---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

FORM 10-Q

(Mark One)

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

For the quarterly period endedJune 30, 2010

**[   ]**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 **333-141131**

MABCURE INC.(Exact
name of Registrant as specified in its charter)

|Nevada                                           | 20-4907813                       
|------------------------------------------------ | ---------------------------------
|                                                 |                                  
|(State or other jurisdiction of incorporation or | (IRS Employer Identification No.)
|organization)                                    |                                  

De Schiervellaan 3/B1, 3500 Hasselt, Belgium(Address of principal executive offices) (zip code)

+32 (48) 7425303(Registrants
telephone number, including area code)

N/A(Former name, former address and
former fiscal year, if changed since last report)

Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X]    No
[   ]

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files).
Yes [   ]    No [   ]

Indicate by check mark whether the Registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See definitions of large accelerated filer, accelerated
filer, and smaller reporting company in Rule 12b-2 of the Exchange Act.
(Check one):

|Large accelerated filer [   ]                 | Accelerated
      filer                 
      [   ]
|--------------------------------------------- | ----------------------------------------------------
|Non-accelerated filer   [   ]                 | Smaller reporting company [X]                       
|(Do not check if a smaller reporting company) |                                                     

---

Indicate by check mark whether the Registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes [  
]    No [X]

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

As of August 9, 2010, there were 62,399,725 shares of the
Registrant's common stock issued and outstanding.

---

MABCURE INC.

TABLE OF CONTENTS

|**Part IFinancial Information**                                                                                                                                            |   
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --
|                                                                                                                                                                            |   
|Item 1. Financial
      Statements - Unaudited                                                                                                                              | 3 
|                                                                                                                                                                            |   
|Consolidated Balance
      Sheets as of June 30, 2010, and December 31, 2009                                                                                                | 3 
|                                                                                                                                                                            |   
|Consolidated Statements
      of Operations and Comprehensive (Loss) for the Three Months and Six Months
      Ended June 30, 2010, and 2009, and Cumulative from Inception | 4 
|                                                                                                                                                                            |   
|Consolidated Statements
      of Cash Flows for the Six Months Ended June 30, 2010, and 2009, and
      Cumulative from Inception                                           | 5 
|                                                                                                                                                                            |   
|Notes
      to Consolidated Financial Statements June 30, 2010, and 2009                                                                                                    | 6 
|                                                                                                                                                                            |   
|Item
      2. Managements Discussion and Analysis of Financial Condition and Results
      of Operations                                                                   | 16
|                                                                                                                                                                            |   
|Item
      3. Quantitative and Qualitative Disclosures About Market Risk                                                                                                    | 20
|                                                                                                                                                                            |   
|Item
      4. Controls and Procedures                                                                                                                                       | 20
|                                                                                                                                                                            |   
|Part
      II  Other Information                                                                                                                                           |   
|                                                                                                                                                                            |   
|Item
      1. Legal Proceedings                                                                                                                                             | 21
|                                                                                                                                                                            |   
|Item
      1A. Risk Factors                                                                                                                                                 | 21
|                                                                                                                                                                            |   
|Item
      2. Unregistered Sales of Equity Securities and Use of Proceeds                                                                                                   | 21
|                                                                                                                                                                            |   
|Item
      3. Defaults upon Senior Securities                                                                                                                               | 21
|                                                                                                                                                                            |   
|Item
      4. (Removed and Reserved)                                                                                                                                        | 21
|                                                                                                                                                                            |   
|Item
      5. Other Information                                                                                                                                             | 21
|                                                                                                                                                                            |   
|Item
      6. Exhibits                                                                                                                                                      | 21
|                                                                                                                                                                            |   
|Signatures                                                                                                                                                                  | 22

---

PART I - FINANCIAL
INFORMATIONItem 1. Financial Statements 
(Unaudited)

**MABCURE INC. AND SUBSIDIARY**(A
DEVELOPMENT STAGE COMPANY)CONSOLIDATED BALANCE SHEETSAS OF
JUNE 30, 2010, AND DECEMBER 31, 2009(Unaudited)

|                                                                                                                                                                      |   | 2010       |   |   | 2009       |  
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------- | - | ---------- | - | - | ---------- | -
|ASSETS                                                                                                                                                                |   |            |   |   |            |  
|Current Assets:                                                                                                                                                       |   |            |   |   |            |  
|Cash and cash equivalents                                                                                                                                             | $ | 243,802    |   | $ | 214,480    |  
|Accounts receivable - Other                                                                                                                                           |   | 34,669     |   |   | 31,934     |  
|Prepaid expenses                                                                                                                                                      |   | 12,559     |   |   | 31,672     |  
|Total current assets                                                                                                                                                  |   | 291,030    |   |   | 278,086    |  
|                                                                                                                                                                      |   |            |   |   |            |  
|Property and Equipment:                                                                                                                                               |   |            |   |   |            |  
|Computer and office equipment                                                                                                                                         |   | 11,085     |   |   | 11,295     |  
|Furniture and fixtures                                                                                                                                                |   | 8,030      |   |   | 8,464      |  
|Laboratory equipment                                                                                                                                                  |   | 104,471    |   |   | 119,289    |  
|Vehicles                                                                                                                                                              |   | 61,297     |   |   | 71,967     |  
|Website development costs                                                                                                                                             |   | 3,640      |   |   | 3,640      |  
|                                                                                                                                                                      |   | 188,523    |   |   | 214,655    |  
|Less: Accumulated depreciation and amortization                                                                                                                       |   | (58,631    | ) |   | (44,908    | )
|Net property and equipment                                                                                                                                            |   | 129,892    |   |   | 169,747    |  
|                                                                                                                                                                      |   |            |   |   |            |  
|Other Assets:                                                                                                                                                         |   |            |   |   |            |  
|Intellectual property                                                                                                                                                 |   | 18,485,286 |   |   | 18,485,286 |  
|Deposits and other                                                                                                                                                    |   | 3,846      |   |   | 4,515      |  
|Total other assets                                                                                                                                                    |   | 18,489,132 |   |   | 18,489,801 |  
|Total Assets                                                                                                                                                          | $ | 18,910,054 |   | $ | 18,937,634 |  
|                                                                                                                                                                      |   |            |   |   |            |  
|LIABILITIES AND STOCKHOLDERS' EQUITY                                                                                                                                  |   |            |   |   |            |  
|Current Liabilities:                                                                                                                                                  |   |            |   |   |            |  
|Accounts payable and accrued liabilities                                                                                                                              | $ | 127,896    |   | $ | 152,272    |  
|Due to related parties - Directors and
      officers                                                                                                                 |   | 13,665     |   |   | 29,365     |  
|Current portion of capital lease obligations                                                                                                                          |   | 31,760     |   |   | 36,272     |  
|Current portion of loans payable                                                                                                                                      |   | 58,258     |   |   | 558,258    |  
|Total current liabilities                                                                                                                                             |   | 231,579    |   |   | 776,167    |  
|                                                                                                                                                                      |   |            |   |   |            |  
|Long-Term Debt, less current portion:                                                                                                                                 |   |            |   |   |            |  
|Capital lease obligations                                                                                                                                             |   | 32,338     |   |   | 56,869     |  
|Total liabilities                                                                                                                                                     |   | 263,917    |   |   | 833,036    |  
|                                                                                                                                                                      |   |            |   |   |            |  
|Commitments and Contingencies                                                                                                                                         |   |            |   |   |            |  
|                                                                                                                                                                      |   |            |   |   |            |  
|Stockholders' equity:                                                                                                                                                 |   |            |   |   |            |  
|Common stock ($0.001 par value; 1,500,000,000
      shares authorized; 62,399,725 
      and 60,399,725 shares issued and outstanding in 2010 and 2009, respectively) |   | 62,400     |   |   | 60,400     |  
|Additional paid-in capital                                                                                                                                            |   | 21,149,009 |   |   | 20,064,191 |  
|Donated capital                                                                                                                                                       |   | 13,000     |   |   | 13,000     |  
|Accumulated other comprehensive (loss)                                                                                                                                |   | (39,033    | ) |   | (20,282    | )
|(Deficit) accumulated during the development
      stage                                                                                                              |   | (2,539,239 | ) |   | (2,012,711 | )
|Total stockholders equity                                                                                                                                            |   | 18,646,137 |   |   | 18,104,598 |  
|Total Liabilities and Stockholders' Equity                                                                                                                            | $ | 18,910,054 |   | $ | 18,937,634 |  

The accompanying notes to consolidated financial statements
are 
  an integral part of these consolidatedbalance sheets.

