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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-KSB

(Mark One)

[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 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 333-141131

MABCURE INC.(Name of small business issuer in its charter)

|Nevada                                                        | 20-4907822                     
|------------------------------------------------------------- | -------------------------------
|(State or other jurisdiction of incorporation or              | (I.R.S. Employer Identification
|organization)                                                 | No.)                           
|                                                              |                                
|3702 South Virginia Street, #G12-401, Reno, Nevada,
      USA | 89502-6030                     
|(Address of principal executive offices)                      | (Zip Code)                     

(775) 338-2598(Issuers telephone number)

Securities registered under Section 12(b) of the Exchange Act:

|N/A                 | N/A                                      
|------------------- | -----------------------------------------
|Title of each Class | Name of each exchange on which registered

Securities registered under Section 12(g) of the Exchange
Act:

Shares of Common Stock, $0.001 par valueTitle of each Class

Check whether the issuer is not required to file reports
pursuant to Section 13 or 15(d) of the Exchange Act. [   ]

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 [   ]

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- 2 -

Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B contained in this form, and no disclosure will
be contained, to the best of registrants knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB. [   ]

Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes [X]   No
[   ]

State issuers revenues for its most recent fiscal year.
  $NIL

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at
which the common equity was sold, or the average bid and asked price of such
common equity, as of a specified date within the past 60 days.$29,900,000 based on aprice of $1.15 per
share, being the average of the bid ($0.80) and asked ($1.50) price for the
sharesof our common stock as quoted on the OTC
Bulletin Board on April 8, 2008.

(ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST
FIVE YEARS)

Check whether the issuer has filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Exchange Act after
the distribution of securities under a plan confirmed by a court. Yes
[   ]   No [   ]   N/A

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

State the number of shares outstanding of each of the issuers
classes of common equity, as of the latest practicable date.
27,000,000 shares of common stock as of April 8, 2008

DOCUMENTS INCORPORATED BY REFERENCE

If the following documents are incorporated by reference,
briefly describe them and identify the part of the Form 10-KSB (e.g., Part
I, Part II, etc.) into which the document is incorporated: (1) any annual
report to security holders; (2) any proxy or information statement; and (3)
any prospectus filed pursuant to Rule 424(b) or (c) of the Securities
Act of 1933 (the Securities Act). The listed documents should be
clearly described for identification purposes (e.g., annual report to security
holders for fiscal year ended December 24, 1990).N/A

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

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TABLE OF CONTENTS

|             |                                                                                                                                                   | Page
|------------ | ------------------------------------------------------------------------------------------------------------------------------------------------- | ----
|             |                                                                                                                                                   |     
|FORM 10-KSB  | 1                                                                                                                                                
|             |                                                                                                                                                   |     
|PART I       |                                                                                                                                                   | 3   
|             |                                                                                                                                                   |     
|ITEM 1.      | DESCRIPTION OF BUSINESS                                                                                                                           | 3   
|             |                                                                                                                                                   |     
|ITEM 2.      | DESCRIPTION OF PROPERTY                                                                                                                           | 6   
|             |                                                                                                                                                   |     
|ITEM 3.      | LEGAL PROCEEDINGS [NTD: CLIENT TO CONFIRM/COMMENT]                                                                                                | 6   
|             |                                                                                                                                                   |     
|ITEM 4.      | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                                                                               | 6   
|             |                                                                                                                                                   |     
|PART II      |                                                                                                                                                   | 7   
|             |                                                                                                                                                   |     
|ITEM 5.      | MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
      AND PURCHASES OF EQUITY SECURITIES                                                 | 7   
|             |                                                                                                                                                   |     
|ITEM 6.      | MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION                                                                                         | 8   
|             |                                                                                                                                                   |     
|RISK FACTORS | 12                                                                                                                                               
|             |                                                                                                                                                   |     
|ITEM 7.      | FINANCIAL STATEMENTS                                                                                                                              | 18  
|             |                                                                                                                                                   |     
|ITEM 8.      | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
      AND FINANCIAL DISCLOSURE                                                        | 19  
|             |                                                                                                                                                   |     
|ITEM 8A(T).  | CONTROLS AND PROCEDURES [NTD: CLIENT TO CONFIRM/ADD COMMENTS
      ON THE FOLLOWING DISCLOSURE]                                                   | 19  
|             |                                                                                                                                                   |     
|ITEM 8B.     | OTHER INFORMATION                                                                                                                                 | 20  
|             |                                                                                                                                                   |     
|PART III     |                                                                                                                                                   | 20  
|             |                                                                                                                                                   |     
|ITEM 9.      | DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS
      AND CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE
      ACT | 20  
|             |                                                                                                                                                   |     
|ITEM 10.     | EXECUTIVE COMPENSATION [NTD: CLIENT TO CONFIRM]                                                                                                   | 22  
|             |                                                                                                                                                   |     
|ITEM 11.     | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
      AND RELATED STOCKHOLDER MATTERS                                              | 23  
|             |                                                                                                                                                   |     
|ITEM 12.     | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
      INDEPENDENCE.                                                                  | 24  
|             |                                                                                                                                                   |     
|ITEM 13.     | EXHIBITS                                                                                                                                          | 25  
|             |                                                                                                                                                   |     
|ITEM 14.     | PRINCIPAL ACCOUNTANT FEES AND SERVICES                                                                                                            | 25  
|             |                                                                                                                                                   |     
|SIGNATURES   | 27                                                                                                                                               

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Forward Looking Statements

This annual report contains forward-looking statements within
the meaning of Section 27A of the Securities Actof 1933, as amended (the
Securities Act) and Section 21E of the Securities Exchange Act
of 1934, as amended (the Exchange Act). These forward-looking
statements relate to future events or our future financial performance. In some
cases, you can identify forward-looking statements by terminology such as may,
should, expects, plans, anticipates, believes, estimates,
predicts, potential or continue or the negative of these terms or other
comparable terminology. These forward-looking statements are only predictions
and involve known and unknown risks, uncertainties and other factors, including
the risks set out in the section hereof entitled Risk Factors and the risks
set out below, any of which may cause our or our industrys actual results,
levels of activity, performance or achievements to be materially different from
any future results, levels of activity, performance or achievements expressed or
implied by these forward-looking statements. These risks include, by way of
example and not in limitation:

- the uncertainty of profitability based upon our history of losses;
- risks related to failure to obtain adequate financing on a timely basis
  and on acceptable terms for our planned development projects;
- risks related to environmental regulation and liability;
- risks related to tax assessments; and
- other risks and uncertainties related to our prospects, properties and
  business strategy.

The above list is not an exhaustive list of the factors that
may affect any of our forward-looking statements. These and other factors should
be considered carefully and readers should not place undue reliance on our
forward-looking statements.

Forward looking statements are made based on managements
beliefs, estimates and opinions on the date the forward-looking statements are
made and we undertake no obligation to update forward-looking statements should
these beliefs, estimates and opinions or other circumstances change. Although we
believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements. Except as required by applicable law, including the securities
laws of the United States, we do not intend to update any of the forward-looking
statements to conform these forward-looking statements to actual results.

Our financial statements are stated in United States dollars
(US$) and are prepared in accordance with United States generally
accepted accounting principles (the US GAAP).

In this annual report, unless otherwise specified, all dollar
amounts are expressed in United States dollars and all references to "common
stock" refer to the shares of our common stock.

As used in this annual report, the terms "we", "us", "our",
"Mabcure" and Issuer mean Mabcure Inc., unless the context clearly requires
otherwise.

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PART I

ITEM
1.              
DESCRIPTION OF BUSINESS

Business Development

Corporate Organization and Structure

We were incorporated on May 8, 2006 in the State of Nevada
under the name Smartec Holdings Inc.. Our authorized capital consisted of
75,000,000 shares of our common stock (the Common Shares) with a par
value of $0.001 per Common Share.

Our principal executive offices are located at 3702 South
Virginia Street, #G12-401, Reno, Nevada, United States 89502-6030. Our telephone
number is (775) 338-2598

Our Common Shares are traded on the over-the-counter market and
quoted on the over-the-counter bulletin board (the OTCBB) under the
symbol MBCI. On April 8, 2008, the closing price for our Common Shares as
reported on the OTCBB was $1.45.

Recent Corporate Development

On November 26, 2007, we effected a stock split on a twenty to
one basis to increase our authorized capital from 75,000,000 Common Shares with
a par value of $0.001 per Common Share to 1,500,000,000 Common Shares with a par
value of $0.001 per Common Share.

On January 22, 2008, we completed a merger with our
wholly-owned subsidiary, Mabcure Inc., a Nevada corporation. Pursuant to the
merger, we changed our name from Smartec Holdings Inc. to Mabcure Inc.. We
do not have any subsidiaries.

Bankruptcy, Receivership or Similar Proceeding

We have never declared bankruptcy, have never been in
receivership, and have never been involved in any legal actions or
proceedings.

Business of Issuer

Principal Products and Markets

We are a development stage company in the business of
developing a detergent for removing pesticides from fruits or vegetables that
can not be washed or rinsed off.

China has the largest population in the world and its
population consumes large volumes of fruits and vegetables on a daily basis.
However, there are very few pesticide removal detergents for sale in China. Most
Chinese use a regular kitchen detergent to wash their fruits and vegetables,
which removes some pesticides but not all. Moreover, the detergents used to wash
fruits and vegetables are chemical products themselves with active surface
agents which can also pollute the environment. Our plan is to generate income
from sales of our pesticide removal detergent and also to help Chinese people
improve their living quality.

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We have not generated any revenues from operations to date. Our
assets primarily consist of cash. There can be no assurance that we will
generate any revenues or that we will be able to operate profitably in the
future, if at all. We have incurred net losses in each fiscal year since
inception.

Distribution Methods of the Products

At present, we are developing, upgrading and refining our
pesticide removal detergent. We will likely consider distribution methods of our
pesticide removal detergent once it is fully developed.

Status of any Publicly Announced New Product

At present, we have not publicly announced any new products but
our intention to continue on with developing, upgrading and refining our
pesticide removal detergent.

Competitive Business Conditions and our Competitive Position
  in the Industry and Methods ofCompetition

We are not aware of any companies that market products in China
similar to our pesticide removal detergent. While most pesticides are alkaline
substances, our product is an acid base detergent. This means that our pesticide
removal detergent will be effective in removing most pesticides.

It is anticipated that our pesticide removal detergent will
remove up to 99% of pesticides left on fruits and vegetables. It is also
anticipated that our pesticide removal detergent will not pollute the
environment since our product consists of 100% food additives.

