**U.S.      SECURITIES AND EXCHANGE COMMISSION**

**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 FEBRUARY 28,      2007**

**[      ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE**

**SECURITIES      EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM**

**______________      TO ______________**

*COMMISSION      FILE NUMBER: 0-51109*

**RMD      TECHNOLOGIES, INC.**

| California                                                                      | 72-1530833                                            |
|---------------------------------------------------------------------------------|-------------------------------------------------------|
| (State                  or Other Jurisdiction of Incorporation or Organization) | (I.R.S.                  Employer Identification No.) |

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** **
**RMD      TECHNOLOGIES, INC. **

**Index**

|                      |                                                                                                                                                             | PageNumber |
|---------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------|
| PART                  I.  | FINANCIAL                  INFORMATION                                                                                                                           |       |
|                      |                                                                                                                                                             |       |
| Item                  1.  | Financial                  Statements                                                                                                                            |       |
|                      |                                                                                                                                                             |       |
|                      | Condensed                  Balance Sheet as of February 28, 2007 (unaudited)                                                                                     | 3          |
|                      |                                                                                                                                                             |       |
|                      | Condensed                  Statements of Operations for the three and nine months ended February                  28,                  2007 and 2006 (unaudited) | 4          |
|                      |                                                                                                                                                             |       |
|                      | Condensed                  Statements of Cash Flows for the nine months ended February 28,                  2007 and                  2006 (unaudited)           | 5          |
|                      |                                                                                                                                                             |       |
|                      | Notes                  to Condensed Financial Statements (unaudited)                                                                                             | 6          |
|                      |                                                                                                                                                             |       |
| Item                  2.  | Management's                  Discussion and Analysis or Plan of Operations                                                                                      | 7          |
|                      |                                                                                                                                                             |       |
| Item                  3.  | Controls                  and Procedures                                                                                                                         | 11         |
|                      |                                                                                                                                                             |       |
| PART                  II. | OTHER                  INFORMATION                                                                                                                               |       |
|                      |                                                                                                                                                             |       |
| Item                  1.  | Legal                  Proceedings                                                                                                                               | 12         |
|                      |                                                                                                                                                             |       |
| Item                  2.  | Unregistered                  Sales of Equity Securities and Use of Proceeds                                                                                     | 12         |
|                      |                                                                                                                                                             |       |
| Item                  3.  | Defaults                  Upon Senior Securities                                                                                                                 | 12         |
|                      |                                                                                                                                                             |       |
| Item                  4.  | Submission                  of Matters to a Vote of Security Holders                                                                                             | 12         |
|                      |                                                                                                                                                             |       |
| Item                  5.  | Other                  Information                                                                                                                               | 12         |
|                      |                                                                                                                                                             |       |
| Item                  6.  | Exhibits                                                                                                                                                         | 12         |
|                      |                                                                                                                                                             |       |
| SIGNATURES                |                                                                                                                                                             |       |

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**RMD      TECHNOLOGIES, INC.**