3

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT
STAGE COMPANY)CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE (LOSS)FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30,
2010, AND 2009, ANDCUMULATIVE FROM INCEPTION (MAY 8, 2006) THROUGH
JUNE 30, 2010(Unaudited)

|                                                                  |   | Three Months Ended |   |   | Six Months Ended |   |   | Cumulative |  
|----------------------------------------------------------------- | - | ------------------ | - | - | ---------------- | - | - | ---------- | -
|                                                                  |   | June
      30,     |   |   | June
      30,   |   |   | From       |  
|                                                                  |   | 2010               |   |   | 2009             |   |   | 2010       |  
|                                                                  |   |                    |   |   |                  |   |   |            |  
|Revenues                                                          | $ | -                  |   | $ | -                |   | $ | -          |  
|Expenses:                                                         |   |                    |   |   |                  |   |   |            |  
|Research and development                                          |   | 83,441             |   |   | 51,156           |   |   | 195,010    |  
|Stock-based compensation                                          |   | 23,961             |   |   | -                |   |   | 71,407     |  
|General and administrative                                        |   | 119,635            |   |   | 233,082          |   |   | 252,615    |  
|Total expenses                                                    |   | 227,037            |   |   | 284,238          |   |   | 519,032    |  
|                                                                  |   |                    |   |   |                  |   |   |            |  
|(Loss) from operations                                            |   | (227,037           | ) |   | (284,238         | ) |   | (519,032   | )
|Other Income (Expense):                                           |   |                    |   |   |                  |   |   |            |  
|Interest income                                                   |   | 224                |   |   | 992              |   |   | 370        |  
|Interest expense                                                  |   | (1,122             | ) |   | (1,654           | ) |   | (7,866     | )
|Total other income (expense):                                     |   | (898               | ) |   | (662             | ) |   | (7,496     | )
|(Loss) before income taxes                                        |   | (227,935           | ) |   | (284,900         | ) |   | (526,528   | )
|Provision for income taxes                                        |   | -                  |   |   | -                |   |   | -          |  
|Net (loss)                                                        | $ | (227,935           | ) | $ | (284,900         | ) | $ | (526,528   | )
|Comprehensive (Loss):                                             |   |                    |   |   |                  |   |   |            |  
|Foreign currency translation
      adjustment                     |   | (10,245            | ) |   | (1,467           | ) |   | (18,751    | )
|Total Comprehensive (Loss)                                        | $ | (238,180           | ) | $ | (286,367         | ) | $ | (545,279   | )
|                                                                  |   |                    |   |   |                  |   |   |            |  
|Basic and diluted (loss) per share                                | $ | (0.00              | ) | $ | (0.00            | ) | $ | (0.01      | )
|Weighted average number of shares outstanding - basic and diluted |   | 62,399,725         |   |   | 60,348,000       |   |   | 61,703,592 |  

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

4

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT
STAGE COMPANY)CONSOLIDATED STATEMENTS OF CASH FLOWSFOR
THE SIX MONTHS ENDED JUNE 30, 2010, AND 2009, ANDCUMULATIVE FROM
INCEPTION (MAY 8, 2006) THROUGH JUNE 30, 2010(Unaudited)

|                                                                                    |   | Six
      Months ended June 30, |   |   | Cumulative |  
|----------------------------------------------------------------------------------- | - | ------------------------------- | - | - | ---------- | -
|                                                                                    |   | 2010                            |   |   | 2009       |  
|Cash flows from operating activities:                                               |   |                                 |   |   |            |  
|Net (loss)                                                                          | $ | (526,528                        | ) | $ | (509,863   | )
|Adjustments to reconcile Net (loss) to net
      cash used in operating activities: |   |                                 |   |   |            |  
|Depreciation and amortization                                                       |   | 13,723                          |   |   | 18,969     |  
|Donated services                                                                    |   | -                               |   |   | -          |  
|Stock-based compensation                                                            |   | 71,407                          |   |   | -          |  
|Common stock issued for investor relations
      services                           |   | -                               |   |   | -          |  
|Changes in net assets and liabilities:                                              |   |                                 |   |   |            |  
|Accounts receivable - Other                                                         |   | (2,735                          | ) |   | (8,490     | )
|Prepaid expenses and other current assets                                           |   | 19,782                          |   |   | (13,832    | )
|Accounts payable and accrued
      liabilities                                      |   | (8,965                          | ) |   | 120,457    |  
|Net cash (used in) operating activities                                             |   | (433,316                        | ) |   | (392,759   | )
|                                                                                    |   |                                 |   |   |            |  
|Cash flows from investing activities:                                               |   |                                 |   |   |            |  
|Capital expenditures and adjustments                                                |   | 26,132                          |   |   | (23,489    | )
|Net cash provided by (used in) investing activities                                 |   | 26,132                          |   |   | (23,489    | )
|                                                                                    |   |                                 |   |   |            |  
|Cash flows from financing activities:                                               |   |                                 |   |   |            |  
|Proceeds from loan payable                                                          |   | -                               |   |   | -          |  
|Payments on loan payable                                                            |   | -                               |   |   | -          |  
|Proceeds from capital lease obligations                                             |   | -                               |   |   | -          |  
|Payments of principal on capital lease obligations                                  |   | (29,043                         | ) |   | (14,736    | )
|Proceeds from loans from related parties                                            |   | 10,207                          |   |   | 18,990     |  
|Payments on loans from related parties                                              |   | (25,907                         | ) |   | (6,206     | )
|Issuance of common stock for cash                                                   |   | 500,000                         |   |   | -          |  
|Net cash provided by (used in) financing activities                                 |   | 455,257                         |   |   | (1,952     | )
|                                                                                    |   |                                 |   |   |            |  
|Effects of exchange rate changes on cash and cash equivalents                       |   | (18,751                         | ) |   | (2,389     | )
|                                                                                    |   |                                 |   |   |            |  
|Net increase (decrease) during period                                               |   | 29,322                          |   |   | (420,589   | )
|Cash and cash equivalents at beginning of
      period                              |   | 214,480                         |   |   | 811,439    |  
|Cash and cash equivalents at end of period                                          | $ | 243,802                         |   | $ | 390,850    |  
|                                                                                    |   |                                 |   |   |            |  
|Supplemental disclosure of cash flow information                                    |   |                                 |   |   |            |  
|Cash paid during the period for:                                                    |   |                                 |   |   |            |  
|Interest                                                                            | $ | (2,455                          | ) | $ | (3,499     | )
|Income taxes                                                                        | $ | -                               |   | $ | -          |  

Supplemental Information of Noncash Investing and Financing
Activities:

On July 7, 2008, MabCure issued 25,638,400 shares of common
stock for the purchase of intellectual property valued at $18,485,286. Refer to
Note 3 for further details of this transaction.

On July 7, 2008, MabCure issued 6,409,600 shares of common
stock to one of its founders valued at par, valued at $6,410. Refer to Note 3
for further details of this transaction.

On March 5, 2010, MabCure entered into a conversion agreement
wherein the Company exchanged $500,000 in outstanding debt and related accrued
interest of $15,411 for equity securities. Refer to Note 6 for further details
of this transaction.

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

5

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSJUNE
30, 2010, AND 2009(Unaudited)

(1)        Basis of
Presentation and Summary of Significant Accounting Policies

*****Organization*

MabCure Inc. (MabCure or the Company) was incorporated in
the State of Nevada on May 8, 2006, under the name of Smartec Holdings, Inc. The
Company originally was in the business of developing a detergent for removing
pesticides from fruits and vegetables. Because the Company was not successful in
implementing its business plan, it considered various alternatives to ensure the
viability and solvency of the Company. On January 10, 2008, the Company changed
its name to MabCure Inc. to better reflect its new business plan. On January 10,
2008, MabCure entered into an asset purchase agreement with Indigoleaf
Associates Ltd. (Indigoleaf) and Dr. Amnon Gonenne pursuant to which the
Company agreed to purchase all of Indigoleafs interest and rights to a
proprietary technology for the rapid and efficient generation of monoclonal
antibodies against desired antigens such as cancer markers, including, but not
limited to, the know-how, secrets, inventions, practices, methods, knowledge and
data owned by Indigoleaf. The Company purchased this proprietary technology
pursuant to an intellectual property transfer agreement and consummated the
other transactions contemplated by the asset purchase agreement on July 7, 2008.
Pursuant to the asset purchase agreement, as amended on April 2, 2009, the
Company issued 25,638,400 (post forward stock split) shares of its common stock
to Indigoleaf in consideration for the purchase of Indigoleafs proprietary
technology, and the Company issued 6,409,600 (post forward stock split) shares
of common stock to Dr. Gonenne in consideration for being one of the founders of
the Companys cancer therapy and detection business.