Sources and availability of Raw Materials and the Names
of Our Principal Suppliers

Our pesticide removal detergent is comprised of the following
raw materials commonly used and available:

- emulsifier
- alpha -hydroxy acids (AHAs)
- citric acid
- biological enzyme
- stabilizer
- defoamer
- thickener
- smell flavorants
- distilled water

An emulsifier (also known as an emulgent or surfactant) is a
substance which stabilizes an emulsion. It interacts with both oil and water,
thus stabilizing the interface between oil or water droplets in suspension.
Whether an emulsion turns into a water-in-oil emulsion or an oil-in-water
emulsion depends on the volume fraction of both phases and also on the type of
emulsifier. Our product includes an emulsifier, which also acts as a surfactant
to remove pesticides on fruits and vegetables.

Alpha-Hydroxy Acids (AHAs) are a class of chemical compounds
that consist of a carboxylic acid substituted with a hydroxy group on the
adjacent carbon. They can react with alkaline pesticides. AHAs are generally
safe when used on the skin and their use in the cosmetic industry is well known.

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Citric acid is a weak organic acid found in citrus fruits,
which reacts with alkaline pesticides. Citric acid is a natural preservative and
is also used to add an acidic (sour) taste to foods and soft drinks. It also
serves as an environmentally benign cleaning agent and acts as an antioxidant.
Citric acid exists naturally in a variety of fruits and vegetables, but it is
most concentrated in lemons and limes, where it can comprise as much as 8% of
the dry weight of the fruit.

Biological enzymes are biological catalysts which cause
reactions to happen faster by taking the chemicals apart into smaller molecules.

A stabilizer is a chemical which tends to inhibit the reaction
between two or more other chemicals.

A defoamer is a chemical which removes foam generated when a
detergent is shaken.

A thickener is a chemical that acts as a thickening agent.

We will only accept wholesale orders of the above raw materials
from retail supermarket chains.

Dependence on one or a few Major Customers

At present, we do not have any potential customers interested
in purchasing our pesticide removal detergent. We will likely plan and initiate
sales strategy once our product is fully developed.

Intellectual Property

At present, we do not own, either legally or beneficially, any
patents, trademarks, licenses, franchises, concessions, royalty agreements or
labour contracts.

However, we are in the process of researching patent and/or
copy rights, and at present, we are not aware of anyone in China having any
patents, trademarks and/or copyright protections for any products similar to our
pesticide removal detergent.

We believe that our pesticide removal detergent developed by us
should be legally protected. As such, we plan to apply for patent and/or
copyright protection our pesticide removal detergent in China, the United States
and other jurisdictions.

Governmental Approval

We are subject to the laws and regulations of those
jurisdictions in which we plan to sell our pesticide removal detergent. In
China, the sale of our pesticide removal detergent will not be subject to
special regulatory and/or supervisory requirements.

Research and Development Expenditures

During the fiscal years ended December 31, 2007 and 2006, we
have incurred $Nil and $Nil, respectively, in research and development
expenditures.

Employees

At present, we have a total of three employees on a part-time
basis; Mr. Yapp Moi Lee, our President (Principal Executive Officer) and Chief
Executive Officer, Mr. Martin Bajic, our Chief Financial Officer

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(Principal Financial Officer) and Treasurer (Principal
Accounting Officer) and Mr. Pua Soo Siang, our Chief Technology Officer. Each of
the above persons devotes approximately 10 to 20 hours per week to the affairs
of our business.

ITEM
2.              
DESCRIPTION OF PROPERTY

Our Principal Executive Offices

Our principal executive offices are located at 3702 South
Virginia Street, #G12-401, Reno, Nevada, United States 89502-6030. Lease
payments are on a month-to-month basis for $200 per month. We believe that the
condition of our lease property is satisfactory, suitable and adequate for our
current needs.

ITEM
3.              
LEGAL PROCEEDINGS

We know of no material, active or pending legal proceedings
against our company nor of any proceedings that a governmental authority is
contemplating against us.

We know of no material proceedings to which any of our
directors, officers, affiliates, owner of record or beneficially of more than 5%
of our voting securities or security holder is an adverse party or has a
material interest adverse to our interest.

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

There were no matters submitted to a vote of security holders
through the solicitation of proxies or otherwise during the fourth quarter of
the fiscal year ended December 31, 2007.

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PART II

ITEM
5.              
MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND PURCHASES OF EQUITY
SECURITIES

Market Information

Our Common Shares are traded on the over-the-counter market and
quoted on the OTCBB under the symbol MBCI. On April 8, 2008, the closing price
for our Common Shares as reported on the OTCBB was $1.45.

The high and the low bid prices for our Common Shares are based
on inter-dealer prices, without retail mark-up, markdown or commission, and may
not represent actual transactions.

During the period, there were bids or asks on the publicly
traded equity of the company.

Holders of our Common Shares

As of April 8, 2008, there were 35 registered stockholders
holding 27,000,000 Common Shares issued and outstanding.

Dividends

Since our inception, we have not declared nor paid any cash
dividends on our capital stock and we do not anticipate paying any cash
dividends in the foreseeable future. Our current policy is to retain any
earnings in order to finance our operations. Our board of directors will
determine future declarations and payments of dividends, if any, in light of the
then-current conditions they deem relevant and in accordance with applicable
corporate law.

There are no restrictions in our articles of incorporation or
bylaws that prevent us from declaring dividends. The Nevada Revised Statutes,
however, do prohibit us from declaring dividends where, after giving effect to
the distribution of the dividend:

- we would not be able to pay our debts as they become due in the usual
  course of business; or
- our total assets would be less than the sum of our total liabilities plus
  the amount that would be needed to satisfy the rights of stockholders who have
  preferential rights superior to those receiving the distribution.

Securities Authorized for Issuance Under Equity Compensation
Plans

As at the date hereof, we have not adopted an equity
compensation plan and have not granted any stock options.

Recent Sales of Unregistered Securities

During the fiscal year ended December 31, 2007, we have not
sold any equity securities not registered under the Securities Act.

Purchases of Equity Securities by the Issuer and Affiliated
Purchases

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During each month within the fourth quarter of the fiscal year
ended December 31, 2007, neither we nor any of our affiliated purchaser, as
that terms is defined in Rule 10b-18(a)(3) under the Exchange Act, repurchased
any of our Common Shares or other securities.

ITEM
6.              
MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The following discussion should be read in conjunction with our
audited financial statements and the notes thereto included in this annual
report. The following discussion contains forward-looking statements that
reflect our plans, estimates and beliefs. Our actual results could differ
materially from those discussed in the forward-looking statements. Factors that
could cause or contribute to such differences include those discussed below and
elsewhere in this annual report.

We are a development stage company in the business of
developing a detergent for removing pesticides from fruits or vegetables that
can not be washed or rinsed off. We have not generated any revenues from
operations to date. Our assets primarily consist of cash. There can be no
assurance that we will generate any revenues or that we will be able to operate
profitably in the future, if at all. We have incurred net losses in each fiscal
year since inception.

Plan of Operation

General Overview

Since our inception on May 8, 2006, we have taken active steps
to implement our business plan. In August 2003, Pua Soo Siang, our Chief
Technology Officer and one of our directors, began the development of our
pesticide removal detergent. Mr. Siang has completed several experiments of key
components that will form the basis of our pesticide removal detergent.

Over the next twelve months ending December 31, 2008, our
primary objectives are to: (a) complete the development of our pesticide removal
detergent, (b) establish our marketing plan, (c) commence an advertising
campaign for our pesticide removal detergent and (d) employ our first sales
force for direct sales of our pesticide removal detergent in China.

We anticipate that, in time, the primary source of revenue for
our business model will be the sale of our pesticide removal detergent. We also
anticipate that we may receive compensation for professional services such as
customized design and development of the pesticide removal detergent. Currently,
we do not have any customers, as our pesticide removal detergent is not yet
fully developed.

In our managements opinion, we need to achieve the following
events or milestones in the next twelve months ending December 31, 2008:

- develop a demonstrable pesticide removal detergent by June 30, 2008 to
  allow users to see the results of our product and determine its effectiveness;
- develop the completed commercial version of our pesticide removal detergent
  by December 31, 2008 to be marketed to potential customers in China; and
- commence a marketing campaign for our pesticide removal detergent following
  its development.

Cash Requirements

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- 9 -

Over the next twelve months ending December 31, 2008, we
anticipate that we will incur the following operating expenses totaling
approximately $2,000,000 in implementing our business plan of developing,
upgrading, refining and marketing our pesticide removal detergent:

Operating Expenses
      Estimated Cost ($)Accounting Fees Research and development Legal Fees
      Operating Expenses/Advertising/Other Administrative Expenses
    $     50,000
      $1,075,000 $   100,000 $   775,000Total
    $2,000,000


Results of Operations

|Summary of Year End Results               | Fiscal
      Year Ended December 31
|----------------------------------------- | -----------------------------------
|                                          | 2007                               
|Administration Expenses  Management Fees | $ 6,000                            
|Income                                    | Nil                                
|Net Loss for the Period                   | $(106,265)                         

Revenue

We have not had revenue from inception, and do not anticipate
earning revenues until such time as we enter into an agreement(s) with our
potential customers for the purchase and sale of our pesticide removal
detergent.

Expenses
      Fiscal Year Ended
        December 312007
      2006Administrative Expenses  Management Fees
    $6,000
    $4,000Administrative Expenses  Professional Fees
      $98,827
      NilAdministrative Expenses  Filing fees
    $1,438
    NilNet Loss for the Period
      $(106,265)
      $(4,000)


Total operating expenses during the fiscal year ended December
31, 2007 increased (or decreased) as compared to the comparative period in 2006
because increased activity related to acquisition of the proprietary
technology.

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Liquidity and Financial Condition

|Working
      Capital        | As
      at December 31
|---------------------------- | -----------------------
|                             | 2007                   
|Current assets               | Nil                    
|Current liabilities          | $49,265                
|Working capital (deficiency) | $(49,265)              

|Cash Flows                            | Fiscal
      Year Ended December 31
|------------------------------------- | -----------------------------------
|                                      | 2007                               
|Cash Flows from Operating Activities  | $(90,265)                          
|Cash Flows from Financing Activities  | $ 45,265                           
|Net Increase (Decrease) in Cash Flows | $(45,000)                          

Future Financing

At December 31, 2007 we had no cash. Over the next twelve
months ending December 31, 2008, we anticipate that our total operating expenses
will be approximately $2,000,000 including the following:

- $5,000 for the development of our demonstrable pesticide removal detergent;
- $5,000 to complete the commercial version of our pesticide removal
  detergent;
- $10,000 to commence our advertising and marketing campaign;
- $50,000 for accounting and auditing fees;
- $100,000 for legal and related fees;
- $1,075,000 for research and development; and
- $755,000 for operating and administrative expenses.

