV-PV Vaccine I. The
aggregate amount for the testing is $122,348 and as of June 30, 2006, the
remaining commitment was $35,360.

Contractual Obligations Schedule

Payments due as of June 30, 2006 under contractual obligations mature as
follows:

                                   Payments due by period
                                      ($ in thousands)
                           ------------------------------------
                                        less than     2007 and
Obligations                   Total     six months    beyond
                           ----------   ----------   ----------
Lease obligation                   49           22           27
R&D agreement obligation           35           35
                           ----------   ----------   ----------
Total                              84           57           27
                           ==========   ==========   ==========


                                       18
<PAGE>

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

Some of the statements made by us in this Quarterly Report on Form 10-QSB are
forward-looking in nature, including but not limited to, statements relating to
our future revenue and expenses, product development, future market acceptance,
levels of research and development, our management's plans and objectives for
our current and future operations, and other statements that are not historical
facts. Forward-looking statements include, but are not limited to, statements
that are not historical facts, and statements including forms of the words
"intend", "believe", "will", "may", "could", "expect", "anticipate", "plan",
"possible", and similar terms Actual results could differ materially from the
results implied by the forward looking statements due to a variety of factors,
many of which are discussed throughout this Quarterly Report and in our SEC
filings. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof. We undertake
no obligation to publicly release any revisions to these forward-looking
statements that may reflect events or circumstances after the date hereof or to
reflect the occurrence of unanticipated events, unless required by law. Factors
that could cause actual results to differ materially from those expressed in any
forward-looking statement made by us include, but are not limited to:

o     our ability to finance our activities and maintain our financial
      liquidity;

o     our ability to attract and retain qualified, knowledgeable employees;

o     our ability to complete product development;

o     our ability to obtain regulatory approvals to conduct clinical trials;

o     our ability to design and market new products successfully;

o     our failure to acquire new customers in the future;

o     deterioration of business and economic conditions in our markets;

o     intensely competitive industry conditions; and

In this document, the words "we," "our," "ours," and "us" refers to Bio-Bridge
Science, Inc. and our wholly owned subsidiaries, including Bio-Bridge Science
(Beijing) Co. Ltd., a Wholly-Foreign Funded Enterprise of the People's Republic
of China ("Bio-Bridge (Beijing)") and Bio-Bridge Science Corporation, a Cayman
Islands corporation.

OVERVIEW

Bio-Bridge Science, Inc. is a development stage company whose subsidiaries are
focused on the commercial development of vaccine related technology. The main
product we are developing is HIV-PV Vaccine I. The pre-clinical testing of
HIV-PV Vaccine I on laboratory animals in Beijing, China was completed, and the
testing result was issued in June 2006. Once the GMP facility is equipped and
the vaccine produced in the facility, we will apply to China's State Food and
Drug Administration for approval to conduct clinical trials of HIV-PV Vaccine I.
We have completed the construction of the outside body of our phase I laboratory
and bio-manufacturing facility and the inner construction was finished as of
June 2006. The phase I interior and exterior construction was completed
according to GMP rules and requirements; however, construction of high and low
voltage electricity and installation of steam equipment is still taking place
with local suppliers. So the entire project was not completed as of June 30,
2006. Therefore, the construction was still recorded as work in process as of
June 30, 2006, instead of fixed asset in the balance sheet as of June 30, 2006.

Our primary strategy is to develop, test and obtain regulatory approval for
HIV-PV Vaccine I and other vaccine products in China first and then in the
United States and Japan. In May 2003, we purchased the right to use for fifty
years approximately 2.8 acres of land in the Tianzhu Export Processing Zone,
Shunyi District, Beijing, China to develop a laboratory and bio-manufacturing
facility in compliance with Good Manufacturing Practices, or GMP, regulations
primarily for clinical trials of HIV-PV Vaccine I. Under Chinese law, there is
no private ownership of land, and accordingly, we do not own this land. In July
2003, we engaged a contractor to design the GMP facility. The approximate total
cost of building the total facility, including the phase II project for the
administrative building, is $3 million.

