UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, DC  20549

                                FORM 10-QSB


(Mark One)
[X] QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED APRIL 29, 2006.

[ ] TRANSITION REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT FOR THE TRANSITION PERIOD FROM ______________ TO _____________.


                       COMMISSION FILE NUMBER: 0-1455


                          OPT-SCIENCES CORPORATION
                 (Name of small business issuer in its charter)

                NEW JERSEY                            21-0681502
      (State or other jurisdiction of                (I.R.S. Employer
       incorporation or organization)               Identification No.)

1912 BANNARD STREET, CINNAMINSON, NEW JERSEY               08077
  (Address of principal executive offices)               (Zip Code)


                              (856) 829-2800
                         Issuer's telephone number


Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or
for such shorter period that 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 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 equity, as of the latest practical date:

Class, Common Stock, par value of $.25 per share: 775,585 Shares
outstanding as of April 29, 2006

Transitional Small Business Format (Check one)       YES [ ]    NO [X]



                            TABLE OF CONTENTS

            FORM 10-QSB SECOND QUARTER REPORT - FISCAL YEAR 2006
                  OPT-SCIENCES CORPORATION AND SUBSIDIARY
                                                                          PAGE

                      PART I    FINANCIAL INFORMATION

Item 1.   Financial Statements............................................  3

          Consolidated Balance Sheets - April 29, 2006 (unaudited)
          and October 29, 2005............................................  3

          Consolidated Statements of Income (unaudited) -
          thirteen and twenty-six weeks ended April 29, 2006 and
          thirteen and twenty-six weeks ended April 30, 2005 .............  5

          Consolidated Statements of Cash Flows (unaudited)
          twenty-six weeks ended April 29, 2006 and
          twenty-six weeks ended April 30, 2005...........................  6

          Notes to Consolidated Financial Statements......................  7

Item 2.   Management's Discussion and Analysis or Plan of Operation.......  8
             Cautionary Statement Regarding Forward-Looking Information
             Executive Summary
             Critical Accounting Policies and Estimates
             Results of Operations
             Financial Condition
             Risks and Uncertainties

Item 3.   Controls and Procedures......................................... 11

                      PART II   OTHER INFORMATION

Item 1.   Legal Proceedings............................................... 12

Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds....  12

Item 3.   Defaults Upon Senior Securities................................  12

Item 4.   Submission of Matters to a Vote of Security Holders............. 12

Item 5.   Other Information............................................... 12

Item 6.   Exhibits and Reports on Form 8-K ............................... 13

Signatures ............................................................... 13



                   PART I    FINANCIAL INFORMATION

ITEM 1.    FINANCIAL STATEMENTS

                           Opt-Sciences Corporation
                          CONSOLIDATED BALANCE SHEETS

                                    ASSETS

                                    April 29, 2006     October 29, 2005
	                		(unaudited)
CURRENT ASSETS

Cash and cash equivalents             $5,862,769            $5,356,228
Trade accounts receivable                642,460               587,028
Inventories                              428,630               398,063
Prepaid expenses                          35,044                28,715
Loans and exchanges                        3,573                 4,628
Deferred taxes                            12,390                36,174
Marketable securities                    681,784             1,273,121

  Total current assets                 7,666,650             7,683,957


PROPERTY AND EQUIPMENT

Land                                     114,006               114,006
Building and improvements                449,987               448,342
Machinery and equipment                1,387,814             1,381,376
Small tools                               53,580                53,580
Furniture and fixtures                     8,624                 8,624
Office equipment                          70,270                61,124
Automobiles                               85,605                85,605

  Total property and
           Equipment                   2,169,886             2,152,657

  Less:  accumulated depreciation      1,509,162             1,450,054

              Net property and
                 Equipment               660,724               702,603


OTHER ASSETS

Deposits                                   4,355                 2,837

Total assets                          $8,331,729            $8,389,397





                                      -3-



                      LIABILITIES AND STOCKHOLDERS' EQUITY


                                          April 29, 2006    October 29, 2005
                                    	(unaudited)
CURRENT LIABILITIES

Accounts payable  trade                  $    87,999            $   62,451
Accrued income taxes                             707               231,141
Other current liabilities                    136,435               219,108

  Total current liabilities                  225,141               512,700


STOCKHOLDERS' EQUITY

    Common capital stock - par value
   $.025 per share - authorized
   and issued 1,000,000 shares               250,000               250,000
    Additional paid in capital		     272,695               272,695
    Retained earnings                      7,771,786             7,573,422
    Accumulated other
     comprehensive income                    (   675)              (32,202)
    Less treasury stock at cost -
   224,415 shares and 224,415 shares        (187,218)             (187,218)


