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

                                   FORM 10-QSB

[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934

                 For Quarterly period Ended: March 31, 2006; or

[ ]  TRANSITION  REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  EXCHANGE ACT OF
     1934

                For the transition period _________ to __________

                        Commission File Number: 000-51074


                             -----------------------


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

         Nevada                                                 76-3078125
 ------------------------------                             ------------------
(State or other Jurisdiction of                              (I.R.S. Employer
 Incorporation or Organization)                             Identification No.)

              1615 Golden Aspen Drive, Suite 101, Ames, Iowa 50010
          -------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (515) 233-8333
                            -------------------------
                           (Issuer's telephone number)

        Check  whether the issuer (1) filed all reports  required to be filed by
Section 13 or 15 (d) of the  Exchange Act during the past 12 months (or for such
shorter period that a 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 (as
defined by Rule 12b-2 of the Exchange Act. Yes [ ] No [X]

        State the number of shares  outstanding  of the issuer's  common equity:
$0.001 par value, as of March 31, 2006, was 23,999,950.

         Transitional Small Business Disclosure Format.    Yes       No  [X]



<PAGE>



                                      INDEX

                                                                            Page
                                                                            ----
Part I.  Financial Information

         Item 1.      Financial Statements (unaudited)...................... 3

                      Balance Sheets...................................... 4-5
                      Statements of Operations ............................. 6
                      Statement of Stockholders' Equity (Deficit)........... 7
                      Statements of Cash Flows.............................8-9
                      Notes to the Financial Statements .................10-12

         Item 2.      Management's Discussion and Analysis
                        or Plan of Operation .............................. 13

         Item 3.      Controls and Procedures ............................. 14

Part II. Other Information

         Item 1.      Legal Proceedings ................................... 15

         Item 2.      Changes in Securities ............................... 15

         Item 3.      Defaults Upon Senior Securities ..................... 16

         Item 4.      Submission of Matters to a Vote of Security Holders . 16

         Item 5.      Other Information ................................... 16

         Item 6.      Exhibits and Reports on Form 8-K .................... 16

                      Signatures........................................... 17

                      Certifications.....................................18-23




                                       -2-
<PAGE>

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

     The accompanying balance sheets of BioForce Nanosciences Holdings,  Inc. at
March 31, 2006 and December 31, 2005, and the related  statements of operations,
stockholders'  equity (deficit) and cash flows for the three months ending March
31, 2006 and 2005,  have been  prepared by our  management  in  conformity  with
United  States  generally  accepted  accounting  principles.  In the  opinion of
management,  all adjustments considered necessary for a fair presentation of the
results of  operations  and  financial  position have been included and all such
adjustments are of a normal recurring nature.  Operating results for the quarter
ended March 31, 2006, are not necessarily  indicative of the results that can be
expected for the fiscal year ending December 31, 2006.









                      BIOFORCE NANOSCIENCES HOLDINGS, INC.

                              FINANCIAL STATEMENTS

                      March 31, 2006 and December 31, 2005



                                      -3-
<PAGE>
                      BIOFORCE NANOSCIENCES HOLDINGS, INC.
                                 BALANCE SHEETS

                                     ASSETS

                                            December 31,          March 31,
                                               2005                2006
                                            ----------           ----------

                                                                (Unaudited)
 CURRENT ASSETS
     Cash and cash equivalents             $  362,997           $5,355,600
     Accounts receivable - trade                8,775               16,128
     Inventory                                   --                 54,296
     Prepaid expenses and other assets          8,933                6,495
                                           ----------           ----------
            Total current assets              380,705            5,432,519
                                           ----------           ----------

PROPERTY AND EQUIPMENT
     Computer equipment                        51,575               52,765
     Scientific and laboratory equipment      380,000              380,000
     Leasehold improvements                   598,968              607,062
     Office furniture and fixtures             51,365               51,365
                                           ----------           ----------
            Total                           1,081,908            1,091,192
     Less accumulated depreciation            495,066              536,458
                                           ----------           ----------
            Net property and equipment        586,842              554,734
                                           ----------           ----------

INTANGIBLE ASSETS
     Patent costs, net                        418,657              476,678
     Trademark and branding costs, net         35,978               36,166
                                           ----------           ----------
            Total intangible assets           454,635              512,844
                                           ----------           ----------




            TOTAL ASSETS                   $1,422,182           $6,500,097
                                           ==========           ==========



   The accompanying notes are an integral part of these financial statements.