Since inception, we have generated few revenues. We incurred net losses of
$1,253,093 in 2005 and $944,437 in 2004. As of June 30, 2006, we had an
accumulated deficit of $3,311,978 and a working capital deficiency of $284,363.
Our continued existence is dependent upon our ability to obtain additional
financing. Our capital requirements for the next 12 months, as they relate to
further research and development relating to our first product candidate, HIV-PV
Vaccine I and other new product candidates, have been and will continue to be
significant. As of June 30, 2006, we have funded our operations through equity
offerings whereby we raised an aggregate $3,988,933 since inception. We will
need to obtain additional financing in addition to the funding already raised
through the sale of equity securities to fund our cash needs and continue our
operations beyond December 2006. During the six months ended June 30, 2006, we
have sold 540,348 shares pursuant to private placements, and have received
proceeds of $618,346 to date. As of December 31, 2005, our independent auditors
have added an explanatory paragraph to their report of our audited financial
statements for the year ended December 31, 2005 stating that our accumulated net
loss of $2,567,026, lack of revenues and dependence on our ability to raise
additional capital to continue our existence, raise substantial doubt about our
ability to continue as a going concern. Our consolidated financial statements
and their explanatory notes included as part of this quarterly report do not
include any adjustments that might result from the outcome of this uncertainty.
We are in discussions with several potential investors, but we have no
investment commitment or terms finalized as of June 30, 2006, except the
investment agreement we entered into with Dutchess Private Equities Fund, LP on
November 29, 2005, which is still in effect. If we fail to obtain additional
financing, either through an offering of our securities or by obtaining loans,
we may be forced to reduce operating costs and postpone completion of our
laboratory and manufacturing facility. Development of our vaccines or research
programs would be adversely affected or suspended altogether from such cost
reductions, and we could be forced to cease our business.


                                       19
<PAGE>

Plan of Operation

Our primary corporate focus is on the commercial development of HIV-PV Vaccine I
through our subsidiaries. Our capital requirements, particularly as they relate
to product research and development, have been and will continue to be
significant. Our future cash requirements and the adequacy of available funds
will depend on many factors, including the pace at which we are able to obtain
regulatory approvals of HIV-PV Vaccine I, whether or not a market develops for
our products and, if a market develops, the pace at which it develops, and the
pace at which the technology involved in making our products changes.

Also we plan to develop three more products in the second half of 2006 to
diversify our potential product offerings, and these new potential products are
summarized as follows:

o     HPV vaccines - we plan to develop two kinds of HPV vaccine products: 1) an
      oral vaccine that will be used to treat HPV 6b and HPV 16 and 18
      infections (genital warts and cervical CIN and cancers caused by HPV 16
      and 18; 2) an oral vaccine that is composed of HPV 16, 18, 31, 45, 58
      virus-like particles to prevent infections (cover 90% of HPV causing
      cervical cancer).

o     Colon cancer vaccine--an oral vaccine that treats CEA+ colon cancer.

o     Mucosal adjuvant -- an adjuvant that can be used to enhance vaccines
      efficacy in elderly, e.g. for influenza virus vaccine for age over 60.

We plan to conduct the pre-clinical trials for these new products in cooperation
with leading medical research institutes in Beijing, China in the second half of
2006. We estimate that we will complete the pre-clinical trial of HPV vaccine by
early 2007 and enter clinical trials in 2007. We estimate that it will take
approximately four years to finish all the clinical trials. As for oral vaccine
to prevent HPV infection, we expect the clinical trial period will last from
2007 to 2012. For colon cancer vaccine, we expect to finish the pre-clinical
trial by early 2007 and finish three phases of clinical trials in 2010. We
expect to complete the pre-clinical trail of the mucosal adjuvant by early 2007
and the human clinical trail period will be from 2007 to 2010. All the
technology applied in the new product candidates is based on the technology
co-developed by our CEO, Liang Qiao, M.D. Because we use the same technology, we
expect to use the same GMP facility in Beijing, China to produce these vaccines
for pre-clinical and clinical trials.

