**SECURITIES AND EXCHANGECOMMISSION********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   July 31,2007
OR

[   ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
 
THE SECURITIES EXCHANGE ACT OF 1934

For the transition periodfrom                      to                    
Commission file number 0-17263
**CHAMPIONS BIOTECHNOLOGY,INC.**(Exact name of registrant as specified inits charter)
Delaware
52-1401755
(State or other jurisdiction of
(I.R.S. Employer
organization)
Identification No.)

2200 Wilson Blvd., Suite 102-316, Arlington VA22201(Address of principal executiveoffices)(Zip code)
(703) 526-0400(Registrant'stelephone number, including area code)
       Indicate by check markwhether the issuer (1) has filed all reports required to be filed by Section 13or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90days.  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  
As of September 10, 2007 the Registrant had a total of 31,624,658shares of common stock outstanding.
Transitional Small Business Disclosure Format (check one):  Yes  x    No    ****   

**CHAMPIONS BIOTECHNOLOGY,INC.****FORM 10-QSB**
INDEX
 
       

Page

Part I. 

Financial Information
   
Item 1.   Financial Statements
   
       Condensed ConsolidatedBalance Sheet as of July 31, 2007 (Unaudited)

5
  
       Condensed ConsolidatedStatements of Operations
  
       for the three monthsended July 31, 2007 and  2006 (Unaudited)

6
  
       Condensed ConsolidatedStatements of Cash Flows for the
  
       three months ended July31, 2007 and  2006 (Unaudited)

7
    
       Notes to CondensedConsolidated Financial Statements (Unaudited)

8-16
  
Item 2.   Management's Discussion and Analysis orPlan of Operation

17-19
 
       
   
Item 3.   Controls and Procedures

19-20
   
Part II.

Other Information and Signatures
  
Item 1.   Legal Proceedings

20
 
Item 2.   Unregistered Sales of Equity Securities and Use ofProceeds 

20
 
Item 3.   Defaults Upon Senior Securities

20
 
Item 4.   Submission of Matters to a Vote ofSecurity Holders

20
 
Item 5.   Other Information

20
 
Item 6.   Exhibits 

20
 
Signatures

21
   
Certification Pursuant to Section 302 of the Sarbanes-Oxley Actof 2002

22

Certification Pursuant to Section 302 of the Sarbanes-Oxley Actof 2002

23

Certification Pursuant to Section 906 of the Sarbanes-Oxley Actof 2002

24

**2**    	

**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****CONDENSED CONSOLIDATED FINANCIALSTATEMENTS****JULY 31, 2007 AND 2006 (UNAUDITED)****3**   

**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****INDEX TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS****JULY 31, 2007 AND 2006 (UNAUDITED)**

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS:
  
Condensed Consolidated Balance Sheet as of July 31, 2007(Unaudited) 

5
 
Condensed Consolidated Statements of Operations for the Threemonths 
 
ended July 31, 2007 and 2006 (Unaudited)    

6
  
Condensed Consolidated Statements of Cash Flows for the Threemonths ended

July 31, 2007 and 2006 (Unaudited)       

7
  
Notes to Condensed Consolidated Financial Statements (Unaudited)

8-16

**4**   

**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****CONDENSED CONSOLIDATED BALANCESHEET****AS OF JULY 31, 2007 (UNAUDITED)**
**ASSETS**         
**CURRENT ASSETS**
    
Cash and cash equivalents
 
$

507,025 
        
**Total Current Assets**
  
507,025        
Intangibles assets
  
180,000  
Goodwill
 
  

661,909 
      
**TOTAL ASSETS**
 
$

1,348,934 
      
**LIABILITIES AND STOCKHOLDERS'EQUITY**         
**CURRENT LIABILITIES**
    
Accounts payable
 
$

63,199  
Other accrued expenses
 
  

351,394 
  
**Total current liabilities**
 
  

414,593 
      
**COMMITMENTS AND CONTINGENCIES**
         
**STOCKHOLDERS' EQUITY**
    
Common stock, $.001 par value; 50,000,000 sharesauthorized;
    
31,624,658 shares issued and outstanding
  
31,625  
Additional paid-in capital
  
8,125,091  
Accumulated deficit
 
  

 (7,095,677)
     
1,061,039  
Less: prepaid consulting
 
  

 (126,698)
 
Total stockholders' equity
 
  

934,341 
      
**TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY**
 
$

1,348,934 

The accompanying notes are an integral part of these condensedconsolidated financial statements**5**   

**CHAMPIONS BIOTECHNOLOGY, INC. ANDSUBSIDIARIES****(FORMERLY CHAMPIONS SPORTS, INC.AND SUBSIDIARIES)****CONDENSED CONSOLIDATEDSTATEMENTS OF OPERATIONS****FOR THE THREE MONTHSENDED JULY 31, 2007 AND 2006 (UNAUDITED)**
       
**2007** 
**2006**          
**OPERATING REVENUE**
       
       Services
     
$

250,000
 
$

- 
           
**Total operating revenue**
   
250,000
 
- 
          
**COSTS AND OPERATING EXPENSES**
     
**       **Supplies
  
75,000 
       -

       General andadministrative
    
171,791
 
17,320 

       
          
**Total costs and operating expenses**
  
246,791
 
17,320 
          
**INCOME (LOSS) BEFORE OTHER INCOME**
  
3,209
 
 (17,320)
          
       Other income
         
Interest income
    
5,359
 
- 
 
**Total other income**
    
5,359
 
- 
          
**INCOME (LOSS) BEFORE PROVISION FOR INCOMETAXES**

8,568 
 (17,320)
    Provision for income taxes
    
-
 
- 
          
**NET INCOME (LOSS) APPLICABLE TO COMMONSTOCKHOLDERS**

$

8,568
 
$

 (17,320)
           
