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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 endedMarch 31, 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 [X]

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) |                                                    

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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 May 12, 2010, there were 62,399,725 shares of the
Registrant's common stock issued and outstanding.

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MABCURE, INC.

TABLE OF CONTENTS

|Part IFinancial
      Information                                                                                                                            |   
|------------------------------------------------------------------------------------------------------------------------------------------------------------- | --
|                                                                                                                                                              |   
|Item 1. Financial
      Statements - Unaudited                                                                                                                | 3 
|                                                                                                                                                              |   
|Consolidated Balance
      Sheets as of March 31, 2010, and December 31, 2009                                                                                 | 3 
|                                                                                                                                                              |   
|Consolidated Statements
      of Operations and Comprehensive (Loss) for the Three Months Ended March
      31, 2010, and 2009, and Cumulative from Inception | 4 
|                                                                                                                                                              |   
|Consolidated Statements
      of Cash Flows for the Three Months Ended March 31, 2010, and 2009, and
      Cumulative from Inception                          | 5 
|                                                                                                                                                              |   
|Notes to Consolidated
      Financial Statements March 31, 2010, and 2009                                                                                     | 6 
|                                                                                                                                                              |   
|Item 2. Managements
      Discussion and Analysis of Financial Condition and Results of Operations                                                           | 18
|                                                                                                                                                              |   
|Item 3. Quantitative and
      Qualitative Disclosures About Market Risk                                                                                      | 22
|                                                                                                                                                              |   
|Item 4. Controls and
      Procedures                                                                                                                         | 22
|                                                                                                                                                              |   
|Part II  Other
      Information                                                                                                                             |   
|                                                                                                                                                              |   
|Item 1. Legal
      Proceedings                                                                                                                               | 23
|                                                                                                                                                              |   
|Item 1A. Risk Factors                                                                                                                                         | 23
|                                                                                                                                                              |   
|Item 2. Unregistered
      Sales of Equity Securities and Use of Proceeds                                                                                     | 23
|                                                                                                                                                              |   
|Item 3. Defaults upon
      Senior Securities                                                                                                                 | 23
|                                                                                                                                                              |   
|Item 4. (Removed and
      Reserved)                                                                                                                          | 23
|                                                                                                                                                              |   
|Item 5. Other
      Information                                                                                                                               | 23
|                                                                                                                                                              |   
|Item 6. Exhibits                                                                                                                                              | 23
|                                                                                                                                                              |   
|Signatures                                                                                                                                                    | 25