**CONDENSED      BALANCE SHEET**

**(Unaudited)**

|  **ASSETS**                                                                                                                                                                    |   |                               |       |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|-----------------------------------------|------------|
|                                                                                                                                                                                |   |  **February                  28,** |       |
|                                                                                                                                                                                |   |  **2007**                          |       |
| Current                  Assets:                                                                                                                                                    |   |                               |       |
| Cash                                                                                                                                                                                |   | $                                       | --         |   |
| Escrow                  deposit                                                                                                                                                     |   |                                    | --         |   |
| Accounts                    receivable, net of allowance for doubtful accounts of $9,417                    and $0,                    respectively                                 |   |                                    | 2,564      |   |
| Prepaid                  expenses                                                                                                                                                   |   |                                    | --         |   |
| Total                  Current Assets                                                                                                                                               |   |                                    | 2,564      |   |
|                                                                                                                                                                                |   |                                    |       |   |
| Furniture                    and equipment, net of accumulated depreciation of $38,093                    and $34,401, respectively                                                 |   |                                    | 31,657     |   |
|                                                                                                                                                                                |   |                                    |       |   |
| Other                  Assets:                                                                                                                                                      |   |                                    |       |   |
| Security                  deposits                                                                                                                                                  |   |                                    | 5,911      |   |
| Total                  Assets                                                                                                                                                       |   | $                                       | 40,132     |   |
|                                                                                                                                                                                |
| **LIABILITIES                  AND STOCKHOLDERS’ EQUITY (DEFICIT)**                                                                                                           |
|                                                                                                                                                                                |
| Current                  Liabilities:                                                                                                                                               |   |                                    |       |   |
| Bank                  overdraft                                                                                                                                                     |   | $                                       | 276        |   |
| Accounts                  payable                                                                                                                                                   |   |                                    | 209,362    |   |
| Current                  portion of capital lease obligations                                                                                                                       |   |                                    | 11,688     |   |
| Loan                  agreements                                                                                                                                                    |   |                                    | 5,133      |   |
| Accrued                  payroll                                                                                                                                                    |   |                                    | 154,804    |   |
| Accrued                  interest - related party convertible debenture                                                                                                             |   |                                    | 8,547      |   |
| Deferred                  revenue                                                                                                                                                   |   |                                    | --         |   |
| Deposit                  for purchase of common stock                                                                                                                               |   |                                    | --         |   |
| Related                  party loans                                                                                                                                                |   |                                    | 503,342    |   |
| Total                  Current Liabilities                                                                                                                                          |   |                                    | 893,152    |   |
|                                                                                                                                                                                |   |                                    |       |   |
| Long-Term                  Liabilities:                                                                                                                                             |   |                                    |       |   |
| Capital                  lease obligations, less current portion                                                                                                                    |   |                                    | --         |   |
| Related                  party convertible debenture, net of discounts of $63,889                  and $88,686, respectively                                                        |   |                                    | 36,111     |   |
| Total                  Liabilities                                                                                                                                                  |   |                                    | 929,263    |   |
|                                                                                                                                                                                |   |                                    |       |   |
|  Stockholders’                  Equity (Deficit):                                                                                                                        |   |                                    |       |   |
| Common                  stock, no par value, 100,000,000 shares authorized, 16,082,300                  and                  15,382,300 shares issued and outstanding, respectively |   |                                    | 71,300     |   |
| Additional                  paid-in capital                                                                                                                                         |   |                                    | 125,947    |   |
| Retained                  earnings (deficit)                                                                                                                                        |   |                                    | (1,086,378 | ) |
| Total                  Stockholders’ Equity (Deficit)                                                                                                                         |   |                                    | (889,131   | ) |
|                                                                                                                                                                                |   |                                    |       |   |
| Total                  Liabilities and Stockholders’ Equity (Deficit)                                                                                                         |   | $                                       | 40,132     |   |

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**RMD      TECHNOLOGIES, INC.**