**BASIC AND DILUTED INCOME (LOSS) PER COMMONSHARE**

$

0.00
 
$

(0.00)
          
**WEIGHTED AVERAGE SHARES OUTSTANDING (BASIC)**
 
30,842,049
 
16,824,658 
     
**WEIGHTED AVERAGE SHARES OUTSTANDING (DILUTED)**
 
31,080,085
 
- 

The accompanying notes are an integral part of these condensedconsolidated financial statements**6**   

**CHAMPIONS BIOTECHNOLOGY, INC. ANDSUBSIDIARIES****(FORMERLY CHAMPIONS SPORTS, INC.AND SUBSIDIARIES)****CONDENSED CONSOLIDATEDSTATEMENTS OF CASH FLOWS****FOR THE THREE MONTHSENDED JULY 31, 2007 AND 2006 (UNAUDITED)**
  
**2007** 
**2006**     
**CASH FLOWS FROM OPERATING ACTIVITIES**
         
   Net income (loss)
 
$

8,568 
 
$

 (17,320)

**Adjustments to reconcile net income (loss) to netcash**
    
**provided (used) by operating activities:**
         
       Increase (decrease) inaccounts payable
 
12,689  
 (1,497)
       Increase in otheraccrued expenses
 
27,488  
- 
       Amortization of prepaidconsulting services
 
26,838 
 
- 

       Totaladjustments
 
67,015 
 
 (1,497)
     
**       Net cash provided(used) by operating activities**
 
75,583 
 
 (18,817)
     
**CASH FLOWS FROM FINANCING ACTIVITIES**
         
    (Payment of) proceeds from officers loan
 
 (43,693) 
18,900   
       
 
       

**       Net cash (used)provided by financing activities**
 
 (43,693)
 
18,900 
     
**NET INCREASE IN CASH AND**
    
**CASH EQUIVALENTS**
 
31,890  
83      
**CASH AND CASH EQUIVALENTS -**
    
**BEGINNING OF PERIOD**
 
475,135 
 
540 
     
**CASH AND CASH EQUIVALENTS - END OF PERIOD**
 
$

507,025 
 
$

623 
     
**SUPPLEMENTAL DISCLOSURE OF CASH FLOWINFORMATION:**
    
       Cash paid during theyear for:
    
       Interestpaid
 
$

- 
 
$

- 

       Income taxes
 
$

- 
 
$

- 
     
**SUPPLEMENTAL SCHEDULE OF NON-CASH FLOW INVESTING AND FINANCINGACTIVITIES:**
       
In May 2007, the Company issued 525,000 stock-options forprepaidconsulting services valued at $120,398.
       
In May 2007, the Company issued 4,000,000 shares for 100% of theshares of Biomerk, Inc.
   

The accompanying notes are an integral part of these condensedconsolidated financial statements**7**   
**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS****JULY 31, 2007 AND 2006 (UNAUDITED)**
**NOTE1-          ORGANIZATIONAND BASIS OF PRESENTATION**

Champions Biotechnology, Inc., (the "Company") is abiotechnology company engaged in the acquisition and early stage development ofa portfolio of new therapeutic drug candidates, in the acquisition anddevelopment of novel technologies and in providing administrative services inthe field of oncology that the Company hopes will improve methods of andapproaches to disease treatment. The Company was incorporated under the laws ofthe State of Delaware in June 1985 as a merger and acquisition company under thename "International Group, Inc." In September 1985, the Company completed apublic offering, and in January 1986, acquired the world-wide rights to theChampions sports theme restaurant concept and subsequently changed its name to"Champions Sports, Inc." In 1997, the Company sold its Champions service markand concept for sports themed restaurants to Marriott International, Inc. andsince then until January 2007, had been seeking a new business direction. InJanuary 2007, the Company changed its name to Champions Biotechnology, Inc. toreflect the decision of the Company to focus on biotechnology. In May 2007, theCompany acquired Biomerk, Inc., a privately owned company focused on generatinga novel preclinical platform of human cancer tumor immune-deficient micexenografts (Biomerk TumorgraftsTM).

The condensed consolidated unaudited interim financialstatements included herein have been prepared, without audit, pursuant to therules and regulations of the Securities and Exchange Commission. The condensedconsolidated financial statements and notes are presented as permitted on Form10-QSB and do not contain information included in the Company's annualconsolidated statements and notes. Certain information and footnote disclosuresnormally included in financial statements prepared in accordance with accountingprinciples generally accepted in the United States of America have beencondensed or omitted pursuant to such rules and regulations, although theCompany believes that the disclosures are adequate to make the informationpresented not misleading. The results for the three months ended July 31, 2007may not be indicative of the results for the entire year.

**8**   
**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS****JULY 31, 2007 AND 2006 (UNAUDITED)**
**NOTE2-     **     **SUMMARYOF SIGNIFICANT ACCOUNTING POLICIES**
**                         Principlesof Consolidation**

The condensed consolidated financial statementsinclude the accounts of the Company and its subsidiaries. All materialintercompany transactions have been eliminated in consolidation. 

                         **Goodwilland Other Intangible Assets**

In June 2001, the Financial Accounting Standards Board("FASB") issued Statement No. 142 "Goodwill and Other Intangible Assets". Thisstatement addresses financial accounting and reporting for acquired goodwill andother intangible assets and supersedes APB Opinion No. 17, "Intangible Assets".It addresses how intangible assets that are acquired individually or with agroup of other assets (but not those acquired in a business combination) shouldbe accounted for in financial statements upon their acquisition.  This Statementalso addresses how goodwill and other intangible assets should be accounted forafter they have been initially recognized in the financial statements. 