To date we have funded our operations from funds we raised in private offerings.
In the first half of 2006, we sold 540,348 shares of common stock at a price of
$1.20 per share to be issued to forty investors from private placements, and
raised gross proceeds of $648,417. During the next twelve months, we need to
raise capital through an offering of our securities or from loans to continue
research and development of HIV-PV Vaccine I in China as well as complete the
construction of our phase two laboratory and administrative facility in China,
which we estimate will cost approximately $3 million for total Phase I and II
project works. We have funded half and $1.5 million remains to be funded as of
June 30, 2006. We currently have no commitments to make payments to complete
this construction project. We estimate that our capital requirements for the
next twelve months will be as follows:

o     approximately $1.3 million for our laboratory/bio-manufacturing facility
      air ventilation, filtration, and sterile environment equipment/clean room
      equipment and electricity work for Phase I laboratory manufacturing
      facility project in Beijing, China;

o     approximately $1 million to purchase advanced laboratory equipment and
      supplies for our vaccine production;

o     approximately $0.5 million to finish Phase I clinical study and the
      preparatory work;

o     approximately $1.8 million for working capital and general corporate
      needs; and

o     approximately $0.6 million for pre-clinical trials on HPV vaccines, colon
      cancer vaccine, and mucosal adjuvant.

In addition, we estimate that the total cost to bring our HIV-PV vaccine I
product to market in China will be $10 million for the therapeutic vaccine, and
an additional $6 million for the preventative vaccine. We expect that the
therapeutic vaccine can be brought to market in 2008 or 2009 and the
preventative vaccine can be brought to market in 2011 or 2012, if we are
successful in raising the funds to complete development of the vaccine. As of
June 30, 2006, our cash and cash equivalents position was $294,251. Although we
have received proceeds of $618,346 in the past six months pursuant to private
equity financings, we will need to raise additional funds through the public or
private sales of our securities, loans, or a combination of the foregoing. We
cannot guarantee that financing will be available to us, on acceptable terms or
at all. We also may borrow from local banks in China given that our land use
right and laboratory facility could be used as collateral for borrowing. If we
fail to obtain other financing, either through an offering of our securities or
by obtaining additional loans, we will be unable to maintain our operations and
may be forced to scale back or cease our business.


                                       20
<PAGE>

We do not expect to generate any significant revenues in the next 12 months
although we signed an exclusive agency agreement with Xinhua Surgical
Instruments Co. Ltd. to distribute its operational instruments in the United
States. We may consider acquiring other profitable vaccine companies in China.
The acquisition may help support our development of HIV vaccines by stable
operational cash flows from acquisition targets and provide skillful work force
as well as marketing expertise.

Results of Operations

Three-month period ended June 30, 2006 and June 30, 2005

During three month period ended June 30, 2005, we had no revenue. During three
months period ended June 30, 2006, we had revenues of $92 due to sale of
surgical instrument in the United States. The cost of revenue was $28, which was
30% of the total revenue. Since we entered into this agreement, we have been
establishing sales inventory of Xinhua's surgical instruments, printed marketing
materials such as catalogs and post cards, compiled a list of potential
customers, started forming a sales force, and implementing a strategic marketing
plan for selling Xinhua's instruments. We expect that the revenue from sales of
these instruments will gradually increase in the future as a result of these
efforts.

For the quarter ended June 30, 2006, research and development expenses were
$33,806 as compared to $19,292 for the quarter ended June 30, 2005. The increase
of $14,514 is due primarily to the pre-clinical trial development of our HIV-PV
Vaccine I, and the continuing hiring of the research and development staff.

For the quarter ended June 30, 2006, general and administrative expenses were
$415,006 as compared to $219,591 for the quarter ended June 30, 2005. The
increase of $195,415 is due primarily to increases in non-cash compensation
expense of $148,600, consulting expense of $15,800 and selling expense of
$12,800 Also we had increased costs in travel, salary, office fee and other
expenses, which were $5,000, $7,200 and $3,800 and $2,215, respectively.

For the quarter ended June 30, 2006, interest and other income was $882 as
compared to $679 for the quarter ended June 30, 2005. The increase of $203 is
due primarily to an increase in cash balances.

Net loss for the quarter ended June 30, 2006, was $447,866 as compared to
$238,204 for the quarter ended June 30, 2005. This increase in net loss is
attributable primarily to the increased amortization of compensation costs,
selling expense and consulting related fees.