**CONDENSED      STATEMENTS OF OPERATIONS**

**(Unaudited)**

|                                                                                       |   | **For                  the Three Months** |       |  **For                  the Nine Months** |   |
|--------------------------------------------------------------------------------------------|--------|-------------------------------------------|------------|------------------------------------------------|--------|
|                                                                                       |   | **Ended                  February 28,**   |       |  **Ended                  February 28,**  |   |
|                                                                                       |   | **2007**                                  |       |  **2006**                                 |   |  **2007** |   |  **2006** |   |
| Net                  Sales                                                                 |   | $                                         | 21,989     |                                           | $      | 45,040 |   | $ | 135,550 |   | $ | 169,853 |   |
| Cost                  of Sales                                                             |   |                                      | 18,202     |                                           |   | 75,926 |   |   | 186,950 |   |   | 178,067 |   |
|                                                                                       |   |                                      |       |                                           |   |   |   |   |   |   |   |   |   |
| Gross                  Profit (Loss)                                                       |   |                                      | 3,787      |                                           |   | (30,886 | ) |   | (51,400 | ) |   | (8,214 | ) |
|                                                                                       |   |                                      |       |                                           |   |   |   |   |   |   |   |   |   |
| Operating                  Expenses:                                                       |   |                                      |       |                                           |   |   |   |   |   |   |   |   |   |
| Payroll                                                                                    |   |                                      | 24,594     |                                           |   | 15,415 |   |   | 83,072 |   |   | 15,415 |   |
| Professional                  fees                                                         |   |                                      | 580        |                                           |   | 4,459 |   |   | 177,133 |   |   | 26,028 |   |
| Other                  operating expenses                                                  |   |                                      | 33,378     |                                           |   | 41,858 |   |   | 118,971 |   |   | 156,297 |   |
| Total                  Operating Expenses                                                  |   |                                      | 58,552     |                                           |   | 61,732 |   |   | 379,176 |   |   | 197,740 |   |
|                                                                                       |   |                                      |       |                                           |   |   |   |   |   |   |   |   |   |
| Loss                  from Operations                                                      |   |                                      | (54,765    | )                                              |   | (92,618 | ) |   | (430,576 | ) |   | (205,954 | ) |
|                                                                                       |   |                                      |       |                                           |   |   |   |   |   |   |   |   |   |
| Other                  Income (Expense):                                                   |   |                                      |       |                                           |   |   |   |   |   |   |   |   |   |
| Other                  income                                                              |   |                                      | --         |                                           |   | -- |   |   | 615 |   |   | -- |   |
| Interest                  expense                                                          |   |                                      | (4,055     | )                                              |   | (1,630 | ) |   | (4,840 | ) |   | (5,337 | ) |
| Related                  party interest expense                                            |   |                                      | (53,886    | )                                              |   | (9,611 | ) |   | (74,544 | ) |   | (20,869 | ) |
| Total                  Other Income (Expense)                                              |   |                                      | (57,941    | )                                              |   | (11,241 | ) |   | (78,769 | ) |   | (26,206 | ) |
|                                                                                       |   |                                      |       |                                           |   |   |   |   |   |   |   |   |   |
| Loss                  Before Provision for Income Taxes                                    |   |                                      | (112,706   | )                                              |   | (103,859 | ) |   | (509,345 | ) |   | (232,160 | ) |
|                                                                                       |   |                                      |       |                                           |   |   |   |   |   |   |   |   |   |
| Provision                  for Income Taxes                                                |   |                                      | --         |                                           |   | -- |   |   | -- |   |   | -- |   |
|                                                                                       |   |                                      |       |                                           |   |   |   |   |   |   |   |   |   |
| Net                  Income (Loss)                                                         |   | $                                         | (112,706   | )                                              | $      | (103,859 | ) | $ | (509,345 | ) | $ | (232,160 | ) |
|                                                                                       |   |                                      |       |                                           |   |   |   |   |   |   |   |   |   |
| Basic                    and Diluted Net Income (Loss) per                    Common Share |   | $                                         | (0.01      | )                                              | $      | (0.01 | ) | $ | (0.03 | ) | $ | (0.02 | ) |
|                                                                                       |   |                                      |       |                                           |   |   |   |   |   |   |   |   |   |
| Weighted                    Average Number of Common Shares Outstanding                    |   |                                      | 16,082,300 |                                           |   | 15,002,300 |   |   | 15,968,747 |   |   | 15,002,300 |   |

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**RMD      TECHNOLOGIES, INC.**