On October 30, 2008, the Company established MabCure, N.V., a
wholly owned subsidiary, in Belgium. The Belgian subsidiary was established in
order to accelerate the development and commercialization of MabCures
proprietary products for the early detection of cancer with specific antibodies
and for the creation of highly specific therapeutics (antibodies and novel
drugs) against cancer. MabCure, N.V. will be eligible to apply for research
grants from the Flemish Government.

*****Principles
of Consolidation*

The accompanying consolidated financial statements include the
accounts of the Company and its wholly owned Belgian subsidiary, MabCure, N.V.
All significant intercompany accounts and transactions have been eliminated in
consolidation.

*****Unaudited
Interim Consolidated Financial Statements*

The interim consolidated financial statements of MabCure as of
June 30, 2010, and December 31, 2009, and for the three-month and six-month
periods ended June 30, 2010, and 2009, and cumulative from inception, have been
prepared in conformity with accounting principles generally accepted in the
United States of America (GAAP) for interim reporting, and in accordance with
the requirements of this Quarterly Report on Form 10-Q. The accompanying interim
consolidated financial statements are unaudited and are subject to year-end
adjustments. In the opinion of management, the accompanying interim consolidated
financial statements include all known adjustments (which consist primarily of
normal, recurring accruals, estimates, and assumptions that impact the financial
statements) necessary to present fairly the consolidated financial position at
the balance sheet dates and the consolidated results of operations for the three
months and six months then ended, and cumulative from inception. The
accompanying consolidated balance sheet as of June 30, 2010, presented herein,
has been derived from the Companys audited balance sheet included in the
Companys Annual Report on Form 10-K for the fiscal year ended December 31,
2009, but does not include all disclosures required by GAAP. The accompanying
interim consolidated financial statements should be read in conjunction with the
audited financial statements and footnotes thereto included within the Companys
Annual Report on Form 10-K for the fiscal year ended December 31, 2009. The
results of operations and comprehensive (loss) for the three-month and six-month
periods ended June 30, 2010, are not necessarily indicative of operating results
of the full year ending December 31, 2010.

*****Cash
and Cash Equivalents*

For purposes of reporting within the consolidated statements of
cash flows, the Company considers all cash on hand, cash accounts not subject to
withdrawal restrictions or penalties, and all highly liquid debt instruments
purchased with a maturity of three months or less to be cash and cash
equivalents.

6

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSJUNE
30, 2010, AND 2009(Unaudited)

*****Property
and equipment*

Property and equipment are recorded at historical cost. Minor
additions and renewals are expensed in the year incurred. Major additions and
betterments are capitalized and depreciated over their estimated useful lives.
When property and equipment are retired or otherwise disposed of, the cost and
accumulated depreciation are removed from the accounts, and any resulting gain
or loss is included in the results of operations for the respective period. The
Company uses the straight-line method of depreciation. The estimated useful
lives for significant property and equipment categories are as follows:

Computer and office equipment
      3 yearsComputer software
      3 yearsFurniture and fixtures
      5-10 yearsLaboratory equipment
      5 yearsVehicles
      5 years


*****Impairment
of Long-Lived Assets*

The Company evaluates the recoverability of long-lived assets
and the related estimated remaining lives at each balance sheet date. The
Company records an impairment or change in useful life whenever events or
changes in circumstances indicate that the carrying amount may not be
recoverable or the useful life has changed. For the three and six months ended
June 30, 2010, and 2009, no events or circumstances occurred for which an
evaluation of the recoverability of long-lived assets was required.

*****Lease
Obligations*

All noncancellable leases with an initial term greater than one
year are categorized as either capital or operating leases. Assets recorded
under capital lease obligations are amortized according to the same methods
employed for property and equipment or over the term of the related lease, if
shorter.

*****Fair
Value of Financial Instruments*

The Company estimates the fair value of financial instruments
using the available market information and valuation methods. Considerable
judgment is required in estimating fair value. Accordingly, the estimates of
fair value may not be indicative of the amounts the Company could realize in a
current market exchange. As of June 30, 2010, and December 31, 2009, the
carrying value of the Companys financial instruments approximated fair value
due to the short-term maturity of these instruments.

*****Foreign
Currency Translation*

MabCure accounts for foreign currency translation pursuant to
Accounting Standards Codification ("ASC") Topic 830. The functional currency of
the Companys Belgian subsidiary is the euro. Under ASC Topic 830, all assets
and liabilities are translated into United States dollars using the current
exchange rate at the end of each fiscal period. Revenues and expenses are
translated using the average exchange rates prevailing throughout the respective
periods. Translation adjustments are included in other comprehensive income
(loss) for the period. Certain transactions of the Companys Belgian subsidiary
are denominated in United States dollars. Translation gains or losses related to
such transactions are recognized for each reporting period in the related
interim consolidated statements of operations and comprehensive (loss).

*****Revenue
Recognition*

The Company is in the development stage and has yet to realize
revenues from planned operations. It plans to recognize revenues from developing
and commercializing its proprietary antibody technology for the early detection
of cancer and for the creation of highly specific therapeutics (antibodies and
novel drugs) against cancer. Revenues will be recognized for financial reporting
purposes when delivery has occurred provided there is persuasive evidence of an
agreement, acceptance has been approved by the customer, the fee is fixed or
determinable, and collection of the related receivable is probable.

7

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSJUNE
30, 2010, AND 2009(Unaudited)

*****Website
Development Costs*

The Company recognizes website development costs in accordance
with ASC Topic 350. As such, the Company expenses all costs incurred that relate
to the planning and post implementation phases of development of its website.
Direct costs incurred in the development phase are capitalized and recognized
over the estimated useful life. Costs associated with repair or maintenance for
the website are included in general and administrative expenses in the
accompanying interim consolidated statements of operations and comprehensive
(loss). As of June 30, 2010, and December 31, 2009, the Company had capitalized
$3,640 related to website development costs, which are being amortized over a
period of three years.

*****Basic
and Diluted Loss per Share*

In accordance with ASC Topic 260, basic loss per common share
is computed by dividing net loss available to common stockholders by the
weighted average number of common shares outstanding. Diluted loss per common
share is computed similarly to basic loss per common share except that the
denominator is increased to include the number of additional common shares that
would have been outstanding if the potential common shares had been issued and
if the additional common shares were dilutive. As of June 30, 2010, and December
31, 2009, the Company had no common stock equivalents that were anti-dilutive
and excluded in the diluted loss per share computation.

*****Income
Taxes*

The Company accounts for income taxes pursuant to ASC Topic
740. Under ASC Topic 740, deferred tax assets and liabilities are determined
based on temporary differences between the bases of certain assets and
liabilities for income tax and financial reporting purposes. The deferred tax
assets and liabilities are classified according to the consolidated financial
statement classification of the assets and liabilities generating the
differences.

The Company maintains a valuation allowance with respect to
deferred tax assets. The Company establishes a valuation allowance based upon
the potential likelihood of realizing the deferred tax asset and taking into
consideration the Companys consolidated financial position and results of
operations for the current period. Future realization of the deferred tax
benefit depends on the existence of sufficient taxable income within the
carryforward period under the Federal tax laws.

Changes in circumstances, such as the Company generating
taxable income, could cause a change in judgment about the realizability of the
related deferred tax asset. Any change in the valuation allowance will be
included in income in the year of the change in estimate.

*****Stock-based
Compensation*

The Company accounts for stock-based compensation in accordance
with ASC Topics 505 and 718. Stock-based compensation for stock options is
measured based on the estimated fair value of each award on the date of grant
using the Black-Scholes valuation model. Stock-based compensation for restricted
shares is measured based on the closing fair market value of the Company's
common stock price on the date of grate. The Company recognizes stock-based
compensation costs as expense ratably on a straight-line basis over the
requisite service period.

On August 10, 2009, the Company granted to Directors and
officers 420,000 options to purchase a like number of shares of common stock. In
addition, on December 10, 2009, the Company granted to employees 120,000 options
to purchase a like number of shares of common stock. As of June 30, 2010,
340,000 of such options were fully vested. Fair value was estimated at the date
of grant using the Black-Scholes pricing model, with the following weighted
average assumptions:

Risk-free interest rate
    1.59%Expected dividend yield
    NoneExpected life
    2.84 yearsExpected volatility
    202.29%


The weighted-average grant-date fair value of options on June
30, 2010, was $0.75 per share.