Six months ended June 30, 2006 compared to six months ended June 30, 2005

During six months ended of June 30, 2005,we had no revenue. During the six
months ended June 30, 2006, we had revenues of $273 due to our selling surgical
instrument in the United States. The cost of revenue was $84, which was 31% of
the total revenue.

For the six months ended June 30, 2006, research and development expenses were
$50,274 as compared to $20,792 for the six months ended June 30 2005. The
increase of $29,482 is due primarily to the pre-clinical trial development of
our HIV-PV Vaccine I, and the continuing recruiting of the research and
development staff.

For the six months ended June 30, 2006, general and administrative expenses were
$696,874 as compared to $417,745 for the six months ended June 30, 2005. The
increase of $279,129 is due primarily to increases in non-cash compensation
expense of $194,600 and consulting expense of $51,600. Also we had increases in
salary, office, selling expense and others in six months ended June 30, 2006
compared with 2005, which were $8,400, $4,600, $19,000 and $929, respectively.

For the six months ended June 30, 2006, interest and other income was $2,007 as
compared to $1,368 for the six months ended June 30, 2005. The increase of $639
was due primarily to an increase in cash balances.

Net loss for the six months ended June 30, 2006, was $744,952 as compared to
$437,169 for the six months ended June 30, 2005. This increase in net loss was
attributable primarily to the increase of compensation costs, consulting,
salary, selling expense and related fees.


Liquidity and Capital Resources

Our principal sources of liquidity are cash and cash equivalent balances, which
were $294,251 at June 30, 2006, and $385,646 at December 31, 2005. Since our
inception, we have incurred significant losses, and as of June 30, 2006, we had
an accumulated deficit of $3,311,978.


                                       21
<PAGE>

Net cash used in operating activities was $425,817 for the six months ended June
30, 2006 and $254,835 for the six months ended June 30, 2005. The increase was
due primarily to an increase in the scale of business including increased hiring
of employees.

Cash flows used in investing activities was $295,660 for the six months ended
June 30, 2006 and $38,812 for the six months ended June 30, 2005. This change
was due to the purchase of fixed assets, including equipments, and construction
in process.

Net cash provided by financing activities was $618,396 for the six months ended
June 30, 2006 compared to $285,000 for the six months ended June 30, 2005. This
was mainly due to increased proceeds from the issuance of common stock through
private placements.

To date, our operations have been funded through issuances of our common stock
whereby we raised an aggregate of $3,988,933 from inception through June 30,
2006.

Based on our current operating plan, we believe that we have sufficient cash and
cash equivalents to last approximately through December 2006. We will need to
obtain additional financing in addition to the funds already raised through the
sale of equity securities to fund our cash needs and continue our operations
beyond December 2006. Additional financing, whether through public or private
equity or debt financing, arrangements with stockholders or other sources to
fund operations, may not be available, or if available, may be on terms
unacceptable to us. Our ability to maintain sufficient liquidity is dependent on
our ability to raise additional capital. If we issue additional equity
securities to raise funds, the ownership percentage of our existing stockholders
would be reduced. New investors may demand rights, preferences or privileges
senior to those of existing holders of our common stock. Debt incurred by us
would be senior to equity in the ability of debt holders to make claims on our
assets. The terms of any debt issued could impose restrictions on our
operations. If adequate funds are not available to satisfy either medium or
long-term capital requirements, our operations and liquidity could be materially
adversely affected and we could be forced to cease operations. The uncertainty
related to these conditions raises substantial doubt about our ability to
continue as going concern.

Critical Accounting Policies

Our discussion and analysis of our financial condition and results of operations
are based on our consolidated financial statements, which have been prepared in
accordance with accounting principles generally accepted in the U.S. The
preparation of these financial statements requires us to make estimates and
judgments that affect the reported amounts of assets, liabilities, revenues and
expenses for each period. The following represents a summary of our critical
accounting policies, defined as those policies that we believe are the most
important to the portrayal of our financial condition and results of operations
and that require management's most difficult, subjective or complex judgments,
often as a result of the need to make estimates about the effects of matters
that are inherently uncertain.

