UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

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

                For the quarterly period ended September 30, 2006

[_]   TRANSITION REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF 1934

                 From the transition period from ____ to _____.

                        Commission file number 01-28911.

                      NATIONAL HEALTHCARE TECHNOLOGY, INC.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

          Colorado                                     91-1869677
---------------------------------                 --------------------
  (State or other jurisdiction                       (IRS Employer
of incorporation or organization)                 Identification No.)

            1660 Union Street, Suite 200, San Diego, California 92101
                    (Address of principal executive offices)

                                 (619) 398-8470
                           (Issuer's telephone number)

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

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 [_] No [X]

As of November 14, 2006,  44,317,759  shares of the  issuer's  common  equity is
outstanding.

Transitional Small Business Disclosure Format (Check one): Yes [_] No [X]

<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1. Financial Information


                                      F-1
<PAGE>

                      NATIONAL HEALTHCARE TECHNOLOGY, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                        CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)
                               SEPTEMBER 30, 2006


                                 C O N T E N T S

Consolidated Balance Sheet (Unaudited) as of September 30, 2006              F-3

Consolidated Statements of Operations (Unaudited)
For the three month and nine month periods ended September 30, 2006
  and 2005                                                                   F-4

Consolidated Statements of Cash Flows (Unaudited)
For the nine month periods ended September 30, 2006 and 2005                 F-5

Notes to Consolidated Financial Statements (Unaudited)                       F-7



<PAGE>


                      NATIONAL HEALTHCARE TECHNOLOGY, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                                  BALANCE SHEET
                            AS OF SEPTEMBER 30, 2006
                                   (UNAUDITED)

                                   ASSETS
Current assets:
    Cash & cash equivalents                                        $        201
                                                                   ------------

Investment in Custer Leasehold                                           46,667
                                                                   ------------

             Total assets                                          $     46,868
                                                                   ============

                     LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
    Accounts payable and accrued expenses                          $    458,665
    Shares to be issued                                               5,000,000
                                                                   ------------
             Total current liabilities                                5,458,665

Notes payable to affiliate                                              490,540
                                                                   ------------
             Total liabilities                                        5,949,205

Stockholders' Deficit:
    Common Stock, $.001 par value, 100,000,000 shares
         authorized, 44,267,759 issued and outstanding                   44,268
    Additional paid in capital                                       39,463,772
    Prepaid consulting                                              (10,327,556)
    Accumulated deficit                                             (35,082,821)
                                                                   ------------
             Total stockholders' deficit                             (5,902,337)
                                                                   ------------

                     Total liabilities and stockholders' deficit   $     46,868
                                                                   ============


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

                                      F-3
<PAGE>

                      NATIONAL HEALTHCARE TECHNOLOGY, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                             STATEMENTS OF OPERATION
          FOR THE THREE MONTH PERIODS ENED SEPTEMBER 30, 2006 AND 2005,
                 AND NINE MONTH PERIOD ENDED SEPTEMBER 30, 2006
           AND FROM JANUARY 27, 2005 (INCEPTION) TO SEPTEMBER 30, 2005
         AND THE CUMMULATIVE PERIOD FROM JANUARY 27, 2005 (INCEPTION) TO
                         SEPTEMBER 30, 2006 (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                                     Period from    The Cummulative
                                                                                                   January 27, 2005   Period from
                                                                                      Nine Month      (inception)     (inception)
                                                      Three Month Periods Ended      Period Ended      through         through
                                                            September 30,            September 30,   September 30,   September 30,
                                                         2006            2005            2006            2005            2006
                                                     ------------    ------------    ------------    ------------    ------------
<S>                                                  <C>             <C>             <C>             <C>             <C>
NET REVENUE                                          $         --    $         --    $         --    $         --    $         --

OPERATING EXPENSES
       Professional fees                                5,029,540         209,530      20,164,489         402,044      20,629,794
       Technology license royalties                            --         137,500              --         160,417         160,417
       Depreciation and amortization                           --           3,811              --           3,811           3,811
       Other general and administrative                   523,653         101,915      14,110,732         178,068      14,288,799
                                                     ------------    ------------    ------------    ------------    ------------
              Total operating expenses                  5,553,193         452,756      34,275,221         744,340      35,082,821
                                                     ------------    ------------    ------------    ------------    ------------

NET LOSS                                             $ (5,553,193)   $   (452,756)   $(34,275,221)   $   (744,340)   $(35,082,821)
                                                     ============    ============    ============    ============    ============

LOSS PER SHARE - BASIC & DILUTED                     $      (0.15)   $      (0.02)   $      (1.15)   $      (0.06)   $      (1.81)
                                                     ============    ============    ============    ============    ============

WEIGHTED AVERAGE SHARES OUTSTANDING -
  BASIC & DILUTED                                      37,947,302      18,908,990      29,904,034      12,858,207      19,336,599
                                                      ============    ============    ============    ============    ============
</TABLE>


Weighted  average  number of  dilutive  securities  has not been taken since the
effect of dilutive securities would be anti-dilutive.

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

                                      F-4
<PAGE>

                      NATIONAL HEALTHCARE TECHNOLOGY, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                             STATEMENT OF CASH FLOWS
               FOR THE NINE MONTH PERIOD ENDED SEPTEMBER 30, 2006
     AND THE PERIODS FROM JANUARY 27, 2005 (INCEPTION) TO SEPTEMBER 30, 2005
         AND THE CUMMULATIVE PERIOD FROM JANUARY 27, 2005 (INCEPTION) TO
                               SEPTEMBER 30, 2006
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                               The Cummulative
                                                                           Period from           Period from
                                                        Nine Month      January 27, 2005      January 27, 2005
                                                       Period Ended    (inception) through   (inception) through
                                                       September 30,      September 30,         September 30,
                                                            2006               2005                  2006
                                                       -------------   -------------------   -------------------
<S>                                                    <C>             <C>                   <C>

CASH FLOWS FROM OPERATING ACTIVITIES
      Net loss                                         $ (34,275,221)  $          (744,340)  $       (35,082,821)
Adjustments to reconcile net loss to cash used by
  operating activities:
      Depreciation                                                --                 3,811                 3,811
      Amortization on Investment in Custer Leasehold           9,333                    --                 9,333
      Stock issued for services                           38,707,700                    --            38,707,700
      Shares to be issued                                  5,000,000                    --             5,000,000
Decrease in current assets, net of divestiture:
      Inventory                                                   --               (29,102)              (29,102)
      Prepaid assets                                     (10,327,556)                   --           (10,327,556)
      Other assets                                                --                (2,087)               (2,087)
      Accounts payable and accrued expenses                  395,405                81,729               540,395
                                                       -------------   -------------------   -------------------

NET CASH USED IN OPERATING ACTIVITIES:                      (490,339)             (689,988)           (1,180,327)
                                                       -------------   -------------------   -------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
      Capital expenditures                                        --               (38,952)              (38,952)
                                                       -------------   -------------------   -------------------

CASH FLOWS FROM FINANCING ACTIVITIES
      Proceeds from convertible note- related party               --               400,000               400,000
      Proceeds from related party advances                   490,540               328,940               819,480
                                                       -------------   -------------------   -------------------

NET CASH PROVIDED BY FINANCING ACTIVITIES                    490,540               728,940             1,219,480
                                                       -------------   -------------------   -------------------

NET INCREASE IN CASH &CASH EQUIVALENTS                           201                    --                   201
CASH &CASH EQUIVALENTS, BEGINNING OF PERIOD                       --                    --                    --
                                                       -------------   -------------------   -------------------
CASH &CASH EQUIVALENTS, END OF PERIOD                  $         201   $                --   $               201
                                                       =============   ===================   ===================

SUPPLEMENTAL CASH FLOW INFORMATION:
      Interest paid                                    $          --   $                --   $                --
                                                       =============   ===================   ===================
      Income taxes paid                                $          --   $                --   $                --
                                                       =============   ===================   ===================

