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

                                  FORM 10-QSB/A

[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 [ ]


        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]














                             Report on Form 10-QSB/A
                      For the Quarter Ended March 31, 2006

                                      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
                      Notes to the Financial Statements ..................9-10


         Item 2.      Management's Discussion and Analysis
                        or Plan of Operation .............................. 11

         Item 3.      Controls and Procedures ............................. 12



Part II. Other Information

         Item 1.      Legal Proceedings ................................... 13

         Item 2.      Changes in Securities ............................... 13

         Item 3.      Defaults Upon Senior Securities ..................... 13

         Item 4.      Submission of Matters to a Vote of Security Holders . 13

         Item 5.      Other Information ................................... 14

         Item 6.      Exhibits and Reports on Form 8-K .................... 14

                      Signatures........................................... 14

                      Certifications.....................................15-18


                                      -2-

<PAGE>



                                  FORM 10-QSB/A

Explanatory Note

On February 24, 2006, we completed  the  acquisition  of BioForce  Nanosciences,
Inc., a private Delaware corporation,  which became our wholly owned subsidiary.
Subsequently,  the financial statements of BioForce  Nanosciences,  Inc. for the
fiscal  years ended  December  31, 2005 and 2004 were  reaudited  by our current
certifying  accountants,  Chisholm,  Bierwolf & Nilson, LLC. This reaudit of our
subsidiary caused us to restate our financial statements as of December 31, 2005
and March 31,  2006 and for the  three-month  periods  ended  March 31, 2005 and
2006.  We have also made  certain  other  revisions  to update  the  information
presented.


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>

<TABLE>
<CAPTION>


                     BIOFORCE NANOSCIENCES HOLDINGS, INC.
                                 BALANCE SHEETS



                                                                          December 31,    March 31,
                                                                             2005           2006
                                                                          ----------     ----------
                                     ASSETS
                                                                                        (Unaudited)
<S>                                                                       <C>            <C>
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
                                                                          ==========     ==========
</TABLE>

                   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)

                                                                         (Restated)     (Unaudited)
<S>                                                                    <C>             <C>
CURRENT LIABILITIES
     Accounts payable                                                  $     89,217    $    149,732
     Accrued interest                                                        58,145            --
     Accrued wages                                                           66,613          36,163
     Current portion of long-term debt                                      878,369          25,946
                                                                       ------------    ------------
            Total current liabilities                                     1,092,344         211,841

LONG-TERM DEBT, net                                                         172,116         417,825
                                                                       ------------    ------------
            Total liabilities                                             1,264,460         629,666
                                                                       ------------    ------------

COMMITMENTS and CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT)
     Preferred stock - 2005-$0.01 par value, 1,000,000 shares
       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                                           5,915,024      13,096,674
     Treasury stock - 62,500 shares, at cost                                 (2,500)           --
                                                                                       ------------
     Accumulated deficit                                                 (5,866,225)     (7,250,243)
                                                                       ------------    ------------
            Total stockholders' equity (deficit)                            157,722       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
                                                ------------    ------------

                                                 (Restated)      (Restated)

 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)
                                                ------------    ------------
                                                     447,692         572,108
                                                ------------    ------------

           Loss from operations                     (445,211)       (422,319)

OTHER INCOME (EXPENSE)
     Interest and other income                         1,143          13,508
     Interest expense                                (21,943)       (975,207)
                                                ------------    ------------
            Total other income (expense)             (20,800)       (961,699)
                                                ------------    ------------

           Net loss before income taxes             (466,011)     (1,384,018)

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

           Net loss                             $   (466,011)   $ (1,384,018)
                                                ============    ============

BASIC LOSS PER COMMON SHARE                     ($      0.02)   ($      0.06)
                                                ============    ============

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)
                                   (Restated)


                                                  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    $ 4,628,208   ($    2,500)   ($3,840,032)   $   894,015
     Net loss for the year                        --            --             --            --       (2,026,193)    (2,026,193)
     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
     Value attributed to beneficial
       conversion feature                         --            --          700,000          --             --          700,000
                                           -----------   -----------    -----------   -----------    -----------    -----------
Balance, December 31, 2005                  11,142,276       111,423      5,915,024        (2,500)    (5,866,225)       157,722
     Net loss for the three months
       ended March 31, 2006                       --            --             --            --       (1,384,018)    (1,384,018)
     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           --             --
                                           -----------   -----------    -----------   -----------    -----------    -----------
Balance, March 31, 2006                     23,999,950   $    24,000    $13,096,674   $      --      ($7,250,243)   $ 5,870,431
                                           ===========   ===========    ===========   ===========    ===========    ===========

</TABLE>

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


                                      -7-
<PAGE>

<TABLE>
<CAPTION>


                      BIOFORCE NANOSCIENCES HOLDINGS, INC.
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                                               For the Three Months Ended
                                                                        March 31,
                                                               --------------------------
                                                                   2005           2006
                                                               -----------    -----------
CASH FLOWS FROM OPERATING ACTIVITIES                            (Restated)      (Restated)
<S>                                                            <C>            <C>
     Net loss                                                  $  (466,011)   $(1,384,018)
     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
         Beneficial conversion interest                             17,500        947,317
         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's  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>

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.