Stock compensation costs

We account for stock option and warrant grants issued to non-employees using the
guidance of SFAS No. 123, "Accounting for Stock-Based Compensation" and EITF No.
96-18: "Accounting for Equity Instruments that are Issued to Other Than
Employees for Acquiring, or in Conjunction with Selling, Goods or Services,"
whereby the fair value of such option and warrant grants is determined using the
Black-Scholes option pricing model at the date of grant.

In December 2004, the FASB issued SFAS No. 123(R), "Share-Based Payment". This
Statement revises FASB Statement No. 123, "Accounting for Stock-Based
Compensation" and supersedes APB Opinion No. 25, "Accounting for Stock Issued to
Employees". SFAS No. 123(R) focuses primarily on the accounting for transactions
in which an entity obtains employee services in share-based payment transactions
SFAS No. 123(R) requires companies to recognize in the statement of operations
the cost of employee services received in exchange for awards of equity
instruments based on the grant-date fair value of those awards (with limited
exceptions). We decided to adopt SFAS 123(R) ahead of the requirement schedule
in the fourth quarter of 2005. We account for stock options or other
compensation to employees using the guidance contained in SFAS No. 123(R) and
SEC Staff Accounting Bulletin ("SAB") No.107.

Impairment of long-lived assets.

We account for long-lived assets in accordance with SFAS No. 144, Accounting for
the Impairment or Disposal of Long-Lived Assets, or SFAS No 144, which was
adopted on January 1, 2002. SFAS No. 144 supersedes SFAS No. 121, Accounting for
the Impairment of Long-Lived Assets and for Long- Lived Assets To Be Disposed
of, or SFAS No. 121. Our long-lived assets consist of land use rights, notes,
fixed assets, construction in process, and prepaid consulting fees. We regularly
evaluate our long-lived assets, including our intangible assets, for indicators
of possible impairment whenever events or changes in business circumstances
indicate that the carrying amount of the assets may not be fully recoverable. An
impairment loss would be recognized when estimated undiscounted future cash
flows expected to result from the use of an asset and its eventual disposition
are less than its carrying amount. Impairment, if any, is measured using
discounted cash flows. In the years ending December 31, 2005, 2004 and 2003, we
performed an evaluation of our long-lived assets and noted no impairment.


                                       22
<PAGE>

Research and development costs

We account for research and development expense under the guidance of SFAS No.2,
Accounting for Research and Development Costs, which was adopted in October
1974. Research and development costs are charged to operations as incurred. Our
research and development cost includes salaries of research and development
personnel, contract service expense for conducting pre-clinical trial study by
Beijing Institute of Radiation Medicine.

COMMITMENTS AND CONTINGENCIES

Lease Commitment

As of June 30, 2006, We had remaining outstanding commitments in respect to our
non-cancelable operating lease for its office in Oak Brook, IL, of which $13,157
is due through December 31, 2006 and $17,542 is due thereafter, and its offices
in Beijing, PRC (which is leased from Wenhui Qiao, our director and president
and his wife), of which $9,005 is due through December 31, 2006 and $9,005 in
2007.

Royalty and License Arrangements

Liang Qiao, M.D., our co-founder and chief executive officer, is one of the two
co-inventors of our core technology that was assigned to Loyola University
Chicago in April 2001. Under an agreement with Loyola University Chicago, the
Company has obtained exclusive rights to this technology for use in its future
products within the United States, Japan and the People's Republic of China,
including mainland China, Hong Kong, Taiwan and Macau. The license continues
perpetually or for the maximum period of time permitted by law, unless
terminated earlier under the terms of the agreement. Pursuant to this agreement,
Loyola receives a royalty of 4% from the net profit for all uses of the licensed
technology, including uses under sublicenses. As of June 30, 2006, we had not
generated any revenues from the sale of any products under development, nor had
we received any revenues from sublicenses.

Research and Development Agreements

On May 6, 2004, the Company and Beijing Institute of Radiation Medicine entered
into agreements for pre-clinical animal testing of HIV-PV Vaccine I. The
aggregate amount for the testing is $122,348 and as of June 30, 2006, the
remaining commitment was $35,360.