        **                 IntangibleAssets**

Intangible assets represent costs incurred for patentapplications. The costs incurred were valued at the fair value of the stock atthe time of issuance.  The Company will establish its estimated useful life uponapproval of the application, which will begin the period of amortization of itscost.  The Company will estimate the fair value of this asset annually. 

                         **Accountingfor Acquisition**

The Company has accounted for its acquisition underthe purchase method of accounting for business combinations. Under the purchasemethod of accounting, the cost, including transaction costs, are allocated tothe underlying net assets, based on their respective estimated fair values. Theexcess of the purchase price over the estimated fair values of the net assetsacquired is recorded as goodwill.

                         **Impairmentof Goodwill and Other Intangible Assets**

Goodwill and other intangible assets are testedannually for impairment and are tested for impairment more frequently if eventsand circumstances indicate that the asset might be impaired.  An impairment lossis recognized to the extent that the carrying amount exceeds the asset's fairvalue. The Company assesses the recoverability of its goodwill and otherintangible assets by comparing the projected undiscounted net cash flowsassociated with the related asset, over the remaining lives, in comparison totheir respective carrying amounts. Impairment, if any, is based on the excess ofthe carrying amount over the fair value of those assets. 

                         **Useof Estimates**

The preparation of consolidated financial statementsin conformity with accounting principles generally accepted in the United Statesof America requires management to make estimates and assumptions that affect thereported amounts of assets and liabilities and disclosures of contingent assetsand liabilities at the date of the consolidated financial statements and thereported amounts of revenues and expenses during the reporting period.  Actualresults could differ from those estimates.
**9**   
**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS****JULY 31, 2007 AND 2006(UNAUDITED)**

**NOTE 2-          SUMMARY OF SIGNIFICANT ACCOUNTINGPOLICIES****(CONTINUED)**
        **                 NetLoss Per Share**

Historical net loss per common share is computed usingthe weighted average number of common shares outstanding. Diluted earnings pershare (EPS) include additional dilution from common stock equivalents, such asstock issuable pursuant to the exercise of stock options and warrants. Commonstock equivalents were not included in the computation of diluted earnings pershare for the three months ended July 31, 2006 when the Company reported a lossbecause to do so would have been antidilutive.  

The following is a reconciliation of the computationfor basic and diluted EPS:

 

 

 

 

 

**July 31,**
** **
**July 31,**
 

 

 

 

 

**2007**

** **
**2006**

 

 

 

 

 

 

 

 

Net income (loss)

 

 

 

$

8,568 

 

$

 (17,320)

 

 

 

 

 

 

 

 

Weighted-average common shares

 

 

 

 

 

outstanding (basic)

 

 

 

30,842,049 
 

16,824,658 
 

 

 

 

 

 

 

 

Weighted-average common stock

 

 

 

 

 

Equivalents

 

 

 

 

 

 

       Stockoptions

 

 

 

238,636 
 

- 
       Warrants

 

 

 

- 

 

- 

 

 

 

 

 

 

 

 

Weighted-average common shares

 

 

 

 

 

outstanding (diluted)

 

 

 

31,080,685 

 

16,824,658 

**10**   

**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS****JULY 31, 2007 AND 2006 (UNAUDITED)**
**NOTE 2-          SUMMARY OF SIGNIFICANT ACCOUNTINGPOLICIES****(CONTINUED)**
        **                 Cashand Cash Equivalents**

For purposes of the condensed consolidated statementsof cash flow, the Company considers all highly liquid debt instruments purchasedwith a maturity of three months or less, unless restricted as to use, to be cashequivalents. At various times throughout the years the Company had amounts ondeposit at financial institutions in excess of federally insured limits.

        **                 IncomeTaxes**

The Company has adopted the provisions of Statement ofFinancial Accounting Standards No. 109 (the Statement), Accounting for IncomeTaxes. The Statement requires an asset and liability approach for financialaccounting and reporting for income taxes, and the recognition of deferred taxassets and liabilities for the temporary differences between the financialreporting bases and tax bases of the Company's assets and liabilities at enactedtax rates expected to be in effect when such amounts are realized orsettled.

        **                 FairValue of Financial Instruments**

The carrying amounts of the Company's financialinstruments, including cash and cash equivalents, accounts payable, and accruedexpenses, officer loans payable approximate fair values because of the shortmaturities of these instruments.

        **                 Stock-BasedCompensation**

Employee stock awards under the Company's compensationplans are accounted for in accordance with Statement of Financial AccountingStandards No. 123 (Revised 2004), "Share-Based Payment" ("SFAS 123R").  SFAS123R requires that compensation cost related to share-based payment transactionsbe recognized in the financial statements. Share-based payment transactionswithin the scope of SFAS 123R include stock options, restricted stock plans,performance-based awards, stock appreciation rights, and employee share purchaseplans.  The provisions of SFAS 123R, as amended, are effective for smallbusiness issuers beginning as of the next fiscal year after December 15,2005.  Accordingly, the Company implemented the revised standard in the firstquarter of fiscal year 2007. 