                                      -4-
<PAGE>
<TABLE>
<CAPTION>
                      BIOFORCE NANOSCIENCES HOLDINGS, INC.
                                 BALANCE SHEETS


                                                                                 December 31,      March 31,
                                                                                     2005             2006
                                                                                 ------------    ------------
                LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                                                                                                 (Unaudited)
 CURRENT LIABILITIES
<S>                                                                             <C>             <C>
     Accounts payable                                                           $     89,217    $    149,732
     Accrued interest                                                                 58,145            --
     Accrued wages                                                                    66,613          36,163
                                                                                ------------    ------------
            Total current liabilities                                                213,975         185,895

LONG-TERM DEBT                                                                     1,997,802         443,771
                                                                                ------------    ------------
            Total liabilities                                                      2,211,777         629,666
                                                                                ------------    ------------

COMMITMENTS and CONTINGENCIES                                                           --              --

STOCKHOLDERS' EQUITY (DEFICIT)
     Preferred stock - 2005-$0.01 par value, 1,000,000 shares authorized
       none outstanding;                                                               --
       2006-$0.001 par value, 10,000,000 shares authorized, none outstanding                            --
     Common stock - 2005-$0.01 par value, 24,000,000 shares
       authorized; 11,142,276 issued; 11,079,776 shares outstanding;                 111,423
       2006-$0.001 par value, 100,000,000 shares authorized, 23,999,950
       shares outstanding                                                               --            24,000
     Additional paid-in capital                                                    4,665,024      11,846,674
     Treasury stock - 62,500 shares, at cost                                          (2,500)           --
     Accumulated deficit                                                          (5,563,542)     (6,000,243)
                                                                                ------------    ------------
            Total stockholders' equity (deficit)                                    (789,595)      5,870,431
                                                                                ------------    ------------


            TOTAL LIABILITIES AND
              STOCKHOLDERS' EQUITY (DEFICIT)                                    $  1,422,182    $  6,500,097
                                                                                ============    ============
</TABLE>




   The accompanying notes are an integral part of these financial statements.


                                      -5-
<PAGE>

                      BIOFORCE NANOSCIENCES HOLDINGS, INC.
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                  For the Three Months Ended
                                                          March 31,
                                                     2005            2006
                                                 ------------    ------------

 REVENUES
      Sales, net of discounts                    $     27,704    $    201,076
      Consulting income                                  --               300
                                                 ------------    ------------
                                                       27,704         201,376

 COST OF GOODS SOLD                                    25,223          51,587
                                                 ------------    ------------

             Gross profit                               2,481         149,789

 EXPENSES
      Research and development                        296,362         157,520
      Sales and marketing                              67,695          63,608
      General and administrative                      241,978         399,160
      Reimbursement of grant expenses                (158,343)        (48,180)
                                                 ------------    ------------
             Loss from operations                     447,692         572,108
                                                 ------------    ------------

             Loss before other income (expense)      (445,211)       (422,319)

 OTHER INCOME (EXPENSE)
      Interest and other income                         1,143          13,508
      Interest expense                                 (4,443)        (27,890)
                                                 ------------    ------------
             total other income (expense)              (3,300)        (14,382)
                                                 ------------    ------------
             Net loss before income taxes            (448,511)       (436,701)

 PROVISION FOR INCOME TAXES                              --              --
                                                 ------------    ------------

             Net loss                            $   (448,511)   $   (436,701)
                                                 ============    ============

 BASIC LOSS PER COMMON SHARE                     ($      0.02)   ($      0.02)
                                                 ============    ============

 WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING     23,999,950      23,999,950
                                                 ============    ============


   The accompanying notes are an integral part of these financial statements.