8

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSJUNE
30, 2010, AND 2009(Unaudited)

The risk-free interest rate used in the Black-Scholes valuation
method is based on the implied yield currently available in U.S. Treasury
securities at maturity with an equivalent term. The Company has not declared or
paid any dividends and does not currently expect to do so in the future. The
expected term of options represents the period that our stock-based awards are
expected to be outstanding and was determined based on projected holding periods
for the remaining unexercised shares. Consideration was given to the contractual
terms of our stock-based awards, vesting schedules and expectations of future
employee behavior. Expected volatility is based on the Companys historical
volatility of its stock price.

The Companys stock price volatility and option lives involve
managements best estimates, both of which impact the fair value of the option
calculated under the Black-Scholes methodology and, ultimately, the expense that
will be recognized over the life of the option.

When options are exercised, the policy of the Company is to
issue previously unissued shares of common stock to satisfy share option
exercises. As of June 30, 2010, the Company had 1,437,600,275 shares of
authorized, but unissued common stock.

No tax benefits were attributed to the stock-based compensation
expense because a valuation allowance was maintained for substantially all net
deferred tax assets.

The Company accounts for equity instruments issued in exchange
for the receipt of goods or services from other than employees in accordance
with ASC Topic 505. Costs are measured at the estimated fair market value of the
consideration received or the estimated fair value of the equity instruments
issued, whichever is more reliably measurable. The value of equity instruments
issued for consideration other than employee services is determined on the
earlier of a performance commitment or completion of performance by the provider
of goods or services as defined by ASC Topic 505.

On September 2, 2009, the Company entered into a loan agreement
to obtain a bridge loan of $500,000 from a third-party lender for working
capital needs. On March 5, 2010, the Company entered into a conversion agreement
with the lender, pursuant to which the loan and all accrued interest were
converted into equity securities. In full repayment of the loan and all accrued
interest, the Company issued to the lender 1,000,000 units, with each unit
consisting of: (i) one common share; (ii) one non-transferable share purchase
warrant entitling the holder thereof to purchase one share of common stock until
February 16, 2012, at a price per share of US$0.60; and (iii) one
non-transferable common stock purchase warrant entitling the holder thereof to
purchase one share of common stock until February 16, 2012, at a price per share
of US$0.70.

On March 5, 2010, the Company closed an offshore private
placement consisting of 1,000,000 units of its securities at a price of $0.50
per unit, for aggregate proceeds of $500,000. Each unit consisted of: (i) one
common share; (ii) one non-transferable share purchase warrant entitling the
holder thereof to purchase one share of common stock for a period of 24 months
commencing from the closing of the private placement agreement, at an exercise
price of $0.60 per common share; and (iii) one non-transferable share purchase
warrant entitling the holder thereof to purchase one share of common stock for a
period of 24 months commencing from the closing of the private placement
agreement, at an exercise price of $0.70 per common share.

*****Estimates*

The accompanying consolidated financial statements are prepared
on the basis of accounting principles generally accepted in the United States of
America. The preparation of consolidated financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities as of
June 30, 2010, and December 31, 2009, and revenues and expenses for the three
and six-month periods ended June 30, 2010, and 2009, and cumulative from
inception. Actual results could differ from those estimates made by management.

*****Reclassification*

Certain 2009 amounts have been reclassified to conform to the
2010 presentation.

9

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSJUNE
30, 2010, AND 2009(Unaudited)

(2)        Development
Stage Activities and Going Concern

The Company is currently in the development stage. The original
business plan of the Company was to develop a detergent for removing pesticides
from fruits and vegetables. However, the Company has changed its business plan
to develop and commercialize its proprietary antibody technology for the early
detection of cancer and for the creation of highly specific therapeutics
(antibodies and novel drugs) against cancer. The Company plans to continue its
capital formation activities through the issuance of debt and shares of common
stock.

While management of the Company believes that it will be
successful in its capital formation and planned operating activities, there can
be no assurance that the Company will be able to raise additional equity
capital, or be successful in the development and commercialization of its
proprietary antibody technology for the early detection of cancer or for the
creation of highly specific therapeutics (antibodies and novel drugs) against
cancer that will generate sufficient revenues to sustain the operations of the
Company.

The accompanying consolidated financial statements have been
prepared in conformity with accounting principles generally accepted in the
United States of America, which contemplate continuation of the Company as a
going concern. MabCure has not established any source of revenues to cover its
operating costs, and as such, has incurred an operating loss since inception.
Further, as of June 30, 2010, and December 31, 2009, the cash resources of the
Company were insufficient to meet its current business plan. These and other
factors raise substantial doubt about the Companys ability to continue as a
going concern. The accompanying consolidated financial statements do not include
any adjustments to reflect the possible future effects on the recoverability and
classification of assets or the amounts and classification of liabilities that
may result from the possible inability of the Company to continue as a going
concern.

(3)        Purchase of
Intellectual Property and Stock Issuance to Founder

On January 10, 2008, MabCure entered into an asset purchase
agreement with Indigoleaf Associates Ltd. (Indigoleaf) and Dr. Amnon Gonenne
pursuant to which the Company agreed to purchase all of Indigoleafs interest
and rights to a proprietary technology for the rapid and efficient generation of
monoclonal antibodies against desired antigens such as cancer markers,
including, but not limited to, the know-how, secrets, inventions, practices,
methods, knowledge and data owned by Indigoleaf. The Company purchased this
proprietary technology pursuant to an intellectual property transfer agreement
and consummated the other transactions contemplated by the asset purchase
agreement on July 7, 2008. Pursuant to the asset purchase agreement, as amended
on April 2, 2009, the Company issued 25,638,400 (post forward stock split)
shares of its common stock to Indigoleaf in consideration for the purchase of
Indigoleafs proprietary technology, valued at $18,485,286, and the Company
issued 6,409,600 (post forward stock split) shares of common stock to Dr.
Gonenne in consideration for being one of the founders of the Companys cancer
therapy and detection business.

On April 2, 2009, the Company entered into an amendment to the
asset purchase agreement dated January 10, 2008, whereby the parties specified
their original intention that the 6,409,600 (post forward stock split) shares of
the Companys common stock that were issued to Dr. Gonenne were, in fact, issued
to Dr. Gonenne as founders shares as consideration for being one of the
founders of the Companys cancer therapy and detection business. The amendment
to the asset purchase agreement provided that up to 75 percent of the shares
issued to Dr. Gonenne, i.e., up to 4,807,200 (post forward stock split) shares
of the Companys common stock, are subject to a lapsing repurchase right that
may be exercised by the Company in the event Dr. Gonennes employment agreement
with the Company is terminated within 18 months from July 7, 2008. The 4,807,200
(post forward stock split) shares of the Companys common stock subject to the
lapsing repurchase right shall be released from such right in three 6-month
intervals, such that 1/3 of the shares (i.e. 1,602,400 post forward stock
shares) shall be released from the lapsing repurchase right at the end of each
6-month interval, provided that at each respective 6-month interval, Dr. Gonenne
continues to be retained by the Company pursuant to his employment agreement.
All of the 4,807,200 shares of common stock shall be released from the lapsing
repurchase right and no longer subject thereto upon the expiration of a
continuous period of employment of 18 months from July 7, 2008.

The purchase of intellectual property from Indigoleaf was
accounted for under ASC Topic 350. The value of the intellectual property
acquired on July 7, 2008, was calculated using the fair market value of the
Companys common stock 15 days before and after the acquisition times a discount
factor to reflect the fact that the issued stock is restricted and is escrowed
for an extended period of time under the agreement. This value amounted to
$18,485,286 for the 25,638,400 (post forward stock split) shares issued by Indigoleaf and was recorded by the
Company as an intangible asset, intellectual property in the accompanying
interim consolidated balance sheets as of June 30, 2010, and December 31, 2009. The management of the Company believes that there are no legal, regulatory,
contractual, competitive, or economic factors that limit the useful life of this
intangible asset. Consequently, the Company considers the useful life of this
asset to be indefinite and has recorded no amortization expense. In accordance
with ASC Topic 350, the Company will, on a periodic basis, re-evaluate the
remaining useful life of this intangible asset to determine whether events and
circumstances continue to support an indefinite useful life.

10

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSJUNE
30, 2010, AND 2009(Unaudited)

(4)Loans
Payable and Lease Obligations

Leases:

Capital Leases

The Company currently has capital lease commitments for
furniture, fixtures, and vehicles. As of June 30, 2010, the total cost of
capitalized leases presented in the accompanying consolidated balance sheets
amounted to $64,098. Amortization of the capital lease costs for items used in
research and development is included in research and development expenses.
Amortization of the capital lease costs for items not used in research and
development is included in depreciation and amortization expense.