**11**   

**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS****JULY 31, 2007 AND 2006 (UNAUDITED)**

**NOTE 2-          SUMMARY OF SIGNIFICANT ACCOUNTINGPOLICIES****(CONTINUED)**
        **                 Stock-BasedCompensation (Continued)**

The Company measures compensation expense for itsnon-employee stock-based compensation under the Financial Accounting StandardsBoard (FASB) Emerging Issues Task Force (EITF) Issue No. 96-18, "Accounting forEquity Instruments that are Issued to Other Than Employees for Acquiring, or inConjunction with Selling, Goods or Services". The fair value of the optionissued is used to measure the transaction, as this is more reliable than thefair value of the services received. The fair value is measured at the value ofthe Company's common stock on the date that the commitment for performance bythe counterparty has been reached or the counterparty's performance is complete.The fair value of the equity instrument is charged directly to compensationexpense and additional paid-in capital.

        **                 RecentAccounting Pronouncements**

In May 2005, the FASB issued SFAS No. 154,"Accounting Changes and Error Corrections." SFAS No. 154 replacesAccounting Principles Board ("APB") Opinion No. 20, "Accounting Changes"and SFAS No. 3, "Reporting Accounting Changes in Interim FinancialStatements." SFAS No. 154 requires retrospective application to priorperiods' financial statements of a voluntary change in accounting principleunless it is impracticable. APB No. 20 previously required that mostvoluntary changes in accounting principle be recognized by including thecumulative effect of changing to the new accounting principle in net income inthe period of the change. SFAS No. 154 is effective for accounting changesand corrections of errors made in fiscal years beginning after December 15,2005. The adoption of SFAS No. 154 did not have a material impact on theCompany's financial position, results of operations, or cash flows.

In February 2006, the FASB issued SFASNo. 155, "Accounting for Certain Hybrid Financial Instruments, an amendmentof FASB Statements No. 133 and 140." SFAS No. 155 resolves issuesaddressed in SFAS No. 133 Implementation Issue No. D1, "Application ofStatement 133 to Beneficial Interests in Securitized Financial Assets," andpermits fair value remeasurement for any hybrid financial instrument thatcontains an embedded derivative that otherwise would require bifurcation,clarifies which interest-only strips and principal-only strips are not subjectto the requirements of SFAS No. 133, establishes a requirement to evaluateinterests in securitized financial assets to identify interests that arefreestanding derivatives or that are hybrid financial instruments that containan embedded derivative requiring bifurcation, clarifies that concentrations ofcredit risk in the form of subordination are not embedded derivatives and amendsSFAS No. 140 to eliminate the prohibition on a qualifying special-purposeentity from holding a derivative financial instrument that pertains to abeneficial interest other than another derivative financial instrument. SFASNo. 155 is effective for all financial instruments acquired or issued afterthe beginning of the first fiscal year that begins after September 15,2006. The adoption of FAS 155 did not have a material impact on the Company'sfinancial position, results of operations, or cash flows.

**12**   

**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS****JULY 31, 2007 AND 2006 (UNAUDITED)**
**NOTE2-          SUMMARY OFSIGNIFICANT ACCOUNTING POLICIES (CONTINUED)**
        **                 RecentAccounting Pronouncements****(Continued)**

In March 2006, the FASB issued SFAS No. 156,"Accounting for Servicing of Financial Assets, an amendment of FASB StatementNo. 140." SFAS No. 156 requires an entity to recognize a servicingasset or liability each time it undertakes an obligation to service a financialasset by entering into a servicing contract under a transfer of the servicer'sfinancial assets that meets the requirements for sale accounting, a transfer ofthe servicer's financial assets to a qualified special-purpose entity in aguaranteed mortgage securitization in which the transferor retains all of theresulting securities and classifies them as either available-for-sale or tradingsecurities in accordance with SFAS No. 115, "Accounting for CertainInvestments in Debt and Equity Securities" and an acquisition or assumption ofan obligation to service a financial asset that does not relate to financialassets of the servicer or its consolidated affiliates. 

Additionally, SFAS No. 156 requires allseparately recognized servicing assets and servicing liabilities to be initiallymeasured at fair value, permits an entity to choose either the use of anamortization or fair value method for subsequent measurements, permits atinitial adoption a one-time reclassification of available-for-sale securities totrading securities by entities with recognized servicing rights and requiresseparate presentation of servicing assets and liabilities subsequently measuredat fair value and additional disclosures for all separately recognized servicingassets and liabilities. SFAS No. 156 is effective for transactions enteredinto after the beginning of the first fiscal year that begins afterSeptember 15, 2006. The adoption of FAS 156 did not have a material impacton the Company's financial position or results of operations.

In September 2006, The Financial Accounting StandardsBoard ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No.157, "Fair Value Measurement" ("SFAS No. 157"). This standard provides guidancefor using fair value to measure assets and liabilities. SFAS No. 157 applieswhenever other standards require (or permit) assets or liabilities to bemeasured at fair value but does not expand the use of fair value in any newcircumstances. Prior to SFAS No. 157, the methods for measuring fair value werediverse and inconsistent, especially for items that are not actively traded. Thestandard clarifies that for items that are not actively traded, such as certainkinds of derivatives, fair value should reflect the price in a transaction witha market participant, including an adjustment for risk, not just the company'smark-to-model value. SFAS No. 157 also requires expanded disclosure of theeffect on earnings for items measured using unobservable data. SFAS No. 157 iseffective for financial statements issued for fiscal years beginning afterNovember 15, 2007, and interim periods within those fiscal years. The Company iscurrently evaluating the impact of this statement on its financial statementsand expects to adopt SFAS No.157 January 31, 2008.