Management believes that our cash and cash equivalents,
together with cash provided by operating activities, if any, will not be
sufficient to meet our total estimated operating expenses for the next twelve
months ending December 31, 2008 and estimates that we will require an additional
$2,000,000 to fund our operating cash shortfall. We plan to raise the capital
required to satisfy such cash shortfall through the private placement of our
equity securities. There are no assurances that we will be able to obtain funds
required for our continued operation. There can be no assurance that additional
financing will be available to us when needed or, if available, that it can be
obtained on commercially reasonable terms. If we are not able to obtain the
additional financing on a timely basis, we will not be able to meet our other
obligations as they become due and we will be forced to scale down or perhaps
even cease the operation of our business.

Going Concern

The audited financial statements accompanying this annual
report have been prepared on a going concern basis, which implies that our
company will continue to realize its assets and discharge its liabilities and
commitments in the normal course of business.

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- 11 -

Our company has not generated revenues since inception, has
never paid any dividends and is unlikely to pay dividends or generate earnings
in the immediate or foreseeable future. The continuation of our company as a
going concern is dependent upon the continued financial support from our
stockholders, the ability of our company to obtain necessary equity financing to
achieve its operating objectives and the attainment of profitable operations.

As at December 31, 2007, our company has had accumulated losses
of $110,265 while our cash on hand was approximately $Nil. We will need to
obtain additional financing of approximately $2,000,000 to satisfy our cash
requirements of $2,000,000 for the next twelve months ending December 31, 2008.

Due to the uncertainty of our ability to meet our current
operating expenses and other anticipated expenses noted above, our independent
auditors included an explanatory paragraph regarding concerns about our ability
to continue as a going concern in their report on the audited financial
statements for the fiscal year ended December 31, 2007, Our audited financial
statements contain additional note disclosures describing the circumstances that
lead to such disclosure by our independent auditors. The continuation of our
business is dependent upon us raising additional financial support. The issuance
of additional equity securities by us could result in a significant dilution in
the equity interests of our current stockholders. Obtaining commercial loans,
assuming such loans are available, will increase our liabilities and future cash
commitments.

Purchase of Significant Plant and Equipment

We do not intend to purchase any significant equipment over the
twelve months ending December 31, 2008.

Employees

We do not anticipate any significant changes in the number of
employees during the next twelve months ending December 31, 2008.

Off-Balance Sheet Arrangements

There are no off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to our
investors.

Recently Issued Accounting Standards

In February 2007, the Financial Accounting Standards Board (the
FASB) issued SFAS No. 159, The Fair Value Option for Financial
Assets and Financial Liabilities(SFAS No. 159). SFAS No.
159 permits companies to choose to measure many financial instruments and
certain other items at fair value. The standard requires that unrealized gains
and losses on items for which the fair value option has been elected be reported
in earnings. SFAS No. 159 is effective for a company beginning in the first
quarter of fiscal year ending in 2008, although earlier adoption is permitted.
We are currently evaluating the impact that SFAS No. 159 will have on our
financial statements.

In September 2006, the Securities and Exchange Commission (the
SEC) issued Staff Accounting Bulletin No. 108, Considering the
Effects of Prior Year Misstatements when Quantifying Misstatements in Current
Year Financial Statements (SAB No. 108). SAB No. 108 addresses how
the effects of prior year uncorrected misstatements should be considered when
quantifying misstatements in current year financial statements. SAB No. 108
requires companies to quantify misstatements using a balance sheet

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- 12 -

and income statement approach and to evaluate whether either
approach results in quantifying an error that is material in light of relevant
quantitative and qualitative factors. SAB No. 108 is effective for periods
ending after November 15, 2006. The adoption of this statement did not have a
material effect on our reported financial position or results of operations.

In September 2006, the FASB issued SFAS No. 157, Fair Value
Measurements (SFAS No. 157). SFAS No. 157 defines fair value,
establishes a framework for measuring fair value in generally accepted
accounting principles and expands disclosures about fair value measurements.
SFAS No. 157 applies under other accounting pronouncements that require or
permit fair value measurements and does not require any new fair value
measurements. The provisions of SFAS No. 157 are effective for fair value
measurements made in fiscal years beginning after November 15, 2007. The
adoption of this statement is not expected to have a material effect on our
future reported financial position or results of operations.

In June 2006, the FASB issued FASB Interpretation No. 48,
Accounting for Uncertainty in Income Taxes, an interpretation of FASB
Statements No. 109 (FIN. 48). FIN. 48 clarifies the accounting for
uncertainty in income taxes by prescribing a two-step method of first evaluating
whether a tax position has met a more likely than not recognition threshold, and
second, measuring that tax position to determine the amount of benefit to be
recognized in the financial statements. FIN. 48 provides guidance on the
presentation of such positions within a classified statement of financial
position as well as on derecognition, interest and penalties, accounting in
interim periods, disclosure and transition. FIN. 48 is effective for fiscal
years beginning after December 15, 2006. The adoption of this statement is not
expected to have a material effect on our future reported financial position or
results of operations.

Application of Critical Accounting Estimates

Our financial statements have been prepared in accordance with
the US GAAP. Because a precise determination of many assets and liabilities is
dependent upon future events, the preparation of financial statements for a
period necessarily involves the use of estimates which have been made using
careful judgment.

Our financial statements have, in managements opinion, been
properly prepared within reasonable limits of materiality and within the
framework of the significant accounting policies as disclosed in the notes to
our audited financial statements for the fiscal year ended December 31, 2007.

Risk Factors

An investment in our Common Shares involves a number of very
significant risks. You should carefully consider the following risks and
uncertainties in addition to other information herein when evaluating our
business. Our business, operating results and financial condition could be
seriously harmed and you could lose all or part of your investment in our Common
Shares due to any of the following risks.

Risks Associated with our Business

Our auditors have issued a going concern opinion because we
may not be able to achieve our objectives and we may have to suspend or cease
our proposed operations as a development company entirely.

Our auditors have issued a going concern opinion. This means
that there is doubt that we can continue with our proposed business operations
as a development company for the next twelve months. As at December 31, 2007, we
had cash in the amount of $Nil and incurred $106,265 in expenses. We do not
believe that this amount will be enough to support our operations until December
31, 2008.

---

- 13 -

In addition, in the course of developing our pesticide removal
detergent over the next twelve months, we may:

- incur unexpected costs in completing the development of our pesticide
  removal detergent or encounter unexpected technical or other difficulties;
- incur delays and additional expenses as a result of product failure;
- be unable to create a substantial market for our pesticide removal
  detergent; or
- incur significant and unanticipated expenses.

The occurrence of any of the aforementioned events could cause
us to run out of money so that we are unable to pay our ongoing expenses in
respect of the development and marketing of our pesticide removal detergent. If
we do not complete the development of our pesticide removal detergent by
December 31, 2008 and if we are not able to raise additional capital when needed
to complete the development of our pesticide removal detergent, we may have to
suspend or cease our operations because we will not be able to pay our ongoing
expenses in respect of the development and marketing of our pesticide removal
detergent.

We have no operating history and have maintained losses
since inception, which we expect to continue into the future.

Since inception, we have not realized any revenues. We have no
operating history upon which an evaluation of our future success or failure can
be made. We incurred a net loss of $110,265 from inception to December 31, 2007.
Our ability to achieve and maintain profitability and positive cash flow is
dependent upon:

- our ability to develop our pesticide removal detergent;
- our ability to market our pesticide removal detergent;
- our ability to generate ongoing revenues;
- our ability to reduce development and marketing costs; and
- our ability to compete with other established pesticide removal detergent.

We expect to incur operating losses in future periods. This
will happen because there are substantial costs and expenses associated with the
research, development and marketing of our product. We may fail to generate
revenues in the future. Failure to generate revenues will cause us to go out of
business because we will not have the money to pay our ongoing expenses.

If we are unable to obtain the necessary financing to
implement our business plan we will not have the money to pay our ongoing
expenses and we may go out of business.

Our ability to successfully develop our pesticide removal
detergent and to eventually produce and sell our product to generate operating
revenues depends on our ability to obtain the necessary financing to implement
our business plan. Given that we have no operating history, no revenues and only
losses to date, we may not be able to achieve this goal, and if this occurs, we
will not be able to pay the development and marketing costs in respect of our
pesticide removal detergent and we may go out of business.

We may need to issue additional equity securities in the future
to raise the necessary funds. The issuance of additional equity securities by us
would result in a significant dilution in the equity interests of our current
stockholders. The resale of our Common Shares by our existing stockholders may
result in significant downward pressure on the price of our Common Shares and
cause negative impact on our

---

- 14 -

ability to sell additional equity securities. Obtaining loans
will increase our liabilities and future cash commitments. If we are unable to
obtain financing in the amounts required we will not have the money that we
require for the development and marketing of our pesticide removal detergent and
we may go out of business.

If we are unable to complete the development of our
pesticide removal detergent and sell our product we will not be able to generate
revenues and you will lose your investment.

We have not completed development of our pesticide removal
detergent and we have no contracts for the sale of our pesticide removal
detergent. The success of our proposed business will depend on the completion of
our pesticide removal detergent and the acceptance of our product by businesses
and the general public. Achieving such acceptance will require significant
marketing investment. The pesticide removal detergent we develop may not be
accepted by our customers at sufficient levels to support our operations and
build our business. If the pesticide removal detergent that we develop is not
accepted at sufficient levels, our proposed business will fail.

Our product may contain defects that will make it more
difficult for us to establish and maintain customers.

We have not yet completed the initial development of our
product and it has not been tested by users. Our product may contain undetected
design faults and errors that are discovered only after it has been used by
customers. Any such default or error could cause delays in delivering our
product or require design modifications. These could adversely affect our
competitive position and cause us to lose potential customers or opportunities.
Since our product is intended to be utilized to develop a market for pesticide
removal detergents, the effect of any such delays will likely have a detrimental
impact on us. In addition, given that pesticide removal detergent has yet to
gain widespread acceptance in the market, any delays would likely have a more
detrimental impact on our business than if we were a more established company.

If product liability lawsuits are successfully brought
against us, we will incur substantial liabilities and may be required to limit
commercialization of our products.

We face an inherent business risk of exposure to product
liability claims in the event that an individual is harmed because of the
failure of our products to function properly. If we cannot successfully defend
ourselves against the product liability claim, we will incur substantial
liabilities. Regardless of merit or eventual outcome, liability claims may
result in:

- decreased demand for our products;
- injury to our reputation;
- costs of related litigation;
- substantial monetary awards to plaintiffs;
- loss of revenues; and
- the inability to commercialize our technologies.