Operating Lease

The Company currently has operating lease commitments for
office space and employee housing with unrelated parties for a period of up to
two years through September 2011. Lease expense related to office space for the
three and six months ended June 30, 2010, amounted to $2,994 and $5,988,
respectively, and for the three and six months ended June 30, 2009, amounted to
$3,148 and $8,471, respectively. Lease expense related to employee housing for
the three and six months ended June 30, 2010, was $3,293 and $6,586,
respectively, and for the three months ended June 30, 2009, was $6,109 and
$12,152, respectively.

Future noncancellable minimum rental commitments for leases as
of June 30, 2010, were as follows:

Operating
    
    
    CapitalYear
    
    Leases
    
    
    Leases1 Year
      $
      23,073
      
      $
      34,9732 Years
      
      4,853
      
      
      24,0673 Years
      
      -
      
      
      10,2384 Years
      
      -
      
      
      -5 Years and over
      
      -
      
      
      -Total
      $
      27,926
      
      
      69,278Less - Amount representing interest
      
      
      
      
      (5,180
      )Present value of net minimum
      lease payments
      
      
      
      
      64,098Less - Current portion
      
      
      
      
      (31,760
      )Capital lease obligations,
      less current portion
      
      
      
      $
      32,338


Loans Payable:

On September 2, 2009, the Company entered into a loan agreement
to obtain a bridge loan of $500,000 from a third-party lender for ordinary
working capital needs. On March 5, 2010, the Company entered into a conversion
agreement with the lender, pursuant to which the loan and all accrued interest
was converted into equity securities. In full repayment of the loan and all
accrued interest, the Company issued to the lender 1,000,000 units, with each
unit consisting of: (i) one common share; (ii) one non-transferable share
purchase warrant entitling the holder thereof to purchase one share of common
stock until February 16, 2012, at a price per share of US$0.60; and (iii) one
non-transferable common stock purchase warrant entitling the holder thereof to
purchase one share of common stock until February 16, 2012, at a price per share
of US$0.70. The Company has a third-party loan payable that was provided
for working capital purposes, and is non-interest bearing, unsecured, and has no
terms for repayment. As of June 30, 2010, and 2009, the amount due was $58,258
for both years.

11

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSJUNE
30, 2010, AND 2009(Unaudited)

(5)Donated Capital

The Company records transactions of commercial substance with
related parties at fair value as determined by management. The Company
recognized donated services of its Directors for management fees, valued at $500
per month. As of June 30, 2008, the total value of donated services was $13,000,
recorded under the Stockholders equity section of the consolidated balance
sheets.

Beginning July 1, 2008, the Company no longer recorded donated
services of Directors. Services performed by Company Directors are being paid
using cash, and expensed as incurred.

(6)        Common
Stock

The Company is authorized to issue 1,500,000,000 shares of
$0.001 par value common stock. All common stock shares have equal voting rights,
are non-assessable, have one vote per share, and entitle stockholders to receive
dividends. Upon liquidation or wind-up, stockholders are entitled to participate
equally with respect to any distribution of net assets or any dividends which
may be declared. Voting rights are not cumulative and, therefore, the holders of
more than 50 percent of the common stock could, if they choose to do so, elect
all of the Directors of the Company.

On November 26, 2007, the Company implemented a 20-for-1
forward stock split of its authorized, issued, and outstanding common stock. As
a result, the authorized capital of the Company increased from 75,000,000 shares
of common stock with a par value of $0.001, to 1,500,000,000 shares of common
stock with a par value of $0.001. The accompanying consolidated financial
statements have been adjusted accordingly to reflect this forward stock split.

On December 20, 2006, the Company issued 51,000,000 (post
forward stock split) shares of common stock at a price of $0.001 per share for
total proceeds of $51,000.

On December 11, 2007, 24,000,000 (post forward stock split)
shares of common stock were returned to the treasury and retired. The par value
of the returned shares of $24,000 was reallocated to additional paid-in capital.

On June 27, 2008, pursuant to the asset purchase agreement, the
Company closed a private placement consisting of 1,300,000 units of MabCures
securities at a price of $1.00 per unit, for aggregate proceeds of $1,300,000.
Each unit consists of: (i) one common share; (ii) one non-transferable share
purchase warrant entitling the holder thereof to purchase one share of common
stock for a period of 12 months commencing from the closing of the asset
purchase agreement, at an exercise price of $1.25 per common share; and (iii)
one non-transferable share purchase warrant entitling the holder thereof to
purchase one share of common stock for a period of 24 months commencing from the
closing of the asset purchase agreement, at an exercise price of $1.25 per
common share.

On July 7, 2008, the Company issued 25,638,400 (post forward
stock split) shares of its common stock to Indigoleaf Associates Ltd, and
6,409,600 (post forward stock split) shares of the Companys common stock to Dr.
Amnon Gonenne, following the asset purchase agreement discussed in Note 3,
entitled, Purchase of Intellectual Property and Stock Issuance to Founder.

On October 28, 2009, the Company issued 51,725 shares of common
stock to a third party provider of investor relations services pursuant to a
consulting agreement dated August 7, 2009. The value of the transaction was
$45,001.

On September 2, 2009, the Company entered into a loan agreement
to obtain a bridge loan of $500,000 from a third-party lender for ordinary
working capital needs. On March 5, 2010, the Company entered into a conversion
agreement with the lender, pursuant to which the loan and all accrued interest
was converted into equity securities. In full repayment of the loan and all
accrued interest, the Company issued to the lender 1,000,000 units, with each
unit consisting of: (i) one common share; (ii) one non-transferable share
purchase warrant entitling the holder thereof to purchase one share of common
stock until February 16, 2012, at a price per share of US$0.60; and (iii)
one non-transferable common stock purchase warrant entitling the holder thereof
to purchase one share of common stock until February 16, 2012, at a price per
share of US$0.70.

12

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSJUNE
30, 2010, AND 2009(Unaudited)

On March 5, 2010, the Company closed an offshore private
placement consisting of 1,000,000 units of securities at a price of $0.50 per
unit, for aggregate proceeds of $500,000. Each unit consists of: (i) one common
share; (ii) one non-transferable share purchase warrant entitling the holder
thereof to purchase one share of common stock for a period of 24 months
commencing from the closing of the private placement agreement, at an exercise
price of $0.60 per common share; and (iii) one non-transferable share purchase
warrant entitling the holder thereof to purchase one share of common stock for a
period of 24 months commencing from the closing of the private placement
agreement, at an exercise price of $0.70 per common share.

*****Stock
options*

On August 4, 2009, as part of the Companys Annual Meeting of
Shareholders, the shareholders of the Company approved the adoption of the
MabCure, Inc. 2009 Stock Option Plan (the Plan). The purpose of this Plan is
to retain the services of valued key employees and consultants of the Company
and to encourage such persons to acquire a greater proprietary interest in the
Company, thereby strengthening their incentive to achieve the objectives of the
shareholders of the Company, and to serve as an aid and inducement in the hiring
of new employees and to provide an equity incentive to consultants and other
persons selected by the Company. The Company has reserved 6,034,800 shares of
common stock, par value $0.001 per share, for issuance under the Plan, subject
to adjustment to protect against dilution in the event of certain changes in the
Companys capitalization.

The following is a summary of stock option grants issued under
the Plan:

In August 2009, the Company granted an option to each of two
members of the Companys Board of Directors to purchase 120,000 shares (total of
240,000 shares) of its common stock at an exercise price of $0.87 per share.

In August 2009, the Company granted an option to purchase
180,000 shares of its common stock at an exercise price of $0.87 per share to
its Chief Financial Officer.

In December 2009, the Company granted an option to purchase
120,000 shares of its common stock at an exercise price of $0.65 per share to
certain employees of the Company.

The following table summarizes stock option activity for the
Company during the six months ended June 30, 2010:

Weighted
    Weighted AverageOptions
    Average
    Remaining
    AggregateExercise Price
    Contractual Term
    Intrinsic ValueOutstanding December 31, 2009
    540,000
    $0.82Granted
    -
    -Exercised
    -
    -Forfeited or expired
    -
    -Outstanding June 30,
      2010
    540,000
    $0.82
    4.19
    $0Vested and Exercisable at June 30, 2010
    340,000
    $0.84
    4.15
    $0


As of June 30, 2010, the total unrecognized compensation cost
related to stock options amounted to $87,751, which will be recognized over the
remaining requisite service period through August 2011.

