**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C. 20549




**FORM
      10-QSB**




(Mark
      One)




x Quarterly
      Report Under Section 13 Or 15(d) Of The Securities Exchange Act Of
      1934




For
      quarterly period ended ****September
      30, 2007****




 ̈ Transition
      Report Under Section 13 Or 15(d) Of The Securities Exchange Act Of 1934




For
      the
      transition period from _____________ to _____________




**COMMISSION
      FILE NUMBER** **033-24138-D**




**IMAGENETIX,
      INC.**


(Exact
      name of small business issuer as specified in its charter)




**NEVADA**
            
            **87-0463772**(State
                or other jurisdiction of incorporation or organization)
            
            (I.R.S.
                Employer Identification No.)





**10845
                Rancho Bernardo Road, Suite 105****San
                Diego, California 92127**(Address
                of principal executive offices)




Issuer's
      telephone number **(858)
      674-8455**




Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Exchange Act during the past 12 months (or for such shorter period
      that the registrant was required to file such reports), and (2) has been subject
      to such filing requirements for the past 90 days. **Yes** **x**  **No
      o**




Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


Yes **o**  **No** **x**




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


Common
                    Stock, $.001 par value
              
              10,960,642(Class)
              
              Outstanding
                    at November 14, 2007




Transitional
      Small Business Disclosure Format (Check one): Yes **o**  **No** **x**





**Imagenetix,
      Inc.**




**INDEX**


PagePART
                  I. FINANCIAL INFORMATIONItem
                  1.
              
              Financial
                  Statements:Condensed
                  Consolidated Balance Sheets as of September
                  30, 2007 (unaudited) and March 31, 2007
              
              3Condensed
                    Consolidated Statements of Operations for the threeand
                    six months ended September 30, 2007 and 2006
                    (unaudited)
              
              4Condensed
                    Consolidated Statements of Cash Flows for the six months ended
                    September
                    30, 2007 and 2006 (unaudited)
              
              5Notes
                  to Unaudited Condensed Consolidated Financial Statements
              
              6Item
                  2.
              
              Management’s
                  Discussion and Analysis or Plan of Operation
              
              10Item
                  3.
              
              Controls
                  and Procedures
              
              19PART
                  II. OTHER INFORMATIONItem
                  1.
              
              Legal
                  Proceedings
              
              *Item
                  2.
              
              Unregistered
                  Sales of Equity Securities and Use of Proceeds
              
              *Item
                  3.
              
              Defaults
                  Upon Senior Securities
              
              *Item
                  4.
              
              Submission
                  of Matters to a Vote of Security Holders
              
              *Item
                  5.
              
              Other
                  Information
              
              *Item
                  6.
              
              Exhibits
              
              20SIGNATURES
              
              
              
              21




*  No
      information provided due to inapplicability of the item.


2


**PART
      I - FINANCIAL INFORMATION**




**Item
      1. Financial Statements**


**Imagenetix,
                  Inc.****Condensed
                  Consolidated Balance
                  Sheets**
  September
                  30,
              
              March
                  31,2007
              
              2007(Unaudited)ASSETSCurrent
                  assets:Cash
                  and cash equivalents
              
              $
              1,165,374
              
              $
              958,896Accounts
                  receivable, net
              
              
              1,141,389
              
              
              1,576,641Inventories,
                  net
              
              
              1,372,542
              
              
              1,284,458Prepaid
                  expenses
              
              
              240,962
              
              
              384,217Income
                  tax receivable
              
              
              247,774
              
              
              269,140Deferred
                  tax asset
              
              
              342,097
              
              
              109,797Total
                  current assets
              
              
              4,510,138
              
              
              4,583,149Property
                  and equipment, net
              
              
              128,845
              
              
              125,456Other
                  assets
              
              
              274,572
              
              
              551,998$
              4,913,555
              
              $
              5,260,603LIABILITIES
                  AND STOCKHOLDERS' EQUITYCurrent
                  liabilities:Accounts
                  payable
              
              $
              816,034
              
              $
              368,089Accrued
                  liabilities
              
              
              68,237
              
              
              64,265Customer
                  deposits
              
              
              38,875
              
              
              136,645Contract
                  payable
              
              
              -
              
              
              49,970Short
                  term license payable
              
              
              32,920
              
              
              31,633Total
                  current liabilities
              
              
              956,066
              
              
              650,602Long
                  term license payable
              
              
              20,451
              
              
              37,239Total
                  liabilities
              
              
              976,517
              
              
              687,841Stockholders'
                  equityPreferred
                  stock, $.001 par value; 5,000,000 sharesauthorized:
                  none outstanding
              
              
              -
              
              
              -Common
                  stock, $.001 par value; 50,000,000 sharesauthorized:
                  10,960,642 and 10,871,400 issued andoutstanding
                  at Sepember 30 and March 31, 2007
              
              
              10,960
              
              
              10,871Capital
                  in excess of par value
              
              
              11,165,352
              
              
              10,734,945Accumulated
                  deficit
              
              
              (7,239,274
              )
              
              (6,173,054
              )Total
                  stockholders' equity
              
              
              3,937,038
              
              
              4,572,762$
              4,913,555
              
              $
              5,260,603
  *See
                  accompanying notes to unaudited condensed consolidated financial
                  statements.*




3


**Imagenetix,
        Inc.**


Condensed
        Consolidated Statements of Operations
 (Unaudited)
  Three
                  Months Ended
              
              Six
                  Months EndedSeptember
                  30,
              
              September
                  30,
              
              September
                  30,
              
              September
                  30,2007
              
              2006
              
              2007
              
              2006Net
                  sales
              
              $
              1,828,811
              
              $
              1,333,016
              
              $
              2,955,802
              
              $
              2,264,586Cost
                  of sales
              
              
              1,083,256
              
              
              669,870
              
              
              1,619,860
              
              
              1,173,670Gross
                  profit
              
              
              745,555
              
              
              663,146
              
              
              1,335,942
              
              
              1,090,916Operating
                  expenses:General
                  and administrative
              
              
              686,854
              
              
              172,627
              
              
              1,333,363
              
              
              550,898Payroll
                  expense
              
              
              215,836
              
              
              205,242
              
              
              572,333
              
              
              365,725Consulting
                  expense
              
              
              227,829
              
              
              343,844
              
              
              479,353
              
              
              667,393Operating
                  expenses
              
              
              1,130,519
              
              
              721,713
              
              
              2,385,049
              
              
              1,584,016Operating
                  income
              
              
              (384,964
              )
              