We currently carry no product liability insurance. Although we
expect to obtain product liability insurance coverage in connection with the
commercialization of our products, such insurance may not be available on
commercially reasonable terms or at all, or such insurance, even if obtained,
may not adequately cover any product liability claim. A product liability or
other claim with respect to uninsured liabilities or in excess of insured
liabilities could have a material adverse effect on our business and prospects.

---

- 15 -

Currency translation and transaction risk may negatively
affect our net sales, cost of sales and gross margins, and could result in
exchange losses.

Although our reporting currency is the United States dollar, we
intend to conduct our business and incur costs in the local currency of the
other countries in which we intend to operate. Changes in exchange rates between
foreign currencies and the United States dollar could affect our net sales and
cost of sales figures, and could result in exchange losses. In addition, we
incur currency transaction risk whenever we enter into either a purchase or a
sales transaction using a dollar currency other than the United States.

Our pesticide removal detergent is not protected by any
trademarks, patents and/or other intellectual property registrations. If we are
unable to protect our intellectual property rights, our proposed business will
fail.

We have not applied for any trademark, patent or other
intellectual property registration with any governmental agency for our name or
for our product. At present we have non-disclosure agreements with our employees
to protect our product. Despite our precautions taken to protect our pesticide
removal detergent, unauthorized parties may attempt to reverse engineer, copy or
obtain and use our pesticide removal detergent. If they are successful we could
lose our product or they could develop similar products, which could create more
competition for us and even cause our proposed business operations to fail.

We depend to a significant extent on certain key personnel,
the loss of any of whom may materially and adversely affect our company.

Currently, we have only three employees and they are also our
officers and directors. Our performance depends to a significant extent on the
continued services and technical expertise of Mr. Pua Soo Siang, our director
and Chief Technology Officer. There is intense competition for skilled
personnel. There can be no assurance that we will be able to attract and retain
qualified personnel on acceptable terms. The loss of Mr. Siangs services could
prevent us from completing the development of our pesticide removal detergent.
In the event of the loss of services of such personnel, no assurance can be
given that we will be able to obtain the services of adequate replacement
personnel. We do not maintain key person insurance on the lives of any of our
officers or employees.

We have no sales and marketing experience.

We have not yet begun marketing our product and thus have yet
to make any commercial sales of our product. Our employees have no experience in
marketing such a product and no distribution system has been developed. While we
have plans for marketing and sales, there can be no assurance that such efforts
will be successful or that we will be able to attract and retain qualified
individuals with marketing and sales expertise. Our future success will depend,
among other factors, upon whether our product can be sold at a profitable price
and the extent to which consumers acquire, adopt and continue to use it. There
can be no assurance that our product will gain wide acceptance in its targeted
markets or that we will be able to effectively market its product.

If our estimates related to expenditures are erroneous, our
business will fail and you will lose your entire investment.

Our success is dependent in part upon the accuracy of our
management's estimates of expenditures. If such estimates are erroneous or
inaccurate, we may not be able to carry out our business plan, which could, in a
worst-case scenario, result in the failure of our business and you losing your
entire investment.

---

- 16 -

Our officers and directors are engaged in other activities
and may not devote sufficient time to our affairs, which may affect our ability
to conduct operations and generate revenues.

The persons serving as our officers and directors have existing
responsibilities and may have additional responsibilities to provide management
and services to other entities. Mr. Yapp Moi Lee, our President (Principal
Executive Officer) and a director, is also the senior manager of Linde
Enterprise Co., which is headquartered in Malaysia with offices in China. We
expect Mr. Lee to spend approximately 10 to 20 hours a week on the business of
our company.

Mr. Pua Soo Siang, our Chief Technology Officer and a director,
is a senior engineer at Vepact Chemical Ltd., which is also headquartered in
Malaysia, with offices throughout Asia. We expect Mr. Siang to spend
approximately 10 hours or more a week on the business of our company.

Mr. Martin Bajic, our Chief Financial Officer (Principal
Financial Officer) and our Treasurer (Principal Accounting Officer), also serves
as the Chief Financial Officer of Pan American Gold Corp., which is a public
company trading on the OTCBB. In addition, Mr. Bajic provides independent
accounting and consulting services to public and private companies to assist
with financial statements and public reporting disclosure requirements.

As a result, demands for the time and attention from our
directors and officers from our company and other entities may conflict from
time to time. Because we rely primarily on our directors and officers to
maintain our business contacts and to promote our pesticide removal detergent,
their limited devotion of time and attention to our business may hurt the
operation of our business.

Risks Associated with our Common Shares

Because we do not intend to pay any dividends on our Common
Shares, investors seeking dividend income or liquidity should not purchase our
Common Shares.

We have not declared or paid any dividends on our Common Shares
since inception, and we do not anticipate paying any such dividends for the
foreseeable future. Investors seeking dividend income or liquidity should not
invest in our Common Shares.

Because we can issue additional shares of Common Shares,
purchasers of our Common Shares may incur immediate dilution and may experience
further dilution.

We are authorized to issue up to 1,500,000,000 Common Shares,
of which 51,000,000 Common Shares are issued and outstanding. Our board of
directors has the authority to cause the issuance of additional Common Shares
and to determine the rights, preferences and privilege of such Common Shares,
without consent of any of our stockholders. Consequently, the stockholders may
experience more dilution in their ownership of our Common Shares in the future.

A decline in the price of our Common Share could affect our
ability to raise further working capital, may adversely impact our ability to
continue operations and we may go out of business.

A prolonged decline in the price of our Common Shares could
result in a reduction in the liquidity of our Common Shares and a reduction in
our ability to raise capital. Because we may attempt to acquire a significant
portion of the funds we need in order to conduct our planned operations through
the sale of equity securities, a decline in the price of our Common Shares could
be detrimental to our liquidity and our operations; the decline may cause
investors to not choose to invest in our Common Shares. If we are unable to
raise the funds we require for all of our planned operations, we may be forced
to reallocate

---

- 17 -

funds from other planned uses and may suffer a significant
negative effect on our business plan and operations, including our ability to
develop new products and continue our current operations. As a result, our
business may suffer and not be successful and we may go out of business. Also,
we might not be able to meet our financial obligations if we cannot raise enough
funds through the sale of our Common Shares and we may be forced to go out of
business.

Trading of our Common Shares may be restricted by the SEC's
penny stock regulations, which may limit a stockholder's ability to buy and sell
our Common Shares.

The SEC has adopted regulations which generally define "penny
stock" to be any equity security that has a market price (as defined) less than
$5.00 per share or an exercise price of less than $5.00 per share, subject to
certain exceptions. Our securities are covered by the penny stock rules, which
impose additional sales practice requirements on broker-dealers who sell to
persons other than established customers and "accredited investors". The term
"accredited investor" refers generally to institutions with assets in excess of
$5,000,000, or individuals with a net worth in excess of $1,000,000 or annual
income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock
rules require a broker-dealer, prior to a transaction in a penny stock not
otherwise exempt from the rules, to deliver a standardized risk disclosure
document in a form prepared by the SEC, which provides information about penny
stocks and the nature and level of risks in the penny stock market. The
broker-dealer also must provide the customer with current bid and offer
quotations for the penny stock, the compensation of the broker-dealer and its
salesperson in the transaction and monthly account statements showing the market
value of each penny stock held in the customer's account. The bid and offer
quotations, and the broker-dealer and salesperson compensation information, must
be given to the customer orally or in writing prior to effecting the transaction
and must be given to the customer in writing before or with the customer's
confirmation. In addition, the penny stock rules require that prior to a
transaction in a penny stock not otherwise exempt from these rules, the
broker-dealer must make a special written determination that the penny stock is
a suitable investment for the purchaser and receive the purchaser's written
agreement to the transaction. These disclosure requirements may have the effect
of reducing the level of trading activity in the secondary market for the stock
that is subject to these penny stock rules. Consequently, these penny stock
rules may affect the ability of broker-dealers to trade our securities. We
believe that the penny stock rules discourage investor interest in and limit the
marketability of our Common Shares.

FINRA sales practice requirements may also limit a
stockholder's ability to buy and sell our stock.

In addition to the "penny stock" rules described above, the
Financial Industry Regulatory Authority (the FINRA), formerly the
National Association of Securities Dealers, has adopted rules that require that
in recommending an investment to a customer, a broker-dealer must have
reasonable grounds for believing that the investment is suitable for that
customer. Prior to recommending speculative low priced securities to their
non-institutional customers, broker-dealers must make reasonable efforts to
obtain information about the customer's financial status, tax status, investment
objectives and other information. Under interpretations of these rules, the
FINRA believes that there is a high probability that speculative low priced
securities will not be suitable for at least some customers. The FINRA
requirements make it more difficult for broker-dealers to recommend that their
customers buy our Common Shares, which may limit your ability to buy and sell
our Common Shares and have an adverse effect on the market for our Common
Shares.

Other Risks

Because all of our officers and directors are located in
non-U.S. jurisdictions, you may have no effective recourse against the
management for misconduct and may not be able to enforce judgment and civil
liabilities against our officers and directors.

---

- 18 -

All of our directors and officers are nationals and/or
residents of countries other than the United States, and all or a substantial
portion of such persons' assets are located outside the United States. As a
result, it may be difficult for investors to enforce within the United States
any judgments obtained against our officers or directors, including judgments
predicated upon the civil liability provisions of the securities laws of the
United States or any state thereof.

ITEM
7.              
FINANCIAL STATEMENTS

---



MABCURE INC.(A Development Stage Company)

FINANCIAL STATEMENTS

DECEMBER 31, 2007



---

**Maddox Ungar Silberstein, PLLC**CPAs and Business Advisors

Phone (248) 203-0080
  Fax (248) 281-0940
  30600 Telegraph Road, Suite 2175
  Bingham Farms, MI 48025-4586
  www.maddoxungar.com

**REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

Board of Directors
  Mabcure Inc.
  Kuala Lumpur, Malaysia

We have audited the accompanying balance sheets of Mabcure,
  Inc., formerly known as Smartec Holdings Inc., (a development stage company)
  as of December 31, 2007 and 2006 and the related statements of operations, stockholders’
  deficit and cash flows for the periods then ended and for the period from inception
  (May 8, 2006) to December 31, 2007. These financial statements are the responsibility
  of the Company’s management. Our responsibility is to express an opinion
  on these financial statements based on our audit.