**13**   
**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS****JULY 31, 2007 AND 2006 (UNAUDITED)**
**NOTE2-          SUMMARY OFSIGNIFICANT ACCOUNTING POLICIES (CONTINUED)**
        **                 RecentAccounting Pronouncements****(Continued)**

In September 2006, the FASB issued SFAS No. 158,"Employers' Accounting for Defined Benefit Pension and Other PostretirementPlans -- An Amendment of FASB Statements No. 87, 88, 106, and 132R."  Thisstandard requires an employer to: (a) recognize in its statement of financialposition an asset for a plan's overfunded status or a liability for a plan'sunderfunded status; (b) measure a plan's assets and its obligations thatdetermine its funded status as of the end of the employer's fiscal year (withlimited exceptions); and (c) recognize changes in the funded status of a definedbenefit postretirement plan in the year in which the changes occur. Thosechanges will be reported in comprehensive income. The requirement to recognizethe funded status of a benefit plan and the disclosure requirements areeffective as of the end of the fiscal year ending after December 15, 2006. Therequirement to measure plan assets and benefit obligations as of the date of theemployer's fiscal year-end statement of financial position is effective forfiscal years ending after December 15, 2008. The Company is evaluating theimpact of this statement on its financial statements and believes that suchimpact may be material.

**NOTE3-          OTHER ACCRUEDEXPENSES**

This account represents accrued officer's payroll andrelated payroll taxes. 

**NOTE4-          OFFICER LOANSPAYABLE**

For the three months ended July 31, 2006, the Companyreceived working capital advances from an officer of the Company which wererepaid during the three months ended July 31, 2007 without interest.  

**14**   
**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS****JULY 31, 2007 AND 2006 (UNAUDITED)**
**NOTE5-          STOCKHOLDERS'EQUITY**
        **                 CommonStock**

The Company has 50,000,000 shares authorized and31,624,658 shares issued and outstanding at July 31, 2007.

On May 18, 2007, the Company entered into an Agreementand Plan of Merger with Biomerk, Inc., a privately owned company, whereby theCompany issued 4,000,000 restricted shares of its common stock to acquire 100%of the outstanding stock of Biomerk, Inc.

        **                 StockOptions**

On May 15, 2007, the Company entered into a consultingagreement to issue five hundred thousand options, exercisable over a five-yearperiod based on a fair value exercise price on the date of issuance ($0.30)exercisable expiring through May 15, 2012 for services to be rendered over threeyears.  The options vest as follows:  166,665 upon the first anniversary of thegrant date, 166,665 upon the second anniversary of the grant date and 166,670upon the third anniversary of the grant date and have been valued at $114,665using the Black-Scholes Model with an annualized volatility rate of 100% and abond interest rate of 4.43%.  Amortization expense for services rendered was$14,598 for the three months ended July 31, 2007. On May 15, 2007, the Companyentered into a consulting agreement to issue twenty- five thousand options,exercisable over a five-year period based on a fair value exercise price on thedate of issuance ($0.30) exercisable expiring through May 15, 2012 for servicesto be rendered over one year.  The options vest on May 15, 2008 and have beenvalued at $5,733 using the Black-Scholes Model with an annualized volatilityrate of 100% and a bond interest rate of 4.43%.  Amortization expense forservices rendered was $1,194 for the three months ended July 31, 2007. 

**15**   
**CHAMPIONS BIOTECHNOLOGY, INC. AND SUBSIDIARIES****(FORMERLY CHAMPIONSSPORTS, INC. AND SUBSIDIARIES)****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS****JULY 31, 2007 AND 2006 (UNAUDITED)**
**NOTE6-          GOINGCONCERN**

As shown in the accompanying condensed consolidatedfinancial statements, the Company has sustained net operating losses for theyears ended April 30, 2007 and 2006 and has sustained large accumulated deficitsthat raise substantial doubt about its ability to continue as a goingconcern.

The Company's future success is dependent upon itsability to achieve profitable operations and generate cash from operatingactivities, and upon additional financing. There is no guarantee that theCompany will be able to raise enough capital or generate revenues to sustain itsoperations. 

The consolidated financial statements do not includeany adjustments that might result from the outcome of this uncertainty.

**NOTE 7-      PROVISION FOR INCOMETAXES**

Deferred income taxes will be determined using theliability method for the temporary differences between the financial reportingbasis and income tax basis of the Company's assets and liabilities. Deferredincome taxes will be measured based on the tax rates expected to be in effectwhen the temporary differences are included in the Company's consolidated taxreturn. Deferred tax assets and liabilities are recognized based on anticipatedfuture tax consequences attributable to differences between financial statementcarrying amounts of assets and liabilities and their respective taxbases.

At July 31, 2007 and 2006, deferred tax assets consistof the following: 
 
2007 
2006
Deferred tax asset 

$

2,483,487  
$

2,433,027 
Less:  valuation allowance           

(2, 483,487)
 
(2, 433,027)

Net deferred tax asset

$

-0- 
 
$

-0- 
 
At July 31, 2007 and 2006, the Company had federal netoperating loss carryforwards in the approximate amounts of $7,095,677 and$6,951,507 available to offset future taxable income. The Company establishedvaluation allowances equal to the full amount of the deferred tax assets due tothe uncertainty of the utilization of the operating losses in future periods.