              (58,567
              )
              
              (1,049,107
              )
              
              (493,100
              )Other
                  income (expense):Other
                  income
              
              
              14,842
              
              
              7,099
              
              
              21,786
              
              
              16,989Interest
                  expense
              
              
              (1,172
              )
              
              (1,772
              )
              
              (2,499
              )
              
              (3,687
              )Other
                  income (expense)
              
              
              13,670
              
              
              5,327
              
              
              19,287
              
              
              13,302Loss
                  before income taxes
              
              
              (371,294
              )
              
              (53,240
              )
              
              (1,029,820
              )
              
              (479,798
              )Provision
                  for (benefit from) taxes
              
              
              259,400
              
              
              (21,794
              )
              
              36,400
              
              
              (70,515
              )Loss
              
              $
              (630,694
              )
              $
              (31,446
              )
              $
              (1,066,220
              )
              $
              (409,283
              )Basic
                  and diluted loss per share
              
              $
              (0.06
              )
              $
              (0.00
              )
              $
              (0.10
              )
              $
              (0.04
              )Basic
                  and diluted weighted averagecommon
                  shares outstanding
              
              
              10,953,283
              
              
              10,721,400
              
              
              10,912,565
              
              
              10,721,400


*See
      accompanying notes to unaudited condensed consolidated financial
      statements.*


4


**Imagenetix,
                  Inc.****Consolidated
                  Statements of Cash Flows**(Unaudited)
  Six
                  Months Ended September 30,2007
              
              2006**Operating
                  activities:**Net
                  loss
              
              $
              (1,066,220
              )
              $
              (409,283
              )Adjustments
                  to reconcile net lossto
                  cash provided by (used in) operating activities:Amortization
                  and depreciation
              
              
              24,352
              
              
              18,142Provision
                  for doubtful accounts
              
              
              15,000
              
              
              20,000Provision
                  for inventory obsolescence
              
              
              122,105
              
              
              15,313Non
                  cash expense related to issuance of warrantsand
                  granting of stock options
              
              
              339,754
              
              
              -Changes
                  in assets and liabilities:(Increase)
                  decrease in accounts receivable
              
              
              420,252
              
              
              (223,802
              )(Increase)
                  decrease in employee receivable
              
              
              1,548
              
              
              -(Increase)
                  decrease in inventory
              
              
              (210,189
              )
              
              (179,877
              )(Increase)
                  decrease in other assets
              
              
              141,708
              
              
              83,991(Increase)
                  decrease in deferred taxes
              
              
              36,400
              
              
              (74,200
              )Increase
                  (decrease) in accounts payable
              
              
              447,944
              
              
              (128,064
              )Increase
                  (decrease) in accrued liabilities
              
              
              3,972
              
              
              2,196Increase
                  (decrease) in customer deposits
              
              
              (97,770
              )
              
              45,110Increase
                  (decrease) in income taxes payable
              
              
              21,366
              
              
              87,903Net
                  cash provided by (used in) operating activities
              
              
              200,222
              
              
              (742,571
              )**Investing
                  activities:**Property
                  and equipment
              
              
              (19,015
              )
              
              (11,290
              )Net
                  cash used in investing activities
              
              
              (19,015
              )
              
              (11,290
              )**Financing
                  activities:**Proceeds
                  from exercise of warrants
              
              
              90,742
              
              
              0Payments
                  on contracts payable
              
              
              (49,970
              )
              
              -Payments
                  on patent license financed
              
              
              (15,501
              )
              
              (14,314
              )Net
                  cash provided by (used in) financing activities
              
              
              25,271
              
              
              (14,314
              )**Net
                  increase (decrease) in cash and cash equivalents**
              
              
              206,478
              
              
              (768,175
              )**Cash
                  and cash equivalents**,
                  beginning of period
              
              
              958,896
              
              
              1,808,016**Cash
                  and cash equivalents,**end of period
              
              $
              1,165,374
              
              $
              1,039,841**Supplemental
                  Disclosure of Cash Flow Information:**Cash
                  paid during the period for:Interest
              
              $
              2,499
              
              $
              3,687Income
                  taxes
              
              $
              -
              
              $
              -**Non
                  Cash Investing and Financing Activities:**Non-cash
                  dividend issued to certain warrant holders
              
              $
              -
              
              $
              31,406


*See
        accompanying notes to unaudited condensed consolidated financial
        statements.*


5


**IMAGENETIX,
        INC.**
 **Notes
        to the Unaudited Condensed Consolidated Financial Statements**
 
 **1.** **BASIS
            OF PRESENTATION**
 
 The
        consolidated financial statements of Imagenetix, Inc. ("Imagenetix") presented
        herein have been prepared pursuant to the rules of the Securities and Exchange
        Commission for quarterly reports on Form 10-QSB and do not include all of
        the
        information and footnotes required by accounting principles generally accepted
        in the United States of America. These statements should be read in conjunction
        with our audited consolidated financial statements and notes thereto included
        in
        Form 10-KSB for the year ended March 31, 2007.
 
 In
        the
        opinion of management, the interim consolidated financial statements reflect
        all
        adjustments of a normal recurring nature necessary for a fair statement of
        the
        results for interim periods. Operating results for the three and six month
        periods are not necessarily indicative of the results that may be expected
        for
        the year.
 
 **Earnings
        Per Share**
 
 We
        follow
        Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings per
        Share." Under SFAS No. 128, basic earnings per share is calculated as earnings
        available to common stockholders divided by the weighted average number of
        common shares outstanding. Diluted earnings per share is calculated as net
        income divided by the diluted weighted average number of common shares. The
        diluted weighted average number of common shares is calculated using the
        treasury stock method for common stock issuable pursuant to outstanding stock
        options and common stock warrants.
 
 **Stock
        Based Compensation**
 
 Effective
        January 1, 2006, we adopted FASB Statement No. 123R, “Accounting for Stock-Based
        Compensation” (“SFAS 123R”). SFAS 123R requires all share-based payments to
        employees, including grants of employee stock options and restricted stock,
        to
        be recognized in the financial statements based on their fair values.
 
 We
        have
        selected the Black-Scholes method of valuation for share-based compensation.
        The
        charge is recognized in non cash compensation, which is included in stock-based
        compensation expense, on a straight-line basis over the remaining service
        period
        based on the options’ original estimate of fair value.
 