We conducted our audits in accordance with the standards of
  the Public Company Accounting Oversight Board (United States). Those standards
  require that we plan and perform the audits to obtain reasonable assurance about
  whether the financial statements are free of material misstatement. The Company
  has determined that it is not required to have, nor were we engaged to perform,
  an audit of its internal control over financial reporting. Our audit included
  consideration of internal control over financial reporting as a basis for designing
  audit procedures that are appropriate in the circumstances, but not for the
  purpose of expressing an opinion on the effectiveness of the Company’s
  internal control over financial reporting. Accordingly, we express no such opinion.
  An audit includes examining on a test basis, evidence supporting the amounts
  and disclosures in the financial statements. An audit also includes assessing
  the accounting principles used and significant estimates made by management,
  as well as evaluating the overall financial statement presentation. We believe
  that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
  present fairly, in all material respects, the financial position of Mabcure
  Inc., formerly known as Smartec Holdings Inc., as of December 31, 2007 and 2006,
  and the results of their operations and their cash flows for the periods then
  ended and for the period from inception (May 8, 2006) to December 31, 2007 in
  conformity with U.S. generally accepted accounting principles.

The accompanying financial statements have been prepared assuming
  that the Company will continue as a going concern. As discussed in Note 1 to
  the financial statements, the Company has limited working capital, has not yet
  received revenue from sales of products or services, and has incurred losses
  from operations. These factors raise substantial doubt about the Company’s
  ability to continue as a going concern. Management’s plans with regard
  to these matters are described in Note 1. The accompanying financial statements
  do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Maddox Ungar Silberstein, PLLC

Maddox Ungar Silberstein, PLLC
  Bingham Farms, Michigan
  April 8, 2008

---

MABCURE INC.(A Development Stage Company) 
  BALANCE SHEETS 
  (Stated in US Dollars)

|                                                        |   | December 31, |   |   | December 31, |  
|------------------------------------------------------- | - | ------------ | - | - | ------------ | -
|                                                        |   | 2007         |   |   | 2006         |  
|                                                        |   |              |   |   |              |  
|                                                        |   |              |   |   |              |  
|                                                        |   |              |   |   |              |  
|                                                        |   |              |   |   |              |  
|ASSETS                                                  |   |              |   |   |              |  
|                                                        |   |              |   |   |              |  
|Current assets                                          |   |              |   |   |              |  
|Cash                                                    | $ | -            |   | $ | 45,000       |  
|Prepaid expenses                                        |   | -            |   |   | 6,000        |  
|                                                        |   |              |   |   |              |  
|                                                        |   |              |   |   |              |  
|Total assets                                            | $ | -            |   | $ | 51,000       |  
|                                                        |   |              |   |   |              |  
|                                                        |   |              |   |   |              |  
|LIABILITIES AND STOCKHOLDERS' DEFICIT                   |   |              |   |   |              |  
|                                                        |   |              |   |   |              |  
|Current liabilities                                     |   |              |   |   |              |  
|Accounts payable and accrued liabilities                | $ | 4,000        |   | $ | -            |  
|Loan payable                                            |   | 45,265       |   |   | -            |  
|                                                        |   |              |   |   |              |  
|Total current liabilities                               |   | 49,265       |   |   | -            |  
|                                                        |   |              |   |   |              |  
|Stockholders' deficit                                   |   |              |   |   |              |  
|Common stock (Note 5)                                   |   |              |   |   |              |  
|Authorized:                                             |   |              |   |   |              |  
|1,500,000,000 common shares, par value $0.001 per share |   |              |   |   |              |  
|Issued
      and outstanding:                           |   |              |   |   |              |  
|27,000,000 common shares                                |   | 27,000       |   |   | 2,550        |  
|Additional paid-in capital                              |   | 24,000       |   |   | 48,450       |  
|Donated capital (Note 5)                                |   | 10,000       |   |   | 4,000        |  
|Deficit accumulated during
      the development stage  |   | (110,265     | ) |   | (4,000       | )
|                                                        |   |              |   |   |              |  
|Total stockholders
      deficit                       |   | (49,265      | ) |   | 51,000       |  
|                                                        |   |              |   |   |              |  
|Total liabilities and stockholders
      deficit       | $ | -            |   | $ | 51,000       |  

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

---

MABCURE INC.(A Development Stage Company) 
  STATEMENTS OF OPERATIONS 
  (Stated in US Dollars)

|                                              |   |              |  |   |               |  |   | May 8,
      2006 | 
|--------------------------------------------- | - | ------------ |  | - | ------------- |  | - | ----------------- | 
|                                              |   |              |  |   |               |  |   | (Date of          | 
|                                              |   | Year-ended   |  |   | Period- ended |  |   | Inception) to     | 
|                                              |   | December 31, |  |   | December 31,  |  |   | December 31,      | 
|                                              |   | 2007         |  |   | 2006          |  |   | 2007              | 
|                                              |   |              |  |   |               |  |   |                   | 
|                                              |   |              |  |   |               |  |   |                   | 
|                                              |   |              |  |   |               |  |   |                   | 
|ADMINISTRATION EXPENSES                       |   |              |  |   |               |  |   |                   | 
|Management fees                               | $ | 6,000        |  | $ | 4,000         |  | $ | 10,000            | 
|Filing fees                                   |   | 1,438        |  |   |               |  |   | 1,438             | 
|Professional fees                             |   | 98,827       |  |   | -             |  |   | 98,827            | 
|                                              |   |              |  |   |               |  |   |                   | 
|                                              |   |              |  |   |               |  |   |                   | 
|Loss for the period                           | $ | (106,265)    |  | $ | (4,000)       |  | $ | (110,265)         | 
|                                              |   |              |  |   |               |  |   |                   | 
|Basic and diluted loss per share              | $ | (a)          |  | $ | (a)           |  |   |                   | 
|                                              |   |              |  |   |               |  |   |                   | 
|Weighted average number of shares outstanding |   | 49,684,932   |  |   | 7,737,060     |  |   |                   | 

|(a) | Less than $0.01 per share
|--- | -------------------------

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

---

MABCURE INC.(A Development Stage Company) 
  STATEMENT OF STOCKHOLDERS' DEFICIT 
  (Stated in US Dollars)

Common
        StockDeficitAccumulatedAdditional
      
      
      Donated
      
      
      During thePaid-in
      
      
      Capital
      
      
      DevelopmentNumber
      
      
      Amount
      
      
      Capital
      
      
      (Note
        5
      )
      
      Stage
      
      
      TotalBalance, May 8, 2006 (Date of Inception)
      -
      
      $
      -
      
      $
      -
      
      $
      -
      
      $
      -
      
      $
      -Common stock issued for cash at$0.02 per share, December
      20,2006
      2,550,000
      
      
      2,550
      
      
      48,450
      
      
      -
      
      
      -
      
      
      51,000Donated services
      -
      
      
      -
      
      
      -
      
      
      4,000
      
      
      -
      
      
      4,000Loss for the period
      -
      
      
      -
      
      
      -
      
      
      -
      
      
      (4,000
      )
      
      (4,000
      )Balance, December 31, 2006
      2,550,000
      
      
      2,550
      
      
      48,450
      
      
      4,000
      
      
      (4,000
      )
      
      51,000Donated services
      -
      
      
      -
      
      
      
      
      
      6,000
      
      
      -
      
      
      6,000Forward stock split (20:1)
      48,450,000
      
      
      48,450
      
      
      (48,450
      )
      
      -
      
      
      -
      
      
      -Returned to treasury
      (24,000,000
      )
      
      (24,000
      )
      
      24,000
      
      
      -
      
      
      -
      
      
      -Loss for the year
      -
      
      
      -
      
      
      -
      
      
      
      
      
      (106,265
      )
      
      (106,265
      )Balance,December 31, 2007
      27,000,000
      
      $
      27,000
      
      $
      24,000
      
      $
      10,000
      
      $
      (110,265
      )
      $
      (49,265
      )


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

---

SMARTEC HOLDINGS INC.(A Development Stage Company) 
  STATEMENTS OF CASH FLOWS 
  (Stated in US Dollars)

|                                                                      |   |              |   |   | May 8,
      2006 |   |   | May 8,
      2006 |  
|--------------------------------------------------------------------- | - | ------------ | - | - | ----------------- | - | - | ----------------- | -
|                                                                      |   |              |   |   | (Date of          |   |   | (Date of          |  
|                                                                      |   | Year- ended  |   |   | Inception) to     |   |   | Inception) to     |  
|                                                                      |   | December 31, |   |   | December 31,      |   |   | December 31,      |  
|                                                                      |   | 2007         |   |   | 2006              |   |   | 2007              |  
|                                                                      |   |              |   |   |                   |   |   |                   |  
|                                                                      |   |              |   |   |                   |   |   |                   |  
|                                                                      |   |              |   |   |                   |   |   |                   |  
|CASH FLOWS FROM OPERATING ACTIVITIES                                  |   |              |   |   |                   |   |   |                   |  
|Loss for the period                                                   | $ | (106,265     | ) | $ | (4,000            | ) | $ | (110,265          | )
|                                                                      |   |              |   |   |                   |   |   |                   |  
|Adjustments to reconcile net loss to
      net cash used by operating |   |              |   |   |                   |   |   |                   |  
|activities                                                            |   |              |   |   |                   |   |   |                   |  
|Donated services                                                      |   | 6,000        |   |   | 4,000             |   |   | 10,000            |  
|Decrease in prepaid expenses                                          |   | 6,000        |   |   | (6,000            | ) |   | -                 |  
|Increase in accounts payable and accrued
      liabilities            |   | 4,000        |   |   | -                 |   |   | 4,000             |  
|                                                                      |   |              |   |   |                   |   |   |                   |  
|Net cash used in operating activities                                 |   | (90,265      | ) |   | (6,000            | ) |   | (96,265           | )
|                                                                      |   |              |   |   |                   |   |   |                   |  
|                                                                      |   |              |   |   |                   |   |   |                   |  
|CASH FLOWS FROM FINANCING ACTIVITIES                                  |   |              |   |   |                   |   |   |                   |  
|Loan payable                                                          |   | 45,265       |   |   | -                 |   |   | 45,265            |  
|Issuance of common shares                                             |   | -            |   |   | 51,000            |   |   | 51,000            |  
|                                                                      |   |              |   |   |                   |   |   |                   |  
|Net cash provided by financing activities                             |   | 45,265       |   |   | 51,000            |   |   | 96,265            |  
|                                                                      |   |              |   |   |                   |   |   |                   |  
|                                                                      |   |              |   |   |                   |   |   |                   |  
|Increase (decrease) in cash during
      the period                   |   | (45,000      | ) |   | 45,000            |   |   | -                 |  
|                                                                      |   |              |   |   |                   |   |   |                   |  
|Cash beginning of period                                              |   | 45,000       |   |   | -                 |   |   | -                 |  
|                                                                      |   |              |   |   |                   |   |   |                   |  
|Cash end of period                                                    | $ | -            |   | $ | 45,000            |   | $ | -                 |  
|Supplemental disclosure of cash flow information:                     |   |              |   |   |                   |   |   |                   |  
|Cash paid during the period for:                                      |   |              |   |   |                   |   |   |                   |  
|Interest                                                              | $ | -            |   | $ | -                 |   | $ | -                 |  
|Income taxes                                                          | $ | -            |   | $ | -                 |   | $ | -                 |  