**CONDENSED      STATEMENTS OF CASH FLOWS**

**(Unaudited)**

**For      the Nine Months Ended**

|                                                                                                                   |   |  **For                  the Nine Months Ended** |     |
|------------------------------------------------------------------------------------------------------------------------|--------|------------------------------------------------------|----------|
|                                                                                                                   |   | **February                  28,**                    |     |
|                                                                                                                   |   | **2007**                                             |     | **2006** |   |
| Cash                  Flows from Operating Activities:                                                                 |   |                                                 |     |   |   |
| Net                  income (loss)                                                                                     |   | $                                                    | (509,345 | ) | $ | (232,160 | ) |
| Adjustments                  to reconcile net income (loss) to net cash used in operating                  activities: |   |                                                 |     |   |   |   |   |
| Accretion                  of discounts related to convertible debenture                                               |   |                                                 | 24,797   |   |   | 8,220 |   |
| Depreciation                                                                                                           |   |                                                 | 3,692    |   |   | 4,892 |   |
| Imputed                  related party interest expense                                                                |   |                                                 | 25,947   |   |   | -- |   |
| Net                  (increase) decrease in operating assets:                                                          |   |                                                 |     |   |   |   |   |
| Escrow                  deposit                                                                                        |   |                                                 | 2,000    |   |   | -- |   |
| Accounts                  receivable                                                                                   |   |                                                 | 393      |   |   | 10,719 |   |
| Inventory                                                                                                              |   |                                                 | --       |   |   | (871 | ) |
| Prepaid                  expenses                                                                                      |   |                                                 | 7,100    |   |   | -- |   |
| Net                  increase (decrease) in operating liabilities:                                                     |   |                                                 |     |   |   |   |   |
| Accounts                  payable                                                                                      |   |                                                 | 263,525  |   |   | 18,184 |   |
| Accrued                  payroll                                                                                       |   |                                                 | 125,166  |   |   | -- |   |
| Accrued                  interest - related party convertible debenture                                                |   |                                                 | 5,878    |   |   | 2,669 |   |
| Change                  in deferred revenue                                                                            |   |                                                 | (9,600   | ) |   | -- |   |
| Accrued                  interest - related party loans                                                                |   |                                                 | 12,605   |   |   | 6,990 |   |
| Net                  Cash Used in Operating Activities                                                                 |   |                                                 | (47,842  | ) |   | (181,357 | ) |
|                                                                                                                   |   |                                                 |     |   |   |   |   |
| Cash                  Flows from Investing Activities                                                                  |   |                                                 | --       |   |   | -- |   |
|                                                                                                                   |   |                                                 |     |   |   |   |   |
| Cash                  Flows from Financing Activities:                                                                 |   |                                                 |     |   |   |   |   |
| Net                  proceeds from (payments on) bank overdraft                                                        |   |                                                 | (6,076   | ) |   | (2,130 | ) |
| Payments                  on loan agreements                                                                           |   |                                                 | (52      | ) |   | -- |   |
| Proceeds                  from related party loans                                                                     |   |                                                 | 53,115   |   |   | 163,228 |   |
| Proceeds                  from related party convertible debenture                                                     |   |                                                 | --       |   |   | 100,000 |   |
| Payments                  on capital lease obligations                                                                 |   |                                                 | (14,145  | ) |   | (10,853 | ) |
| Proceeds                  from common stock subscriptions                                                              |   |                                                 | 15,000   |   |   | -- |   |
| Net                  Cash Provided by Financing Activities                                                             |   |                                                 | 47,842   |   |   | 250,245 |   |
|                                                                                                                   |   |                                                 |     |   |   |   |   |
| Increase                  (decrease) in cash                                                                           |   |                                                 | --       |   |   | 68,888 |   |
| Cash                  at Beginning of the Period                                                                       |   |                                                 | --       |   |   | -- |   |
|                                                                                                                   |   |                                                 |     |   |   |   |   |
| Cash                  at End of the Period                                                                             |   | $                                                    | --       |   | $ | 68,888 |   |
|                                                                                                                   |   |                                                 |     |   |   |   |   |
| Supplemental                  Disclosures of Cash Flow Information:                                                    |   |                                                 |     |   |   |   |   |
| Cash                  paid during the period for:                                                                      |   |                                                 |     |   |   |   |   |
| Interest                                                                                                               |   | $                                                    | 4,840    |   | $ | 2,249 |   |
| Income                  taxes                                                                                          |   | $                                                    | --       |   | $ | -- |   |
|                                                                                                                   |   |                                                 |     |
| Supplemental                  Disclosures of Noncash Investing and Financing Activities:                               |   |                                                 |     |
| Payments                  made directly by related party                                                               |   | $                                                    | 158,915  |   | $ | -- |   |
| Liabilities                  eliminated through the issuance of common stock                                           |   | $                                                    | 20,000   |   | $ | -- |   |

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**RMD      TECHNOLOGIES, INC.**

**NOTES      TO CONDENSED FINANCIAL STATEMENTS**

**(Unaudited)**

**NOTE      1**
**SUMMARY      OF SIGNIFICANT ACCOUNTING POLICIES**

**Reclassification      - **

**NOTE      2**
**GOING      CONCERN**

**NOTE      3**
**COMMON      STOCK**

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

|  | o | Our                ability to attract and retain management, and to integrate and maintain                technical information and management information                systems; |
|--|---|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | o | Our                ability to raise capital when needed and on acceptable terms and                conditions; |
|--|---|----------------------------------------------------------------------------------------------------------------|

|  | o | The                intensity of competition; and |
|--|---|--------------------------------------------------|

|  | o | General                economic conditions. |
|--|---|---------------------------------------------|