   Total stockholders' equity              8,106,588             7,876,697

            Total liabilities and
               stockholders' equity       $8,331,729            $8,389,397



                                     -4-

                          Opt-Sciences Corporation
       CONSOLIDATED STATEMENT OF INCOME AND RETAINED EARNINGS(unaudited)


                  Thirteen Weeks  Thirteen Weeks   Twenty-Six     Twenty-Seven
                      Ended          Ended         Weeks Ended    Weeks Ended
                  April 29, 2006  April 30, 2005  April 29, 2006  April 30, 2005


NET SALES             $  990,403    $  1,287,058     $  2,005,228 $ 2,390,473

COST OF SALES            690,314         857,752        1,366,442   1,634,962

Gross profit on sales    300,089         429,306          638,786     755,511


OPERATING EXPENSES

Sales & delivery           9,793           6,603           19,800      13,700
General and
  administrative         162,342         135,798          359,385     354,822

 Total operating
   expenses              172,135         142,401          379,185     368,522

 Operating income        127,954         286,905          259,601     386,989

OTHER INCOME              35,272          35,560           88,463      66,682

 Net income
       before taxes      163,226         322,465          348,064     453,671

FEDERAL AND STATE
  INCOME TAXES            70,200         138,600          149,700     195,000

 Net income               93,026         183,865          198,364     258,671

RETAINED EARNINGS -
  beginning of period  7,678,760       7,299,214        7,573,422   7,224,408

RETAINED EARNINGS -
  end of period     $  7,771,786    $  7,483,079     $  7,771,786 $ 7,483,079


EARNINGS PER SHARE OF
  COMMON STOCK              0.12            0.24             0.25        0.33

Average shares of stock
  outstanding           775,585         775,585          775,585      775,585















                                      -5-

                               Opt-Sciences Corporation
                      CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)


                                      Twenty-six Weeks      Twenty-six Weeks
                                           Ended                 Ended
                                      April 29, 2006        April 30, 2005

CASH FLOWS FROM OPERATING ACTIVITIES
Net income                               $198,364              $258,671

Adjustments to reconcile net income to
net cash used by operating activities:
Depreciation                               59,108                76,972
Loss (gain) on sale of securities          22,496                (6,027)

Decrease (increase) in:
Accounts receivable                       (55,432)             (234,680)
Inventories                               (30,567)               24,404
Prepaid expenses                           (6,329)               (8,329)
Loans and exchanges                         1,055                 1,336

(Decrease) increase in:
Accounts payable                           25,548               (40,256)
Accrued income taxes                     (230,434)               89,950
Other current liabilities                 (82,673)              (48,049)

Net cash (used) provided by
         operating activities             (98,864)              113,992

CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property and equipment       (17,229)                 (970)
Deposits                                   (1,518)                  -0-
Purchases of securities                   (26,676)             (174,017)
Sales of securities                       650,828                55,469

Net cash provided (used) by
         investing activities             605,405              (119,518)


Increase (decrease) in cash               506,541                (5,526)

Cash and cash equivalents
at beginning of period                  5,356,228             4,770,451

Cash and cash equivalents
at end of period                       $5,862,769            $4,764,925

SUPPLEMENTAL DISCLOSURES:

Income taxes paid                        $380,912              $105,050












                                     -6-

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying consolidated financial statements include the accounts of Opt-
Sciences Corporation, Inc. and its wholly-owned subsidiary, O&S Research, Inc.
All significant intercompany accounts and transactions have been eliminated in
consolidation.

These consolidated financial statements have been prepared by the Company,
without audit, and reflect normal recurring adjustments which, in the opinion
of management, are necessary for a fair statement of the results of the first
two quarters of the Company's fiscal year 2006.  These consolidated financial
statements do not include all disclosures associated with annual consolidated
financial statements and, accordingly, should be read in conjunction with
footnotes contained in the Company's consolidated financial statements for the
year ended October 29, 2005 together with the auditors' report filed under
cover of the Company's 2005 Annual Report on Form 10-KSB.

The preparation of these consolidated financial statements requires the Company
to make estimates and judgments that affect the reported amounts of assets,
liabilities, revenues and expenses. The Company bases its estimates on
historical experience and on various other assumptions that are believed to be
reasonable under the circumstances, the results of which form the basis for
making judgments about the carrying values of assets and liabilities that are
not readily apparent from other sources. Actual results may differ from these
estimates under different assumptions or conditions.