13

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
      COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSJUNE
    30, 2010, AND 2009(Unaudited)

(7)        Income Taxes

At June 30, 2010 and 2009, the components of income (loss)
before income taxes consisted of the following:

2010
    
    
    2009Income (loss) subject to U.S.
      income taxes only
    $
    (278,523
    )
    $
    (273,273
    )Income (loss) subject to foreign income taxes
      only
    
    (248,005
    )
    
    (236,590
    )$
    (526,528
    )
    $
    (509,863
    )


The Company is subject to U.S. federal income taxes. The
Companys subsidiary incorporated in Belgium is subject to Belgian income tax.
According to Belgian tax law, there is no difference between taxable income and
pretax income. The provision for income taxes for the six months ended June 30,
2010, and 2009, were as follows (using a 34.0 percent effective Federal income
tax rate and 33.99 percent standard Belgian income tax):

2010
    
    
    2009Current Tax Provision:Federal-Taxable income
    $
    -
    
    $
    -Total current tax provision
    $
    -
    
    $
    -Deferred Tax Provision:Federal-Loss carryforwards
    $
    179,020
    
    $
    173,353Change in valuation allowance
    
    (179,020
    )
    
    (173,353
    )Total deferred tax provision
    $
    -
    
    $
    -


The Company had deferred income tax assets as of June 30, 2010,
and December 31, 2009, as follows:

2010
    
    
    2009Loss carryforwards
    $
    863,341
    
    $
    684,322Less - Valuation allowance
    
    (863,341
    )
    
    (684,322
    )Total net deferred tax assets
    $
    -
    
    $
    -


As of June 30, 2010, and 2009, the Company had net operating
loss carryforwards for income tax reporting purposes of approximately $2,539,239
and $1,150,636, respectively, which may be offset against future taxable income.
The domestic net operating loss carryforwards begin to expire in the year 2027.
The Belgian net operating loss carryforwards begin to expire in the year 2013.
Belgian tax laws limit the amount of loss available to be offset against future
taxable income when there is a change in the control of the Company, not
justified by financial or economic reasons. Therefore, the amount available to
offset future taxable income may be limited.

The Company has recorded a valuation allowance against all of
its U.S. federal and state deferred tax assets at June 30, 2010, and December
31, 2009. No tax benefit has been reported in the consolidated financial
statements for the realization of loss carryforwards, as the Company believes
there is high probability that the carryforwards will not be utilized in the
foreseeable future. Accordingly, the potential tax benefits of the loss
carryforwards are offset by a valuation allowance of the same amount.

14

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSJUNE
30, 2010, AND 2009(Unaudited)

(8)        Related
Party Transactions

As of June 30, 2010, and December 31, 2009, the Company owed to
Directors and officers of the Company a total of $13,665 and $29,365,
respectively, for various working capital loans received by the Company. The
loans are unsecured, non-interest bearing, and have no terms for repayment.

(9)        Commitments
and Contingencies

The Company is subject to various commitments under contractual
and other commercial obligations. Refer to Note 4 entitled Loan Payable and
Lease Obligations for minimum rental commitments under non-cancelable operating
and capital lease obligations as of June 30, 2010.

On August 7, 2009, the Company entered into an agreement with a
third party to provide investor relations services to the Company. The agreement
term was six months, during which the Company undertook to pay the third party
$7,500 monthly for services provided, plus a retainer fee of $15,000. In
addition, at the commencement of the agreement, the Company undertook to deliver
51,725 unregistered and restricted shares of the common stock of the Company.
This agreement was terminated as of February 7, 2010.

(10)      Recent Accounting
Pronouncements

Effective July 1, 2009, the Company adopted FASB ASC Topic
105-10, Generally Accepted Accounting Principles  Overall (Topic 105-10).
Topic 105-10 establishes the FASB Accounting Standards Codification (the
Codification) as the source of authoritative accounting principles recognized
by the FASB to be applied by nongovernmental entities in the preparation of
financial statements in conformity with U.S. GAAP. Rules and interpretive
releases of the SEC under authority of federal securities laws are also sources
of authoritative U.S. GAAP for SEC registrants. All guidance contained in the
Codification carries an equal level of authority. The Codification superseded
all existing non-SEC accounting and reporting standards. All other
non-grandfathered, non-SEC accounting literature not included in the
Codification is non-authoritative. The FASB will not issue new standards in the
form of Statements, FASB Staff Positions or Emerging Issues Task Force
Abstracts. Instead, it will issue Accounting Standards Updates (ASUs). The
FASB will not consider ASUs as authoritative in their own right. ASUs will
serve only to update the Codification, provide background information about the
guidance and provide the bases for conclusions on the change(s) in the
Codification. References made to FASB guidance throughout this document have
been updated for the Codification.

In January 2010, the FASB issued ASU 2010-06, "Improving
Disclosures about Fair Value Measurements. This update requires additional
disclosure within the roll forward of activity for assets and liabilities
measured at fair value on a recurring basis, including transfers of assets and
liabilities between Level 1 and Level 2 of the fair value hierarchy and the
separate presentation of purchases, sales, issuances and settlements of assets
and liabilities within Level 3 of the fair value hierarchy. In addition, the
update requires enhanced disclosures of the valuation techniques and inputs used
in the fair value measurements within Levels 2 and 3. The new disclosure
requirements are effective for interim and annual periods beginning after
December 15, 2009, except for the disclosure of purchases, sales, issuances and
settlements of Level 3 measurements. Those disclosures are effective for fiscal
years beginning after December 15, 2010. As ASU 2010-06 only requires enhanced
disclosures, the Company does not expect that the adoption of this update will
have a material effect on its financial statements.

In February 2010, the FASB issued ASU No. 2010-09, "Amendments
to Certain Recognition and Disclosure Requirements, which eliminates the
requirement for SEC filers to disclose the date through which an entity has
evaluated subsequent events. ASC No. 2010-09 is effective for its fiscal quarter
beginning after December 15, 2010. The adoption of ASC No. 2010-06 will not have
a material impact on the Company's financial statements.

Other recent accounting pronouncements issued by the FASB
(including its Emerging Issues Task Force), the AICPA, and the SEC did not, or
are not believed by management to, have a material impact on the Companys
present or future consolidated financial statements.

15

---

Item 2. Managements Discussion and Analysis of Financial
Condition and Results of Operations.

FORWARD-LOOKING STATEMENTS

Certain statements that the Company may make from time to
time, including all statements contained in this report that are not statements
of historical fact, constitute forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995 and the safe harbour
provisions set forth in Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. Forward-looking statements may be
identified by words such as plans, expects, believes, anticipates,
estimates, projects, will, should, and other words of similar meaning
used in conjunction with, among other things, discussions of future operations,
financial performance, product development and new product launches, FDA and
other regulatory applications and approvals, market position and expenditures.
Factors that could cause actual results to differ materially from those
expressed in any forward-looking statement made by, or on behalf of, the Company
include the following: our future product development efforts may not yield
marketable products due to results of studies or trials, failure to achieve
regulatory approvals or market acceptance, proprietary rights of others or
manufacturing issues; we face competition from several companies with
greater financial, personnel and research and development resources than
ours; delays in successfully completing any clinical trials we may
conduct could jeopardize our ability to obtain regulatory approval or market our
potential product candidates on a timely basis; biopharmaceutical product
development is a long, expensive and uncertain process and the approval
requirements for many products are still evolving; we may become subject to
product liability claims, which could result in damages that exceed our
insurance coverage; we may be subject to claims that our employees or we have
wrongfully used or disclosed alleged trade secrets of their former employers;
the commercialization of our product candidates may not be profitable; Our
business could suffer if we cannot attract, retain and motivate skilled
personnel and general economic conditions. The Company assumes no obligation to
update any forward-looking statements. Additional information concerning
these and other factors which could cause differences between forward-looking
statements and future actual results is discussed under the heading Risk
Factors in the Companys Annual Report on Form 10-K for the year ended December
31, 2009, as filed with the SEC on March 24, 2010.

EXECUTIVE OVERVIEW

We were incorporated in the State of Nevada on May 8, 2006. We
are a development stage company with limited operations and no revenues from our
business operations. Our registered independent auditors issued a going concern
opinion for our Annual Reports for the years ended December 31, 2009, and 2008.
This means that our registered independent auditors believe there is substantial
doubt that we can continue as an on-going business for the next 12 months. The
notes to the consolidated financial statements in this Quarterly Report further
discuss this matter as of June 30, 2010.