*For      the Three Months Ended February 28, 2007 compared to the Three Months Ended      February 28, 2006.*

**Results      of Operations.**

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*For      the Nine Months Ended February 28, 2007 compared to the Nine Months Ended      February 28, 2006.*

**Results      of Operations.**

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**Operating      Activities. **

**Financing      Activities. **

**Liquidity      and Capital Resources.**

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**Item      3. Controls and Procedures **

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**Part      II. OTHER INFORMATION **

**Item      1. Legal Proceedings**

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

**Item      3. Defaults Upon Senior Securities**

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

**Item      5. Other Information**

**Item      6. Exhibits.**

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**SIGNATURES**

|                             |                                                                                                                                                                               |                                      |
|----------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------|
|                             | **RMD              Technologies, Inc.**                                                                                                                                            |
|                        |                                                                                                                                                                          |                                 |
| Dated:              May 30, 2007 | By:                                                                                                                                                                      | /s/ Patrick              A. Galliher |
|                             | Patrick                A. Galliher, President (Principal Executive Officer)                and Chief Financial Officer (Principal Accounting and Financial                Officer) |
|                             |                                                                                                                                                                               |

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**EXHIBIT      INDEX **

| Number | Description                                                                                                                                                                                                                                                                                                                                      |
|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                             |
| 3.1    | Articles                  of Incorporation, dated May 17, 2001 (incorporated by reference                  to Exhibit                  3.1 of the Form 10-SB filed on January 7, 2005).                                                                                                                                                          |
|   |                                                                                                                                                                                                                                                                                                                                             |
| 3.2    | Certificate                  of Amendment of Articles of Incorporation, dated June 21, 2004                  (incorporated by reference to Exhibit 3.2 of the Form 10-SB filed                  on                  January 7, 2005).                                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                             |
| 3.2    | Bylaws,                  dated June 20, 2001 (incorporated by reference to Exhibit 3.3 of                  the Form                  10-SB filed on January 7, 2005).                                                                                                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                             |
| 4.1    | Securities                  Purchase Agreement between the Company and La Jolla Cove Investors,                  Inc.,                  dated January 27, 2006 (incorporated by reference to Exhibit 4.1                  of the                  Form 8-K filed on February 6, 2006).                                                           |
|   |                                                                                                                                                                                                                                                                                                                                             |
| 4.2    | 7                  3⁄4% Convertible Debenture issued to La Jolla Cove Investors, Inc.,                  dated                  January 27, 2006 (incorporated by reference to Exhibit 4.2 of the                  Form 8-K                  filed on February 6, 2006).                                                                       |
|   |                                                                                                                                                                                                                                                                                                                                             |
| 4.3    | Warrant                  to Purchase Common Stock issued to La Jolla Cove Investors, Inc.,                  dated                  January 27, 2006 (incorporated by reference to Exhibit 4.3 of the                  Form 8-K                  filed on February 6, 2006).                                                                      |
|   |                                                                                                                                                                                                                                                                                                                                             |
| 4.4    | Registration                  Rights Agreement between the Company and La Jolla Cove Investors,                  Inc.,                  dated January 27, 2006 (incorporated by reference to Exhibit 4.4                  of the                  Form 8-K filed on February 6, 2006).                                                           |
|   |                                                                                                                                                                                                                                                                                                                                             |
| 4.5    | Addendum                  to Convertible Debenture and Warrant To Purchase Common Stock,                  dated                  January 27, 2006 (incorporated by reference to Exhibit 4.5 of the                  Form 8-K                  filed on February 6, 2006).                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                             |
| 4.6    | Continuing                  Personal Guaranty issued by Patrick A. Galliher and Suzanne E.                  Galliher in                  favor of La Jolla Cove Investors, Inc., dated January 27, 2006                  (incorporated by reference to Exhibit 4.6 of the Form 8-K filed                  on                  February 6, 2006). |
|   |                                                                                                                                                                                                                                                                                                                                             |
| 10.1   | Promissory                  Note issued by the Company in favor of Steven J. Galliher, dated                  July 12,                  2002 (incorporated by reference to Exhibit 10.1 of the Form 10-SB                  filed on                  January 7, 2005).                                                                           |
|   |                                                                                                                                                                                                                                                                                                                                             |
| 10.2   | Promissory                  Note issued by the Company in favor of Patrick A. Galliher or Suzanne                  E,                  Galliher, dated November 17, 2002 (incorporated by reference to                  Exhibit                  10.2 of the Form 10-SB filed on January 7,                  2005).                              |