NON CASH TRANSACTIONS
      Net liabilities assumed with recapitalization    $          --   $                --   $           200,000
                                                       =============   ===================   ===================
      Divestiture of subsidiary to related party       $          --   $                --   $           544,340
                                                       =============   ===================   ===================
      Common stock issued for debt                     $          --   $                --   $           400,000
                                                       =============   ===================   ===================
      Common stock issued for acquiring Custer
        Leasehold (677,000 shares used)                $          --   $                --   $           406,200
                                                       =============   ===================   ===================
</TABLE>

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


                                      F-5
<PAGE>

                      NATIONAL HEALTHCARE TECHNOLOGY, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                       STATEMENTS OF STOCKHOLDERS' EQUITY
           FOR THE CUMULATIVE PERIOD FROM JANUARY 27, 2005 (INCEPTION)
                              TO SEPTEMBER 30, 2006
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                                     Deficit
                                                                                                   accumulated
                                                      Common     Additional                        during the           Total
                                                       stock      paid in          Prepaid         development      stockholder's
                                          Shares      Amount      capital         Consulting          stage        equity/(deficit)
                                        -----------   -------   ------------    --------------    -------------    ----------------
<S>                                     <C>           <C>       <C>             <C>               <C>              <C>

Balance, January 27, 2005 (inception)   $        --   $    --   $         --                      $          --    $             --

Founder's stock issued                    8,380,000     8,380         (8,380)               --               --                  --
Stock issue for debt                        800,000       800        399,200                --               --             400,000
Shares issued for license agreement       8,618,750     8,619         (8,619)               --               --                  --
Effect of reverse merger                  1,384,009     1,384       (201,384)                                --            (200,000)
Divestiture of subsidiary to
  related party                                  --        --        544,340                                 --             544,340
Net loss for the year                            --        --             --                --         (807,600)           (807,600)
                                        -----------   -------   ------------    --------------    -------------    ----------------

Balance, December 31, 2005               19,182,759    19,183        725,157                --         (807,600) #          (63,260)
                                                                                                             --
Shares issued for employment              3,800,000     3,800      7,456,200                --               --           7,460,000
Shares issued for services               20,608,000    20,608     30,876,892       (10,327,556)              --          20,569,944
Shares issued for lease agreement           677,000       677        405,523                --         (350,200)             56,000
Net loss for the nine month period
  ended September 30, 2006                       --        --             --                --      (33,925,021)        (33,925,021)
                                        -----------   -------   ------------    --------------    -------------    ----------------
Balance, September 30, 2006              44,267,759   $44,268   $ 39,463,772    $  (10,327,556)   $ (35,082,821)   $     (5,902,337)
                                        ===========   =======   ============    ==============    =============    ================
</TABLE>


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

                                      F-6
<PAGE>

                      NATIONAL HEALTHCARE TECHNOLOGY, INC.
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2006

1.    Summary of Significant Accounting Policies

A.    Organization and General Description of Business

On July 19, 2005, National Healthcare  Technology,  Inc., a Colorado corporation
(the "Company") completed the acquisition of Special Stone Surfaces,  Es3, Inc.,
a Nevada Corporation ("Es3") pursuant to the terms of an Exchange Agreement (the
"Exchange Agreement") by and among the Company,  Crown Partners,  Inc., a Nevada
corporation  and at such time, the largest  stockholder  of the Company  ("Crown
Partners"), Es3, and certain stockholders of Es3 (the "Es3 Stockholders"). Under
the terms of the Exchange Agreement, the Company acquired all of the outstanding
capital  stock of Es3 in exchange for the issuance of  19,182,759  shares of the
Company's  common  stock to the Es3  Stockholders,  Crown  Partners  and certain
consultants.  The  transactions  effected by the  Exchange  Agreement  have been
accounted for as a reverse  merger.  This reverse  merger  transaction  has been
accounted for as a recapitalization  of Es3, as Es3 is the accounting  acquirer,
effective July 19, 2005. As a result,  the historical  equity of the Company has
been restated on a basis consistent with the recapitalization.  In addition, the
Company changed its accounting  year-end from September 30 to December 31, which
is Es3's accounting year-end.

Accordingly  the  financial  statements  contained  in this  report  include the
operations  of the  Company  in its new line of  business.  As a  result  of the
transactions  contemplated by the Exchange Agreement, the Company had one active
operating  subsidiary,  Es3. Es3 was formed in January 2005 and began operations
in March 2005 in the  business  of  manufacturing  and  distributing  a range of
decorative stone veneers and finishes based on proprietary Liquid Stone Coatings
(TM) and Authentic  Stone Veneers (TM).  Effective  October 1, 2005, the Company
sold all of its shares in Es3.

B.    Basis of Presentation and Organization

The accompanying  unaudited consolidated financial statements have been prepared
by the  Company  pursuant to the rules and  regulations  of the  Securities  and
Exchange Commission (the "SEC") Form 10-QSB and Item 310 of Regulation S-B , and
generally accepted accounting  principles for interim financial  reporting.  The
consolidated  financial  statements  include the accounts of the Company and its
wholly owned  subsidiary,  Es3,  through  October 1, 2005 (the effective date of
disposition).   The  information   furnished  herein  reflects  all  adjustments
(consisting  of normal  recurring  accruals and  adjustments)  which are, in the
opinion of management, necessary to fairly present the operating results for the
respective  periods.  Certain  information  and  footnote  disclosures  normally
present in annual consolidated  financial statements prepared in accordance with
accounting  principles  generally  accepted in the United States of America have
been  omitted  pursuant  to  such  rules  and  regulations.  These  consolidated
financial statements should be read in conjunction with the audited consolidated
financial statements and footnotes for the year ended December 31, 2005 included
in the Company's Annual Report on Form 10-KSB. The results of the three and nine
month periods ended  September  30, 2006 are not  necessarily  indicative of the
results to be expected for the full year ending December 31, 2006.

C.    Use of Estimates

The preparation of 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  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.

D.    Cash and Cash Equivalents

Cash  and cash  equivalents  include  cash in hand  and  cash in time  deposits,
certificates  of deposit and all highly  liquid debt  instruments  with original
maturities of three months or less.

E.    Stock-Based Compensation

The Company adopted SFAS No. 123 (Revised 2004),  Share Based Payment ("SFAS No.
123R"),  under the  modified-prospective  transition  method on January 1, 2006.
SFAS No. 123R  requires  companies to measure and recognize the cost of employee
services  received in exchange for an award of equity  instruments  based on the
grant-date   fair  value.   Share-based   compensation   recognized   under  the
modified-prospective  transition  method of SFAS No. 123R  includes  share-based
compensation  based on the grant-date  fair value  determined in accordance with
the  original   provisions  of  SFAS  No.  123,   Accounting   for   Stock-Based
Compensation,  for all share-based  payments granted prior to and not yet vested
as of  January  1, 2006 and  share-based  compensation  based on the  grant-date
fair-value  determined  in  accordance  with SFAS No.  123R for all  share-based
payments  granted after January 1, 2006. SFAS No. 123R eliminates the ability to
account for the award of these  instruments  under the  intrinsic  value  method
prescribed by Accounting Principles Board ("APB") Opinion No. 25, Accounting for
Stock Issued to Employees, and allowed under the original provisions of SFAS No.
123. Prior to the adoption of SFAS No. 123R, the Company accounted for our stock
option plans using the intrinsic  value method in accordance with the provisions
of APB Opinion No. 25 and related interpretations.


                                      F-7
<PAGE>

F.    Income Taxes

The Company utilizes SFAS No. 109, "Accounting for Income Taxes," which requires
the  recognition of deferred tax assets and  liabilities for the expected future
tax  consequences of events that have been included in the financial  statements
or tax returns. Under this method,  deferred income taxes are recognized for the
tax consequences in future years of differences  between the tax bases of assets
and liabilities and their financial  reporting  amounts at each period end based
on enacted tax laws and statutory  tax rates  applicable to the periods in which
the differences are expected to affect taxable income.  Valuation allowances are
established,  when  necessary,  to reduce  deferred  tax  assets  to the  amount
expected to be realized.