 We
        apply
        SFAS No. 123 in valuing options granted to consultants and estimate the fair
        value of such options using the Black-Scholes option-pricing model. The fair
        value is recorded as consulting expense as services are provided. Options
        granted to consultants for which vesting is contingent based on future
        performance are measured at their then current fair value at each period
        end,
        until vested.
 
 **2.**  **RECENT
        ACCOUNTING PRONOUNCEMENTS**
 
 In
        February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for
        Financial Assets and Financial Liabilities”. This Statement permits entities to
        choose to measure many financial assets and financial liabilities at fair
        value.
        Unrealized gains and losses on items for which the fair value
        option has been elected are reported in earnings. SFAS No. 159 is effective
        for
        fiscal years beginning after November 15, 2007, which for us will be the
        fiscal year beginning April 1, 2008. We are currently assessing the impact
        of
        SFAS No. 159 on our financial position and results of operations.
  6
 **IMAGENETIX,
          INC.**
 **Notes
          to the Unaudited Condensed Consolidated Financial Statements
          (Continued)**
 In
        September 2006, the FASB issued SFAS No. 157, “Fair Value Measures”.
        This Statement defines fair value, establishes a framework for measuring
        fair
        value in generally GAAP, expands disclosures about fair value measurements,
        and
        applies under other accounting pronouncements that require or permit fair
        value
        measurements. SFAS No. 157 does not require any new fair value
        measurements. However, the FASB anticipates that for some entities, the
        application of SFAS No. 157 will change current practice. SFAS No. 157
        is effective for financial statements issued for fiscal years beginning after
        November 15, 2007, which for us will be the fiscal year beginning April 1,
        2008. We are currently evaluating the impact of SFAS No. 157 but do
        not expect that it will have a material impact on our financial statements.
 
 **3.**  **ACCOUNTS
        RECEIVABLE**
 
 Accounts
        receivable are carried at the expected realizable value. Accounts receivable
        consisted of the following:


September
                  30,
              
              March
                  31,2007
              
              2007Accounts
                  receivable - trade
              
              $
              1,246,389
              
              $
              1,666,641Allowance
                  for doubtful accounts
              
              
              (105,000
              )
              
              (90,000
              )Accounts
                  receivable, net
              
              $
              1,141,389
              
              $
              1,576,641


At
        September 30, 2007, we had four customers which accounted for 25%, 16%, 12%
        and
        10% of our accounts receivable balances.
 
 For
        the
        six months ended September 30, 2007, we had four significant customers which
        accounted for 24%, 18%, 15% and 10% of sales.
  **4.**  **INVENTORY**
 
 Inventory
        consists of the following:




September
                  30,
              
              March
                  31,2007
              
              2007Raw
                  materials
              
              $
              1,080,220
              
              $
              797,498Finished
                  products
              
              
              325,195
              
              
              401,895Boxes,
                  labels, tubes & bottles
              
              
              224,320
              
              
              220,1531,629,735
              
              
              1,419,546Reserve
                  for obsolescence
              
              
              (257,193
              )
              
              (135,088
              )$
              1,372,542
              
              $
              1,284,458




7




**IMAGENETIX,
      INC.**


**Notes
      to the Unaudited Condensed Consolidated Financial Statements
      (Continued)**




**5.** **OTHER
            ASSETS**
 
 The
        following is a summary of intangible assets which are included in “Other Assets”
on the face of the balance sheet:


September
                  30,
              
              March
                  31,2007
              
              2007Trademarks
              
              $
              13,032
              
              $
              13,032Patent
              
              
              161,353
              
              
              161,353Deferred
                  tax asset
              
              
              146,400
              
              
              415,100320,785
              
              
              589,485Less
                  accumulated amortization
              
              
              46,213
              
              
              37,487$
              274,572
              
              $
              551,998





6.EQUITY
        TRANSACTIONS
 
 We
        recorded non-cash compensation expense for stock options issued to employees
        and
        consultants of $35,147 and $199,166 for the three and six months ended September
        30, 2007. Also, we recorded non-cash general and administrative expense for
        warrants granted to individuals of none and $140,588 for the three and six
        months ended September 30, 2007.
 
 The
        significant assumptions used in the Black-Scholes model to estimate the
        compensation and general and administrative expense for the issuance of stock
        options and warrants during the three and six months ended September 30,
        2007
        are as follows:


Expected
                  term of options and warrants
              5
                  yearsExpected
                  volatility
              71%Expected
                  dividends
              NoneRisk-free
                  interest rate
              4.55%Forfeitures
              0%





8




**IMAGENETIX,
      INC.**


**Notes
      to the Unaudited Condensed Consolidated Financial Statements
      (Continued)**


A
        summary
        of the options outstanding follows:
  For
                  the Six Months EndedSeptember
                  30, 2007WeightedAverageExerciseOptions
              
              Shares
              
              PriceOutstanding
                  at beginning of year
              
              
              1,129,000
              
              $
              1.74Granted
              
              
              350,000
              
              
              1.30Cancelled
              
              
              -
              
              
              -Exercised
              
              
              -
              
              
              -Outstanding
                  at end of the period
              
              
              1,479,000
              
              
              1.64Exercisable
                  at end of the the period
              
              
              1,304,000
              
              $
              1.68Weighted
                  average fair value of optionsgranted
                  during the period
              
              
              350,000
              
              $
              0.80





As
        of
        September 30, 2007, the unamortized portion of stock compensation expense
        on all
        existing stock options was $82,010.
 
 A
        summary
        of warrants outstanding follows:


For
                  the Six Months EndedSeptember
                  30, 2007WeightedAverageExerciseWarrants
              
              Shares
              
              PriceOutstanding
                  at beginning of year
              
              
              4,357,100
              
              $
              1.26Granted
              
              
              175,000
              
              
              1.30Cancelled
              
              
              -
              
              
              -Exercised
              
              
              (89,242
              )
              
              1.02Outstanding
                  at end of the period
              
              
              4,442,858
              
              
              1.29Exercisable
                  at end of the the period
              
              
              4,442,858
              
              $
              1.29


**7.**  **INCOME
        TAXES**
 
 We
        or one
        of our subsidiaries file income tax returns in the U.S. federal jurisdiction
        and
        various state jurisdictions.
 
 We
        adopted the provisions of FASB Interpretation No. 48, *Accounting
        for Uncertainty in Income Taxes,* on April
        1, 2007. As a result of the implementation of Interpretation 48, we do not
        recognize an increase in the liability for unrecognized tax benefits. No
        unrecognized tax benefits are being reported for the three or six months
        ended
        September 30, 2007.
 