                                      -6-
<PAGE>
<TABLE>
<CAPTION>

                     BIOFORCE NANOSCIENCES HOLDINGS, INC.
                      STATEMENTS OF STOCKHOLDERS' EQUITY
                                   (Unaudited)



                                                   Common Stock         Additional                                     Total
                                           -------------------------      Paid-In      Treasury      Accumulated    Stockholders'
                                              Shares       Amount         Capital        Stock        (Deficit)       Equity
                                           -----------   -----------    -----------   -----------    -----------    -----------
<S>                                         <C>          <C>            <C>           <C>            <C>            <C>
Balance, January 1, 2005                    10,833,955   $   108,339    $ 4,078,208   $    (2,500)   $(3,746,163)   $   437,884
     Net loss for the year                        --            --             --            --       (1,817,379)    (1,817,379)
     Issuance of common stock
       for cash at $2.04 per share
       net of issuance costs of $38,823        308,321         3,084        586,816          --             --          589,900

                                           -----------   -----------    -----------   -----------    -----------    -----------
Balance, December 31, 2005                  11,142,276       111,423      4,665,024        (2,500)    (5,563,542)      (789,595)
     Shares issued
       for debt at $0.69 per share           2,392,198        23,967      1,617,201          --             --        1,641,168
     Shares issued
       for cash at $1.50 per share
       net of issuance costs of $719,844     4,000,000        40,000      5,240,156          --             --        5,280,156
     Valuation of warrants issued                 --            --          175,403          --             --          175,403
     Recapitalization                        6,465,476      (151,390)       148,890         2,500           --             --
     Net loss for the three months
       ended March 31, 2006                       --            --             --            --         (436,701)      (436,701)
                                           -----------   -----------    -----------   -----------    -----------    -----------
Balance, March 31, 2006                     23,999,950   $    24,000           --     $      --      $(6,000,243)   $ 5,870,431
                                           ===========   ===========    ===========   ===========    ===========    ===========
</TABLE>
   The accompanying notes are an integral part of these financial statements.
<TABLE>
<CAPTION>

                                      -7-
<PAGE>

                      BIOFORCE NANOSCIENCES HOLDINGS, INC.
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                                               For the Three Months Ended
                                                                        March 31,
                                                                   2005          2006
                                                               -----------    -----------
<S>                                                            <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
     Net loss                                                  $  (448,511)   $  (436,701)
     Adjustments to reconcile net loss to net
      cash used by operating activities:
         Depreciation                                               18,864         41,392
         Amortization of intangible assets                           3,362          4,443
         Value of warrants issued                                     --          175,403
         Change in:
            Accounts receivable                                      4,648         (7,353)
            Prepaid expenses and other assets                      (18,095)         2,438
            Inventory                                               (7,461)       (54,296)
            Accounts payable                                       (11,820)        60,515
            Accrued expenses                                        (1,148)         2,573
                                                               -----------    -----------
                Net cash used by operating activities             (460,161)      (211,586)
                                                               -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES
     Purchases of property and equipment                          (285,322)        (9,284)
     Patent, trademark, and branding costs                            --          (62,652)
                                                               -----------    -----------
                Net cash used by investing activities             (285,322)       (71,936)
                                                               -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES
     Decrease in checks disbursed in excess of cash balances          --             --
     Repayment of shareholder loan                                    --             --
     Proceeds from issuance of long-term debt                      350,000           --
     Repayment of long-term debt                                      --           (4,031)
     Proceeds from issuance of common stock, net of capital
       acquisition costs                                           414,725      5,280,156
                                                               -----------    -----------
                Net cash provided by financing activities          764,725      5,276,125
                                                               -----------    -----------