G.    Basic and Diluted Net Earnings (loss) per Share

The  Company  adopted  the  provisions  of SFAS No.  128,  "Earnings  Per Share"
("EPS"). SFAS No. 128 provides for the calculation of basic and diluted earnings
per share. Basic net loss per share is based upon the weighted average number of
common shares outstanding. Diluted net loss per share is based on the assumption
that all  dilutive  convertible  shares  and stock  options  were  converted  or
exercised.  Dilution is computed by applying the treasury  stock  method.  Under
this method,  options and warrants are assumed to be exercised at the  beginning
of the period (or at the time of issuance,  if later),  and as if funds obtained
thereby were used to purchase  common  stock at the average  market price during
the period.  For the period from inception through September 30, 2006, basic and
diluted loss per share are the same since the  calculation  of diluted per share
amounts would result in an anti-dilutive calculation.

H.    Recent Accounting Pronouncements

In May  2005,  the FASB  issued  SFAS No.  154,  "Accounting  Changes  and Error
Corrections."  This  statement  applies to all  voluntary  changes in accounting
principle and requires  retrospective  application to prior  periods'  financial
statements   of  changes  in   accounting   principle,   unless  this  would  be
impracticable.  This statement also makes a distinction  between  "retrospective
application"  of an  accounting  principle  and the  "restatement"  of financial
statements to reflect the  correction of an error.  This  statement is effective
for accounting  changes and corrections of errors made in fiscal years beginning
after December 15, 2005.

In February  2006,  FASB issued SFAS No.  155,  "Accounting  for Certain  Hybrid
Financial  Instruments".  SFAS  No.  155  amends  SFAS No 133,  "Accounting  for
Derivative  Instruments and Hedging  Activities",  and SFAF No. 140, "Accounting
for  Transfers  and  Servicing  of  Financial  Assets  and   Extinguishments  of
Liabilities".  SFAS No. 155,  permits  fair value  remeasurement  for any hybrid
financial  instrument that contains an embedded  derivative that otherwise would
require  bifurcation,  clarifies which  interest-only  strips and principal-only
strips are not  subject  to the  requirements  of SFAS No.  133,  establishes  a
requirement  to evaluate  interest in securitized  financial  assets to identify
interests  that  are  freestanding  derivatives  or that  are  hybrid  financial
instruments that contain an embedded derivative requiring bifurcation, clarifies
that concentrations of credit risk in the form of subordination are not embedded
derivatives,  and  amends  SFAS No.  140 to  eliminate  the  prohibition  on the
qualifying special-purpose entity from holding a derivative financial instrument
that pertains to a beneficial  interest other than another derivative  financial
instrument.  This statement is effective for all financial  instruments acquired
or issued  after the  beginning of the  Company's  first fiscal year that begins
after September 15, 2006.

In June 2005,  the EITF reached  consensus on Issue No.  05-6,  determining  the
Amortization Period for Leasehold Improvements ("EITF 05-6.") EITF 05-6 provides
guidance on  determining  the  amortization  period for  leasehold  improvements
acquired in a business  combination or acquired  subsequent to lease  inception.
The guidance in EITF 05-6 will be applied  prospectively  and is  effective  for
periods  beginning  after June 29,  2005.  EITF 05-6 is not  expected  to have a
material effect on its consolidated financial position or results of operations.
In March 2006 FASB  issued  SFAS 156  `Accounting  for  Servicing  of  Financial
Assets' this Statement  amends FASB Statement No. 140,  Accounting for Transfers
and  Servicing of Financial  Assets and  Extinguishments  of  Liabilities,  with
respect  to the  accounting  for  separately  recognized  servicing  assets  and
servicing liabilities. This Statement:

1.    Requires an entity to recognize a servicing  asset or servicing  liability
      each time it  undertakes  an  obligation  to service a financial  asset by
      entering into a servicing contract.

2.    Requires  all  separately   recognized   servicing  assets  and  servicing
      liabilities to be initially measured at fair value, if practicable.

3.    Permits  an  entity  to  choose   `Amortization   method'  or  Fair  value
      measurement  method'  for each class of  separately  recognized  servicing
      assets and servicing liabilities:

4.    At  its  initial  adoption,   permits  a  one-time   reclassification   of
      available-for-sale  securities  to trading  securities  by  entities  with
      recognized  servicing rights,  without calling into question the treatment
      of other available-for-sale  securities under Statement 115, provided that
      the  available-for-sale  securities  are  identified  in  some  manner  as
      offsetting  the  entity's  exposure to changes in fair value of  servicing
      assets or  servicing  liabilities  that a service  elects to  subsequently
      measure at fair value.


                                      F-8
<PAGE>

5.    Requires   separate   presentation  of  servicing   assets  and  servicing
      liabilities  subsequently  measured  at fair  value  in the  statement  of
      financial   position  and  additional   disclosures   for  all  separately
      recognized servicing assets and servicing liabilities.

This  Statement is effective as of the beginning of the  Company's  first fiscal
year that  begins  after  September  15,  2006.  Management  believes  that this
statement  will not have a  significant  impact  on the  consolidated  financial
statements.

In  September  2006,  FASB  issued  SFAS 157  `Fair  Value  Measurements'.  This
Statement  defines fair value,  establishes a framework for measuring fair value
in generally accepted  accounting  principles  (GAAP),  and expands  disclosures
about fair value  measurements.  This Statement  applies under other  accounting
pronouncements that require or permit fair value measurements,  the Board having
previously  concluded in those accounting  pronouncements that fair value is the
relevant measurement attribute. Accordingly, this Statement does not require any
new fair value measurements. However, for some entities, the application of this
Statement  will  change  current  practice.  This  Statement  is  effective  for
financial  statements issued for fiscal years beginning after November 15, 2007,
and interim  periods  within those fiscal  years.  The  management  is currently
evaluating the effect of this pronouncement on financial statements.

In  September  2006,  FASB issued SFAS 158  `Employers'  Accounting  for Defined
Benefit Pension and Other Postretirement  Plans--an amendment of FASB Statements
No. 87, 88, 106,  and 132(R)' This  Statement  improves  financial  reporting by
requiring an employer to recognize  the  overfunded or  underfunded  status of a
defined  benefit  postretirement  plan (other than a  multiemployer  plan) as an
asset or  liability  in its  statement  of  financial  position and to recognize
changes in that  funded  status in the year in which the changes  occur  through
comprehensive  income of a business entity or changes in unrestricted net assets
of  a  not-for-profit  organization.  This  Statement  also  improves  financial
reporting by requiring an employer to measure the funded  status of a plan as of
the  date  of  its  year-end  statement  of  financial  position,  with  limited
exceptions.  An employer with publicly  traded equity  securities is required to
initially  recognize the funded status of a defined benefit  postretirement plan
and to provide the required  disclosures as of the end of the fiscal year ending
after December 15, 2006. An employer without  publicly traded equity  securities
is required to recognize the funded status of a defined  benefit  postretirement
plan and to provide the  required  disclosures  as of the end of the fiscal year
ending after June 15, 2007.  However, an employer without publicly traded equity
securities  is required to disclose the  following  information  in the notes to
financial  statements  for a fiscal year ending after  December  15,  2006,  but
before June 16, 2007,  unless it has applied the recognition  provisions of this
Statement in preparing  those financial  statements.  The requirement to measure
plan  assets and benefit  obligations  as of the date of the  employer's  fiscal
year-end  statement of financial  position is effective  for fiscal years ending
after December 15, 2008.  The  management is currently  evaluating the effect of
this pronouncement on financial statements.

2.    Equity Transactions

A.    Issuance of Common Stock

In February 2005, the Company issued  8,380,000  shares of  unregistered  common
stock at par value of $0.001 to  founding  stockholders  without  consideration,
including 6,250,000 shares to Boston Equities Corporation (a related party).