 Included
        in the balance at April 1, 2007 is a Net Operating Loss carry-forward in
        the
        amount of $353,778 which will be used to offset future tax liabilities.




9


**ITEM
        2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
        OPERATION.**
 
 THE
        FOLLOWING DISCUSSION INCLUDES FORWARD-LOOKING STATEMENTS WITH RESPECT TO
        OUR
        FUTURE FINANCIAL PERFORMANCE. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE
        CURRENTLY ANTICIPATED AND FROM HISTORICAL RESULTS DEPENDING UPON A VARIETY
        OF
        FACTORS, INCLUDING THOSE DESCRIBED BELOW UNDER THE SUB-HEADING, "RISK FACTORS."
        SEE ALSO OUR ANNUAL REPORT ON FORM 10-KSB FOR THE YEAR ENDED MARCH 31,
        2007.
  **Overview**
  We
        develop, formulate and market over-the-counter, natural-based nutritional
        supplements and skin care products. Our products are proprietary, often
        supported by scientific studies which we request and are offered through
        multiple channels of distribution, including direct marketing companies,
        also
        known as network marketing or multi-level marketing companies, and chain
        store
        retailers. Our primary product is Celadrin® a product formulation which we sell
        to the mass market through retailers and on a private label basis to wholesale
        customers.
 
 A
        key
        part of our marketing strategy is to provide to our wholesale customers a
        "turnkey" approach to the marketing and distribution of our products. This
        turnkey approach provides these customers with all the services necessary
        to
        market our products, including developing specific product formulations,
        providing supporting scientific studies regarding the effectiveness of the
        product and arranging for the manufacture and marketing of the product.
 
 We
        sell
        directly to the mass markets through retailers InflameAway, our own Celadrin®
branded product. We also develop and sell products and formulations to
        businesses and organizations that market these products through multiple
        channels of distribution, including direct marketing companies, mass marketing
        companies, medical, health and nutritional professionals, medical newsletters
        and direct response radio and television. We also offer Celadrin® products
        through wholesale customers that in turn offer their products containing
        Celadrin® to mass market retailers.
 
 Management's
        discussion and analysis or plan of operation is based upon the Company's
        financial statements. These statements have been prepared in accordance with
        accounting principles generally accepted in the United States of America.
        These
        principles require management to make certain estimates, judgments and
        assumptions that affect the reported amounts of assets, liabilities, revenues
        and expenses, and related disclosure of contingent assets and liabilities.
        On an
        on-going basis, we evaluate our estimates based on historical experience
        and
        various other assumptions that are believed to be reasonable under the
        circumstances, the results of which form the basis for making judgments about
        the carrying values of assets and liabilities that are not readily apparent
        from
        other sources. Actual results may differ from these estimates under different
        assumptions or conditions .
 
 **Critical
        Accounting Policies and Estimates**
 
 We
        have
        identified four accounting principles that we believe are key to an
        understanding of our financial statements. These important accounting policies
        require management's most difficult, subjective judgments .
 
 *1.*  *Accounts receivable.*
  Accounts
        receivable are carried at the expected net realizable value. The allowance
        for
        doubtful accounts is based on management’s assessment of the collectibility of
        specific customer accounts and the aging of the accounts receivable. If there
        were a deterioration of a major customer’s creditworthiness, or actual defaults
        were higher than historical experience, our estimates of the recoverability
        of
        amounts due to us could be overstated, which could have a negative impact
        on
        operations.
  10
 
 *2.
        Inventory*
  Inventory
        is carried at the lower of cost or market. Cost is determined by the first-in
        first-out method. At each period end, management adjusts the inventory allowance
        based on estimates. These estimates take into account spoilage,
        yields, obsolescence and overstocked inventory amounts.
 
 *3.
        Revenue Recognition*
  We
        recognize revenue in accordance with the SEC’s Staff Accounting Bulletin
        No. 104, “Revenue Recognition in Financial Statements” (SAB104), Statement
        of Financial Accounting Standards No. 48, “Revenue Recognition When Right
        of Return Exists” (SFAS 48), and Emerging Issues Task Force Abstract (EITF)
        No. 01-9, “Accounting for Consideration Given by a Vendor to a Customer
        (Including a Reseller of the Vendor’s Products.” SAB 104 requires that four
        basic criteria be met before revenue can be recognized: 1) there is evidence
        that an arrangement exists; 2) delivery has occurred; 3) the fee is fixed
        or
        determinable; and 4) collectibility is reasonably assured. SFAS 48 states
        that
        revenue from sales transactions where the buyer has the right to return the
        product shall be recognized at the time of sale only if (1) the seller’s
        price to the buyer is substantially fixed or determinable at the date of
        sale;
        (2) the buyer has paid the seller, or the buyer is obligated to pay the
        seller and the obligation is not contingent on  resale of the product;
        (3) the buyer’s obligation to the seller would not be changed in the event
        of theft or physical destruction or damage of the product; (4) the buyer
        acquiring the product for resale has economic substance apart from that provided
        by the seller; (5) the seller does not have significant obligations for
        future performance to directly bring about resale of the product by the buyer;
        and (6) the amount of future returns can be reasonably estimated. We
        recognize revenue upon determination that all criteria for revenue recognition
        have been met. The criteria are usually met at the time title passes to the
        customer, which usually occurs upon shipment. Revenue from shipments where
        title
        passes upon delivery is deferred until the shipment has been delivered.
  We
        account for payments made to customers in accordance with EITF 01-09, which
        states that cash consideration (including a sales incentive) given by a vendor
        to a customer is presumed to be a reduction of the selling prices of the
        vendor’s products or services and, therefore, should be characterized as a
        reduction of revenue when recognized in the vendor’s income statement, rather
        than a sales and marketing expense. We have various agreements with customers
        that provide for discounts and rebates. These agreements are classified as
        a
        reduction of revenue. Certain other costs associated with customers that
        meet
        the requirements of EITF 01-09 are recorded as sales and marketing expense.
  We
        guarantee customer satisfaction. Our policy requires the customer to return
        the
        unused product to the retailer from whom they originally purchased it. We
        pay
        the retailer for the returned product plus a handling cost. We periodically
        assess the adequacy of this policy and will record a liability as necessary.
        For
        the three and six months ended September 30, 2007, there were no returns
        that
        would suggest a liability needed to be recorded.
  We
        review
        gross revenue for estimated returns of private label contract manufacturing
        products and direct-to-consumer products. The estimated returns are based
        upon
        the trailing six months of private label contract manufacturing gross sales
        and
        our historical experience for both private label contract manufacturing and
        direct-to-consumer product returns. However, the estimate for product returns
        does not reflect the impact of a large product recall resulting from product
        nonconformance or other factors as such events are not predictable nor is
        the
        related economic impact estimable. For the three and six months ended September
        30, 2007, there were no returns that would suggest a liability needed to
        be
        recorded.
  As
        part
        of the services we provide to our private label contract manufacturing
        customers, we may perform, but are not required to perform, certain research
        and
        development activities related to the development or improvement of their
        products. While our customers typically do not pay directly for this service,
        the cost of this service is included as a component of the price we charge
        to
        manufacture and deliver their products.
 