2. INVENTORIES

Inventories consisted of the following:

                                     April 29, 2006   October 29, 2005
                                      (Unaudited)

      Finished goods                    $ 67,266          $ 62,470
      Raw materials and supplies         131,470           122,165
      Work in progress                   229,894           213,428

            Total Inventory             $428,630          $398,063

End of quarter inventories are stated at the lower of cost (first-in, first-
out) or market and are based on estimates rather than a physical inventory. A
physical inventory is conducted at the end of the fiscal year. The Company
provides for estimated obsolescence on unmarketable inventory based upon
assumptions about future demand and market conditions. If actual demand and
market conditions are less favorable than those projected by management,
additional inventory write downs may be required. Inventory, once written down,
is not subsequently written back up, as these adjustments are considered
permanent adjustments to the carrying value of the inventory.  Historically,
the Company conducts a physical inventory annually in connection with its
audited financial statements and preparation of its Form 10-KSB.  The
inventory appearing on unaudited quarterly financial statements and in Form
10-QSB is based on estimates derived from the last physical inventory and
subsequent verifiable purchases of raw materials, sales of finished products,
and product orders in process of completion.




                                     -7-

3. REVENUE RECOGNITION

The Company recognizes revenue in accordance with U.S. GAAP and SEC Staff
Accounting Bulletin ("SAB") No. 104, Revenue Recognition. SAB No. 104 requires
that four basic criteria must be met before revenue can be recognized: (1)
persuasive evidence of an arrangement exists; (2) delivery has occurred or
services have been rendered; (3) the price to the buyer is fixed and
determinable; and (4) collectibility is reasonably assured. Determination of
criteria (3) and (4) are based on management's judgments regarding the fixed
nature of the price to the buyer charged for products delivered or services
rendered and collectibility of the sales price. The Company assesses credit
worthiness of customers based upon prior history with the customer and
assessment of financial condition. The Company's shipping terms are customarily
FOB shipping point.


5. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In November 2004, the FASB issued Statement of Financial Accounting Standards
No. 151, Inventory Costs, an amendment of ARB No. 43, which amends the guidance
in ARB No. 43, Chapter 4, "Inventory Pricing," to clarify the accounting for
abnormal amounts of idle facility expense, freight, handling costs, and wasted
material (spoilage). The provisions of this Statement were adopted June 15,
2005. The adoption of this statement is not expected to have a material
impact on theCompany's consolidated financial statements.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

CAUTIONARY STATEMENT REGARDING FORWARD - LOOKING INFORMATION

We make statements in this Report, and we may from time to time make
other statements, regarding our outlook or expectations for earnings,
revenues, expenses and/or other matters regarding or affecting the
Company that are forward-looking statements within the meaning of
the Private Securities Litigation Reform Act. Forward-looking
statements are typically identified by words such as "believe,"
"expect," "anticipate," "intend," "outlook," "estimate," "forecast,"
"project" and other similar words and expressions.
Forward-looking statements are subject to numerous assumptions,
risks and uncertainties, which change over time. Forward-looking
statements speak only as of the date they are made. We do not assume
any duty and do not undertake to update our forward-looking statements.
Actual results or future events could differ, possibly materially,
from those that we anticipated in our forward-looking statements, and
future results could differ materially from our historical performance.
Our forward-looking statements are subject to the following principal
risks and uncertainties. We provide greater detail regarding these
factors in our 2005 Form 10-K, including in the Company Risk Factors
section. Our forward-looking statements may also be subject to other
risks and uncertainties including those discussed in the Risks and
Uncertainties section of this Quarterly Report or in our other
filings with the SEC.

   -Uncertainties about the future demand for the Company's products;
   -Risks associated with dependence on a few major customers;
   -The timing and completion of significant orders; and
   -The performance and reliability of the Company's vendors.