Originally, we had been in the business of developing a
detergent for removing pesticides from fruits and vegetables. Because we were
not successful in implementing our initial business plan, we considered various
alternatives to ensure the viability and solvency of our Company.

On January 10, 2008, we entered into an asset purchase
agreement with Indigoleaf Associates Ltd. (Indigoleaf), and Dr. Amnon Gonenne,
pursuant to which we purchased all of Indigoleafs interest and rights to a
proprietary technology for the rapid and efficient generation of monoclonal
antibodies against desired antigens such as cancer markers, including, but not
limited to, the know-how, secrets, inventions, practices, methods, knowledge and
data owned by Indigoleaf. We purchased this proprietary technology pursuant to
an intellectual property transfer agreement and consummated the other
transactions contemplated by the asset purchase agreement on July 7, 2008.
Pursuant to the asset purchase agreement, as amended on April 2, 2009, we issued
25,638,400 shares of our common stock to Indigoleaf in consideration for the
purchase of Indigoleafs proprietary technology, and we issued 6,409,600 shares
of our common stock to Dr. Gonenne in consideration for his being one of the
founders of our cancer therapy and detection business. The shares issued to Dr.
Gonenne were described in error in the asset purchase agreement as having been
issued to Dr. Gonenne in consideration for future services that Dr. Gonenne
agreed to provide to us, and this error has been corrected in the April 2, 2009,
amendment.

On April 2, 2009, we entered into an amendment to the January
10, 2008, asset purchase agreement, pursuant to which the parties corrected the
asset purchase agreement to reflect the original intention of the parties that
the 6,409,600 shares of our common stock that had been issued to Dr. Gonenne had
been issued to Dr. Gonenne as founders shares in consideration for his being one
of the founders of our cancer therapy and detection business. The amendment to
the asset purchase agreement provided that up to 75 percent of the shares issued
to Dr. Gonenne, i.e., up to 4,807,200 shares of our common stock, are subject to
a lapsing repurchase right that may be exercised by us in the event Dr.
Gonennes employment agreement with us is terminated within 18 months from July
7, 2008. The 4,807,200 shares of our common stock subject to the lapsing
repurchase right shall be released from such right in three 6-month intervals,
such that 1/3 of the shares (i.e. 1,602,400 shares) shall be released from the
lapsing repurchase right at the end of each 6-month interval, provided that at each
respective 6-month interval Dr. Gonenne continues to be retained by us pursuant
to his employment agreement. All of the 4,807,200 shares of common stock shall
be released from the lapsing repurchase right and no longer subject thereto upon
the expiration of a continuous period of employment of 18 months from July 7,
2008.

- 16 -

---

On October 30, 2008, we established MabCure, N.V., a wholly
owned subsidiary in Belgium. The Belgian subsidiary was established in order to
accelerate the development and commercialization of our proprietary products for
the early detection of cancer with specific antibodies and for the creation of
highly specific therapeutics (antibodies and novel drugs) against cancer.
MabCure, N.V. will be eligible to apply for research grants from the Flemish
Government.

Over the next twelve months we plan to:

- complete our Asian clinical study for the diagnosis of ovarian cancer;
- initiate additional anti-ovarian cancer clinical studies;
- initiate an anti-prostate cancer diagnosis clinical study; and
- hire an additional scientist for our Belgian subsidiary to assist in
  carrying out the tasks described above.

RESULTS OF OPERATIONS

We have had no revenues for the period from May 8, 2006 (date
of inception) through June 30, 2010. Beginning in January 2009, we commenced our
research and development activities with our newly acquired proprietary antibody
technology for the early detection of cancer and for the creation of highly
specific therapeutics (antibodies and novel drugs) against cancer.

For the three months ended June 30, 2010 compared to June
30, 2009

General and administrative expenses were $119,635 for the three
months ended June 30, 2010, compared to $233,082 for the three months ended June
30, 2009. The decrease in general and administrative expenses was primarily due
to a reduction in marketing and public relations expenses as well as a reduction
in consulting fees. General and administrative expenses primarily consist of
salaries and wages and stock-based compensation.

Research and development expenses were $83,441 for the three
months ended June 30, 2010, compared to $51,156 for the three months ended June
30, 2009. The increase in research and development expenses was primarily due to
the commencement of our clinical trials to diagnose ovarian cancer, which began
in January 2010, following the execution of our research agreement with
Ramathibodi Hospital, Mahidol University, in Bangkok, Thailand. Research and
development expenses primarily consist of salaries and wages for our scientists,
as well as payments under our research agreements.

Our net loss for the three months ended June 30, 2010, was
$227,935, or $0.00 per share, compared to $284,900, or $0.00 per share, for the
three months ended June 30, 2009. The weighted average number of shares
outstanding was 62,399,725 for the three months ended June 30, 2010, compared to
60,348,000 (post forward stock split) for the three months ended June 30, 2009.

For the six months ended June 30, 2010 compared to June 30,
2009

General and administrative expenses were $252,615 for the six
months ended June 30, 2010, compared to $384,474 for the six months ended June
30, 2009. The decrease in general and administrative expenses was primarily due
to a reduction in marketing and public relations expenses as well as a reduction
in consulting fees. General and administrative expenses primarily consist of
salaries and wages, stock-based compensation, marketing and public relations,
and professional fees.

Research and development expenses were $195,010 for the six
months ended June 30, 2010, compared to $125,148 for the six months ended June
30, 2009. The increase in research and development expenses was primarily due to
the commencement of our clinical trials to diagnose ovarian cancer, which began
in January 2010, following the execution of our research agreement with
Ramathibodi Hospital, Mahidol University, in Bangkok, Thailand. Research and
development expenses primarily consist of salaries and wages for our scientists,
as well as payments under our research agreements.

Our net loss for the six months ended June 30, 2010, was
$526,528, or $0.01 per share, compared to $509,863, or $0.01 per share, for the
six months ended June 30, 2009. The weighted average number of shares
outstanding was 61,703,592 for the six months ended June 30, 2010, compared to
60,348,000 (post forward stock split) for the six months ended June 30, 2009.

- 17 -

---

LIQUIDITY AND CAPITAL RESOURCES

As of June 30, 2010

As of June 30, 2010, the Company had cash and cash equivalents
of $243,802 compared to $214,480 as of December 31, 2009. Current assets were
$291,030 and our current liabilities were $231,579, resulting in positive
working capital of $59,451.

We can give no assurance that we will be able to obtain
additional capital or that any additional capital that we are able to obtain
will be sufficient to meet our needs, which raises substantial doubt about our
ability to continue operating as a going concern. We do not have any bank credit
lines. We currently plan to attempt to obtain financing through the sale of
additional equity. In addition, we may seek to obtain funding through strategic
alliances with larger pharmaceutical or biomedical companies. We can give no
assurances that we will be able to obtain any additional funding from either of
these sources, or that such funding will be available to us on favorable terms.
Given the current pace of clinical development of our products, we estimate that
we have sufficient cash on hand to fund clinical development only through the
third quarter of 2010. If we are unable to raise additional capital or enter
into strategic partnerships and/or license agreements, we will be required to
cease operations or curtail our desired development activities, which will delay
the development of our products. Moreover, we will need additional financing
after development of our products until we can achieve profitability, if ever.

Recent Private Placements

On September 2, 2009, we entered into a loan agreement to
obtain a bridge loan of $500,000 from a third-party lender for ordinary working
capital needs. The loan was due to mature on September 2, 2010. On March 5,
2010, we entered into a conversion agreement with the lender, pursuant to which
the loan and all accrued interest was converted into equity securities. In full
repayment of the loan and all accrued interest, we issued to the lender
1,000,000 units, with each unit consisting of: (i) one common share; (ii) one
non-transferable share purchase warrant entitling the holder thereof to purchase
one share of common stock until February 16, 2012, at a price per share of
US$0.60; and (iii) one non-transferable common stock purchase warrant entitling
the holder thereof to purchase one share of common stock until February 16,
2012, at a price per share of US$0.70.

On March 5, 2010, we closed a private placement consisting of
1,000,000 units of our securities at a price of $0.50 per unit, for aggregate
proceeds of $500,000. Each unit consists of: (i) one common share; (ii) one
non-transferable share purchase warrant entitling the holder thereof to purchase
one share of common stock for a period of 24 months commencing from the closing
of the private placement agreement, at an exercise price of $0.60 per common
share; and (iii) one non-transferable share purchase warrant entitling the
holder thereof to purchase one share of common stock for a period of 24 months
commencing from the closing of the private placement agreement, at an exercise
price of $0.70 per common share.