 11
  *4.
        Income Taxes*
  Deferred
        income taxes are provided using the liability method whereby deferred tax
        assets
        are recognized for deductible temporary differences and operating loss and
        tax
        credit carry-forwards and deferred tax liabilities are recognized for taxable
        temporary differences. Temporary differences are the differences between
        the
        reported amounts of assets and liabilities and their tax bases. Deferred
        tax
        assets are reduced by a valuation allowance when, in the opinion of management,
        it is more likely than not that some portion or all of the deferred tax assets
        will not be realized. Deferred tax assets and liabilities are adjusted for
        the
        effects of the changes in tax laws and rates as of the date of
        enactment.
 
 When
        tax
        returns are filed, it is highly certain that some positions taken would be
        sustained upon examination by the taxing authorities, while others are subject
        to uncertainty about the merits of the position taken or the amount of the
        position that would be ultimately sustained. The benefit of a tax position
        is
        recognized in the financial statements in the period during which, based
        on all
        available evidence, management believes it is more likely than not that the
        position will be sustained upon examination, including the resolution of
        appeals
        or litigation processes, if any. Tax positions taken are not offset or
        aggregated with other portions. Tax positions that meet the more-likely-than-not
        recognition threshold are measured as the largest amount of tax benefit that
        is
        more than 50 percent likely of being realized upon settlement with the
        applicable taxing authority. The portion of the benefits associated with
        the tax
        positions taken that exceed the amount measured as described above is reflected
        as a liability for unrecognized tax benefits in the accompanying balance
        sheet
        along with any associated interest and penalties that would be payable to
        the
        taxing authorities upon examination.
  **Selected
        Financial Information**
  **Results
        of Operations**
  *Three
        Months Ended September 30, 2007 Compared to Three Months Ended September
        30,
        2006*


Three
                  Months Ended
              
              Increase9/30/07
              
              9/30/06
              
              (Decrease)
              
              %Statements
                  of Operations:Net
                  sales
              
              $
              1,828,811
              
              $
              1,333,016
              
              $
              495,795
              
              
              37.2
              %Cost
                  of goods sold
              
              
              1,083,256
              
              
              669,870
              
              
              413,386
              
              
              61.7
              %%
                  of net sales
              
              
              59
              %
              
              50
              %
              
              9
              %
              
              17.9
              %Gross
                  profit
              
              
              745,555
              
              
              663,146
              
              
              82,409
              
              
              12.4
              %%
                  of net sales
              
              
              41
              %
              
              50
              %
              
              -9
              %
              
              -18.1
              %Operating
                  expensesGeneral
                  and administrative
              
              
              686,854
              
              
              172,627
              
              
              514,227
              
              
              297.9
              %Payroll
                  expense
              
              
              215,836
              
              
              205,242
              
              
              10,594
              
              
              5.2
              %Consulting
                  expense
              
              
              227,829
              
              
              343,844
              
              
              (116,015
              )
              
              -33.7
              %Total
                  operating expenses
              
              
              1,130,519
              
              
              721,713
              
              
              408,806
              
              
              56.6
              %Interest
                  expense
              
              
              (1,172
              )
              
              (1,772
              )
              
              600
              
              
              -33.9
              %Other
                  income
              
              
              14,842
              
              
              7,099
              
              
              7,743
              
              
              109.1
              %Provision
                  for (benefit from) taxes
              
              
              259,400
              
              
              (21,794
              )
              
              281,194
              
              
              NMNet
                  income (loss)
              
              
              (630,694
              )
              
              (31,446
              )
              
              (599,248
              )
              
              1905.6
              %Net
                  income (loss) per share basic
              
              
              (0.06
              )
              
              -
              
              
              (0.06
              )
              
              NMNet
                  income (loss) per share diluted
              
              
              (0.06
              )
              
              -
              
              
              (0.06
              )
              
              NM




Net
      Sales


Net
        sales
        for the quarter ended September 30, 2007 increased $495,795, a 37.2% increase,
        to $1,828,811 compared to $1,333,016 for the quarter ended September 30,
        2006.
        The primary reasons for the sales increase were sales related to new
        distribution channels for foreign sales increased by approximately $529,000
        offset by a reduction in direct mass marketing revenue with our own product,
        Inflame Away, that identifies Celadrin â as its
        marquee ingredient. Significant sales incentives and rebates contributed
        to the
        direct mass market revenue reduction. We anticipate, if the new marketing
        program continues to successfully penetrate the market, that Inflame Away
        will
        result in improved sales for the balance of our fiscal year.


12


Cost
        of Goods Sold
  Cost
        of
        goods sold as a percentage of net sales increased from 50% for the quarter
        ended
        September 30, 2006 to 59% for the quarter ended September 30, 2007. This
        increase was primarily due to the effect of Inflame Away sales incentives
        and
        rebates on the cost of goods sold percentage. We anticipate the cost of goods
        sold as a percentage of net sales will decrease proportionately to the increase
        in sales of Inflame Away to the mass markets.
  General
        and Administrative
  General
        and administrative expenses increased by $514,227, a 297.9% increase, to
        $686,854 for the quarter ended September 30, 2007 from $172,627 for the quarter
        ended September 30, 2006. The primary reason for the increase were an
        approximate $190,000 increase in advertising expenses related to the launch
        of
        InflameAway, an approximate $187,000 increase in marketing expenses related
        to a
        mail in rebate program at a major retail chain and an approximate $127,000
        increase in expenses related to clinical research studies. We anticipate
        increases in general and administrative expenses as a result of our advertising
        campaign for our Inflame Away product and clinical research
        studies.
  Payroll
        Expense
  Payroll
        expense remained stable at $215,836 for the quarter ended September 30, 2007,
        an
        increase of 5.2% or $10,594, compared to $205,242 for the quarter ended
        September 30, 2006.
  Consulting
        Expenses
  Consulting
        expenses decreased to $227,829 for the quarter ended September 30, 2007,
        a
        decrease of 33.7% or $116,015 compared to $343,844 for the quarter ended
        September 30, 2006. This decrease was a result of the termination of several
        consulting agreements coupled with a reduction in legal fees. We anticipate
        consulting fees will remain stable during the remainder of our fiscal
        year.
  Provision
        for Income Taxes
  As
        a
        result of eliminating certain tax timing differences related to stock options
        and warrants during the three months ended September 30, 2007, a provision
        for income taxes of $259,400 was recognized during the current period
        compared to $21,794 of income tax benefit being recognized during the three
        months ended September 30, 2006.