In June 2005, the Company issued 800,000 shares of unregistered  common stock at
par value of $0.001 in exchange for the debt  arising out of monies  advanced to
the Company in the amount of $400,000 by Boston Equities Corporation pursuant to
a convertible  debt agreement  dated March 1, 2005. The terms of the convertible
debt agreement allowed Boston Equities Corporation to convert its debt to shares
of common stock at $.50 per share.

In June  2005,  the  Company's  issued  an  aggregate  of  8,618,750  shares  of
unregistered  common at par value of $0.001 stock to the shareholders of Aronite
Industries,   Inc.  ("Aronite")  in  connection  with  the  license  of  certain
trademarks from Aronite.  Certain  officers,  directors and  shareholders of the
Company are former or current  officers,  directors and shareholders of Aronite.
Aronite and the Company are under common control and, therefore, the transaction
was recorded at Aronite's basis, which was zero.

In July  2005,  in  accordance  with the terms of the  Exchange  Agreement,  the
Company  issued 400,000  shares of registered  common stock to two  consultants,
d.b.a.  WB  International,  Inc. in  accordance  with the terms of the  Exchange
Agreement.

In July 2005,  the  Company  issued for no  consideration  78,571  shares of its
unregistered  common stock at par value of $0.001 to the former  shareholders of
National Healthcare  Technologies,  Inc. and an additional 905,438 shares of its
unregistered  common  stock at par value of $0.001 to Crown  Partners,  a former
major shareholder of National Healthcare  Technologies,  Inc. in accordance with
the terms of the Exchange Agreement.

In April 2006, the Company issued 1,800,000  shares of its  unregistered  common
stock to its  Chief  Executive  Officer  and  Director,  Ross-Lyndon  James,  in
accordance with the terms of the Management Employment Agreement.

In April 2006, the Company issued 1,800,000  shares of its  unregistered  common
stock to its Chief Financial Officer and Director, Brian Harcourt, in accordance
with the terms of the Management Employment Agreement.


                                      F-9
<PAGE>

In April 2006,  in  accordance  with the terms of a  Consulting  Agreement,  the
Company issued  3,500,000  shares of the Company's  common stock to Credit First
Holding Limited, a related party, for consulting services.

In April 2006,  in  accordance  with the terms of a  Consulting  Agreement,  the
Company issued 700,000 shares of the Company's  common stock to Monterosa  Group
Limited for consulting services.

In April 2006,  in  accordance  with the terms of a  Consulting  Agreement,  the
Company issued 2,800,000 shares of the Company's common stock to Design, Inc., a
related party, for consulting services.

In April 2006,  in  accordance  with the terms of a  Consulting  Agreement,  the
Company  issued  2,500,000  shares  of the  Company's  common  stock  to  Camden
Holdings, Inc., a related party, for consulting services.

In April 2006,  in  accordance  with the terms of a  Consulting  Agreement,  the
Company issued  1,800,000  shares of the Company's  common stock to Summit Oil &
Gas, a related party, for consulting services.

In April 2006,  in  accordance  with the terms of a  Consulting  Agreement,  the
Company issued 700,000 shares of the Company's common stock to Bluefin,  LLC for
consulting services.

On June 16, 2006,  we issued  375,000  shares each to John  McDermit and John E.
Havens, who currently serve on our advisory board.

In August,  2006,  in  accordance  with an agreement  between the  parties,  the
Company  issued  677,000  shares of the Company's  common stock to Summitt Oil &
Gas, a related party due to common major  shareholder,  to acquire certain lease
rights.  The shares were valued at $56,000,  which is the historical cost of the
lease rights,  and are being  amortized over three years,  the term of the lease
agreement.  The  Company  amortized  $9,333 of expense in  connection  with this
transaction during the six months ended September 30, 2006.

In August,  2006, in accordance  with the terms of a Consulting  Agreement,  the
Company  issued  2,800,000  shares of its common stock to Summitt  Ventures,  an
affiliate of the Company.  Also, in September,  2006, pursuant to the terms of a
Consulting Agreement, the Company issued 2,700,000 shares of its common stock to
Summitt  Ventures,  under the Company's 2006-1  Consultant and Employee Services
Plan. These share issuances represent prepaid consulting services for the period
from July 15, 2006 through  January 15, 2007 and the expense has been  amortized
over six months.  Accordingly,  $1,380,000 of this expense was amortized  during
the three month period ended September 30, 2006.

In August,  2006, in accordance  with the terms of a Consulting  Agreement,  the
Company issued 209,000 shares of its common stock to Catalyst  Consulting,  Inc.
In September, 2006, pursuant to the terms of a Consulting Agreement, the Company
issued an additional 209,000 shares of its common stock to Catalyst  Consulting,
Inc.,  under the Company's 2006-1  Consultant and Employee  Services Plan. These
shares issuances represent prepaid consulting services for the period of July 1,
2006  through  December  31, 2006 and the  expense  will be  amortized  over six
months.  Accordingly,  the Company amortized $104,500 of this expense during the
quarter ended September 30, 2006.

On August 17, 2006, in accordance with the terms of a Consulting Agreement,  the
Company issued 500,000 shares of its common stock to Ramp International, Inc. In
September,  2006, pursuant to the terms of a Consulting  Agreement,  the Company
issued 500,000 shares of its common stock to Ramp International, Inc., under the
Company's  2006-1  Consultant and Employee  Services  Plan.  This share issuance
represents  prepaid  consulting  expense for the period from  September  2, 2006
through  February 2, 2007 with this expense to be amortized over 18 months.  The
Company also agrees to pay Ramp a cash payment of $215,000 which was not paid as
of September 30, 2006 so this expense has been accrued.  In connection with this
transaction,  the Company  amortized expense of $27,778 during the quarter ended
September 30, 2006.

In August, 2006, the Company adopted the 2006-1 Consultant and Employee Services
Plan  wherein the Company  registered  3,800,000  shares of its common stock for
issuance to consultants and employees of the Company.

During the three month period ended September 30, 2006,  totaling 940,000 shares
of common stock were issued under the Company's  2006-1  Consultant and Employee
Services Plan

The Company issued  200,000 shares of its common stock to its former  president,
Samvel Petrossian, in September, 2006 as compensation for services,  pursuant to
an employment agreement. Mr. Petrossian resigned in November, 2006.

B.    Issuance of Warrants

The following table summarizes the warrants outstanding:


                                      F-10
<PAGE>

                                                Weighted
                                                Average     Aggregate
                                   Warrants     Exercise    Intrinsic
                                  outstanding    Price        Value
                                  -----------   --------   -----------

Outstanding, December 31, 2005      1,800,000   $   0.67   $ 2,400,000
Granted                               600,000   $   2.63
Forfeited/Canceled                    600,000   $   2.63
Exercised                                  --                       --
                                  -----------
Outstanding, September 30, 2006     1,200,000   $   0.67   $        --
                                  ===========


The weighted average remaining  contractual life of warrants outstanding is 3.56
years at September 30, 2006.

<TABLE>
<CAPTION>
   Outstanding Warrants                                  Exercisable Warrants
--------------------------                       ----------------------------------
Range of                     Average Remaining
Exercise Price     Number    Contractual Life    Average Exercise Price     Number
--------------   ---------   -----------------   ----------------------   ---------
<S>              <C>         <C>                 <C>                      <C>
$0.67            1,800,000          3.56 years           $0.67            1,800,000
</TABLE>


During the nine-month  period ended  September 30, 2006, the Company granted two
warrants  which  expire five years from date of grant and are  convertible  into
300,000  shares of common stock at an exercise  price of $2.63 per share to each
of Brian  Harcourt and  Ross-Lyndon  James in accordance  with their  respective
Management Employment Agreements executed by and between them and the Company,
respectively. The warrants were granted on April 5, 2006 and vest 6 months after
grant. These warrants expired on the resignation of the employees in July, 2006.