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

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

|                                                                                                              |   | 2010       |   |   | 2009       |  
|------------------------------------------------------------------------------------------------------------- | - | ---------- | - | - | ---------- | -
|ASSETS                                                                                                        |   |            |   |   |            |  
|Current Assets:                                                                                               |   |            |   |   |            |  
|Cash and cash equivalents                                                                                     | $ | 439,027    |   | $ | 214,480    |  
|Accounts receivable - Other                                                                                   |   | 35,415     |   |   | 31,934     |  
|Prepaid expenses                                                                                              |   | 9,224      |   |   | 31,672     |  
|Total current assets                                                                                          |   | 483,666    |   |   | 278,086    |  
|                                                                                                              |   |            |   |   |            |  
|Property and Equipment:                                                                                       |   |            |   |   |            |  
|Computer and office equipment                                                                                 |   | 11,570     |   |   | 11,295     |  
|Furniture and fixtures                                                                                        |   | 8,285      |   |   | 8,464      |  
|Laboratory equipment                                                                                          |   | 114,641    |   |   | 119,289    |  
|Vehicles                                                                                                      |   | 67,559     |   |   | 71,967     |  
|Website development costs                                                                                     |   | 3,640      |   |   | 3,640      |  
|                                                                                                              |   | 205,695    |   |   | 214,655    |  
|Less: accumulated depreciation and amortization                                                               |   | (53,160    | ) |   | (44,908    | )
|Net property and equipment                                                                                    |   | 152,535    |   |   | 169,747    |  
|                                                                                                              |   |            |   |   |            |  
|Intellectual property                                                                                         |   | 18,485,286 |   |   | 18,485,286 |  
|Deposits and other                                                                                            |   | 4,238      |   |   | 4,515      |  
|Total Assets                                                                                                  | $ | 19,125,725 |   | $ | 18,937,634 |  
|                                                                                                              |   |            |   |   |            |  
|LIABILITIES AND STOCKHOLDERS' EQUITY                                                                          |   |            |   |   |            |  
|Current Liabilities:                                                                                          |   |            |   |   |            |  
|Accounts payable and accrued liabilities                                                                      | $ | 106,973    |   | $ | 152,272    |  
|Due to related parties - Directors
      and officers                                                         |   | 20,614     |   |   | 29,365     |  
|Current portion of capital lease obligations                                                                  |   | 34,523     |   |   | 36,272     |  
|Current portion of loans payable                                                                              |   | 58,258     |   |   | 558,258    |  
|Total current liabilities                                                                                     |   | 220,368    |   |   | 776,167    |  
|                                                                                                              |   |            |   |   |            |  
|Long-Term Debt, less current portion:                                                                         |   |            |   |   |            |  
|Capital lease obligations                                                                                     |   | 44,575     |   |   | 56,869     |  
|Total liabilities                                                                                             |   | 264,943    |   |   | 833,036    |  
|                                                                                                              |   |            |   |   |            |  
|Stockholders' equity                                                                                          |   |            |   |   |            |  
|Common stock ($0.001 par value; authorized
      1,500,000,000 shares; outstanding 62,399,725 and 60,399,725) |   | 62,400     |   |   | 60,400     |  
|Additional paid-in capital                                                                                    |   | 21,125,048 |   |   | 20,064,191 |  
|Donated capital                                                                                               |   | 13,000     |   |   | 13,000     |  
|Accumulated other comprehensive (loss)                                                                        |   | (28,788    | ) |   | (20,282    | )
|(Deficit) accumulated during the
      development stage                                                      |   | (2,310,878 | ) |   | (2,012,711 | )
|Total stockholders equity                                                                                    |   | 18,860,782 |   |   | 18,104,598 |  
|Total Liabilities and Stockholders'
      Equity                                                              | $ | 19,125,725 |   | $ | 18,937,634 |  

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

3

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MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT
STAGECOMPANY)CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE (LOSS)FOR THE THREE MONTHS ENDED MARCH 31, 2010, AND 2009,
ANDCUMULATIVE FROM INCEPTION (MAY 8, 2006) THROUGH MARCH 31, 2010(Unaudited)

|                                                                        |   | Three Months Ended |   |   | Cumulative |  
|----------------------------------------------------------------------- | - | ------------------ | - | - | ---------- | -
|                                                                        |   | March 31,          |   |   | From       |  
|                                                                        |   | 2010               |   |   | 2009       |  
|                                                                        |   |                    |   |   |            |  
|Revenues                                                                | $ | -                  |   | $ | -          |  
|Expenses:                                                               |   |                    |   |   |            |  
|Research and development                                                |   | 112,482            |   |   | 73,470     |  
|Stock-based compensation                                                |   | 47,446             |   |   | -          |  
|General and administrative                                              |   | 131,635            |   |   | 152,463    |  
|Total
      expenses                                                    |   | 291,563            |   |   | 225,933    |  
|                                                                        |   |                    |   |   |            |  
|(Loss) from operations                                                  |   | (291,563           | ) |   | (225,933   | )
|Other Income (Expense):                                                 |   |                    |   |   |            |  
|Interest income                                                         |   | 145                |   |   | 2,266      |  
|Interest expense                                                        |   | (6,749             | ) |   | (1,839     | )
|Total other income
      (expense):                                     |   | (6,604             | ) |   | 427        |  
|(Loss) before income taxes                                              |   | (298,167           | ) |   | (225,506   | )
|Provision for income taxes                                              |   | -                  |   |   | -          |  
|Net (loss)                                                              | $ | (298,167           | ) | $ | (225,506   | )
|Comprehensive (Loss):                                                   |   |                    |   |   |            |  
|Foreign currency
      translation adjustment                           |   | (8,506             | ) |   | (922       | )
|Total Comprehensive (Loss)                                              | $ | (306,673           | ) | $ | (226,428   | )
|                                                                        |   |                    |   |   |            |  
|Basic and diluted (Loss) Per Share                                      | $ | (0.00              | ) | $ | (0.00      | )
|Weighted average number of shares outstanding
      - basic and diluted |   | 60,999,725         |   |   | 60,348,000 |  