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

---

|MABCURE INC.                     
|---------------------------------
|(A Development Stage Company)    
|NOTES TO THE FINANCIAL STATEMENTS
|(Stated in US Dollars)           
|DECEMBER 31, 2007                
|                                 

|1. | NATURE OF OPERATIONS AND SIGNIFICANT ACCOUNTING POLICIES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The Company was incorporated in the State of Nevada
        on May 8, 2006. The Company is in the business of developing biotech products
        in China. The Company is considered to be a development stage company
        as it has not generated revenues from operations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The accompanying financial statements have been prepared
        assuming the Company will continue as a going concern. As of December
        31, 2007, the Company has a working capital deficiency of $49,265, has
        not yet achieved profitable operations and has accumulated a deficit of
        $110,265 since inception. Its ability to continue as a going concern is
        dependent upon the ability of the Company to obtain the necessary financing
        to meet its obligations and pay its liabilities arising from normal business
        operations when the come due. The outcome of these matters cannot be predicted
        with any certainty at this time and raise substantial doubt that the Company
        will be able to continue as a going concern. These financial statements
        do not include any adjustments to the amounts and classification of assets
        and liabilities that may be necessary should the Company be unable to
        continue as a going concern.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Significant Accounting Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The financial statements have, in management's opinion,
        been properly prepared within the framework of the significant accounting
        policies summarized below:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Organizational and Start-up Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Costs of start-up activities, including organizational
        costs, are expensed as incurred.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Development Stage Company                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The Company is in the development stage. Since its formation,
        the Company has not yet realized any revenues from its planned operations.
        The Company is in the business of developing biotech products in China.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Cash and Cash Equivalents                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The Company considers all highly liquid investments
        with maturities of three months or less to be cash equivalents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The carrying value of the Company's financial instruments,
        consisting of cash, prepaid expenses and accounts payable and accrued
        liabilities approximate their fair value due to the short-term maturity
        of such instruments. Unless otherwise noted, it is management's opinion
        that the Company is not exposed to significant interest, currency or credit
        risks arising from these financial statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Use of Estimates                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The preparation of financial statements in conformity
        with generally accepted accounting principles of the United States requires
        management to make estimates and assumptions that affect the reported
        amounts of assets and liabilities and disclosure of contingent assets
        and liabilities at the date of the financial statements and the reported
        amounts of revenues and expenses during the year. The more significant
        areas requiring the use of estimates include asset impairment, stock-based
        compensation, and future income tax amounts. Management bases its estimates
        on historical experience and on other assumptions considered to be reasonable
        under the circumstances. However, actual results may differ from the estimates.                                                                                                                                                                                                      

---

|MABCURE INC.                     
|---------------------------------
|(A Development Stage Company)    
|NOTES TO THE FINANCIAL STATEMENTS
|(Stated in US Dollars)           
|DECEMBER 31, 2007                
|                                 

|**1.** | SIGNIFICANT ACOUNTING POLICIES(contd)
|------ | ---------------------------------------

Income Taxes

The Company has adopted SFAS No. 109
  - "Accounting for Income Taxes". SFAS No. 109, requires the use of the asset
  and liability method of accounting of income taxes. Under the asset and liability
  method of SFAS No. 109, deferred tax assets and liabilities are recognized for
  the future tax consequences attributable to temporary differences between the
  financial statements carrying amounts of existing assets and liabilities and
  their respective tax bases.

Deferred tax assets and liabilities are
  measured using enacted tax rates expected to apply to taxable income in the
  years in which those temporary differences are expected to be recovered or settled.

Basic and Diluted Loss per Share

In accordance with SFAS No. 128 - "Earnings
  Per Share", the basic loss per common share is computed by dividing net loss
  available to common stockholders by the weighted average number of common shares
  outstanding. Diluted loss per common share is computed similar to basic loss
  per common share except that the denominator is increased to include the number
  of additional common shares that would have been outstanding if the potential
  common shares had been issued and if the additional common shares were dilutive.
  At December 31, 2007, the Company had no stock equivalents that were anti-dilutive
  and excluded in the loss per share computation.

Stock-based Compensation

In December 2004, the FASB issued SFAS
  No. 123R, Share-Based Payment, which replaced SFAS No. 123, Accounting
  for Stock-Based Compensation and superseded APB Opinion No. 25, Accounting
  for Stock Issued to Employees. In January 2005, the Securities and Exchange
  Commission (SEC) issued Staff Accounting Bulletin (SAB)
  No. 107, Share-Based Payment, which provides supplemental implementation
  guidance for SFAS No. 123R. SFAS No. 123R requires all share-based payments
  to employees, including grants of employee stock options, to be recognized in
  the financial statements based on the grant date fair value of the award. SFAS
  No. 123R was to be effective for interim or annual reporting periods beginning
  on or after June 15, 2005, but in April 2005 the SEC issued a rule that will
  permit most registrants to implement SFAS No. 123R at the beginning of their
  next fiscal year, instead of the next reporting period as required by SFAS No.
  123R. The pro-forma disclosures previously permitted under SFAS No. 123 no longer
  will be an alternative to financial statement recognition. Under SFAS No. 123R,
  the Company must determine the appropriate fair value model to be used for valuing
  share-based payments, the amortization method for compensation cost and the
  transition method to be used at date of adoption. The transition provisions
  include prospective and retroactive adoption methods. Under the retroactive
  method, prior periods may be restated either as of the beginning of the year
  of adoption or for all periods presented. The prospective method requires that
  compensation expense be recorded for all unvested stock options and restricted
  stock at the beginning of the first quarter of adoption of SFAS No. 123R, while
  the retroactive methods would record compensation expense for all unvested stock
  options and restricted stock beginning with the first period restated. The Company
  has adopted the requirements of SFAS No. 123R which did not have any impact
  on the financial statements as, to date, the Company has not granted any stock
  options or any other share based payments..

The Company accounts for equity instruments
  issued in exchange for the receipt of goods or services from other than employees
  in accordance with SFAS No. 123 and the conclusions reached by the Emerging
  Issues Task Force in Issue No. 96-18, Accounting for Equity Instruments
  That Are Issued to Other Than Employees for Acquiring or in Conjunction with
  Selling Goods or Services (EITF 96-18). Costs are measured
  at the estimated fair market value of the consideration received or the estimated
  fair value of the equity instruments issued, whichever is more reliably measurable.
  The value of equity instruments issued for consideration other than employee
  services is determined on the earlier of a performance commitment or completion
  of performance by the provider of goods or services as defined by EITF 96-18.
  The Company has not adopted a stock option plan and has not granted any stock
  options. Accordingly, no stock-based compensation has been recorded to date.

---

|MABCURE INC.                     
|---------------------------------
|(A Development Stage Company)    
|NOTES TO THE FINANCIAL STATEMENTS
|(Stated in US Dollars)           
|DECEMBER 31, 2007                
|                                 

|**1.** | SIGNIFICANT ACCOUNTING POLICIES (contd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | Recent Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | In February 2006, the FASB issued SFAS No. 155, Accounting
        for Certain Hybrid Financial Instruments-an amendment of FASB Statements
        No. 133 and 140, to simplify and make more consistent the accounting
        for certain financial instruments. SFAS No. 155 amends SFAS No. 133, Accounting
        for Derivative Instruments and Hedging Activities, to permit fair
        value remeasurement for any hybrid financial instrument with an embedded
        derivative that otherwise would require bifurcation, provided that the
        whole instrument is accounted for on a fair value basis. SFAS No. 155
        amends SFAS No. 140, Accounting for the Impairment or Disposal of Long-Lived
        Assets, to allow a qualifying special-purpose entity to hold a derivative
        financial instrument that pertains to a beneficial interest other than
        another derivative financial instrument. SFAS No. 155 applies to all financial
        instruments acquired or issued after the beginning of an entity's first
        fiscal year that begins after September 15, 2006, with earlier application
        allowed. This standard is not expected to have a significant effect on
        the Companys future reported financial position or results of operations.                                                       
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | In March 2006, the FASB issued SFAS No. 156, "Accounting
        for Servicing of Financial Assets, an amendment of FASB Statement No.
        140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments
        of Liabilities". This statement requires all separately recognized servicing
        assets and servicing liabilities be initially measured at fair value,
        if practicable, and permits for subsequent measurement using either fair
        value measurement with changes in fair value reflected in earnings or
        the amortization and impairment requirements of Statement No. 140. The
        subsequent measurement of separately recognized servicing assets and servicing
        liabilities at fair value eliminates the necessity for entities that manage
        the risks inherent in servicing assets and servicing liabilities with
        derivatives to qualify for hedge accounting treatment and eliminates the
        characterization of declines in fair value as impairments or direct write-downs.
        SFAS No. 156 is effective for an entity's first fiscal year beginning
        after September 15, 2006. This adoption of this statement is not expected
        to have a significant effect on the Companys future reported financial
        position or results of operations.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | The adoption of these and other new Statements is not
        expected to have a material effect on the Companys current financial
        position, results or operations, or cash flows.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|2.     | COMMON STOCK                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | On December 20, 2006, the Company issued 2,550,000 shares
        of common stock at a price of $0.02 per share for total proceeds of $51,000.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | On December 11, 2007 the Company completed a twenty
        for one forward stock split whereby the authorized and issued capital
        stock. As a result, authorized share capital was increased to 1,500,000,000
        and issued and outstanding common shares outstanding increased to 51,000,000.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | On December 11, 2007 24,000,000 shares were returned
        to treasury.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | Common shares                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | The common shares of the Company are all of the same
        class, are voting and entitle stockholders to receive dividends. Upon
        liquidation or wind-up, stockholders are entitled to participate equally
        with respect to any distribution of net assets or any dividends which
        may be declared.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | Additional paid-in capital                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | The excess of proceeds received for shares of common
        stock over their par value of $0.001, less share issue costs, is credited
        to additional paid-in capital.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    