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

**SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS**
       **This document contains"forward-looking statements" within the meaning of Section 27A of the SecuritiesAct and Section 21E of the Securities Exchange Act that inherently involve riskand uncertainties.  The Company generally uses words such as "believe," "may,""could," "will," "intend," "estimate," "expect," "anticipate," "plan," "likely,""promise" and similar expressions to identify forward-looking statements.  Oneshould not place undue reliance on these forward-looking statements.  TheCompany's actual results could differ materially from those anticipated in theforward-looking statements for many unforeseen factors, which may include, butare not limited to, changes in general economic conditions, the ongoing threatof terrorism, ability to have access to financing sources on reasonable termsand other risks that are identified under "RISK FACTORS" of the Company's mostrecent Form 10-KSB. Although the Company believes the expectations reflected inthe forward-looking statements are reasonable, they relate only to events as ofthe date on which the statements are made, and the Company's future results,levels of activity, performance or achievements may not meet these expectations.The Company does not intend to update any of the forward-looking statementsafter the date of this document to conform these statements to actual results orto changes in the Company's expectations, except as required by law.**
**Overview**
       Champions Biotechnology, Inc.(referred in this 10-QSB by terms "Company", "we" or "our") is a biotechnologycompany that is presently engaged in the evaluation, acquisition and early stagedevelopment of a portfolio of new therapeutic drug candidates, in theacquisition and development of novel technologies and in providingadministrative services in the field of oncology that the Company hopes willimprove methods and approaches to disease treatment. Our current plan calls forthe development of a management team, selection and appointment of new membersto our Board of Directors, formation of a Scientific Advisory Board and securingadditional longer term funding to continue the development and acquisition ofour drug portfolio and other novel technologies. This is being accomplished bydrawing upon the established expertise, knowledge and insight of experts,including two of the Company's Directors and shareholders, Drs. David Sidranskyand Manuel Hidalgo, who have wide-ranging contacts in the pharmaceutical andbiotechnology industry, academia and government. Dr. Manuel Hidalgo is theCompany's Scientific Advisor.
        We plan to evaluate new drug candidates and develop a portfolio of new therapeutic drug candidates through pre-clinical trials and possibly early phase ("first in man") clinical trials.  If therapeutic drug candidates reach this early stage of development, the Company intends to partner with, sell or license them to pharmaceutical and/or biotechnology companies, as appropriate. Management believes this strategy will enable the Company to leverage the competencies of these partners or licensees to maximize the Company's return on investment in a relatively short time frame. The Company believes that this model is unlike that of many new biotechnology companies that look to bring the process of drug development through all phases of discovery, development, regulatory approvals, and marketing, which requires a very large financial commitment and a long time, typically more than a decade, to realize.	        In February 2007, we acquired the patent rights to two Benzoylphenylurea (BPU) sulfur analog compounds that have shown promising potent activity against in vitro and in vivo models of prostate and pancreatic cancer (Journal of Medicinal Chemistry, 2006, Vol. 49, No.7, 2357-2360 and American Association for Cancer Research Journal of Molecular Cancer Therapeutics, Vol. 6, Issue 5, May 2007, 1509-16.). The acquired rights include pending U.S. Patent Application and the corresponding international patent application filed under the Patent Cooperation Treaty (PCT), both entitled Design and Synthesis of Novel Tubulin Polymerization Inhibitors:  Benzoylphenylurea (BPU) Sulfur Analogs.  	
**17**   
**       **In May 2007, we acquiredBiomerk, Inc., a company focused on generating a novel preclinical platform ofhuman cancer tumor immune-deficient mice xenografts (BiomerkTumorgraftsTM).  Biomerk TumorgraftsTM, unlike standard cell linederived xenografts, are implanted directly from primary human cancer tumors andnever passaged in cell tissue culture. The Company believes that thesexenografts more closely reflect human cancer biology and are more predictive ofclinical outcome. The Company has several patent applications relating toxenograft models used for identifying potentially active chemotherapeuticagents. The Company believes that it as well as biotechnology andpharmaceutical companies, as part of their drug discovery and post marketingefforts, may benefit from utilizing services that are more predictive and thatmight provide for a faster and less expensive path for drug approval. Theseservices will utilize Biomerk TumorgraftsTM to evaluate tumorsensitivity/resistance to various single and combination standard and novelchemotherapy agents. 
        Additionally, we provide administrative services in the field of oncology by establishing and administering expert medical information panels for individuals to analyze medical records and test results, to assist in understanding conventional and research options and to identify and arrange third parties for testing, analysis and study of cancer tissues, as appropriate.	

       The Company was incorporated under thelaws of the State of Delaware in June 1985 as a small merger and acquisitioncompany under the name "International Group, Inc.". In September 1985, theCompany completed a public offering, and in January 1986, acquired theworld-wide rights to the Champions sports theme restaurant concept andsubsequently changed its name to "Champions Sports, Inc." In 1997, the Companysold its Champions service mark and concept for sports themedrestaurants to Marriott International, Inc. and since then until January2007, had been seeking a new business direction.  In January 2007, the Companychanged its name to Champions Biotechnology, Inc. to reflect the decision of theCompany to focus on biotechnology. Since then the Company commenced the processof building a biotechnology company from the "ground up" as its new businessapproach.
**Results of Operation**
       For the three months ended July 31,2007, the Company's net income was $8,568 and the net loss for the three monthsended July 31, 2006 was $17,320. In the quarter ended July 31, 2007, the Companybegan its operations as a biotechnology company while in the prior quarter endedJuly 31, 2006, it had no operations. The Company acquired Biomerk, Inc. in May2007. The Company's total assets at July 31, 2007 were $1,348,934. The Company'stotal assets at July 31, 2006 were $623.  
**Revenues**
       The Company's total operating revenueswere $250,000 for the three months ended July 31, 2007 and $0.00 for the threemonths ended July 31, 2006. The Company generated revenues for the three monthsended July 31, 2007 for providing administrative services in the field ofoncology.
**Expenses**
       For the three months ended July 31,2007, expenses were $246,791 compared to $17,320 for the three months ended July31, 2006. The increased expenses represented the Company moving forward inexecuting its new business plan of building a biotechnology company. Supplies of$75,000 represented tumorgraft expenses and the rest of expenses were generaland administrative expenses which were  due to significant increase in theCompany's operating activities for the administration and servicing of theexpert medical information panels, increase in professional legal and accountingfees relating to the acquisition of Biomerk, Inc., fees associated withmaintaining the Company's patent position and stock option based amortizedcompensation. For the three months ended July 31, 2006 the expenses of $17,320were associated with the maintenance of the Company as it was seeking a newbusiness direction.**18**   