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

4

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MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT
STAGECOMPANY)CONSOLIDATED STATEMENTS OF CASH FLOWSFOR
THE THREE MONTHS ENDED MARCH 31, 2010, AND 2009, ANDCUMULATIVE FROM INCEPTION (MAY 8, 2006) THROUGH MARCH 31, 2009(Unaudited)

|                                                                                     |   | Three
      Months ended March 31, |   |   | Cumulative |  
|------------------------------------------------------------------------------------ | - | ---------------------------------- | - | - | ---------- | -
|                                                                                     |   | 2010                               |   |   | 2009       |  
|Cash flows from operating activities:                                                |   |                                    |   |   |            |  
|Net (loss)                                                                           | $ | (298,167                           | ) | $ | (225,506   | )
|Adjustments to reconcile Net (loss) to net cash used in 
      operating activities: |   |                                    |   |   |            |  
|Depreciation and amortization                                                        |   | 8,252                              |   |   | 8,379      |  
|Donated services                                                                     |   | -                                  |   |   | -          |  
|Stock-based compensation                                                             |   | 47,446                             |   |   | -          |  
|Common stock issued for investor relations services                                  |   | -                                  |   |   | -          |  
|Accrued interest converted to additional
      paid-in capital                       |   | 15,411                             |   |   | -          |  
|Changes in net assets and liabilities:                                               |   |                                    |   |   |            |  
|Accounts receivable - Other                                                          |   | (3,481                             | ) |   | (5,421     | )
|Prepaid expenses and
      other current assets                                      |   | 22,725                             |   |   | 9,500      |  
|Accounts payable
      and accrued liabilities                                       |   | (45,299                            | ) |   | 52,916     |  
|Net cash (used in) operating activities                                              |   | (253,113                           | ) |   | (160,132   | )
|                                                                                     |   |                                    |   |   |            |  
|Cash flows from investing activities:                                                |   |                                    |   |   |            |  
|Capital expenditures and adjustments                                                 |   | 8,960                              |   |   | (8,210     | )
|Net cash (used in) investing activities                                              |   | 8,960                              |   |   | (8,210     | )
|                                                                                     |   |                                    |   |   |            |  
|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                                   |   | (14,043                            | ) |   | (13,359    | )
|Proceeds from loans from related parties                                             |   | 4,484                              |   |   | 7,560      |  
|Payments on loans from related parties                                               |   | (13,235                            | ) |   | -          |  
|Issuance of common stock for cash                                                    |   | 500,000                            |   |   | -          |  
|Net cash provided by financing activities                                            |   | 477,206                            |   |   | (5,799     | )
|                                                                                     |   |                                    |   |   |            |  
|Effects of exchange rate changes on cash and cash equivalents                        |   | (8,506                             | ) |   | (922       | )
|                                                                                     |   |                                    |   |   |            |  
|Net increase (decrease) during period                                                |   | 224,547                            |   |   | (175,063   | )
|Cash and cash equivalents at beginning of
      period                               |   | 214,480                            |   |   | 811,439    |  
|Cash and cash equivalents at end of period                                           | $ | 439,027                            |   | $ | 636,376    |  
|                                                                                     |   |                                    |   |   |            |  
|Supplemental disclosure of cash flow information                                     |   |                                    |   |   |            |  
|Cash paid during the period for:                                                     |   |                                    |   |   |            |  
|Interest                                                                             | $ | (1,338                             | ) | $ | (1,839     | )
|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 2 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, or $6,410. See Note 2 for
further details of this transaction.