                                     -8-


EXECUTIVE SUMMARY

Opt-Sciences Corporation, through its wholly owned subsidiary, O & S
Research, Inc., both New Jersey corporations, manufactures anti-glare
and transparent conductive optical coatings which are deposited on
glass used primarily to cover instrument panels in aircraft cockpits.
The Company's business is highly dependent on a robust commercial,
business, regional aircraft market and to a lesser degree the
military aircraft market. We recorded second quarter sales of
$990,403 and net income of $93,026. Sales are down 2.4% and net
income is down 11.0% from the first quarter of 2006 due to a decline
in our customers' glass requirements. Sales and net income are down
23.0% and 49.4.0% respectively from the second quarter of 2005. This
relatively large decline was not wholly unexpected because we had
experienced an unusual increase in orders during the second quarter
of 2005. Our backlog of unshipped orders at the end of the second
quarter of 2006 increased to $1,376,000, a 6% increase over the end
of the first quarter. This is also a 7% increase over unshipped
orders at the end of the second quarter of 2005. We generally have
a four to twelve week delivery cycle depending on product
complexity, available plant capacity and required lead time for
specialty raw materials such as polarizers or filter glass. Our
sales tend to fluctuate from quarter to quarter because all orders
are custom manufactured and customer orders are generally scheduled
for delivery based on our customer's need date and not based on our
need to make shipments. Changes in quarter to quarter sales are not
easily predictable because customer forecasts are not always
available nor are they completely reliable such as in this quarter.
Since the Company has two customers that together represent over 50%
of sales, any significant change in the requirements of either of
those customers has a direct impact on our revenue for the quarter.
When one of these customers defers a sizable order, sales for the
following quarter often rebound as the customer replenishes its
inventory. Based on our understanding of the industry and the needs
of our customers, we fully expect to complete and ship 90% of our
current backlog of unshipped orders before the end of fiscal 2006.
If we do so, we expect third quarter sales to reach $1,100,000.
In addition, we project revenues this fiscal year at over $4,000,000,
unless there is an unanticipated downturn in demand for the Company's
products, or there is a critical problem with the Company's suppliers
of such specialty components, such as polarizers, adhesives or etched
glass, each of which is currently sole sourced.



CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Management's discussion and analysis of financial condition and results of
operations are based upon the Company's consolidated financial statements,
which have been prepared in accordance with accounting principles generally
accepted in the United States of America ("U.S. GAAP"). The preparation of
these financial statements requires the Company to make estimates and judgments
that affect the reported amounts of assets, liabilities, revenues and expenses.
The Company bases its estimates on historical experience and on various other
assumptions that are believed to be reasonable under the circumstances, the
results of which form the basis for making judgments about the carrying values
of assets and liabilities that are not readily apparent from other sources.
Actual results may differ from these estimates under different assumptions or
conditions. Specifically, inventory is estimated quarterly and reconciled at
the end of the fiscal year when a detailed audit is conducted (also see Notes
to Consolidated Financial Statements, 1. Summary of Significant Accounting
Policies, Note 2. Inventories).
                                     -9-

RESULTS OF OPERATIONS

NET SALES
Net sales of $990,403 for the second quarter of 2006 decreased 23.0%
from 2005 second quarter sales of $1,287,058, and decreased 2.4% from
$1,014,825 in the first quarter of fiscal 2006. This decrease in sales
from the first quarter is due in large part to an unexpected temporary
reduction in demand by one of our largest customers. The decline from
the same period last year was to some extent anticipated because during
that period last year a major customer substantially increased orders
in connection with the nonrecurring consolidation of two of its
manufacturing sites which use our products.

COST OF SALES
Cost of sales for the second quarter of 2006 of $690,314 decreased
$167,438 from $857,752 for the second quarter of 2005. This decrease
is in a large part due to the decrease in sales from the same quarter
last year. Cost of sales increased $14,186 or 2.1% from the first
quarter. The gross profit margin of 30% for the second quarter of
2006 has dropped from the 33% for the first quarter primarily because
of a reduction in economies of scale in manufacturing resulting from
the lower sales. This margin may not be sustainable as the Company
plans on hiring additional technical personnel. Cost of sales is
comprised of raw material, manufacturing direct labor and overhead
expenses. The overhead portion of cost of sales is primarily
comprised of salaries, benefits, building expenses, production
supplies, and maintenance costs related to our production,
inventory control and quality departments.

GENERAL AND ADMINISTRATIVE
Total operating expenses, including selling, general and
administrative expenses, were $172,135 for the second quarter
of 2006 compared to $142,401 for the first quarter of 2005 and
$207,050 for the first quarter of 2006. This decrease from the
second quarter of 2005 was in a large part due to a decrease in
sales and a decrease in costs associated with going private. Our
general, and administrative expenses consist of marketing and
business development expenses, professional expenses, salaries
and benefits for executive and administrative personnel, hiring,
legal, accounting, and other general corporate expenses.

OPERATING INCOME
Operating income for the second quarter of $127,954 decreased
about 55% from 2005 second quarter operating income of $286,905
and decreased 3% from $131,647 in the first quarter of 2006.
Reasons for the decrease over the second quarter of 2005 are due
to lower sales and the associated lower economies of scale.