3.    Stock Based Compensation

On April 3, 2006, the Board of Directors of the Company  authorized and approved
the adoption of the 2006 Stock Option Plan effective April 3, 2006 (the "Plan").
The Plan is administered by the duly appointed compensation committee.  The Plan
is authorized to grant stock options of up to 2,500,000  shares of the Company's
common  stock.  At the time a stock  option  is  granted  under  the  Plan,  the
compensation  committee  shall fix and determine the exercise  price and vesting
schedules  at which such shares of common  stock of the Company may be acquired.
As of June 30, 2006, no options to purchase the Company's common stock have been
granted under the Plan.

In August,  2006, the Board of Directors of the Company  authorized and approved
the adoption of the 2006-1  Consultants  and  Employees  Service Plan  effective
September 7, 2006 (the "Consultants Plan"). The Plan is administered by the duly
appointed compensation committee.  The Plan is authorized to grant stock options
and make stock awards of up to 3,800,000  shares of the Company's  common stock.
At the time a stock option is granted under the Plan, the compensation committee
shall fix and determine the exercise  price and vesting  schedules at which such
shares of common stock of the Company may be acquired.  The Consultants Plan was
registered  on  September  15, 2006 and as of  September  30,  2006,  a total of
3,749,000 shares had been issued and granted under the Consultants Plan.

4.    Related Party Transactions

A.    Ross-Lyndon James

The following  transaction took place between the Company and Ross-Lyndon James,
the Company's former Chief Executive Officer and Director: On April 3, 2006, the
Company entered into an employment agreement with Ross Lyndon James who has been
serving as the Company's  President  without  compensation and written agreement
since being appointed to such office by the Board of Directors of the Company in
June 2005. Mr. Lyndon James had also served without  compensation  as a director
of the Company. Under the terms of the agreement,  Mr. Lyndon James will receive
compensation  equal to twenty five thousand dollars  ($25,000) per month payable
monthly in  advance.  He was also  granted one million  eight  hundred  thousand
(1,800,000)  restricted  shares of common stock upon execution of the employment
agreement  as a signing  bonus,  as well as a  termination  grant of two million
(2,000,000)  shares of  restricted  common  stock.  All shares  have  piggy-back
registration rights. Additionally,  the Company agreed to grant him a warrant to
acquire  three  hundred  thousand  (300,000)  restricted  shares of the Company'
common stock. The exercise price is to be based on the bid price of the stock on
the date of the  agreement.  The  warrants  expire  five years after the date of
grant.  Additionally,  Mr. Lyndon James will be entitled to  participate  in any
stock option program offered by the Company to its employees.

B.    Brian Harcourt

The following transaction took place between the Company and Brian Harcourt, the
Company's  former Chief  Financial  Officer and Director and parties  related to
Brian Harcourt:


                                      F-11
<PAGE>

On April 3, 2006,  the Company  entered into an employment  agreement with Brian
Harcourt who has been serving as an officer of the Company without  compensation
and  written  agreement  since  being  appointed  to such office by the Board of
Directors  of the Company in June 2005.  Mr.  Harcourt  has also served  without
compensation as a director of the Company. Under the terms of the agreement, Mr.
Harcourt  will  receive  compensation  equal to  twenty  five  thousand  dollars
($25,000) per month payable monthly in advance.  He was also granted one million
eight  hundred  thousand  (1,800,000)  restricted  shares of common  stock  upon
execution  of  the  employment  agreement  as a  signing  bonus,  as  well  as a
termination  grant of two million  (2,000,000)  restricted  shares of the common
stock. All shares have piggy back registration rights. Additionally, the Company
agreed  to grant him a warrant  to  acquire  three  hundred  thousand  (300,000)
restricted  shares of the Company's  common stock.  The exercise  price is to be
based on the bid price of the stock on the date of the  agreement.  The warrants
expire five years after the date of grant.  Additionally,  Mr.  Harcourt will be
entitled to participate  in any stock option  program  offered by the Company to
its employees.

On July 24, 2006,  Ross-Lyndon James and Brian Harcourt  effectively resigned as
officers  and  directors  of the Company.  Ross  Lyndon-James  had served as the
Company's Chief Executive  Office and Brian Harcourt had served as the Company's
Chief Financial Officer since the Merger of the Company and Es3 on or about July
19, 2005. Under the terms of the resignation,  Mr. Harcourt and Mr. Lyndon-James
will receive $50,000 cash each in exchange for relinquishing their rights in the
termination shares under their respective Management Employment  Agreements.  As
the warrants  issued to Mr. Harcourt and Mr.  Lyndon-James  had not vested as of
the effective date of their  resignation,  the warrants  effectively  expired on
July 24, 2006.

C.    First Credit Holding Ltd.

On April 5, 2006,  the Company  entered into a consulting  agreement  with First
Credit Holding Ltd ("First Credit") to provide business  management services and
advice as it relates to the Company's future.  Under the terms of the agreement,
the  Company  agreed to pay First  Credit a fee of three  million  five  hundred
thousand   (3,500,000)   restricted   shares  of  common   stock.   The  fee  is
non-refundable and considered earned when the shares are delivered.  The company
is amortizing the expense over the period of the services.  Brian Harcourt,  one
of our directors,  is the controlling shareholder of First Credit. The shares of
stock were issued in April 2006.

D.    Boston Equities Corporation

The following  transaction  took place  between the Company and parties  sharing
common  ownership or control with Boston  Equities  Corporation,  a shareholder,
which owns  approximately  25% of the  Company's  outstanding  and issued common
stock:

On April 3, 2006, the Company  entered into a consulting  agreement with Summitt
Oil and Gas, Inc.  ("Summit") to provide business management services and advice
as it relates to the future of the  company.  Under the terms of the  Agreement,
the Company  shall pay Summitt a fee of two hundred and fifty  thousand  dollars
($250,000)  in  cash  plus  one  million  eight  hundred  thousand   (1,800,000)
restricted  of  the  Company's  common  stock.  The  fee is  non-refundable  and
considered earned when the shares are delivered. The agreement is for six months
expiring in October,  2006. The Company has fully  amortized the prepaid expense
for the cash paid for the period ended September 30, 2006.

On April 4, 2006, the Company entered into an assignment of an oil and gas lease
with Summitt.  Under the  agreement in exchange for the leasehold  rights in 160
acres in the County of Custer,  Oklahoma,  the Company has agreed to pay Summitt
consideration of six hundred and  seventy-seven  thousand  (677,000)  restricted
shares of the Company's  common  stock.  The shares of stock have been issued on
August  22,  2006.  Additionally,  there is  excepted  from the  assignment  and
conveyance  and reserved and retained in Summitt an overriding  royalty equal to
3% of the  value of all oil  produced  and  removed  under the lease and the net
proceeds  received by Assignee from the sale of all gas and casing head gasoline
produced and sold under the lease.

On April 25, 2006, the Company entered into a short term bridge financing in the
form of a  promissory  note to  Camden  Holdings,  Inc.  in the  amount of three
hundred and fifty thousand dollars ($350,000) to be used as working capital. The
Note is due on August 25, 2006.  No interest is payable on the note.  On June 8,
2006,  the Company  entered into a short term bridge  financing in the form of a
promissory note to Camden Holdings,  Inc. in the amount of one hundred and fifty
thousand dollars  ($150,000) to be used as working  capital.  The Note is due on
December 31, 2006.  No interest is payable on the note.  At September  30, 2006,
the advances outstanding were $490,540.

In August,  2006,  in  accordance  with an agreement  between the  parties,  the
Company  issued  677,000  shares of the Company's  common stock to Summitt Oil &
Gas, a related party due to common major  shareholder,  to acquire certain lease
rights.  The shares were valued at $56,000,  which is the historical cost of the
lease rights,  and are being  amortized over three years,  the term of the lease
agreement.  The  Company  amortized  $9,333 of expense in  connection  with this
transaction during the six months ended September 30, 2006.