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

5

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MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 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 March 31, 2010, and December 31, 2009, and for the three-month periods ended March 31, 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  then ended, and cumulative from inception.  The accompanying consolidated balance sheet as of March 31, 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 period ended March 31, 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.

Property and equipment

Property and equipment are recorded at historical cost. Minor
additions and renewals are expensed in the year incurred. Major additions and
renewals 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:

|Computers and office equipment | 3 years   
|------------------------------ | ----------
|Computer software              | 3 years   
|Furniture and Fixtures         | 5-10 years
|Equipment and tools            | 5 years   
|Vehicles                       | 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 months ended March 31, 2010, and 2009, no events or
circumstances occurred for which an evaluation of the recoverability of
long-lived assets was required.

6

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MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 2010, AND 2009(Unaudited)

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 March 31, 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.

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 March 31, 2010, and December 31, 2009, the Company had capitalized $3,640
related to website development costs.

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 March 31, 2010, and December 31, 2009,
the Company had no stock equivalents that were anti-dilutive and excluded in the
diluted loss per share computation.

7

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MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 2010, AND 2009(Unaudited)

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 March 31, 2010,
220,000 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 | None      
|Expected life           | 2.84 years
|Expected volatility     | 202.29%   

The weighted-average grant-date fair value of options on March
31, 2010, was $0.75 per share.

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 March 31, 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.

8

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 2010, AND 2009(Unaudited)

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, we closed an offshore 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.

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
March 31, 2010, and December 31, 2009, and revenues and expenses for the three
months ended March 31, 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.

(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.

9

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 2010, AND 2009(Unaudited)

Further, as of March 31, 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 $18,486,286, 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 March
31, 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.

(4)Loans Payable and Lease Obligations

Leases:

Capital Leases

The Company currently has capital lease commitments for
furniture, fixtures, and vehicles. As of March 31, 2010, the total cost of
capitalized leases presented in the accompanying consolidated balance sheets
amounted to $79,098. 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.

10

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 2010, AND 2009(Unaudited)

Operating Lease

The Company currently has operating lease commitments for
office space and employee housing with unrelated parties for a period of up to
three years through September 2011. Lease expense related to office space for
the three months ended March 31, 2010, and 2009, amounted to $3,118 and $5,276,
respectively. Lease expense related to employee housing for the three months
ended March 31, 2010, and 2009, was $3,429 and $5,866, respectively.

Future noncancellable minimum rental commitments for leases as
of March 31, 2010, were as follows:

|                                                        |   | Operating |         |   | Capital | 
|------------------------------------------------------- | - | --------- | ------- | - | ------- | 
|Year                                                    |   | Leases    |         |   | Leases  | 
|1 Year                                                  | $ | 25,430    |         | $ | 38,545  | 
|2 Years                                                 |   | 11,706    |         |   | 32,099  | 
|3 Years                                                 |   | -         |         |   | 9,263   | 
|4 Years                                                 |   | -         |         |   | 6,083   | 
|5 Years and over                                        |   | -         |         |   | -       | 
|Total                                                   | $ | 37,136    |         |   | 85,990  | 
|                                                        |   |           |         |   |         | 
|Less - Amount representing interest                     |   |           | (6,892  | )
|Present value of net minimum
        lease payments     |   |           | 79,098  |  
|Less - Current portion                                  |   |           | (34,523 | )
|Capital lease obligations, less
        current portion |   | $         | 44,575  |  

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 March 31, 2010, and 2009, the amount due was $58,258
  for both years.

(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. Future services performed by Company Directors will be
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.

11

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 2010, AND 2009(Unaudited)

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.

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.