13


*Six
        Months Ended September 30, 2007 Compared to Six Months Ended September 30,
        2006*
 Six
                    Months Ended
                
                Increase9/30/07
                
                9/30/06
                
                (Decrease)
                
                %Statements
                    of Operations:Net
                    sales
                
                $
                2,955,802
                
                $
                2,264,586
                
                $
                691,216
                
                
                30.5
                %Cost
                    of goods sold
                
                
                1,619,860
                
                
                1,173,670
                
                
                446,190
                
                
                38.0
                %%
                    of net sales
                
                
                55
                %
                
                52
                %
                
                3
                %
                
                5.7
                %Gross
                    profit
                
                
                1,335,942
                
                
                1,090,916
                
                
                245,026
                
                
                22.5
                %%
                    of net sales
                
                
                45
                %
                
                48
                %
                
                -3
                %
                
                -6.2
                %Operating
                    expensesGeneral
                    and administrative
                
                
                1,333,363
                
                
                550,898
                
                
                782,465
                
                
                142.0
                %Payroll
                    expense
                
                
                572,333
                
                
                365,725
                
                
                206,608
                
                
                56.5
                %Consulting
                    expense
                
                
                479,353
                
                
                667,393
                
                
                (188,040
                )
                
                -28.2
                %Total
                    operating expenses
                
                
                2,385,049
                
                
                1,584,016
                
                
                801,033
                
                
                50.6
                %Interest
                    expense
                
                
                (2,499
                )
                
                (3,687
                )
                
                1,188
                
                
                -32.2
                %Other
                    income
                
                
                21,786
                
                
                16,989
                
                
                4,797
                
                
                28.2
                %Provision
                    for (benefit from) taxes
                
                
                36,400
                
                
                (70,515
                )
                
                106,915
                
                
                NMNet
                    income (loss)
                
                
                (1,066,220
                )
                
                (409,283
                )
                
                (656,937
                )
                
                160.5
                %Net
                    income (loss) per share basic
                
                
                (0.10
                )
                
                (0.04
                )
                
                (0.06
                )
                
                150.0
                %Net
                    income (loss) per share diluted
                
                
                (0.10
                )
                
                (0.04
                )
                
                (0.06
                )
                
                150.0
                %
  Net
        Sales
  Net
        sales
        for the six months ended September 30, 2007 increased $691,2116, a 30.5%
        increase, to $2,955,802 compared to $2,264,586 for the six months ended
        September 30, 2006. The primary reasons for the sales increase was new
        distribution channels for foreign sales increased by approximately $660,000.
        We
        anticipate, if the marketing program successfully penetrates the market,
        that
        Inflame Away will result in improved sales for the balance of our fiscal
        year.
  Cost
        of Goods Sold
  Cost
        of
        goods sold as a percentage of net sales increased from 52% for the six months
        ended September 30, 2006 to 55% for the six months ended September 30, 2007.
        This increase was primarily due to the effect of Inflame Away sales incentives
        and rebates on the cost of goods sold percentage. We anticipate the cost
        of
        goods sold as a percentage of net sales will decrease proportionately to
        the
        increase in sales of Inflame Away to the mass markets.
  General
        and Administrative
  General
        and administrative expenses increased by $782,465, a 142.0% increase, to
        $1,333,363 for the six months ended September 30, 2007 from $550,898 for
        the six
        months ended September 30, 2006. The primary reasons for the increase were
        an
        approximate $409,000 increase in advertising expenses related to the launch
        of
        InflameAway, an approximate $187,000 marketing expense related to a mail
        in
        rebate program at a major retail chain, an approximate $140,000 increase
        to
        non-cash expenses related to the issuance of warrants to individuals involved
        in
        the marketing of InflameAway and an increase in travel related expenses of
        approximately $51,000 related to the launch of InflameAway. We anticipate
        increases in general and administrative expenses as a result of our advertising
        campaign for our Inflame Away product and an increase in clinical research
        studies.
  14
  Payroll
        Expense
  Payroll
        expense increased to $572,333 for the six months ended September 30, 2007,
        an
        increase of 56.5% or $206,608, compared to $365,725 for the six months ended
        September 30, 2006. This increase was a result of expensing approximately
        $197,000 as non-cash compensation the value of stock options granted to
        employees and consultants. We anticipate payroll to decrease in subsequent
        periods since the amortization of the value of the stock options over their
        vesting period will result in lower non-cash compensation compared to the
        current period.
  Consulting
        Expenses
  Consulting
        expenses decreased to $479,353 for the six months ended September 30, 2007,
        a
        decrease of 28.2% or $188,040 compared to $667,393 for the six months ended
        September 30, 2006. This decrease was a result of the termination of several
        consulting agreements coupled with a reduction in legal and accounting costs.
        We
        anticipate consulting fees will remain stable during the remainder of our
        fiscal
        year.
  Provision
        for Income Taxes
  As
        a
        result of eliminating certain tax timing differences related to stock options
        and warrants during the six months ended September 30, 2007, a provision
        for
        income taxes of $36,400 was recognized during the current period compared
        to
        $70,515 of income tax benefit being recognized during the six months ended
        September 30, 2006. If we incur a taxable loss for the current fiscal year,
        we
        will be able to carry forward as a deferred tax asset the amount of the tax
        benefit for federal and state tax purposes.