                                      F-12
<PAGE>

In August,  2006, in accordance  with the terms of a Consulting  Agreement,  the
Company  issued  2,800,000  shares of its common stock to Summitt  Ventures,  an
affiliate of the Company.  Also, in September,  2006, pursuant to the terms of a
Consulting Agreement, the Company issued 2,700,000 shares of its common stock to
Summitt  Ventures,  under the Company's 2006-1  Consultant and Employee Services
Plan. These share issuances represent prepaid consulting services for the period
from July 15, 2006 through  January 15, 2007 and the expense has been  amortized
over six months.  Accordingly,  $1,380,000 of this expense was amortized  during
the three month period ended September 30, 2006

5.    Commitments and Contingencies

Legal

The Company is periodically involved in legal actions and claims that arise as a
result of events that occur in the normal course of  operations.  The Company is
not currently  aware of any formal legal  proceedings or claims that the Company
believes will have,  individually or in the aggregate, a material adverse effect
on the Company's financial position or results of operations.

Non-related party transactions

On April 5, 2006,  the Company  retained  the  services of  Monterosa  Group Ltd
("Monterosa")  for a  period  of three  years  for  operational  administration,
transaction processing and management,  systems development,  staff recruitment,
acquisition transaction support services,  shareholder  communications and other
business management services.  Under the agreement,  the Company agreed to pay a
fee of seven  hundred  thousand  (700,000)  shares of the  Company's  restricted
common stock as  compensation  in lieu of cash.  The fee is  non-refundable  and
considered  earned when the shares are delivered.  The Company is amortizing the
expense over the period of the services.

On April 5, 2006, the Company  entered into a consulting  agreement with BlueFin
LLC ("BlueFin") to provide business  development,  investor relations  services,
introductions  to  qualified  funding  sources,  introductions  to oil  and  gas
business prospects,  and introductions to accredited investors.  Under the terms
of the  agreement,  the  Company  agreed to pay  BlueFin a fee of seven  hundred
thousand  (700,000) shares of the Company's  restricted common stock. The fee is
non-refundable and considered earned when the shares are delivered.  The Company
is amortizing the expense over the period of the services.

6.    Going Concern Uncertainties

The  accompanying  financial  statements  have been prepared in conformity  with
generally accepted accounting principles,  which contemplate the continuation of
the Company as a going concern. The Company reported a cumulative net loss since
inception of $35,082,821,  and had a stockholders' deficit at September 30, 2006
of $5,902,337.

In view of the matters described, there is substantial doubt as to the Company's
ability  to  continue  as a going  concern  without a  significant  infusion  of
capital.  The Company  acquired all of the  outstanding  capital stock of Es3 in
July 2005 and subsequently  divested its ownership effective October 1, 2005. At
September  30,  2006,  the  Company  had no  operations.  In view of the matters
described, there is substantial doubt as to the Company's ability to continue as
a going  concern  without a  significant  infusion of  capital.  There can be no
assurance that management will be successful in implementing  its new plans. The
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.

On April 3, 2006, our Board of Directors  approved a change of direction for the
Company,  from the business of manufacturing  and distributing  decorative stone
veneers and finishes, to the business of oil and gas exploration and production,
mineral lease purchasing and all activities associated with acquiring, operating
and  maintaining  the assets of such  operations.  This plan of  operating  will
include the acquiring of proven fields and the developing of these properties by
commencing drilling  operations.  In order to maximize economies of scale and to
leverage  the  knowledge  and  expertise  of others,  we will partner with third
parties to exploit any such properties.

We anticipate that we will have to raise  additional  capital to fund operations
over the next 12 months.  To the extent that we are required to raise additional
funds to acquire properties,  and to cover costs of operations,  we intend to do
so through  additional public or private offerings of debt or equity securities,
including  a drilling  fund to raise  $5,000,000.  There are no  commitments  or
arrangements  for  other  offerings  in  place,  no  guaranties  that  any  such
financings would be forthcoming,  or as to the terms of any such financings. Any
future financing may involve substantial dilution to existing investors. We have
also been  relying on our common stock to pay third  parties for services  which
has resulted substantial dilution to existing investors.


                                      F-13
<PAGE>

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

This report contains  forward looking  statements  within the meaning of Section
27A of the  Securities Act of 1933, as amended and Section 21E of the Securities
Exchange  Act of 1934,  as  amended.  When used in this Form  10-QSB,  the words
"anticipate",  "estimate",  "expect",  "project"  and  similar  expressions  are
intended to identify forward-looking  statements. Such statements are subject to
certain risks,  uncertainties and assumptions including the possibility that the
Company's proposed plan of operation will fail to generate  projected  revenues.
Additional risks, uncertainties and assumptions include, but are not limited to,
the factors that we describe in the section  entitled  "Management's  Discussion
and Analysis" in the Form 10-KSB/A for the year ended December 31, 2005.  Should
one or more of these risks or uncertainties  materialize,  or should  underlying
assumptions  prove  incorrect,  actual  results may vary  materially  from those
anticipated,  estimated or projected.  The Company's actual results could differ
materially from those set forth on the forward looking statements as a result of
the risks set forth in the Company's  filings with the  Securities  and Exchange
Commission,  general economic conditions, and changes in the assumptions used in
making such forward looking statements.

General

On July 19, 2005, the Company  completed the acquisition of Es3. Pursuant to the
terms of the  Exchange  Agreement  dated as of June 30,  2005,  by and among the
Company,  Crown  Partners,  the largest  stockholder of the Company prior to the
Closing,  Es3, and certain  stockholders of Es3, the Company acquired 17,798,750
shares of the  outstanding  capital  stock of Es3 in exchange for the  Company's
issuance to the Es3  Stockholders of 17,798,750  shares of the Company's  common
stock. In connection with the Exchange Agreement, the Company also issued 78,751
shares to the former owners of National  Healthcare  Technology,  Inc.,  905,438
shares to Crown Partners and 400,000 shares between to two individuals,  dba. WB
International,  Inc.  that  provided  consulting  and  advisory  services to the
Company (the "Consultants").

As a result of the transactions  contemplated by the Exchange Agreement,  during
the year 2005, we had one active  operating  subsidiary,  Es3. Es3 was formed on
January  27,  2005,  and  began  operations  in March  2005 in the  business  of
manufacturing  and distributing a range of decorative stone veneers and finishes
based on proprietary "Liquid Stone Coatings" and "Authentic Stone Veneers".

From January 27, 2005  (inception) to September 30, 2006, the Company has had $0
revenues, and a net operating loss of $35,082,821.

Plan of Operation

On April 3, 2006, our Board of Directors approved a change of direction for the
Company,  from the business of manufacturing  and distributing  decorative stone
veneers  and  finishes,   to  the  business  of  oil  and  gas  exploration  and
production,mineral   lease   purchasing  and  all  activities   associated  with
acquiring, operating and maintaining the assets of such operations. This plan of
operating  will include the  acquiring of proven  fields and the  developing  of
these  properties  by  commencing  drilling  operations.  In order  to  maximize
economies of scale and to leverage the  knowledge  and  expertise of others,  we
will partner with third parties to exploit any such properties.

Upon the  closing  of the  Exchange  Agreement,  we had  planned  to market  our
coatings  and  veneers to both  commercial  and  residential  markets,  which we
intended  to fund by using  the  public  markets  to secure  additional  working
capital  and  to  make  acquisitions  using  either  Common  Stock  or  cash.  A
significant   component  of  our  intermediate  term  growth  strategy  was  the
acquisition and integration of companies in related building  materials  fields.
We had expected to take  advantage  of synergies  among  related  businesses  to
increase  revenues and take advantage of economies of scale to reduce  operating
costs.