12

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MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 2010, AND 2009(Unaudited)

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 three months ended March 31, 2010:

|                                         |         | Weighted       | Weighted Average |                
|---------------------------------------- | ------- | -------------- | ---------------- | ---------------
|                                         | Options | Average        | Remaining        | Aggregate      
|                                         |         | Exercise Price | Contractual Term | Intrinsic Value
|Outstanding December 31, 2009            | None    |                |                  |                
|Granted                                  | 540,000 | $0.82          |                  |                
|Exercised                                | -       | -              |                  |                
|Forfeited or expired                     | -       | -              |                  |                
|Outstanding March 31, 2010               | 540,000 | $0.82          | 4.44             | $0             
|Vested and Exercisable at March 31, 2010 | 220,000 | $0.82          | 4.44             | $0             

As of March 31, 2010, the total unrecognized compensation cost
related to stock options amounted to $120,102, which will be recognized over the
remaining requisite service period through August 2011.

(7)        Income Taxes

The components of income (loss) before income taxes consisted
of the following:

|                                                      |   | 2010     |   |   | 2009     |  
|----------------------------------------------------- | - | -------- | - | - | -------- | -
|                                                      |   |          |   |   |          |  
|Income (loss) subject to U.S. income taxes
      only | $ | (152,431 | ) | $ | (102,021 | )
|Income (loss) subject to foreign income taxes only    |   | (145,736 | ) |   | (123,485 | )
|                                                      | $ | (298,167 | ) | $ | (225,506 | )

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 three months ended March
31, 2010, and 2009, were as follows (using a 34.0 percent effective Federal
income tax rate and 33.99 percent standard Belgian income tax):

13

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 2010, AND 2009(Unaudited)

|                              |   | 2010     |   |   | 2009    |  
|----------------------------- | - | -------- | - | - | ------- | -
|                              |   |          |   |   |         |  
|Current Tax Provision:        |   |          |   |   |         |  
|Federal-                      |   |          |   |   |         |  
|Taxable income                | $ | -        |   | $ | -       |  
|Total current tax provision   | $ | -        |   | $ | -       |  
|                              |   |          |   |   |         |  
|Deferred Tax Provision:       |   |          |   |   |         |  
|Federal-                      |   |          |   |   |         |  
|Loss
      carryforwards      |   | 101,377  |   | $ | 76,672  |  
|Change in valuation allowance |   | (101,377 | ) |   | (76,672 | )
|                              |   |          |   |   |         |  
|Total deferred tax provision  | $ | -        |   | $ | -       |  

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

|                              |   | 2010     |   |   | 2009     |  
|----------------------------- | - | -------- | - | - | -------- | -
|Loss carryforwards            |   | 785,699  |   | $ | 684,322  |  
|Less - Valuation allowance    |   | (785,699 | ) |   | (684,322 | )
|Total net deferred tax assets | $ | -        |   | $ | -        |  

As of March 31, 2010, and 2009, the Company had net operating
loss carryforwards for income tax reporting purposes of approximately $2,310,878
and $866,279, respectively, which may be offset against future taxable income.
The domestic net operating loss carryforwards start to expire in the year 2027.
The Belgian net operating loss carryforwards start 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 March 31, 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.

(8)        Related Party
Transactions

As of March 31, 2010, and December 31, 2009, the Company owed to Directors
and officers of the Company a total of $20,614 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 March 31, 2010.

14

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 2010, AND 2009(Unaudited)

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

In March 2008, the FASB issued FASB Statement No. 161 (ASC
Topic 815), Disclosures about Derivative Instruments and Hedging Activities
 an amendment of FASB Statement 133 (SFAS No. 161). SFAS No. 161 (ASC
Topic 815) enhances required disclosures regarding derivatives and hedging
activities, including enhanced disclosures regarding how: (a) an entity uses
derivative instruments; (b) derivative instruments and related hedged items are
accounted for under FASB Statement No. 133, Accounting for Derivative
Instruments and Hedging Activities; and (c) derivative instruments and
related hedged items affect an entitys financial position, financial
performance, and cash flows. Specifically, SFAS No. 161 (ASC Topic 815)
requires:

- Disclosure of the objectives for using derivative instruments in terms of
  underlying risk and accounting designation;
- Disclosure of the fair values of derivative instruments and their gains
  and losses in a tabular format;
- Disclosure of information about credit-risk-related contingent features;
  and
- Cross-reference from the derivative footnote to other footnotes in which
  derivative-related information is disclosed.