**Liquidity and Capital Resources**
       The Company's cash position as of July31, 2007 was $507,025, compared to $3,758 on April 30, 2007. For the three monthperiod ended July 31, 2007, the Company's continuing operations provided$75,583.
       The Company had working capital of$92,432 at July 31, 2007 and a deficit of $441,065 at April 30, 2007.  Thisincrease in working capital was due to the acquisition, on May 18, 2007, ofBiomerk, Inc., a private company and operations during the three months endedJuly 31, 2007.  The Company's working capital is very unfavorable when comparedto other public companies.
       The Company anticipates that therevenues generated for the three months ended July 31, 2007 and the Biomerkacquisition, which provided the Company with approximately $475,000 cash, willcover operating costs until longer term capital is obtained to finance theCompany's future development. There is no assurance that this can be done onterms satisfactory to the Company.
**Item 3.   Controls and Procedures**
       The Company's president currently actsboth as its chief executive officer and chief financial officer and isresponsible for establishing and maintaining disclosure controls and proceduresdesigned to ensure that information required to be disclosed by the Company inthe reports filed under the Securities Exchange Act, is recorded, processed,summarized and reported within the time periods specified by the SEC's rules andforms. Disclosure controls are also designed with the objective of ensuring thatthis information is accumulated and communicated to the Company's management,including the Company's chief executive officer and chief financial officer, asappropriate, to allow timely decisions regarding required disclosure.
       A control system, no matter how wellconceived and operated, can provide only reasonable, not absolute, assurancethat the objectives of the internal control system are met. Because of theinherent limitations of any internal control system, no evaluation of controlscan provide absolute assurance that all control issues, if any, within a companyhave been detected.
       Management did not use a framework toconduct the required evaluation of the effectiveness of the Company's  internalcontrol over financial reporting since, in the view of management, comparisonwith a framework was unwarranted because the size of the Company's currentoperations are such that management is aware of all current transactions andalso that the size of the Company prevents it from being able to employsufficient staffing resources to enable the Company to have adequate segregationof duties within its internal control system.  
       An evaluation was conducted by theCompany's president as to the effectiveness of the design and operation of theCompany's disclosure controls and procedures (as defined in Rules 13a-15(e) and15d-15(e) under the Exchange Act) as of the quarterly period ending July 31,2007 covered by this Quarterly Report on Form 10-QSB. Based upon suchevaluation, the Company's president concluded that, as of the end of suchperiod, the Company's disclosure controls and procedures were not effective asrequired under Rules 13a-15(e) and 15d-15(e) under the Exchange Act. 
       This deficiency consists primarily ofinadequate staffing and supervision that could lead to the untimelyidentification and resolution of accounting and disclosure matters and failureto perform timely and effective reviews. However, the size of the Companyprevents it from being able to employ sufficient resources to enable the Companyto have adequate segregation of duties within its internal control system.Management is required to apply its judgment in evaluating the cost-benefitrelationship of possible controls and procedures. When the Company is able toobtain sufficient funding and develop its management and staffing, it will applythe necessary corrective action to remedy the weakness.**19**   

       There was no change in the Company'sinternal control over financial reporting that occurred during the periodcovered by this Quarterly Report on Form 10-QSB that has materially affected, oris reasonably likely to materially affect, the Company's internal control overfinancial reporting. 
**Critical Accounting Policies**
        In the notes to the consolidated financial statements for the quarter ended July 31, 2007 included in the Company's Form 10-QSB, the Company discussed those accounting policies that are considered to be significant in determining the results of operations and our financial position. We believe that the accounting principles utilized by us conform to accounting principles generally accepted in the United States of America.	

**Part II.   Other Information**
**Item 1.   Legal Proceedings**
**       **None
**Item 2.   Unregistered Sales of Equity Securities and Use ofProceeds**
     On May 18, 2007, The Company issued an aggregateof 4,000,000 restricted shares of common stock to two accredited individuals toacquire Biomerk, Inc. pursuant to an Agreement and Plan of Merger. The Companyissued the shares in reliance upon the exemption from registration provided bySection 4(2) of the Securities Act.
**Item 3.   Defaults Upon Senior Securities**
**       **None
**Item 4.   Submission of Matters to a Vote of SecurityHolders**
       None
**Item 5.   Other Information**
**       **None
**Item 6.   Exhibits**
       31.1     Certificationof the Chief Executive and Financial Officer required by Rule 13a-14(a) or Rule15d-14(a).
       32.1     Certificationof the Chief Executive and Financial Officer required by Rule 13a-14(b) or Rule15d-14(b) and 18 U.S.C. 1350.
**20**   

**SIGNATURES**
Pursuant to the requirements of Securities Exchange Act of 1934, the registranthas duly caused this report to be signed on its behalf by the undersignedhereunto duly authorized.
 