Net (decrease) increase in cash                                     19,242      4,992,603

CASH AND CASH EQUIVALENTS - beginning of year                      499,197        362,997
                                                               -----------    -----------

CASH AND CASH EQUIVALENTS - end of year                        $   518,439    $ 5,355,600
                                                               ===========    ===========

 SUPPLEMENTAL DISCLOSURES
      Cash paid for interest                                   $      --      $      --
                                                               ===========    ===========
      Cash paid for income taxes                               $      --      $      --
                                                               ===========    ===========

      Non-cash Investing Activities:
          Debt converted to equity                             $      --      $ 1,641,168
                                                               ===========    ===========
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                      -8-
<PAGE>


                      BIOFORCE NANOSCIENCES HOLDINGS, INC.
                          Notes to Financial Statements


NOTE 1 -      BASIS OF FINANCIAL STATEMENT PRESENTATION

              The accompanying unaudited financial statements have been prepared
              by the  Company  pursuant  to the  rules  and  regulations  of the
              Securities  and  Exchange  Commission.   Certain  information  and
              footnote  disclosures  normally  included in financial  statements
              prepared  in  accordance  with  accounting   principles  generally
              accepted in the United  States of America  have been  condensed or
              omitted  in  accordance  with  such  rules  and  regulations.  The
              information  furnished in the interim financial statements include
              normal recurring adjustments and reflects all adjustments,  which,
              in  the  opinion  of   management,   are   necessary  for  a  fair
              presentation  of such financial  statements.  Although  management
              believes the disclosures and information presented are adequate to
              make the information  not  misleading,  it is suggested that these
              interim condensed financial statements be read in conjunction with
              the Company's most recent audited  financial  statements and notes
              thereto  included in its December  31, 2005 Annual  Report on Form
              10-KSB.  Operating  results for the three  months  ended March 31,
              2006 are not  necessarily  indicative  of the results  that may be
              expected for the year ending December 31, 2006.

NOTE 2 -      GOING CONCERN

              The Company's  financial  statements are prepared using  generally
              accepted accounting principles applicable to a going concern which
              contemplates   the   realization  of  assets  and  liquidation  of
              liabilities  in the normal  course of  business.  The  Company has
              recorded  significant losses from operations and has limited sales
              of its products which together raise  substantial  doubt about its
              ability to continue as a going concern.

              In order to continue as a going  concern and achieve a  profitable
              level of operations, the Company will need, among other things, to
              increase sales of its productions.

              Management  plans  to  continue  as a going  concern  include  the
              following items:

              1) Concentrating its efforts on increasing public awareness of its
              products through direct marketing and advertising.

              2) Increasing its manufacturing  capabilities to meet the expected
              demand for its products.

              The  ability of the  Company  to  continue  as a going  concern is
              dependent  upon  its  ability  to   successfully   accomplish  the
              aforementioned  plan and eventually attain profitable  operations.
              The   accompanying   financial   statements  do  not  include  any
              adjustments  that might be  necessary  if the Company is unable to
              continue as a going concern.


                                      -9-
<PAGE>

                      BIOFORCE NANOSCIENCES HOLDINGS, INC.
                          Notes to Financial Statements


NOTE 3 - SIGNIFICANT EVENTS

         On February 24, 2006, the Company completed the acquisition of BioForce
         Nanosciences, Inc., a Delaware corporation with operation in Ames, Iowa
         ("BioForce"). The acquisition was made pursuant to an agreement entered
         into on  November  30,  2005,  whereby  it was  agreed to merge a newly
         created, wholly-owned subsidiary, Silver River Acquisitions, Inc., with
         and into BioForce with BioForce being the surviving  entity as a wholly
         owned  subsidiary.  The shareholders of BioForce became the controlling
         shareholders  of the  Company,  accordingly  the  historical  financial
         statements  of  BioForce  are  presented  as the  historical  financial
         statements of the Company,  i.e.  reverse merger  accounting.  However,
         Basic  Loss per Share was  recomputed  based  upon the number of shares
         outstanding after the recapitalization of the Company.