SFAS No. 161 (ASC Topic 815) is effective for fiscal years and
interim periods beginning after November 15, 2008. Earlier application is
encouraged. The management of MabCure does not believe the adoption of this
pronouncement to have a material impact on its consolidated financial
statements.

In May 2008, the FASB issued FASB Statement No. 162 (ASC Topic
105), The Hierarchy of Generally Accepted Accounting Principles (SFAS
No. 162). SFAS No. 162 (ASC Topic 105) identifies the sources of accounting
principles and the framework for selecting the principles used in the
preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles in the
United States of America. The sources of accounting principles that are
generally accepted are categorized in descending order as follows:

| | a) | FASB Statements of Financial Accounting Standards and
      Interpretations, FASB Statement 133 Implementation Issues, FASB Staff
      Positions, and American Institute of Certified Public Accountants (AICPA)
      Accounting Research Bulletins and Accounting Principles Board Opinions
      that are not superseded by actions of the FASB.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                     
| | b) | FASB Technical Bulletins and, if cleared by the FASB,
      AICPA Industry Audit and Accounting Guides and Statements of
    Position.                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                     
| | c) | AICPA Accounting Standards Executive Committee Practice
      Bulletins that have been cleared by the FASB, consensus positions of the
      FASB Emerging Issues Task Force (EITF), and the Topics discussed in
      Appendix D of EITF Abstracts (EITF D-Topics).                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                     
| | d) | Implementation guides (Q&As) published by the FASB
      staff, AICPA Accounting Interpretations, AICPA Industry Audit and
      Accounting Guides and Statements of Position not cleared by the FASB, and
      practices that are widely recognized and prevalent either generally or in
      the industry.                                      

SFAS No. 162 (ASC Topic 105) is effective 60 days following the
SECs approval of the Public Company Accounting Oversight Board amendment to its
authoritative literature. It is only effective for nongovernmental entities;
therefore, the GAAP hierarchy will remain in SAS 69 for state and local
governmental entities and federal governmental entities. The management of
MabCure does not believe the adoption of this pronouncement to have a material
impact on its consolidated financial statements.

On May 26, 2008, the FASB issued FASB Statement No. 163 (ASC
Topic 944), Accounting for Financial Guarantee Insurance Contracts
(SFAS No. 163). SFAS No. 163 (ASC Topic 944) clarifies how FASB Statement No.
60, Accountingand Reporting by Insurance Enterprises (SFAS No. 60),
applies to financial guarantee insurance contracts issued by insurance
enterprises, including the recognition and measurement of premium revenue and
claim liabilities. It also requires expanded disclosures about financial
guarantee insurance contracts.

15

---

MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 2010, AND 2009(Unaudited)

The accounting and disclosure requirements of SFAS No. 163 (ASC
Topic 944) are intended to improve the comparability and quality of information
provided to users of financial statements by creating consistency. Diversity
exists in practice in accounting for financial guarantee insurance contracts by
insurance enterprises under SFAS No. 60. That diversity results in
inconsistencies in the recognition and measurement of claim liabilities because
of differing views about when a loss has been incurred under FASB Statement No.
5, Accounting for Contingencies. SFAS No. 163 (ASC Topic 944) requires
that an insurance enterprise recognize a claim liability prior to an event of
default when there is evidence that credit deterioration has occurred in an
insured financial obligation. It also requires disclosure about (a) the
risk-management activities used by an insurance enterprise to evaluate credit
deterioration in its insured financial obligations and (b) the insurance
enterprises surveillance or watch list.