In  conjunction  with our change of direction,  in April 2006, we entered into a
consulting  agreement  with Summitt Oil and Gas,  Inc.  ("Summitt"),  as well as
other third parties, to provide business management  services,  and advice as it
relates to the future of the company.  This service  shall  include the drafting
and preparation of business plans,  operating budgets, cash flow projections and
other business management services as we venture into the oil and gas business.

In April 2006 we executed an  assignment  of an oil and gas lease under which we
acquired 100% of the leasehold  rights to drill and otherwise  exploit 160 acres
of  certain  underlying  oil and gas  reserves  located in the County of Custer,
Oklahoma,  which we acquired from Summitt for 677,000  restricted  shares of our
common stock and agreed to pay Summitt a royalty equal to 3% of the value of all
oil  produced and removed  under the lease and the net  proceeds  received by us
from the sale of all gas and  casinghead  gasoline  produced  and sold under the
lease.  The leasehold  interest is not developed and  accordingly  not currently
producing oil or gas. Upon receiving the necessary capitalization, we intend to
explore the  development of this field.  During the quarter ended  September 30,
2006,  the Company issued 677,000 of its common stock to Summitt and recorded an
expense of $9,333 in connection with this agreement during the quarter.


                                       2
<PAGE>

In  April  2006,   we  entered  into  a  consulting   agreement   with  BlueFin,
Inc.("BlueFin").  BlueFin  has been  retained to provide  business  development,
investor  relations  services,  and  introductions to qualified funding sources,
introductions to oil and gas business  prospects and introductions to accredited
investors.  By leveraging  BlueFin's  resources the Company  anticipates that it
will be able to find  sources of capital to fund its  operations  in the oil and
gas business.

In April 2006, we also entered into an agreement  with  Monterosa  Group Limited
("Monterossa").  Monterossa  has been  retained  to provide  services  including
operation  administration,   transaction  processing  and  management,   systems
development,  staff recruitment,  acquisition  transaction support services, and
other  business  management  services as the Company  moves into the oil and gas
business.

In April 2006,  we also engaged  Camden  Holdings,  Inc.  ("Camden"),  an entity
experienced  in the energy  sector that will assist the Company in locating  oil
and gas  opportunities  for us.  Camden's  services  include  the  drafting  and
preparation of business  plans,  operating  budgets,  cash flow  projections and
other business  management services as we venture into the oil and gas business.
We have also been able to leverage our relationship with Camden to obtain
short-term  financing  as needed.  Camden has also agreed to advance sums to the
Company to assist in funding its operations over the short-term. As of September
30, 2006, Camden has advanced the Company the sum of $490,540.

In April 2006, we also engaged Design, Inc. ("Design"), an entity experienced in
the energy  sector that will assist the Company in  financing  the  transactions
introduced by Camden and our other consultants.

In July,  2006,  the Company  entered into a Consulting  Agreement  with Summitt
Ventures  Inc.  ("SVI") for three  months  which  required  the Company to issue
2,800,000  of its common stock to SVI for services to be provided to the Company
including business management  services and related services.  These shares were
issued in August,  2006. In September,  2006,  the Company  entered into another
agreement  with  SVI  under  the  same  terms  and  conditions  as the  original
agreement. The Company issued 2,700,000 shares to SVI in September, 2006.

In July,  2006,  the Company  entered into a Consulting  Agreement with Catalyst
Consulting  Partners,  LLC to  provide  the  Company  with  business  consulting
services in exchange for the issuance of 418,000 shares of the Company's  common
stock. These shares were issued during the quarter ended September 30, 2006.

In September,  2006,  the Company  entered into a Services  Agreement with Rhone
Alternative  Marketing  Partners  ("RAMP)  for  marketing  and public  relations
services  in exchange  for the  issuance of  1,000,000  shares of the  Company's
common stock.  These shares were issued  during the quarter ended  September 30,
2006.

During the quarter ended  September 30, 2006,  the Company  compensated  certain
third party  individuals  who provided  services to the  Company.  In August and
September, 2006, 200,000 shares were issued for services. In September, 2006, an
additional  740,000  shares were issued to  consultants  for services  under the
Company's 2006-1  Consultants and Employees Services Plan. This Plan was adopted
in September,  2006 and reserved  3,800,000 shares of the Company's common stock
to consultants and employees,  which shares were registered in September,  2006.
During the quarter ended September 30, 2006,  3,749,000 shares were issued under
the Plan.

We believe  that by changing  our  direction  to the oil and gas markets we have
improved our prospects  for success due to both the current and expected  future
positive  market  conditions  which we  expect  to  exploit  initially  from the
valuable contacts,  industry  expertise and business  opportunities we expect to
derive from Summitt,  an industry  experienced  consulting  resource,  and other
third party consultants.

Additionally,  we intend to  reincorporate  the Company to a Nevada  corporation
("Reincorporation").  The business purpose of the Reincorporation is to allow us
to avail  ourselves to Nevada  corporate law.  Nevada is a recognized  leader in
adopting and implementing  comprehensive,  flexible corporate laws responsive to
the legal and  business  needs of  corporations  organized  under its laws.  The
Nevada Revised  Statutes is an enabling  statute that is frequently  revised and
updated to accommodate changing business needs.

Additionally,  consistent  with the change of our direction into the oil and gas
business,  we will also change the Company name to a name in line with a company
in the oil and gas business.

We anticipate that we will have to raise  additional  capital to fund operations
over the next 12 months.  To the extent that we are required to raise additional
funds to acquire properties,  and to cover costs of operations,  we intend to do
so through  additional public or private offerings of debt or equity securities,
including  a drilling  fund to raise  $5,000,000.  There are no  commitments  or
arrangements  for  other  offerings  in  place,  no  guaranties  that  any  such
financings would be forthcoming,  or as to the terms of any such financings. Any
future financing may involve substantial dilution to existing investors. We have
also been  relying on our common stock to pay third  parties for services  which
has resulted substantial dilution to existing investors.


                                       3
<PAGE>

Estimated Funding Required During the Next Twelve Months:

-------------------------------------------- --------------- --- ---------------
Prospect Development & Seismic                $1,000,000      to    $5,000,000
-------------------------------------------- --------------- --- ---------------
Drilling & Development                        $2,500,000      to    $5,000,000
-------------------------------------------- --------------- --- ---------------
Offering Costs & Expenses                        $50,000      to       $50,000
-------------------------------------------- --------------- --- ---------------
General Corporate Expenses                      $100,000      to      $150,000
-------------------------------------------- --------------- --- ---------------
Working Capital                                 $700,000      to    $1,000,000
-------------------------------------------- --------------- --- ---------------
    Total                                     $4,350,000      to   $11,200,000
-------------------------------------------- --------------- --- ---------------

The minimum  expenditures  noted above will allow us to commence with acquiring,
exploring and developing properties as well as commence drilling operations.  In
the event that we are able to raise further funds, we will primarily expend such
funds on further  prospect  development  and  seismic  studies  and then to fund
further  drilling  operations  Consistent  with  this  change  of our  business,
effective  October  1,  2005 we sold all of the  capital  stock of Es3 to Liquid
Stone  Partners.   A  partner  holding  a  minority  interest  in  Liquid  Stone
Partnerships is also a director of the Company.  We currently have one full-time
employee.  We will  primarily rely on outside  consultants  and do not currently
foresee any significant changes in the number of our employees.

Item 3. Controls and Procedures.