---

|MABCURE INC.                     
|---------------------------------
|(A Development Stage Company)    
|NOTES TO THE FINANCIAL STATEMENTS
|(Stated in US Dollars)           
|DECEMBER 31, 2007                
|                                 

|3. | DEFERRED TAX ASSETS                                                                                    
|-- | -------------------------------------------------------------------------------------------------------
|   |                                                                                                        
|   | The following table summarizes the significant components
        of the Companys deferred tax assets:

2007Deferred Tax AssetsNon-capital losses carryforward
      $
      37,500Valuation allowance for
        deferred tax asset
      
      (37,500
      )Income tax provision
      $
      -


|   | At December 31, 2007, the Company has accumulated non-capital
        losses totaling $110,265, which are available to reduce taxable income
        in future taxation years. These losses expire beginning in 2026. The potential
        benefit of those losses, if any, has not been recorded in the financial
        statements.
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                        
|4. | DONATED CAPITAL                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                        
|   | The Company records transactions of commercial substance
        with related parties at fair value as determined with management. The
        Company recognized donated services to directors of the Company for management
        fees, valued at $500 per month, as follows:                                                      

| |                 |   | May 8, 2006   |  |  |  | 
| | --------------- | - | ------------- |  |  |  | 
| |                 |   | (Date of      |  |  |  | 
| |                 |   | Inception) to |  |  |  | 
| |                 |   | December 31,  |  |  |  | 
| |                 |   | 2007          |  |  |  | 
| |                 |   |               |  |  |  | 
| | Management fees | $ | 10,000        |  |  |  | 

|5. | SUBSEQUENT EVENT                                                                                                                                                                                                                      
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                       
|   | Subsequent to the year-end the Company completed a merger
        with its subsidiary, MabCure Inc., a Nevada corporation. As a result,
        the Company changed its name from "Smartec Holdings Inc." to "MabCure
        Inc.".

---

- 19 -

ITEM
8.              
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE

On July 1, 2007, we were informed by Ronald N. Silberstein,
PLLC ("RNS"), the independent registered public accounting firm, that RNS
has consummated a merger with Maddox Unger, PLLC ("MU") and the name of
the post-merger firm is Maddox Ungar Silberstein, PLLC ("MUS").

As a result, effective July 1, 2007, RNS resigned as our
independent registered auditors and we engaged MUS as our independent registered
auditors. The decision to change our auditors was approved by our board of
directors.

The report on the audited financial statements prepared by RNS,
for the fiscal year ended December 31, 2006 did not contain an adverse opinion
or a disclaimer of opinion. Also, it did not qualify or modify as to
uncertainty, audit scope or accounting principles. RNS, however, did express in
their report substantial doubt about our ability to continue as a going concern.

In addition, during our fiscal year ended December 31, 2006,
and any subsequent interim periods preceding the change in our auditors, there
were no disagreements with RNS on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope procedure, which,
if not resolved to RNSs satisfaction, would have caused it to make reference to
the subject matter of the disagreements in connection with their report.

ITEM 8A(T).       
CONTROLS AND PROCEDURES

As required by Rule 13a-15 under the Exchange Act, as of
December 31, 2007, we have carried out an evaluation of the effectiveness of the
design and operation of our companys disclosure controls and procedures. This
evaluation was carried out under the supervision and with the participation of
our companys management, including our companys Chief Executive Officer and
Chief Financial Officer. Based upon the results of that evaluation, our
companys Chief Executive Officer and Chief Financial Officer have concluded
that, as of December 31, 2007, our companys disclosure controls and procedures
were effective and provide reasonable assurance that material information
related to our company is recorded, processed and reported in a timely manner.

Our companys management, with the participation of our Chief
Executive Officer and Chief Financial Officer, is responsible for the design of
internal controls over financial reporting. The fundamental issue is to ensure
all transactions are properly authorized, identified and entered into a
well-designed, robust and clearly understood system on a timely basis to
minimize risk of inaccuracy, failure to fairly reflect transactions, failure to
fairly record transactions necessary to present financial statements in
accordance with generally accepted account principles, unauthorized receipts and
expenditures or the inability to provide assurance that unauthorized
acquisitions or dispositions of assets can be detected. The small size of our
company makes the identification and authorization process relatively simple and
efficient and a process for reviewing internal controls over financial reporting
has been developed. To the extent possible given our companys small size, the
internal control procedures provide for separation of duties for handling,
approving and coding invoices, entering transactions into the accounts, writing
cheques and requests for wire transfers and also require two signatures on
significant payments. As of December 31, 2007, our companys Chief Executive
Officer and Chief Financial Officer conclude that our companys system of
internal controls is adequate and comparable to those of issuers of a similar
size and nature.

---

- 20 -

This annual report does not include an attestation report of
our companys registered public accounting firm regarding internal control over
financial reporting. Managements report was not subject to attestation by the
companys registered public accounting firm pursuant to temporary rules of the
SEC that permit the company to provide only managements report in this annual
report.

There were no significant changes to our companys internal
controls or in other factors that could significantly affect these controls
subsequent to the date of their evaluation, including any significant
deficiencies or material weaknesses of internal controls that would require
corrective action.

ITEM
8B.             OTHER
INFORMATION

None.

PART III

|ITEM 9. | DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL
      PERSONS AND CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(A)
      OF THE EXCHANGE ACT
|------- | -------------------------------------------------------------------------------------------------------------------------------------------------

Directors, Executive Officers, Promoters and Control Persons

As at the date hereof, names and ages of our directors and
executive officers, their positions with our company and term of offices thereof
and any directorships at other reporting companies are as follows:

Name
      Age
      Position Held with our
        Company
      Date First Elected or
        Appointed
      Other Reporting
        Company DirectorshipsYapp Moi Lee
    47
    Director
      President Chief Executive Officer
    September 1, 2006 September
      1, 2006 September 1, 2006
    N/APua Soo Siang
    55
    Director Chief
      Technology Officer
    September 1, 2006 September
      1, 2006
    N/AMartin Bajic
    31
    Chief Financial
      Officer Treasurer
    March 19, 2008 March 19, 2008
    N/A


Business Experience

The following is a brief description of business experience of
each of our officers and directors during the past five years.

Yapp Moi Lee, President, Chief Executive Officer and Director

Mr. Lee has been our President (Principal Executive Officer)
and our director since September 1, 2006. Since 2000, Mr. Lee has served as
senior manager and general manager of Linde Enterprises Co., a private company
located in Kuala Lumpur, Malaysia. Mr. Lee was educated at Mantissa Institute in
Kuala Lumpur, Malaysia.

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- 21 -

Pua Soo Siang, Chief Technology Officer and Director

Mr. Siang has been our Chief Technical Officer and our director
since September 1, 2006. Since 2002, Mr. Siang has served as Senior Engineer of
Vepact Chemical Ltd, a private company in the business of chemical product
development located in Kuala Lumpur, Malaysia. Mr. Siang was educated at Nanyang
Technological University in Singapore.

Martin Bajic, Chief Financial Officer and Treasurer

Mr. Bajic was appointed our Chief Financial Officer (Principal
Financial Officer) and Treasure (Principal Accounting Officer) since March 19,
2008. Mr. Bajic obtained his Canadian Chartered Accountant designation in 2004.
From 1999 to 2007, Mr. Bajic worked at a medium-sized accounting firm providing
auditing services to public reporting entities. Mr. Bajic currently provides
independent accounting and consulting services to public and private companies
to assist with financial statement and public reporting disclosure
requirements.

Family Relationships

There are no family relationships among our directors or
executive officers.

Involvement in Certain Legal Proceedings

During the past five years, our directors, executive officers,
promoters and control persons have not been involved in any of the following
events that are material to an evaluation of the ability or integrity of any one
of them:

- any bankruptcy petition filed by or against any business of which such
  person was a general partner or executive officer either at the time of the
  bankruptcy or within two years prior to that time;
- any conviction in a criminal proceeding or being subject to a pending
  criminal proceeding (excluding traffic violations and other minor offenses);
- being subject to any order, judgment, or decree, not subsequently reversed,
  suspended or vacated, of any court of competent jurisdiction, permanently or
  temporarily enjoining, barring, suspending or otherwise limiting his
  involvement in any type of business, securities or banking activities; or
- being found by a court of competent jurisdiction (in a civil action), the
  SEC or the Commodity Futures Trading Commission to have violated a federal or
  state securities or commodities law, and the judgment has not been reversed,
  suspended, or vacated.

Committees of the Board of Directors

At present, we do not have any committees of the board of
directors.

Code of Ethics

At present, we have not adopted any code of ethics.

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- 22 -

Compliance with Section 16(a) of the Securities Exchange
Act

Section 16(a) of the Exchange Act requires our directors,
executive officers and persons who own more than 10% of a registered class of
our equity securities to file with the SEC initial statements of beneficial
ownership, reports of changes in ownership and annual reports concerning their
ownership of our Common Shares and other equity securities, on Forms 3, 4 and 5
respectively. Directors, executive officers and persons who own more than 10% of
a registered class of our equity securities are required by the SEC regulations
to furnish us with copies of all Section 16(a) reports that they file.

Based solely on our review of the copies of such forms received
by us, or written representations from certain reporting persons, we believe
that all filing requirements applicable to our directors, executive officers and
persons who own more than 10% of a registered class of our equity securities
were complied with, other than disclosed as follows:

Name
      Number of Late Reports
      Number of Transactions Not Reported on a Timely Basis
      Failure to File Requested
      FormsYapp Moi Lee
    1
    1
    Form
      3 & Form 5Pua Soo Siang
    1
    1
    Form
      3 & Form 5Martin Bajic
    N/A
    N/A
    N/a


ITEM 10. EXECUTIVE COMPENSATION

The particulars of compensation paid to the following persons
during the fiscal period ended December 31, 2007 are set out in the summary
compensation table below:

- our Chief Executive Officer (Principal Executive Officer);
- each of our two most highly compensated executive officers, other than the
  Chief Executive Officer (Principal Executive officer), who were serving as
  executive officers at the end of the fiscal year ended December 31, 2007; and
- up to two additional individuals for whom disclosure would have been
  provided under the item above but for the fact that the individual was not
  serving as our executive officer at the end of the fiscal year ended December
  31, 2007;(collectively, the Named Executive Officers):

SUMMARY
        COMPENSATION TABLEName
      Year
      Salary ($)
      Bonus ($)
      Stock Awards
        ($)
      Option Awards
        ($) (3)
      Non-Equity Incentive Plan Compensa- tion ($)
      Nonqualified
        Deferred Compensatio n Earnings ($)
      All
        Other Compen -sation ($)
      Total ($)Yapp Moi Lee(1)
      2007
      Nil
      Nil
      Nil
      Nil
      Nil
      Nil
      Nil
      NilPua Soo Siang(2)
      2007
      Nil
      Nil
      Nil
      Nil
      Nil
      Nil
      Nil
      Nil


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- 23 -

Notes:

| | (1) | Mr. Lee is our President, Chief Executive Officer
      (Principal Executive Officer), Chief Financial Officer (Principal
      Financial Officer), Treasurer (Principal Accounting Officer) and a
      director since September 1, 2006. Mr. Lee resigned as Chief Financial
      Officer and Treasurer on March 19, 2008 and Mr. Martin Bajic was appointed
      as our Chief Financial Officer (Principal Financial Officer) and Treasurer
      (Principal Accounting Officer) on March 19, 2008.
| | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | (2) | Mr. Siang is our Chief Technology Officer and a
      director.                                                                                                                                                                                                                                                                                                                                                                                                                                         

We have not entered into any employment agreement or consulting
agreement with our executive officers. There are no arrangements or plans in
which we provide pension, retirement or similar benefits for directors or
executive officers. We do not have any material bonus or profit sharing plans
pursuant to which cash or non-cash compensation is or may be paid to our
directors or executive officers, except that stock options may be granted at the
discretion of our board of directors from time to time. We have no plans or
arrangements in respect of remuneration received or that may be received by our
executive officers to compensate such officers in the event of termination of
employment (as a result of resignation, retirement or change of control) or a
change of responsibilities following a change of control.