SFAS No. 163 (ASC Topic 944) is effective for financial
statements issued for fiscal years beginning after December 15, 2008, and all
interim periods within those fiscal years, except for disclosures about the
insurance enterprises risk-management activities. Disclosures about the
insurance enterprises risk-management activities are effective the first period
beginning after issuance of SFAS No. 163. Except for those disclosures, earlier
application is not permitted. The management of MabCure does not expect the
adoption of this pronouncement to have material impact on its consolidated
financial statements.

On May 22, 2009, the FASB issued FASB Statement No. 164 (ASC
Topic 958), Not-for-Profit Entities: Mergers and Acquisitions (SFAS
No. 164). SFAS No. 164 (ASC Topic 958) is intended to improve the relevance,
representational faithfulness, and comparability of the information that a
not-for-profit entity provides in its financial reports about a combination with
one or more other not-for-profit entities, businesses, or nonprofit activities.
To accomplish that, this Statement establishes principles and requirements for
how a not-for-profit entity:

| | a. | Determines whether a combination is a merger or an
      acquisition.                                                                                                  
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                        
| | b. | Applies the carryover method in accounting for a
      merger.                                                                                                         
| |    |                                                                                                                                                                        
| | c. | Applies the acquisition method in accounting for an
      acquisition, including determining which of the combining entities the
      acquirer is.                    
| |    |                                                                                                                                                                        
| | d. | Determines what information to disclose to enable users
      of financial statements to evaluate the nature and financial effects of a
      merger or an acquisition.

This Statement also improves the information a not-for-profit
entity provides about goodwill and other intangible assets after an acquisition
by amending FASB Statement No. 142, Goodwill and Other Intangible
Assets, to make it fully applicable to not-for-profit entities.

SFAS No. 164 (ASC Topic 958) is effective for mergers occurring
on or after December 15, 2009, and acquisitions for which the acquisition date
is on or after the beginning of the first annual reporting period beginning on
or after December 15, 2009. Early application is prohibited. The management of
the Company does not expect the adoption of this pronouncement to have material
impact on its financial statements.

On May 28, 2009, the FASB issued FASB Statement No. 165 (ASC
Topic 855), Subsequent Events (SFAS No. 165). SFAS No. 165 (ASC Topic
855) establishes general standards of accounting for and disclosure of events
that occur after the balance sheet date but before financial statements are
issued or are available to be issued. Specifically, SFAS No. 165 (ASC Topic 855)
provides:

|1. | The period after the balance sheet date during which
      management of a reporting entity should evaluate events or transactions
      that may occur for potential recognition or disclosure in the financial
      statements.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                   
|2. | The circumstances under which an entity should recognize
      events or transactions occurring after the balance sheet date in its
      financial statements.                                                                   
|   |                                                                                                                                                                                                                                   
|3. | The disclosures that an entity should make about events
      or transactions that occurred after the balance sheet
  date.                                                                                                       

16

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MABCURE INC. AND SUBSIDIARY(A DEVELOPMENT STAGE
COMPANY)NOTES TO CONSOLIDATED FINANCIAL STATEMENTSMARCH
31, 2010, AND 2009(Unaudited)

In accordance with this Statement, an entity should apply the
requirements to interim or annual financial periods ending after June 15, 2009.
The  adoption of this pronouncement
did not have material impact on the financial statements of the Company.

On June 9, 2009, the FASB issued FASB Statement No. 166 (ASC
Topic 860), Accounting for Transfers of Financial Assets- an amendment of
FASB Statement No. 140 (SFAS No. 166). SFAS No. 166 (ASC Topic 860)
revises the derecognization provision of SFAS No. 140 Accounting for
Transfers and Servicing of Financial Assets and Extinguishment of
Liabilities and will require entities to provide more information about
sales of securitized financial assets and similar transactions, particularly if
the seller retains some risk with respect to the assets. It also eliminates the
concept of a "qualifying special-purpose entity."

This statement is effective for financial asset transfers
occurring after the beginning of an entity's first fiscal year that begins after
November 15, 2009. The management of the Company does not expect the adoption of
this pronouncement to have a material impact on its financial statements.