         Prior to completion of the acquisition on January 31, 2006, the Company
         effected a 2 shares for 1 share  forward  stock split of our issued and
         outstanding  shares of common and, on February 1, 2006,  it changed our
         corporate name to BioForce Nanosciences  Holdings,  Inc. As a result of
         the  forward  stock  split,  its  outstanding  shares of  common  stock
         increased from 1,999,975 shares to 3,999,950 shares. Under the terms of
         the merger agreement it issued an aggregate of 16 million shares of its
         common stock, post-split,  to the stockholders of BioForce. The Company
         also agreed to issue to current  holders of BioForce  stock options and
         warrants,  new options and warrants  exercisable to purchase  shares of
         Silver River common stock,  on terms and  conditions  equivalent to the
         existing terms and conditions of the respective BioForce options and/or
         warrants.  The maximum  number of shares of our common stock  available
         for the  conversion  of these new stock  options and  warrants  will be
         2,537,565 shares.

         Prior to the  acquisition  of  BioForce,  the  Company  conducted  only
         limited business  operations  seeking  potential  operating  businesses
         and/or business  opportunities with the intent to acquire or merge with
         such  businesses.  As a result  of the  acquisition  of  BioForce,  the
         Company is now engaged in the  development  of certain  technology  for
         ultramicro-   and  nanoscale   placement   and   patterning  of  active
         biomolecules  and other  materials and  marketing  the  NanoArrayer(TM)
         System, a proprietary instrumentation/software platform.

                                      -10-
<PAGE>

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

     The following  information should be read in conjunction with the financial
statements and notes thereto appearing elsewhere in this Form 10-QSB.

Forward-looking and Cautionary Statements

     This report contains certain forward-looking  statements.  These statements
relate to future events or our future  financial  performance  and involve known
and unknown risks and uncertainties.  These factors may cause our company's,  or
our industry's actual results,  levels of activity,  performance or achievements
to  be   materially   different   from  those   expressed   or  implied  by  the
forward-looking  statements.  In some cases,  you can  identify  forward-looking
statements by terminology such as "may," "will" "should," "expects,"  "intends,"
"plans,"  "anticipates,"   "believes,"   "estimates,"  "predicts,"  "potential,"
"continue," or the negative of these terms or other comparable terminology.

     These  statements  are  only  predictions.  Although  we  believe  that the
expectations  reflected in the  forward-looking  statements are  reasonable,  we
cannot   guarantee   future   results,   levels  of  activity,   performance  or
achievements.

Results of Operations.

     During  the three  months  ended  March  31,  2006,  revenue  significantly
increased over the same period of 2005. Revenue for 2006 was $207,376,  which is
a 750% increase  over fiscal 2005 sales of $27,704.  The increase in revenue was
realized in all of our products and services but is most  directly  attributable
to increased NanoArrayer  revenues.  NanoArrayer revenues grew from $-0- in 2005
to $147,000 in 2006. The NanoArrayer System places proteins and other biological
and non biological  materials onto silicon chips and other surfaces.  We believe
that this  technology  can be  implemented  into many uses in  industries  using
nanotechnology to produce their products.

     We believe that much of our growth over the next year will come from direct
marketing  and  by  placing  NanoArrayers  with  Universities  where  technology
developers can learn of its capabilities.

     Our  cost of sales  in the  NanoArrayer  is much  lower  than in our  other
products.  Accordingly,  as our  NanoArrayer  sales increase we will have a much
higher gross profit.  For the first quarter of 2005 our cost of sales was 91% of
net sales compared to 26% in 2006.