Going Concern

Our registered independent auditors included an explanatory
paragraph in our Annual Report on Form 10-K for the year ended December 31,
2009, regarding concerns about our ability to continue as a going concern. Our
financial statements, provided elsewhere in this Quarterly Report, contain
additional note disclosures describing the circumstances that lead to this
disclosure by our registered independent auditors. The financial statements do
not include any adjustments that might result from the outcome of that
uncertainty.

There are no assurances that we will be able to obtain funds
required for our continued operation. There can be no assurance that additional
financing will be available to us when needed or, if available, that it can be
obtained on commercially reasonable terms. If we are not able to obtain the
additional financing on a timely basis, we will not be able to meet our other
obligations as they become due and we will be forced to scale down or perhaps
even cease the operation of our business. The issuance of additional equity
securities by us could result in a significant dilution in the equity interests
of our current stockholders. Obtaining commercial loans, assuming those loans
would be available, will increase our liabilities and future cash
commitments.

Off-Balance Sheet Arrangements

There are no off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to
investors.

- 18 -

---

CRITICAL ACCOUNTING POLICIES

Our financial statements have been prepared in accordance with
accounting principles generally accepted in the United States. The preparation
of these financial statements requires us to make certain estimates and
assumptions that affect the reported amounts of assets, liabilities, revenues
and expenses, and the related disclosures of contingent assets and liabilities
as of the date of the financial statements and during the applicable periods. We
base these estimates on historical experience and on other factors that we
believe are reasonable under the circumstances. Actual results may differ
materially from these estimates under different assumptions or conditions and
could have a material impact on our financial statements.

Fair Value of Financial Instruments

We estimate the fair value of financial instruments using the
available market information and valuation methods. Considerable judgment is
required in estimating fair value. Accordingly, the estimates of fair value may
not be indicative of the amounts we could realize in a current market exchange.
As of June 30, 2010, and December 31, 2009, the carrying value of our financial
instruments approximated fair value due to the short-term maturity of these
instruments.

Basic and Diluted Loss per Share

In accordance with ASC Topic 260, basic loss per common share
is computed by dividing net loss available to common stockholders by the
weighted average number of common shares outstanding. Diluted loss per common
share is computed similar to basic loss per common share except that the
denominator is increased to include the number of additional common shares that
would have been outstanding if the potential common shares had been issued and
if the additional common shares were dilutive. As of June 30, 2010, we had no
stock equivalents that were anti-dilutive and excluded in the diluted loss per
share computation.

Income Taxes

We account for income taxes pursuant to ASC Topic 740. Under
ASC Topic 740, deferred tax assets and liabilities are determined based on
temporary differences between the bases of certain assets and liabilities for
income tax and financial reporting purposes. The deferred tax assets and
liabilities are classified according to the financial statement classification
of the assets and liabilities generating the differences.

We maintain a valuation allowance with respect to deferred tax
assets. We established a valuation allowance based upon the potential likelihood
of realizing the deferred tax asset and taking into consideration our financial
position and results of operations for the current period. Future realization of
the deferred tax benefit depends on the existence of sufficient taxable income
within the carryforward period under the Federal tax laws.

Changes in circumstances, such as generating taxable income,
could cause a change in judgment about the realizability of the related deferred
tax asset. Any change in the valuation allowance will be included in income in
the year of the change in estimate.

Stock-based Compensation

The Company accounts for stock-based compensation in accordance
with ASC Topics 505 and 718. Stock-based compensation for stock options is
measured based on the estimated fair value of each award on the date of grant
using the Black-Scholes valuation model. Stock-based compensation for restricted
shares is measured based on the closing fair market value of the Company's
common stock price on the date of grate. The Company recognizes stock-based
compensation costs as expense ratably on a straight-line basis over the
requisite service period

We account for equity instruments issued in exchange for the
receipt of goods or services from other than employees in accordance with ASC
Topic 505. Costs are measured at the estimated fair market value of the
consideration received or the estimated fair value of the equity instruments
issued, whichever is more reliably measurable. The value of equity instruments
issued for consideration other than employee services is determined on the
earlier of a performance commitment or completion of performance by the provider
of goods or services as defined by ASC Topic 505. As of June 30, 2010, we have
adopted a stock option plan and have granted stock options. Refer to Note 1 and
Note 6 to the Notes to Consolidated Financial Statements for further
information.

- 19 -

---

RECENT ACCOUNTING PRONOUNCEMENTS

Refer to Note 10 to the Consolidated Financial Statements
entitled Recent Accounting Pronouncements included in this Quarterly Report
for a discussion of recent accounting pronouncements and their impact on our
Financial Statements.

Item 3. Quantitative and Qualitative Disclosures About
Market Risk.

Not Applicable.

Item 4. Controls and Procedures.

We maintain disclosure controls and procedures that are
designed to ensure that information required to be disclosed in our reports
filed under the Securities Exchange Act of 1934, as amended, is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commissions rules and forms, and that such information
is accumulated and communicated to our management, including our president (who
is acting as our principal executive officer) and our chief financial officer
(who is acting as our principal financial officer and principal accounting
officer) to allow for timely decisions regarding required disclosure. In
designing and evaluating our disclosure controls and procedures, our management
recognizes that any controls and procedures, no matter how well designed and
operated, can provide only reasonable assurance of achieving the desired control
objectives, and our management is required to apply its judgment in evaluating
the cost-benefit relationship of possible controls and procedures.

As of June 30, 2010, the end of the six-month period covered by
this Quarterly Report, we carried out an evaluation, under the supervision and
with the participation of our management, including our president and our chief
financial officer, of the effectiveness of the design and operation of our
disclosure controls and procedures. Based on the foregoing, our president and
our chief financial officer concluded that our disclosure controls and
procedures were effective as of the end of the period covered by this quarterly
report.

There have been no significant changes in our internal controls
over financial reporting that occurred during the quarter ended June 30, 2010,
that have materially affected, or are reasonably likely to materially affect,
our internal controls over financial reporting.

- 20 -

---

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

We are not currently subject to any material legal proceedings,
nor, to our knowledge, is any material legal proceeding threatened against us.
However, from time to time, we may become a party to certain legal proceedings
in the ordinary course of business.

Item 1A. Risk Factors.

Not Applicable.

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

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. (Removed and Reserved).

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits

|Exhibit No. | Description                                                                                                                                         
|----------- | ----------------------------------------------------------------------------------------------------------------------------------------------------
|            |                                                                                                                                                     
|3.1         | Articles of
        Incorporation (Incorporated by reference from our Registration Statement
        on Form SB-2 filed on March 8, 2007).          
|            |                                                                                                                                                     
|3.2         | Bylaws (Incorporated
        by reference from our Registration Statement on Form SB-2 filed on March
        8, 2007).                             
|            |                                                                                                                                                     
|3.3         | Certificate
        of Change (Incorporated by reference from our Quarterly Report on Form
        10-QSB filed on November 20, 2007).              
|            |                                                                                                                                                     
|3.4         | Certificate
        of Correction (Incorporated by reference from our Quarterly Report on
        Form 10-QSB/A filed on November 23, 2007).        
|            |                                                                                                                                                     
|3.5         | Articles of
        Merger (Incorporated by reference from our Current Report on Form 8-K
        filed on January 24, 2008).                       
|            |                                                                                                                                                     
|4.1         | Specimen ordinary
        share certificate (Incorporated by reference from our Registration Statement
        on Form SB-2 filed on March 8, 2007).
|            |                                                                                                                                                     
|31.1*       | Section
        302 Certification of the Sarbanes-Oxley Act of 2002 of Dr. Amnon Gonenne.                                                           
|            |                                                                                                                                                     
|31.2*       | Section
        302 Certification of the Sarbanes-Oxley Act of 2002 of Ron Kalfus.                                                                  
|            |                                                                                                                                                     
|32.1*       | Section
        906 Certification of the Sarbanes-Oxley Act of 2002 of Dr. Amnon Gonenne.                                                           
|            |                                                                                                                                                     
|32.2*       | Section
        906 Certification of the Sarbanes-Oxley Act of 2002 of Ron Kalfus.                                                                  

* Filed herewith.

- 21 -

---

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Dated: August 10, 2010

MABCURE INC.

/s/ Dr. Amnon GonenneDr. Amnon
Gonenne President, Chief Executive Officer and a member of the Board of
Directors(who also performs as the Principal Executive Officer) August
10, 2010

/s/ Ron KalfusRon Kalfus Chief
Financial Officer (who also performs as Principal Financial Officer and
Principal Accounting Officer) August 10, 2010

22

---