NOTE 4 -  RESTATED FINANCIAL STATEMENTS

          The Company's  financial  statements as of December 31, 2005 and March
          31, 2006 have been  restated  to reflect  the value of the  beneficial
          conversion  feature  determined to be attached to the Convertible Debt
          to Shareholders. The restatement resulted in the following adjustments
          to the financial statements:
<TABLE>
<CAPTION>
                                                               Original     Adjustment   Restated
--------------------------------------------------------------------------------------------------
<S>                                                           <C>          <C>          <C>
         Convertible debentures-related party                 $1,550,000   $ (947,317)  $ 602,683
--------------------------------------------------------------------------------------------------

         (at December 31, 2005)

         Additional paid-in capital                            4,665,024    1,250,000    5,915,024
---------------------------------------------------------------------------------------------------

         (at December 31, 2005)

         Interest expense                                         4,443        17,500       21,943
---------------------------------------------------------------------------------------------------

         (for the three months ended March 31, 2005)

         Interest expense                                        27,890       947,317      975,207
---------------------------------------------------------------------------------------------------
         (for the three months ended March 31, 2006)
</TABLE>



                                      -10-
<PAGE>


Item 2.        Management's  Discussion  and Analysis of Financial  Condition 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/A.

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  $201,376,  which is a 725%
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 Nano
technology 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  $1,384,018  or $0.06 per share for the three  months
ended  March 31,  2006  compared  to  $466,011  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 with 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.  Included in interest
expense is  $17,500  and  $947,317  for the value of the  beneficial  conversion
feature of the Company's convertible debt for 2005 and 2006,  respectively.  The
debt was  converted to equity  during  January  2006.  Accordingly,  the Company
recognized the unamortized portion of the discount on the convertible debt as an
expense.


                                      -11-
<PAGE>


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 $460,161
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, we
received  net cash of  $5,280,156  from the  issuance  of our common  stock in a
private placement at $1.50 per share. For the three months ended March 31, 2005,
we received net cash of $414,725 from  issuances of common  stock.  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.


We  currently  have no material  commitments  for capital  requirements.  At the
present  time we have no need to  purchase  other new  equipment  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,  i.e. 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  currently
maintain a Key-man Life  insurance on the  President & CEO, and are  considering
"Key-man"  life  insurance on other  executive  officers or  personnel  that are
considered key people.

Item 3.   Controls and Procedures


We maintain disclosure controls and procedures that are designed to be effective
in providing  reasonable  assurance that information required to be disclosed in
our Exchange Act reports is recorded, processed,  summarized and reported within
the time periods specified in the SEC rules and forms, and that such information
is accumulated  and  communicated  to our  management to allow timely  decisions
regarding required disclosure.

In designing  and  evaluating  disclosure  controls and  procedures,  management
recognizes  that any controls and  procedures,  no matter how well  designed and
operated,  can provide only reasonable,  not absolute assurance of achieving the
desired  objectives.  Also, the design of a control system must reflect the fact
that  there are  resource  constraints  and the  benefits  of  controls  must be
considered relative to their costs.  Because of the inherent  limitations in all
control systems,  no evaluation of controls can provide absolute  assurance that
all control  issues and instances of fraud,  if any, have been  detected.  These
inherent limitations include the realities that judgments in decision-making can
be faulty and that breakdowns can occur because of simple error or mistake.  The
design of any system of controls is based,  in part,  upon  certain  assumptions
about the  likelihood  of future  events and there can be no assurance  that any
design will succeed in achieving  its stated  goals under all  potential  future
conditions.


                                      -12-
<PAGE>



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 acting 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 Exchange  Act.
Based upon that evaluation,  management  concluded that our disclosure  controls
and  procedures  in place do provide  reasonable  assurance  that all  necessary
disclosures are communicated as required.

There was no change in our internal controls over financial reporting identified
in connection with the requisite evaluation that occurred during our last fiscal
quarter that has  materially  affected,  or is  reasonably  likely to materially
affect, our internal control over financial reporting.


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.

We received  notice on November 30, 2005 that NanoInk,  Inc. filed with the U.S.
Patent  and  Trademark  Office  a  request  for  re-examination  of U.S.  Patent
6,573,369.  Upon  re-examination  of this patent the USPTO  rejected  BioForce's
claims to the  technology.  BioForce then  submitted a response  with  arguments
designed to circumvent some or all of the initial claims rejections. The outcome
of this action is pending.  Because  this patent is not  critical to our current
business,  we anticipate  that an  unfavorable  result would not have a negative
impact on our business.


Item 2. Changes in Securities.

The following unregistered securities have been issued since January 1st, 2006:

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 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.

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.

                                      -13-
<PAGE>


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, 2006.

          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.

                                   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:    11/9/2006                          / s / Eric Henderson
                                            ----------------------------
                                             President / Director


Date:    11/9/2006                           / s / Eric Henderson
                                            ----------------------------
                                            Principal Accounting Officer


                                      -14-