Contractual Obligations Schedule

Payments due as of June 30, 2006 under contractual obligations mature as
follows:

                                      Payments due by
                                   period ($ in thousands)
                           ------------------------------------
                                        less than     2007 and
Obligations                  Total      six months    beyond
                           ----------   ----------   ----------
Lease obligation                   49           22           27
R&D agreement obligation           35           35
                           ----------   ----------   ----------
 Total                             84           57           27
                           ==========   ==========   ==========


Item 3. Controls and Procedures

(a) Evaluation of disclosure controls and procedures: As of the end of the
period covered by this report, we carried out an evaluation, under the
supervision and with the participation of our management, including our Chief
Executive Officer and Chief Financial Officer, of the effectiveness of the
design and operation of our disclosure controls and procedures, as defined in
Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as
amended. Based upon that evaluation, our Chief Executive Officer and Chief
Financial Officer concluded that our disclosure controls and procedures were
effective as of the end of the applicable period to ensure that the information
required to be disclosed by us in reports that we file or submit under the
Exchange Act (i) is recorded, processed, summarized and reported within the time
periods specified in Securities and Exchange Commission rules and forms and (ii)
is accumulated and communicated to our management, including our Chief Executive
Officer and Chief Financial Officer, as appropriate to allow timely decisions
regarding required disclosures.

(b) Changes in internal controls over financial reporting: There was no change
in our internal control over financial reporting during our most recent fiscal
quarter that has materially affected, or is reasonably likely to materially
affect, our internal control over financial reporting.


                                       23
<PAGE>

                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings

Not Applicable.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

During the second quarter of 2006, we sold 90,000 shares of common stock at a
price of $1.20 per share to an investor in reliance upon the exemption from
registration set forth in Regulation S under the Securities Act of 1933, as
amended (the "Act"), and raised gross proceeds of $108,000. In the first quarter
of 2006, we sold 450,348 shares of common stock at a price of $1.20 per share
through private placements and we have received all the proceeds of $540,418 as
of the date of this filing. We plan to register these 540,348 shares of common
stock with the SEC for resale on a Registration Statement on Form SB-2 in the
third quarter of 2006.

For the Regulation S offering in the second quarter, we did not conduct a public
solicitation in connection with the offer, purchase or sale of these shares, no
advertisement was conducted with respect to this issuance in any public medium
or forum, and we offered the shares on our behalf only to investors who resided
outside the U.S and were not a "U.S. person", as defined in Regulation S under
the Act, nor did they acquire the shares for the account or benefit of a U.S.
person. The following conditions were all met with respect to the shares issued
in the transaction: (1) the investors acknowledged that the shares have not been
registered under the Act and that they may not be offered, sold or transferred,
except in compliance with the Act and other applicable laws or an exemption
therefrom, (2) the investors were sufficiently aware of the registrant's
business affairs and financial condition to reach an informed decision to
acquire the registrant's shares, and (3) neither the registrant nor the investor
paid any fees to any finder or broker-dealer in conjunction with this issuance.

Item 3. Defaults Upon Senior Securities

Not Applicable.

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

Not Applicable.

Item 5. Other Information

Not Applicable.

Item 6. Exhibits

The exhibits listed in the Exhibit Index are filed as part of this report.


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<PAGE>

                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                     Bio-Bridge Science, Inc.



/s/ Dr. Liang Qiao
---------------------------
By: Dr. Liang Qiao                   Dated: August  9, 2006
Chief Executive Officer


                                       25
<PAGE>

                                  EXHIBIT INDEX



2.1*        Agreement for the exchange of shares by and among the registrant,
            Bio-Bridge Science Corporation and the shareholders of record of
            Bio-Bridge Science Corporation, dated November 4, 2004

3.1(i)*     Certificate of incorporation of the registrant, as currently in
            effect

3.1(ii)*    Bylaws of the registrant, as currently in effect

4.1         Lease agreement between Bio Bridge Science (Beijing) Corporation and
            Wenhui Qiao

4.2         Lease agreement between Bio-Bridge Science (Beijing) Corporation and
            Minjin Yu

31.1        Certification of Chief Executive Officer

31.2        Certification of Chief Financial Officer

32.1        Section 1350 Certifications of Chief Executive Officer and Chief
            Financial Officer


*     Previously filed with the Securities and Exchange Commission pursuant to
      Registration Statement No. 333-121786.