**CHAMPIONS BIOTECHNOLOGY, INC.**
    
/s/ James Martell
  
James Martell
 
Chairman, CEO, President and CFO

Date: September 13, 2007

**21**   

**CERTIFICATION OF CHIEF EXECUTIVE OFFICER****Section 302Certification**
I, JAMES MARTELL, certify that:
(1) I have reviewed this quarterly report on Form 10Q-SB of CHAMPIONSBIOTECHNOLOGY, INC., a Delaware corporation (the "registrant");
(2) Based on my  knowledge,  this  quarterly  report does not contain any untruestatement of a material fact or omit to state a material fact  necessary to makethe statements made, in light of the  circumstances  under which such statementswere made, not  misleading  with respect to the period covered by this quarterlyreport;
(3) Based on my  knowledge,  the  financial  statements,  and  other  financialinformation  included in this quarterly  report,  fairly present in all materialrespects the financial  condition,  results of operations  and cash flows of theregistrant as of, and for, the periods presented in this quarterly report;
(4) The  registrant's  other  certifying  officers  and I are  responsible  forestablishing and maintaining  disclosure  controls and procedures (as defined inExchange Act Rules 13a-14 and 15d-14) for the registrant and have:
       (a) Designed such disclosure controlsand procedures to ensure that material information relating to the registrant,including its consolidated  subsidiaries, is made known to us by others withinthose entities, particularly during the period in which this quarterly report isbeing   prepared;       (b) Evaluated theeffectiveness of the registrant's disclosure controls and  procedures  as of adate  within 90 days prior to the  filing  date of this  quarterly report (the"Evaluation Date"); and       (c)Presented  in  this  quarterly   report  our  conclusions   about  theeffectiveness  of the  disclosure  controls  and  procedures  based  on ourevaluation as of the Evaluation Date;
(5) The registrant's other certifying officers and I have disclosed, based onour most recent evaluation, to the registrant's auditors and the audit committeeof the registrant's board of directors (or persons performing the equivalentfunctions):
       (a) all  significant  deficiencies  inthe design or  operation of internal controls which could adversely affect theregistrant's ability to record,  process,  summarize and report  financial dataand have  identified for the registrant's auditors any material weaknesses ininternal controls; and       (b) anyfraud,  whether or not material,  that involves management or other employeeswho have a significant  role  in  the  registrant's  internal controls; and
(6) The registrant's  other  certifying  officers and I have  indicated in thisquarterly report whether there were significant  changes in internal controls orin other factors that could significantly affect internal controls subsequent tothe date of our most recent  evaluation,  including any corrective  actions withregard to significant deficiencies and material weaknesses.
Date:  September 13, 2007

By: 

/s/ James Martell
  
James Martell
 
Chief Executive Officer

**22**   
**CERTIFICATION OF CHIEF FINANCIAL OFFICER****Section 302Certification**
I, James Martell, certify that:
(1) I have reviewed this quarterly report on Form 10Q-SB of CHAMPIONSBIOTECHNOLOGY, INC., a Delaware corporation (the "registrant");
(2) Based on my knowledge, this  quarterly  report does not contain any untruestatement of a material fact or omit to state a material fact  necessary to makethe statements made, in light of the  circumstances  under which such statementswere made, not  misleading  with respect to the period covered by this quarterlyreport.
(3) Based on my  knowledge,  the  financial  statements,  and  other  financialinformation  included in this quarterly  report,  fairly present in all materialrespects the financial  condition,  results of operations  and cash flows of theregistrant as of, and for, the periods presented in this quarterly report; 
(4) The  registrant's  other  certifying  officers  and I are  responsible  forestablishing and maintaining  disclosure  controls and procedures (as defined inExchange Act Rules 13a-14 and 15d-14) for the registrant and have:
       (a) Designed  such  disclosurecontrols  and  procedures  to ensure  that  material information relating to theregistrant, including its consolidated subsidiaries, is  made  known  to  us byothers  within  those  entities, particularly  during  the period in which  thisquarterly  report is beingprepared;       (b) Evaluated theeffectiveness of the registrant's disclosure controls and procedures  as of adate  within 90 days prior to the  filing  date of this quarterly report (the"Evaluation Date"); and       (c)Presented  in  this  quarterly   report  our  conclusions   about  theeffectiveness  of the  disclosure  controls  and  procedures  based  on ourevaluation as of the Evaluation Date;
(5) The registrant's other certifying officers and I have disclosed, based onour most recent evaluation, to the registrant's auditors and the audit committeeof the registrant's board of directors (or persons performing the equivalentfunctions):
       (a) all  significant  deficiencies  inthe design or  operation of internal controls which could adversely affect theregistrant's  ability to record, process,  summarize and report  financial dataand have  identified for the registrant's auditors any material weaknesses ininternal controls; and       (b) anyfraud,  whether or not material,  that involves management or other employeeswho have a significant  role  in  the  registrant's  internal controls; and
(6) The registrant's other certifying officers and I have indicated in thisquarterly report whether there were significant changes in internal controls orin other factors that could significantly affect internal controls subsequent tothe date of our most recent evaluation, including any corrective actions withregard to significant deficiencies and material weaknesses.
Date: September 13, 2007

By: 

/s/ James Martell
  
James Martell
 
Chief Financial Officer

**23**   

**CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANTTO****SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002**
In connection with the quarterly report of Champions Biotechnology, Inc. (the"Company") on Form 10-QSB for the nine months ended January 31, 2007 as filedwith the Securities and Exchange Commission on the date hereof (the "Report"),each of the undersigned, in the capacities and on the dates indicated below,hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant toSection 906 of the Sarbanes-Oxley Act of 2002, that to their knowledge:
1.     The Report fully complies with the requirementsof Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and2.     The information contained in the Reportfairly presents, in all material respects, the financial condition and resultsof operation of the Company. 

Dated: September 13, 2007

By: 

/s/ James Martell
  
James M. Martell, Chief Executive Officer and
  
Chief Financial Officer

**24**