Outstanding Equity Awards at Fiscal Year-End

As at December 31, 2007, we had not adopted any equity
award/compensation plan and no stock, options, or other equity securities were
awarded to our executive officers.

Director Compensation

We have not reimbursed our directors for expenses incurred in
connection with attending board meetings nor have we paid any directors fees or
other cash compensation for services rendered as a director in the period ended
December 31, 2007.

We have no formal plan for compensating our directors for their
services in their capacity as directors. In the future we may grant options to
our directors to purchase Common Shares as determined by our board of directors
or a compensation committee that may be established. Directors are entitled to
reimbursement for reasonable travel and other out-of-pocket expenses incurred in
connection with attendance at meetings of our board of directors. The board of
directors may award special remuneration to any director undertaking any special
services on behalf of our company other than services ordinarily required of a
director. Other than as indicated herein, no director received and/or accrued
any compensation for his or her services as a director, including committee
participation and/or special assignments.

ITEM
11.            
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS

As of April 1, 2008, there were 27,000,000 Common Shares issued
and outstanding. The following table sets forth certain information known to us
with respect to the beneficial ownership of our Common Shares as of that date
by: (a) each of our directors, (b) each of our executive officers, and (c) all
of our directors and executive officers as a group.

Except as set forth in the table below, there is no person
known to us who beneficially owns more than 5% of our Common Shares. The number
of Common Shares beneficially owned is determined under rules

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- 24 -

of the SEC and the information is not necessarily indicative of
beneficial ownership for any other purpose. Under such rules, beneficial
ownership includes any Common Shares as to which the individual has the sole or
shared voting power or investment power and any shares which the individual has
the right to acquire within 60 days of April 1, 2008 through the exercise of any
stock option or other right. Unless otherwise noted, we believe that each person
has sole investment and voting power (or shares such powers with his or her
spouse) with respect to the Common Shares set forth in the following table:

Name and Address of Beneficial Owner
      Amount and Nature of Beneficial Ownership
      Percentage of Class(1)Yapp Moi Lee(2)
      500,000
      Direct
      1.85%Pua Soo Siang(3)
      500,000
      Direct
      1.85%Martin Bajic(2)
      Nil
      N/A
      0.00%Directors and Executive Officers as a Group
      Nil
      N/A
      0.00%Holders of More than 5% of our Common Shares
      Nil
      N/A
      0.00%


Notes:

| | (1) | Based on 27,000,000 Common Shares issued and outstanding
      as at April 8, 2008.                                                                                                                                                                                                                                                                                                                                                                                                                     
| | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | (2) | Mr. Lee is our President, Chief Executive Officer
      (Principal Executive Officer), Chief Financial Officer (Principal
      Financial Officer), Treasurer (Principal Accounting Officer) and a
      director since September 1, 2006. Mr. Lee resigned as Chief Financial
      Officer and Treasurer on March 19, 2008 and Mr. Martin Bajic was appointed
      as our Chief Financial Officer (Principal Financial Officer) and Treasurer
      (Principal Accounting Officer) on March 19, 2008.
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | (3) | Mr. Siang is our Chief Technology Officer and
      Director.                                                                                                                                                                                                                                                                                                                                                                                                                                           

Changes in Control

We are unaware of any contract or other arrangement the
operation of which may at a subsequent date result in a change of control of our
company.

ITEM
12.            
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

None of the following parties has, since our date of
incorporation, had any material interest, direct or indirect, in any transaction
with us or in any presently proposed transaction that has or will materially
affect us:

- any of our directors or officers;
- any person proposed as a nominee for election as a director;
- any person who beneficially owns, directly or indirectly, shares carrying
  more than 5% of the voting rights attached to our outstanding shares of common
  stock;

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- 25 -

- any of our promoters; and
- any member of the immediate family (including spouse, parents, children,
  siblings and in- laws) of any of the foregoing persons.

ITEM
13.            
EXHIBITS

Exhibits required by Item 601 of Regulation S-B

|Exhibit |                                                                                                                                                                           
|------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                               
|3.1     | Articles of
        Incorporation filed as an exhibit to the registration statement on Form
        SB-2 filed on March 8, 2007 and incorporated herein by reference.     
|3.2     | By-laws filed as an exhibit
        to the registration statement on Form SB-2 filed on March 8, 2007 and
        incorporated herein by reference.                       
|4.1     | Specimen Stock
        Certificate filed as an exhibit to the registration statement on Form
        SB-2 filed on March 8, 2007 and incorporated herein by reference.    
|10.1    | Form of Subscription Agreement
        filed as an exhibit to the registration statement on Form SB-2 filed on
        March 8, 2007 and incorporated herein by reference.
|16.1    | Letter on Change
        in Certifying Accountant filed as an exhibit to our Current Report on
        Form 8-K filed on July 5, 2007                                     
|31.1*   | CEO
        Section 302 Certification under Sarbanes-Oxley Act of 2002                                                                                                    
|31.2*   | CFO
        Section 302 Certification under Sarbanes-Oxley Act of 2002                                                                                                    
|32.1*   | CEO
        Section 906 Certifications under Sarbanes-Oxley Act of 2002                                                                                                   
|32.2*   | CFO Section 906
        Certifications under Sarbanes-Oxley Act of 2002                                                                                                   

*Filed herewith

ITEM
14.            
PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees

The aggregate fees billed for each of the last two fiscal years
for professional services rendered by the principal account for the audit of our
financial statements and review of financial statements included in our
quarterly Reports on Form 10-QSB and services that are normally provided by the
accountant in connection with statutory and regulatory filings or engagements
for these fiscal periods were as follows:

|                   | Financial Year Ended
      December 31
|------------------ | --------------------------------------
|                   | 2007                                  
|Audit Fees         | $11,000                               
|Audit Related Fees | $Nil                                  
|Tax Fees           | $Nil                                  
|All Other Fees     | $Nil                                  
|Total              | $Nil                                  

In each of the last two fiscal years ended December 31, 2007
and 2006, there were no fees billed for assurance and related services by the
principal accountant that are reasonably related to the performance of the audit
or review of our financial statements and are not reported under Item 9(e)(1) of
Schedule 14A, for professional services rendered by the principal account for
tax compliance, tax advice, and tax

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- 26 -

planning, for products and services provided by the principal
accountant, other than the services reported in Item 9(e)(1) through 9(d)(3) of
Schedule 14A.

Policy on Pre-Approval by Audit Committee of Services
Performed by Independent Auditors

We do not use MUS for financial information system design and
implementation. These services, which include designing or implementing a system
that aggregates source data underlying the financial statements or generates
information that is significant to our financial statements, are provided
internally or by other service providers. We do not engage MUS to provide
compliance outsourcing services.

Effective May 6, 2003, the SEC adopted rules that require that
before MUS is engaged by us to render any auditing or permitted non-audit
related service, the engagement be:

- approved by our audit committee (which consists of our entire board of
  directors); or
- entered into pursuant to pre-approval policies and procedures established
  by the board of directors, provided the policies and procedures are detailed
  as to the particular service, the board of directors is informed of each
  service, and such policies and procedures do not include delegation of the
  board of directors' responsibilities to management.

The board of directors pre-approves all services provided by
our independent auditors. All of the above services and fees were reviewed and
approved by the board of directors either before or after the respective
services were rendered.

The board of directors has considered the nature and amount of
  fees billed by MUS and believes that the provision of services for activities
  unrelated to the audit is compatible with maintaining MUSs independence.

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- 27 -

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

MABCURE INC.

|By: | /s/Yapp Moi Lee                            |  | By: | /s/Martin Bajic                            
|--- | ------------------------------------------ |  | --- | -------------------------------------------
|    | Name: Yapp Moi Lee                         |  |     | Name: Martin Bajic                         
|    | Title: President, Chief Executive Officer  |  |     | Title: Chief Financial Officer (Principal  
|    | (Principal Executive Officer) and Director |  |     | Financial Officer) and Treasurer (Principal
|    |                                            |  |     | Accounting Officer)                        
|    |                                            |  |     |                                            
|    |                                            |  |     |                                            
|By: | /s/Pua Soo Siang                           |  |     |                                            
|    | Name: Pua Soo Siang                        |  |     |                                            
|    | Title: Chief Technology Officer and        |  |     |                                            
|    | Director                                   |  |     |                                            

Dated: April 14, 2008



In accordance with the Exchange Act, this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.

|By: | /s/Yapp Moi Lee                            |  | By: | /s/Martin Bajic                            
|--- | ------------------------------------------ |  | --- | -------------------------------------------
|    | Name: Yapp Moi Lee                         |  |     | Name: Martin Bajic                         
|    | Title: President, Chief Executive Officer  |  |     | Title: Chief Financial Officer (Principal  
|    | (Principal Executive Officer) and Director |  |     | Financial Officer) and Treasurer (Principal
|    |                                            |  |     | Accounting Officer)                        
|    |                                            |  |     |                                            
|    |                                            |  |     |                                            
|By: | /s/Pua Soo Siang                           |  |     |                                            
|    | Name: Pua Soo Siang                        |  |     |                                            
|    | Title: Chief Technology Officer and        |  |     |                                            
|    | Director                                   |  |     |                                            

Dated: April 14, 2008

---