In June 2009, the FASB issued FASB Statement 167 (ASC Topic
810) "Amendments to FASB Interpretation No. 46(R)." SFAS No. 167 (ASC
Topic 810) amends certain requirements of FASB Interpretation No. 46(R),
Consolidation of Variable Interest Entities to improve financial
reporting by companies involved with variable interest entities and to provide
additional disclosures about the involvement with variable interest entities and
any significant changes in risk exposure due to that involvement. A reporting
entity will be required to disclose how its involvement with a variable interest
entity affects the reporting entity's financial statements.

This Statement shall be effective as of the beginning of each
reporting entitys first annual reporting period that begins after November 15,
2009. The management of the Company does not expect the adoption of this
pronouncement to have a material impact on its financial statements.

In June 2009, the FASB issued FASB Statement 168 (ASC Topic
105), "The FASB Accounting Standards Codification and the Hierarchy of
Generally Accepted Accounting Principles - a replacement of FASB Statement No.
162" ("SFAS No. 168"). SFAS No. 168 (ASC Topic 105) establishes the FASB Accounting
Standards Codification (the "Codification") to become the single official source
of authoritative, nongovernmental US generally accepted accounting principles
(GAAP). The Codification did not change GAAP but reorganizes the literature.

SFAS No. 168 (ASC Topic 105) is effective for interim and
annual periods ending after September 15, 2009. The  adoption of this pronouncement did not have a material impact on
the financial statements of the Company.

17

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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 the quarterly report further discuss this matter as of March 31, 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.

- 18 -

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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

For the three months ended March 31, 2010 versus 2009

We have had no revenues for the period from May 8, 2006 (date of
inception) through March 31, 2010. Beginning 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.

General and administrative expenses were $131,635 for the three
months ended March 31, 2010, compared to $152,463 for the three months ended
March 31, 2009. The decrease in general and administrative expenses was
primarily due to increased efficiency in operations. 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 $112,482 for the three
months ended March 31, 2010, compared to $73,470 for the three months ended
March 31, 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 March 31, 2010, was
$298,167 or $0.00 per share compared to $225,506 or $0.00 per share for the
three months ended March 31, 2009. The weighted average number of shares
outstanding was 60,999,725 for the three months ended March 31, 2010, compared
to 60,348,000 (post forward stock split) for the three months ended March 31,
2009.

LIQUIDITY AND CAPITAL RESOURCES

As of March 31, 2010

As of March 31, 2010, the Company had cash and cash equivalents of
$439,027 compared to $214,480 as of December 31, 2009. Current assets were $483,666
and our current liabilities were $220,368, resulting in working capital of
$263,298.

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 into mid-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.

- 19 -

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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 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.

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 March 31, 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 March 31,
2010, we had no stock equivalents that were anti-dilutive and excluded in the
diluted loss per share computation.

- 20 -

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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 March 31, 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.

RECENT ACCOUNTING PRONOUNCEMENTS

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

- 21 -

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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 March 31, 2010, the end of the three-month period covered
by this 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 March 31, 2010,
that have materially affected, or are reasonably likely to materially affect,
our internal controls over financial reporting.

- 22 -

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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).                                  
|            |                                                                                                                                                                                       
|10.1        | Conversion Agreement
        with Chrysler Enterprises Ltd., signed on March 5, 2010 (Incorporated
        by reference from our Current Report on Form 8-K filed on March 8, 2010).  
|            |                                                                                                                                                                                       
|10.2        | Subscription
        Agreement with Blue Water Financial Ltd., signed on March 5, 2010 (Incorporated
        by reference from our Current Report on Form 8-K filed on March 8, 2010).
|            |                                                                                                                                                                                       
|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.                                                                                                    

- 23 -

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|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.



- 24 -

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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: May 14, 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) 
May 14,
2010

/s/ Ron KalfusRon Kalfus Chief
Financial Officer (who also performs as Principal Financial Officer and
Principal Accounting Officer) 
May 14, 2010

25

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