Our Chief  Executive  Officer  and Chief  Financial  Officer has  evaluated  the
effectiveness of our disclosure controls and procedures (as such term is defined
in Rules 13a-15 and 15d-15 under the Securities Exchange Act of 1934, as amended
(the "Exchange  Act") as of the end of the period ended September 30, 2006, (the
"Evaluation Date"). During the course of the audit for our year end December 31,
2005 in May 2006,  our  auditor  discovered  numerous  errors  in our  financial
statements  in our quarterly  report for the period ended  September 30, 2005 as
disclosed in our form 8-K/A filed on June 14, 2006. As a result of these errors,
and others,  we restated  our form 10-QSB for the quarter  ended  September  30,
2005,  and will restate the financial  statements  for the period ended June 30,
2005, in our Form 8-K/A filed on January 24, 2006. Our conclusion to restate our
form 10QSB for the  quarter  ended  September  30,  2005 and Form 8-K/A filed on
January 24, 2006,  has  resulted in  affecting  our  assessments  regarding  our
controls,  and that they were not effective as of the period ended  December 31,
2006 and  constituted  material  weaknesses  which  began after the close of the
Exchange  Agreement on or about July 19, 2006. As of the period  covered by this
report,  we believe that the material  weaknesses no longer exist.  The material
weaknesses  were primarily a result of our having no controller and no qualified
personnel and as a result transactions were omitted,  recorded  incorrectly,  or
recorded without support.

Limitations on the Effectiveness of Internal Controls

Disclosure controls and procedures are designed to provide reasonable  assurance
of an entity achieving its disclosure  objectives.  Our chief executive  officer
and chief  financial  officer has  concluded  that our  disclosure  controls and
procedures  are effective at that  reasonable  assurance  level as of the period
covered by this report.  The likelihood of achieving such objectives is affected
by limitations inherent in disclosure controls and procedures. These include the
fact that human judgment in decision-making can be faulty and that breakdowns in
internal  control can occur  because of human  failures such as simple errors or
mistakes or intentional circumvention of the established process.

There  were  no  changes  in the  Company's  internal  controls  over  financial
reporting, known to the Chief Executive Officer and Chief Financial Officer that
occurred during the most recent fiscal quarter that have materially affected, or
are reasonably likely to materially  affect, the Company's internal control over
financial reporting.

In May 2006,  we  remedied  the  material  weakness  in  internal  control  over
financial  reporting by having our Chief  Executive  Officer and Chief Financial
Officer  review  in  detail  all  adjustments  affecting  the  issuances  of our
securities, and we retained an outside consultant to make accounting entries.


                                       4
<PAGE>

                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

We are not a party to any material  pending legal  proceeding and no such action
by or, to the best of our knowledge, against us have been threatened.

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

During the Quarter  ending  September 30, 2006, we issued  securities  using the
exemptions  available  under the Securities  Act of 1933 including  unregistered
sales made pursuant to Section 4(2) of the Securities Act of 1933, as follows:

In August 2006, we issued  100,000 shares of our common stock to a consultant in
accordance with the terms of a consulting agreement;  in August, 2006, we issued
209,000  shares of our  unregistered  common stock to a consultant in accordance
with the terms of the  consulting  agreement;  in August 2006, we issued 500,000
shares of our common stock to a  consultant  in  accordance  with the terms of a
consulting  agreement;  in  August  2006,  in  accordance  with  the  terms of a
Consulting  Agreement,  we issued 2,800,000 shares of the Company's common stock
to a related party, for consulting services;  in August 2006, in accordance with
the terms of the Lease  Agreement,  we issued  677,000  shares of the  Company's
common stock to a related party for the lease; in August 2006, we issued 100,000
shares of our common stock to a  consultant  in  accordance  with the terms of a
consulting  agreement;  in September,  2006,  in accordance  with the terms of a
Consulting Agreement,  we issued 400,000 shares of the Company's common stock to
a unrelated party for consulting services; in September 2006, the Company issued
200,000  shares  of the  Company's  common  stock  to its  former  president  as
compensation.

Item 3. Defaults Upon Senior Securities.

None.

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

None.

Item 5. Other Information.

The  Company's  CEO and CFO resigned in  November,  2006 and was replaced by Jon
Carlson,  who was also  appointed to the Board of  Directors  to replace  Samvel
Petrossian.

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

a) Exhibits.

------- -------- ---------------------------------------------------------------
        10.4     Consulting Agreement dated April 3, 2006 by and between Summitt
                 Oil and Gas, Inc. and Company  (previously  filed as an exhibit
                 to our Form 8-K,  file no.  001-28911,  on April 5,  2006,  and
                 incorporated herein by reference).
------- -------- ---------------------------------------------------------------
        10.5     Management  Employment  Agreement  dated  April 3,  2006 by and
                 between Ross Lyndon James and the Company  (previously filed as
                 an exhibit  to our Form 8-K,  file no.  001-28911,  on April 5,
                 2006, and incorporated herein by reference).
------- -------- ---------------------------------------------------------------
        10.6     Management  Employment  Agreement  dated  April 3,  2006 by and
                 between Brian Harcourt and the Company  (previously filed as an
                 exhibit to our Form 8-K, file no. 001-28911,  on April 5, 2006,
                 and incorporated herein by reference).
------- -------- ---------------------------------------------------------------
        10.7     2006 Employee Stock Option Plan (previously filed as an exhibit
                 to the  Company's  Form 8-K,  file no.  001-28911,  on April 5,
                 2006, and incorporated herein by reference).
------- -------- ---------------------------------------------------------------
        10.8     Consulting  Agreement  by and  between us and Camden  Holdings,
                 Inc. dated January 8, 2006  (previously  filed as an exhibit to
                 our Form  10-KSB/A,  file no.  001-28911,  on June 8, 2006, and
                 incorporated herein by reference).
------- -------- ---------------------------------------------------------------
        10.9     Consulting  Agreement by and between us and Design,  Inc. dated
                 January  8, 2006  (previously  filed as an  exhibit to our Form
                 10-KSB/A, file no. 001-28911, on June 8, 2006, and incorporated
                 herein by reference).
------- -------- ---------------------------------------------------------------
        10.10    Stock Purchase  Agreement  between us and Liquid Stone Partners
                 dated April 4, 2006 (previously filed as an exhibit to our Form
                 10-KSB/A, file no. 001-28911, on June 8, 2006, and incorporated
                 herein by reference).
------- -------- ---------------------------------------------------------------
        10.11    Amended  Assignment of leasehold  rights between us and Summitt
                 Holdings,  Inc.  dated  April 4, 2006  (previously  filed as an
                 exhibit to our Form 10-KSB/A,  file no.  001-28911,  on June 8,
                 2006, and incorporated herein by reference).
------- -------- ---------------------------------------------------------------
        10.12    Consulting Agreement between us and Credit First Holdings, Inc.
                 dated April 5, 2006(previously  filed as an exhibit to our Form
                 10-KSB/A, file no. 001-28911, on June 8, 2006, and incorporated
                 herein by reference).
------- -------- ---------------------------------------------------------------

                                       5
<PAGE>

------- -------- ---------------------------------------------------------------
        10.13    Promissory note executed by us to repay Camden  Holdings,  Inc.
                 dated  April 25,  2006  (previously  filed as an exhibit to our
                 Form  10-KSB/A,  file  no.  001-28911,  on  June 8,  2006,  and
                 incorporated herein by reference).
------- -------- ---------------------------------------------------------------
        10.14    Promissory note executed by us to repay Camden  Holdings,  Inc.
                 dated June 8, 2006 (previously filed and incorporated herein by
                 reference)
------- -------- ---------------------------------------------------------------
31      31.1     Certification by Jon Carlson, Chief Executive Officer, as
                 required  under  Section  302 of  Sarbannes-Oxley  Act of 2002,
                 attached hereto.
------- -------- ---------------------------------------------------------------
        31.2     Certification  by Jon  Carlson,  Chief  Financial  Officer,  as
                 required under Section 302 of the  Sarbannes-Oxley Act of 2002,
                 attached hereto.
------- -------- ---------------------------------------------------------------
32      32.1     Certification as required under Section 906 of Sarbannes-Oxley
                 Act of 2002, attached hereto.
------- -------- ---------------------------------------------------------------

(b) Reports on Form 8-K.

No reports on Form 8-K were filed for the quarter ended September 30, 2006.

                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

NATIONAL HEALTHCARE TECHNOLOGY, INC.

Date: November 18, 2006

By:  /s/ Jon Carlson
-------------------------------------
Jon Carlson
Chief Executive Officer


                                       6