OTHER INCOME
Other income of $35,272 for the second quarter of 2006 decreased
compared to $35,560 from first quarter of 2005.

NET INCOME
Net income of $93,026 for the second quarter of 2006 compared to
$183,865 for the second quarter of 2005 and $105,338 in the first
quarter of 2006 as result of the factors described above.

BACKLOG OF ORDERS
During the first quarter, the Company booked $1,234,100 in new
orders compared to $1,157,000 in new orders booked for the second
quarter of 2005 and $1,143,800 in the first quarter of 2006. Our
backlog of unshipped orders stood at $1,376,000 at the end of the
second quarter. This backlog is up approximately $77,100 from
the end of the 2005 second quarter and up approximately $90,300
from the end of the first quarter of 2006.


                                    -10-

FINANCIAL CONDITION

The Company utilizes its working capital to finance current
operations and capital improvements. Cash and cash equivalents
have increased $751,366 from the first quarter of 2006 and
increased $1,097,844 from the end of the second quarter of 2005.
This increase from the first quarter of 2006 was in a large part
due primarily because of the sale of marketable securities. The
increase from the same period last year was also due to the same
reasons. The Company maintains a strong liquidity in its current
position in order to improve its ability to deal with the risks
and uncertainties identified below.

RISKS AND UNCERTAINTIES

The future of our Company will depend, largely, on our ability to successfully
develop or acquire new products. There is no assurance, however, that we will
be successful in achieving market acceptance of the new products that we
develop or acquire. Failure to diversify our existing product offerings could
be harmful to our overall business, and could negatively affect results of
operations and financial condition.

The future market for the Company's aircraft instrument glass is shrinking due
to technological obsolescence and the use of larger displays in the cockpit and
the new display technologies.  Of the new display technologies, rear projection
displays cause the most concern to the Company because they do not use
components which the Company manufactures.  These display types are currently
used in many military aircraft applications and utilize a patented cover glass
that acts as a rear projection screen. The time frame for this technology
migrating to commercial/business avionic displays is currently unpredictable.
Larger primary instrument displays are eliminating the need for smaller,
specialized and otherwise redundant instruments. As unit volume for displays
declines, competition among vendors to maintain market share will become more
intense. We expect this competition will take the form of lower prices and
shorter delivery times. The opportunities to expand the existing product lines
are limited. New electro-mechanical displays which require glass wedges
manufactured by the Company are being purchased less frequently than LCD
displays which require a simpler, less expensive cover glass. The simpler
design opens the market to prospective competitors who do not otherwise have
the ability to manufacture glass wedges.

We face increasing competition from established companies that have
significantly greater resources. Certain of our competitors enjoy substantial
competitive advantages, such as:

  - Greater corporate name recognition, larger marketing budgets and greater
    resources,
  - Established marketing relationships and access to larger customer bases,
    and
  - Substantially greater financial, technical and other resources.

Section 404 of the Sarbanes-Oxley Act of 2002, requiring each company and its
public accounting firm to report on the effectiveness of the company's
internal controls over financial reporting, will first apply to the Company's
Annual Report on Form 10-KSB for the Fiscal Year 2007. The Company expects its
operating expenses will increase further as a result of the costs associated
with implementation of and maintaining compliance with Section 404 and
other provisions of the Sarbanes-Oxley Act.

ITEM 3. CONTROLS AND PROCEDURES

a.  Evaluation Of Disclosure Controls And Procedures.  Based on his evaluation
as of the end of the periods covered by this report, the Company's chief
executive officer and chief financial officer concluded that the Company's
disclosure controls and procedures referred to in paragraph 4(c) of his
Certification included as an exhibit to this report were effective.

                                     -11-

b.  Changes In Internal Controls.  During the period covered by this report,
the Company has not made any change to its internal controls over financial
reporting as referred to in paragraph 4(d) of the Certification of the
Company's principal executive officer and principal financial officer included
as an exhibit to this report that has materially affected, or is reasonably
likely to materially affect the Company's internal control over financial
reporting.

                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

We are subject to certain claims and litigation in the ordinary course of
business. It is the opinion of management that the outcome of such matters
will not have a material adverse effect on our combined financial position
or results of operations.