----

| 10.3   | Promissory                  Note issued by the Company in favor of Patrick A. Galliher, dated                  November                  17, 2003 (incorporated by reference to Exhibit 10.3 of the Form                  10-SB                  filed on January 7, 2005).                                                                                                      |
|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 10.4   | Promissory                  Note issued by the Company in favor of Patrick A. Galliher, dated                  December                  29, 2003 (incorporated by reference to Exhibit 10.4 of the Form                  10-SB                  filed on January 7, 2005).                                                                                                      |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 10.5   | Promissory                  Note issued by the Company in favor of Patrick A. Galliher, dated                  January                  9, 2004 (incorporated by reference to Exhibit 10.5 of the Form                  10-SB filed                  on January 7, 2005).                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 10.6   | Promissory                  Note issued by the Company in favor of Patrick A. Galliher, dated                  February                  6, 2004 (incorporated by reference to Exhibit 10.6 of the Form                  10-SB filed                  on January 7, 2005).                                                                                                       |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 10.7   | Promissory                  Note issued by the Company in favor of Patrick A. Galliher, dated                  February                  13, 2004 (incorporated by reference to Exhibit 10.7 of the Form                  10-SB                  filed on January 7, 2005).                                                                                                      |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 10.8   | Promissory                  Note issued by the Company in favor of Patrick A. Galliher, dated                  March                  22, 2003 (incorporated by reference to Exhibit 10.8 of the Form                  10-SB                  filed on January 7, 2005).                                                                                                         |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 10.9   | Promissory                  Note issued by the Company in favor of Patrick A. Galliher, dated                  April                  26, 2004 (incorporated by reference to Exhibit 10.9 of the Form                  10-SB                  filed on January 7, 2005).                                                                                                         |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 10.10  | Promissory                  Note issued by the Company in favor of Patrick A. Galliher, dated                  May 7,                  2004 (incorporated by reference to Exhibit 10.10 of the Form 10-SB                  filed                  on January 7, 2005).                                                                                                           |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 10.11  | Promissory                  Note issued by the Company in favor of Patrick A. Galliher, dated                  June 17,                  2004 (incorporated by reference to Exhibit 10.11 of the Form 10-SB                  filed                  on January 7, 2005).                                                                                                         |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 10.12  | Promissory                  Note issued by the Company in favor of Ann Morrison, dated August                  24, 2005                  (incorporated by reference to Exhibit 10.12 of the Form 10-SB/A                  filed on                  May 16, 2006).                                                                                                               |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 10.13  | Consulting                  Services Agreement between the Company, on the one hand, and De                  Joya &                  Company, Inc. and Arthur De Joya, on the other hand, dated September                  1,                  2005 (incorporated by reference to Exhibit 10 of the Form 8-K filed                  on                  September 21, 2005). |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 10.14  | Amended                  and Restated Consulting Services Agreement between the Company,                  on the one                  hand, and De Joya & Company, Inc. and Arthur De Joya, on the other                  hand, dated February 28, 2006 (incorporated by reference to Exhibit                  10 of                  the Form 8-K/A filed on May 11, 2006). |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 16     | Letter                  on Change in Certifying Accountant (incorporated by reference to                  Exhibit                  16 of the Form 8-K filed on January 5, 2006).                                                                                                                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 31.1   | Certification                  of Principal Executive Officer pursuant to Rule 13a-14 and Rule                  15d-14(a),                  promulgated under the Securities and Exchange Act of 1934, as                  amended                                                                                                                                               |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 31.2   | Certification                  of Principal Financial Officer pursuant to Rule 13a-14 and Rule                  15d 14(a),                  promulgated under the Securities and Exchange Act of 1934, as                  amended                                                                                                                                               |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 32.1   | Certification                  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section                  906 of                  the Sarbanes-Oxley Act of 2002 (Chief Executive                  Officer)                                                                                                                                                             |
|   |                                                                                                                                                                                                                                                                                                                                                                             |
| 32.2   | Certification                  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section                  906 of                  the Sarbanes-Oxley Act of 2002 (Chief Financial                  Officer)                                                                                                                                                             |

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