15




**Capital
      Resources**


Working
                  CapitalIncrease9/30/07
              
              3/31/07
              
              (Decrease)Current
                  assets
              
              $
              4,510,138
              
              $
              4,583,149
              
              $
              (73,011
              )Current
                  liabilities
              
              
              956,066
              
              
              650,602
              
              
              305,464Working
                  capital
              
              $
              3,554,072
              
              $
              3,932,547
              
              $
              (378,475
              )Long-term
                  debt
              
              $
              20,451
              
              $
              37,239
              
              $
              (16,788
              )Stockholders'
                  equity
              
              $
              3,937,038
              
              $
              4,572,762
              
              $
              (635,724
              )
  Statements
                  of Cash Flows Select InformationSix
                  Months Ended
              
              Increase9/30/07
              
              9/30/06
              
              (Decrease)Net
                  cash provided by (used in):Operating
                  activities
              
              $
              200,222
              
              $
              (742,571
              )
              $
              942,793Investing
                  activities
              
              $
              (19,015
              )
              $
              (11,290
              )
              $
              (7,725
              )Financing
                  activities
              
              $
              25,271
              
              $
              (14,314
              )
              $
              39,585Balance
                  Sheet Select InformationIncrease9/30/07
              
              3/31/07
              
              (Decrease)Cash
                  and cash equivalients
              
              $
              1,165,374
              
              $
              958,896
              
              $
              206,478Accounts
                  receivable, net
              
              $
              1,141,389
              
              $
              1,576,641
              
              $
              (435,252
              )Inventory,
                  net
              
              $
              1,372,542
              
              $
              1,284,458
              
              $
              88,084Accounts
                  payable and accrued expenses
              
              $
              884,271
              
              $
              432,354
              
              $
              451,917


**Liquidity**
  We
        have
        historically financed our operations internally and through debt and equity
        financings. At September 30, 2007, we had cash holdings of $1,165,374, an
        increase of $206,478 compared to March 31, 2007. Our net working capital
        position at September 30, 2007, was $3,554,072 compared to $3,932,547 as
        of
        March 31, 2007. We have initiated a direct mass market strategy with our
        own
        product, Inflame Away. Although, a significant portion of our working capital
        may be needed to implement this strategy, we believe that our cash position
        is
        sufficient to fund our operating activities for at least the next 12 months.
 
 **New
        Accounting Pronouncements**
 
 In
        February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for
        Financial Assets and Financial Liabilities”. This Statement permits entities to
        choose to measure many financial assets and financial liabilities at fair
        value.
        Unrealized gains and losses on items for which the fair value option has
        been
        elected are reported in earnings. SFAS No. 159 is effective for fiscal years
        beginning after November 15, 2007, which for us will be the fiscal year
        beginning April 1, 2008. We are currently assessing the impact of SFAS No.
        159
        on our financial position and results of operations.




16


In
        September 2006, the FASB issued SFAS No. 157, “Fair Value Measures”.
        This Statement defines fair value, establishes a framework for measuring
        fair
        value in generally GAAP, expands disclosures about fair value measurements,
        and
        applies under other accounting pronouncements that require or permit fair
        value
        measurements. SFAS No. 157 does not require any new fair value
        measurements. However, the FASB anticipates that for some entities, the
        application of SFAS No. 157 will change current practice. SFAS No. 157
        is effective for financial statements issued for fiscal years beginning after
        November 15, 2007, which for us will be the fiscal year beginning April 1,
        2008. We are currently evaluating the impact of SFAS No. 157 but do
        not expect that it will have a material impact on our financial statements.
  **Risk
        Factors**
  You
        should consider the following discussion of risks as well as other information
        regarding our common stock. The risks and uncertainties described below are
        not
        the only ones. Additional risks and uncertainties not presently known to
        us or
        that we currently deem immaterial also may impair our business operations.
        If
        any of the following risks actually occur, our business could be harmed.
 
 **There
        Is Only One Supplier for Celadrin®. If We Are Unable to Purchase Celadrin® from
        This Supplier, Our Business Would Be Harmed.**
 
 There
        is
        only one supplier for Celadrin®, which we use in approximately 69% of our
        products and which represented approximately 75% of our sales for the year
        ended
        March 31, 2007. We will rely upon Celadrin® to expand our product lines and
        revenue in the future. If our Celadrin® supplier goes out of business or elects
        for any reason not to supply us with Celadrin®, we would have to find another
        Celadrin® supplier or suffer a significant reduction in our
        revenue.
  **We
        Rely upon a Limited Number of Customers the Loss of Which Would Reduce Our
        Revenue and Any Earnings.**
 
 Our
        two
        largest customers accounted for 23% and 15% of our net sales for the year
        ended
        March 31, 2007. The loss of these customers could significantly reduce our
        revenue and adversely affect our cash flow and earnings, if any.
 
 **We
        Rely upon Other Outside Suppliers to Produce Our Products Which Could Delay
        Our
        Product Deliveries.**
 
 All
        of
        our products are produced by outside manufacturers who process ingredients
        provided to them by our suppliers and with whom we have contracts. Our profit
        margins and our ability to deliver products on a timely basis are dependent
        upon
        these manufacturers and suppliers. Should any of these manufacturers or
        suppliers fail to provide us with product, we would be required to obtain
        new
        manufacturers and suppliers, which would be costly and time consuming and
        could
        delay our product deliveries.
 
 **Product
        Liability Claims Against Us Could Be Costly.**
 
 Some
        of
        our nutritional supplements contain newly-introduced ingredients or combinations
        of ingredients, and we have little long-term health information about
        individuals consuming those ingredients. If any of these products were thought
        or proved to be harmful, we could be subject to litigation. Although we carry
        product liability insurance in the face amount of $1,000,000 per occurrence
        and
        $2,000,000 in the aggregate and require our suppliers and manufacturers to
        include us as insured parties on their product liability insurance policies,
        our
        coverage may not be adequate to protect us from potential product liability
        claims and costs of defense.




17


**We
        Are Subject to Intense Competition from Other Nutritional Supplement Marketers
        Which Could Reduce Our Revenue and Profit Margins.**
 
 Competition
        in the nutritional supplement market is intense. We compete with numerous
        companies that have longer operating histories, more products and greater
        name
        recognition and financial resources than we do. In order to compete, we could
        be
        forced to lower our product prices, which would reduce our revenue and profit
        margins.
 
 **We
        Are Highly Regulated, Which Increases Our Costs of Doing Business.**
 
 We
        are
        subject to laws and regulations which cover:





·
            the
                  formulation, manufacturing, packaging, labeling, distribution,
                  importation, sale and storage of our products;





·
            the
                health and safety of food and drugs;





·
            trade
                practice and direct selling laws; and





·
            product
                claims and advertising by us; or for which we may be held
                responsible.