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

         None

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         Not applicable

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None

ITEM 5.  OTHER INFORMATION

Status of the Company's Reverse Stock Split.  On September 1, 2004 the Board
of Directors of the Company made a determination to amend the Articles of
Incorporation and implement a reverse stock split on the basis of 1:2,000
shares.  The purpose of this decision was to take the Company private and avoid
ongoing and increasing costs related to the public reporting status of the
Company and compliance with the Sarbanes-Oxley Act.  The principal stockholders
representing over 2/3 of the outstanding shares consented to such action.
Under New Jersey law, consent by 2/3 of the stockholders is sufficient without
the need of conducting a stockholders meeting.  On November 3, 2004, the
Company made preliminary filings of a Schedule 14C and a Schedule 13(e)3 with
the Securities and Exchange Commission.  The SEC responded to such filings on
December 3, 2004.  On January 20, 2005 the Company filed an amended Schedule
14C and an amended Schedule 13(e)3.  On February 9, 2005 the SEC provided the
Company a second letter of comments.  The Company continues to review the going
private action it has initiated.

From Management's perspective the Company revenues generated from the sale of
its products have become less predictable because of lack of firm order
commitments and reliable forecasts from its customers. This makes it difficult
to predict significant changes in future revenue and profitability. The Company
enjoyed unexpected profitability in fiscal 2005 due to higher than expected
sales coupled with a significant reduction in operating expenses. However, in
2006 the Company plans to add more engineering support and to spend
more capital on research and development of new product offerings.

The Company is continuing to review its plans for operational reorganization,
capital expenditure and product diversification.

                                     -12-

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a) EXHIBITS

    31.1 Certification of Chief Executive Officer and Chief Financial Officer
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
    32.1 Certification of Chief Executive Office and Chief Financial Officer
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

(b) REPORTS ON FORM 8-K:

    None

Signatures

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this Report to be signed on its
behalf by the undersigned thereunder duly authorized.

                                                      OPT-SCIENCES CORORATION

                                                      By: /s/Anderson L. McCabe

                                                      ------------------------
                                                      Anderson L. McCabe
                                                      Chief Executive Officer
                                                      Dated: March 28, 2006
EXHIBIT 31.1

Certification of Chief Executive Officer and Chief Financial
Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
I, Anderson L. McCabe, as CEO and CFO of Opt-Sciences Corporation, certify
that:
1. I have reviewed this quarterly report of Opt-Sciences Corporation;
2. Based on my knowledge, this report does not contain any untrue statement of
a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were
made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of Opt-Sciences
Corporation as of, and for, the periods presented in this report;
4. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act Rules
13a-15(f) and 15d-15(f)) for Opt-Sciences Corporation and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under my supervision, to ensure that
material information relating to Opt-Sciences Corporation, including its
consolidated subsidiaries, is made known to me by others within those entities,
particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under my supervision,
to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of Opt-Sciences Corporation's disclosure
controls and procedures and presented in this report my conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and
                                     -13-

(d) Disclosed in this report any change in Opt-Sciences Corporation's internal
control over financial reporting that occurred during Opt-Sciences Corpor-
ation's most recent fiscal quarter that has materially affected, or is
reasonably likely to materially affect, Opt-Sciences Corporation's internal
control over financial reporting; and
5. I have disclosed, based on my most recent evaluation of internal control
over financial reporting, to Opt-Sciences Corporation's auditors and the audit
committee of Opt-Sciences Corporation's board of directors (or persons
performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably
likely to adversely affect Opt-Sciences Corporation's ability to record,
process, summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in Opt-Sciences Corporation's internal
control over financial reporting.

                                       /s/Anderson L. McCabe

                                       ---------------------
                                       Name: Anderson L. McCabe
                                       Title: Chief Executive Officer/
                                              Chief Financial Officer
                                       Dated: June 15, 2006

EXHIBIT 32.1

Certification of Chief Executive Officer and Chief Financial
Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

I, Anderson L. McCabe as CEO and CFO of Opt-Sciences Corporation (the
"Company"), certify to my knowledge, pursuant to section 906 of the Sabanes-
Oxley Act of 2002,18 U.S.C. Section 1350, that:(1)the Quarterly Report on Form
10-QSB of the Company for the quarterly period ended January 28, 2006 (the
"Report") fully complies with the requirements of Section 13(a) or 15(d) of the
Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and (2)the
information contained in the Report fairly presents, in all material respects,
the financial condition and results of operations of the Company.

                                       /s/Anderson L. McCabe

                                       ---------------------
                                       Name: Anderson L. McCabe
                                       Title: Chief Executive Officer/
                                              Chief Financial Officer
                                       Dated: June 15, 2006














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