     We incurred a net loss of $436,701 or $0.02 per share for the three  months
ended  March 31,  2006  compared  to  $448,511  or $0.02 per share for the three
months ended March 31, 2005.  Included in general and administrative  expense in
2006 is $175,403  for the value of  warrants  issued in  connection  our private
placement.  Excluding  this non cash expense our loss would have been  $261,298.
Our research and  development  costs decreased to $157,520 in 2006 from $296,362
in  2005  as a  result  of  the  completion  of  majority  of  the  work  on the
NanoArrayer.  However,  the funds we were  reimbursed  from research grants also
decreased from $158,343 to $48,180 for the same reason.

Liquidity and Capital Resources.

     We have  consistently  been financed through loans from related parties and
from raising  capital  through  private equity  offerings.  We used $211,586 and
$66,914 of cash in our  operating  activities  in the first three months of 2006
and 2005,  respectively.  We also used $71,936 of cash to purchase equipment and
pay for the costs of patenting  our  products.  For the three months ended March
31, 2006 and 2005 we received net cash of $5,280,156  and $-0- from the issuance
of our common stock in a private placement at $1.50 per share. We also were able
to satisfy  $1,641,168  of our debt  through the  issuance of common  stock.  We
expect that in the next twelve  months that our cash  reserves of  approximately
$5,350,000 will be adequate for our cash flow needs.

                                      -11-
<PAGE>

     We currently have no material major  commitments  for capital  requirements
other than the purchase of an ion beam sputterer for approximately  $50,000.  At
the present time we have no need to purchase  other new  equipment  beyond basic
tools of business or replace the  equipment we are currently  using.  We believe
that our capital  infrastructure  is adequate to handle the  expected  growth in
2006.

     We are not aware of any material trend, event or capital commitment,  which
would  potentially  adversely  affect  liquidity.  In the event a material trend
develops,  we believe we will have sufficient funds available to satisfy working
capital needs through debt or from funds received from equity sales.

Dependence on Key Personnel

     We are dependent on the services of certain key people,  in particular  the
President and the Chief  Executive  Officer.  The loss of these persons or other
key  executives  or  personnel,  or the  inability  to  attract  and  retain the
additional  highly  skilled   employees   required  for  the  expansion  of  our
activities,  may have a  material  adverse  effect  on our  business  or  future
operations. We intend to maintain "Key-man" life insurance on executive officers
and other key  personnel,  although we have not secured  such  insurance at this
time.

Item 3.   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 management,
including our chief executive officer and principal  financial  officer,  of the
effectiveness  of the  design  and  operation  of our  disclosure  controls  and
procedures  as  defined  in Rules  13a-15(e)  and  15d-15(e)  of the  Securities
Exchange Act of 1934.  Based upon that evaluation,  our chief executive  officer
and principal  financial  officer  concluded  that our  disclosure  controls and
procedures  are  effective  to cause the  material  information  required  to be
disclosed  by us in the reports that we file or submit under the Exchange Act to
be  recorded,  processed,  summarized  and  reported  within  the  time  periods
specified in the SEC's rules and forms.  There have been no significant  changes
in our internal  controls or in other factors which could  significantly  affect
internal controls subsequent to the date we carried out our evaluation.


PART II - OTHER INFORMATION.

Item 1. Legal Proceedings.

     We are subject to potential  liability under  contractual and other matters
and various claims and legal actions which may be asserted.  These matters arise
in the  ordinary  course and conduct of our  business.  While the outcome of the
potential claims and legal actions against us cannot be forecast with certainty,
we believe that such matters should not result in any liability which would have
a material adverse effect on our business.  Currently, we are not subject to any
material pending legal  proceedings  and, to the best of our knowledge,  no such
actions against us are contemplated or threatened except as set forth below.