Compliance
        with these laws and regulations is time consuming and expensive. Moreover,
        new
        regulations could be adopted that would severely restrict the products we
        sell
        or our ability to continue our business. We are unable to predict the nature
        of
        any future laws, regulations, interpretations or applications, nor can we
        predict what effect additional governmental regulations or administrative
        orders, when and if promulgated, would have on our business in the future.
        These
        future changes could, however, require the reformulation or elimination of
        certain products; imposition of additional record keeping and documentation
        requirements; imposition of new federal reporting and application requirements;
        modified methods of importing, manufacturing, storing or distributing certain
        products; and expanded or different labeling and substantiation requirements
        for
        certain products and ingredients. Any or all of these requirements could
        harm
        our business.
 
 **There
        Are Limitations on the Liability of Our Officers and Directors Which May
        Restrict Our Stockholders from Bringing Claims.**
 
 Our
        Bylaws substantially limit the liability of our officers and directors to
        us and
        our stockholders for negligence and breach of fiduciary or other duties to
        us.
        This limitation may prevent stockholders from bringing claims against our
        officers and directors in the future.
 
 **Shares
        of Our Common Stock Which Are Eligible for Sale by Our Stockholders May Decrease
        the Price of Our Common Stock.**
 
 We
        have
        10,960,642 common shares outstanding, of which 10,810,642 are freely tradable
        or
        saleable under Rule 144. We also have outstanding common stock warrants and
        stock options exercisable into up to 5,921,858 shares of common stock which
        could become free trading if exercised. If our stockholders sell substantial
        amounts of our common stock, the market price of our common stock could
        decrease.
 
 **There
        is a Limited but Potentially Volatile Trading Market in Our Common Stock,
        Which
        May Adversely Affect Our Stock Price.**
 
 Our
        common stock trades on the Electronic Bulletin Board. The Bulletin Board
        tends
        to be highly illiquid, in part because there is no national quotation system
        by
        which potential investors can track the market price of shares except through
        information received or generated by a limited number of broker-dealers that
        make a market in particular stocks. There is a greater chance of market
        volatility for securities that trade on the Bulletin Board as opposed to
        a
        national exchange or quotation system. This volatility may be caused by a
        variety of factors, including:





·
            The
                lack of readily available price quotations;




18





·
            The
                absence of consistent administrative supervision of "bid" and "ask"
                quotations;





·
            Lower
                trading volume; and





·
            Market
                conditions.


There
        could be wide fluctuations in the market price of our common stock. These
        fluctuations may have an extremely negative effect on the market price of
        our
        securities and may prevent you from obtaining a market price equal to your
        purchase price when you attempt to sell our securities in the open market.
        In
        these situations, you may be required to either sell our securities at a
        market
        price which is lower than your purchase price, or to hold our securities
        for a
        longer period of time than you planned.
 
 **Because
        Our Common Stock May Be Classified as "Penny Stock," Trading in it Could
        Be
        Limited, and Our Stock Price Could Decline.**
 
 In
        the
        future, our common stock may fall under the definition of "penny stock" if
        our
        net tangible assets decline below $2,500,000. In such event, trading in our
        common stock would be limited because broker-dealers will be required to
        provide
        their customers with disclosure documents prior to allowing them to participate
        in transactions involving our common stock. These disclosure requirements
        are
        burdensome to broker-dealers and may discourage them from allowing their
        customers to participate in transactions involving our common stock.
 
 "Penny
        stocks" are equity securities with a market price below $5.00 per share,
        other
        than a security that is registered on a national exchange or included for
        quotation on the NASDAQ system, unless, as in our case, the issuer has net
        tangible assets of more than $2,000,000 and has been in continuous operation
        for
        greater than three years. Issuers who have been in operation for less than
        three
        years must have net tangible assets of at least $5,000,000.
 
 Rules
        promulgated by the Securities and Exchange Commission under Section 15(g)
        of the
        Exchange Act require broker-dealers engaging in transactions in penny stocks,
        to
        first provide to their customers a series of disclosures and documents,
        including:





·
            A
                standardized risk disclosure document identifying the risks inherent
                in
                investment in pennystocks;





·
            All
                compensation received by the broker-dealer in connection with the
                transaction;





·
            Current
                quotation prices and other relevant market data; and





·
            Monthly
                account statements reflecting the fair market value of the securities.
                In
                addition, theserules
                require that a broker-dealer obtain financial and other information
                from a
                customer, determinethat
                transactions in penny stocks are suitable for such customer and deliver
                a
                written statement tosuch
                customer setting forth the basis for this determination.




**ITEM
      3. CONTROLS AND PROCEDURES.**




(a)
            Evaluation
                  of disclosure controls and procedures. Our Chief Executive Officer
                  and
                  Principal Financial Officer, after evaluating the effectiveness
                  of our
                  "disclosure controls and procedures" (as defined in the Securities
                  Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e)) as of the end
                  of the
                  period covered by this Quarterly Report on Form 10-QSB (the "Evaluation
                  Date"), have concluded that as of the Evaluation Date, our disclosure
                  controls and procedures are effective to provide reasonable assurance
                  that
                  information we are required to disclose in reports that we file
                  or submit
                  under the Exchange Act is recorded, processed, summarized and reported
                  within the time periods specified in the Securities and Exchange
                  Commission rules and forms, and that such information is accumulated
                  and
                  communicated to our management, including our Chief Executive Officer
                  and
                  Principal Financial Officer, as appropriate, to allow timely decisions
                  regarding required
                  disclosure.




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(b)
            Changes
                  in internal control over financial reporting. There were no significant
                  changes in our internal control over financial reporting during
                  our most
                  recent fiscal quarter that materially affected, or were reasonably
                  likely
                  to materially affect, our internal control over financial
                  reporting.




**PART
      II.**  **OTHER
      INFORMATION**




**ITEM
      6.****EXHIBITS.**




**Exhibit
                No.**
            
            **Title******31.1
            
            302
                Certification of William P. Spencer, Chief Executive
                Officer31.2
            
            302
                Certification of Lowell W. Giffhorn, Chief Financial
                Officer32.1
            
            906
                Certification of William P. Spencer, Chief Executive
                Officer32.2
            
            906
                Certification of Lowell W. Giffhorn, Chief Financial
                Officer





20





**SIGNATURES**




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


IMAGENETIX,
                INC.
              a
                Nevada corporationDate:
                November 14, 2007
            By:
            /s/
              WILLIAM P. SPENCERWilliam
              P. SpencerChief
                Executive Officer
              (Principal Executive Officer and duly
                authorized
              to sign on behalf of the
                Registrant)




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