     BioForce has received verbal  notification  that NanoInk,  Inc.  intends to
file an interference  action with respect to US Patent  6,573,369.  BioForce met
with NanoInk personnel in Chicago to attempt to better understand their position
and find a solution  that benefits  both  companies.  BioForce met a second time
with  NanoInk  in Des  Moines,  Iowa in a  second  attempt  to  find a  business
solution.  NanoInk  alleges that it owns this  technology  and has proposed that
BioForce  assign to NanoInk all of its IP  portfolio  and pay a $12,000 per year
license fee for the right to practice DPN  (NanoInk's  technology)  at a spatial
scale of 5 microns or bigger spot size.  Management believes that this is not an
equitable  solution and rejected the proposal.  BioForce  received  notification
dated November 30, 2005 that NanoInk has requested a re-examination of US Patent
6,573,369 in light of NanoInk's  intellectual  property.  The same  notification
indicated that an interference action had been filed earlier. The-re-examination
was granted and is ongoing.  We are  evaluating  both  defensive  and  offensive
strategies  with respect to this event.  Management  has indicted that it is too
early to speculate on a possible  outcome or whether a negative  result  against
BioForce would have a negative impact on our business.

Item 2. Changes in Securities.

     On March 20, 2006, we completed the private  placement of 4,000,000  shares
of our  common  stock at the  offering  price of $1.50 per  share for  aggregate
proceeds  of  $6,000,000.  In  connection  with  the  offering,  we  paid a cash
consideration  of $373,004 as a sales  commission  or finders  fee. The offering
commenced on December 23, 2005 and was made pursuant to a  Confidential  Private
Placement  Memorandum.  The  shares  were to sold to a total  of 51  purchasers.
Proceeds from the offering are being used for research and product  development,
sales and marketing, capital expenditures, patents and intellectual property and
working capital.

                                      -12-
<PAGE>

     The  private  offering  was  made in  reliance  on an  exemption  from  the
registration  provisions of the  Securities Act of 1933 provided by Section 4(2)
of that Act and/or  Rule 506  promulgated  thereunder.  Shares were sold only to
"accredited  investors"  as defined in Rule 501(a) of  Regulation D  promulgated
under the Securities Act.

Item 3. Defaults Upon Senior Securities.

        None.

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

        None.

Item 5. Other Information.

None.

Item 6. Exhibits and Reports on Form 8-K.

        (a) Exhibits

         Exhibit 31.1       Certification  of C.E.O.  Pursuant to Section 302 of
                            the Sarbanes-Oxley Act of 2002.

         Exhibit 31.2       Certification   of  Principal   Accounting   Officer
                            Pursuant to Section 302 of the Sarbanes-Oxley Act of
                            2002.

         Exhibit 32.1       Certification  of  C.E.O.   Pursuant  to  18  U.S.C.
                            Section 1350, as Adopted  Pursuant to Section 906 of
                            the Sarbanes-Oxley Act of 2002.

         Exhibit 32.2       Certification   of  Principal   Accounting   Officer
                            Pursuant  to 18  U.S.C.  Section  1350,  as  Adopted
                            Pursuant to Section 906 of the Sarbanes-Oxley Act of
                            2002.

        (b) Report on Form 8-K

     The  following  reports  were  filed  with the SEC on Form 8-K  during  the
three-month period ended March 31, 2005.

         February  24,  2006 -  reporting  under  Item 7.01 the  closing  of the
         acquisition of BioForce Nanosciences, Inc. pursuant to an Agreement and
         Plan of Merger, dated as of November 30, 2005

         March  2,  2006 -  reporting  under  Item  2.01 the  completion  of the
         acquisition of BioForce  Nanosciences,  Inc.; reporting under Item 5.01
         the change in control;  reporting  under Item 5.06, the change in shell
         company status; and reporting under Item 9.01 the financial  statements
         and  proforma  financial   information  regarding  the  acquisition  of
         BioForce Nanosciences, Inc.


                                      -13-
<PAGE>



                                   SIGNATURES

     In  accordance  with the  requirements  of the  Exchange  Act of 1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.




                      BioForce Nanosciences Holdings, Inc.


Date:    5/15/2006        / s / Eric Henderson
                          ----------------------------
                          Eric Henderson
                          President / Director
                          Principal Accounting Officer

                                      -14-