U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10QSB

(Mark One)
|X|   Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
      of 1934 for the quarterly period ended June 30, 2005

|_|   Transition report under Section 13 or 15(d) of the Securities Exchange Act
      of 1934

            For the transition period from ____________ to ______________

                        Commission file number 000-09489

                               SWISS MEDICA, INC.
                 (Name of Small Business Issuer in Its Charter)

        Delaware                                           98-0355519
(State of Incorporation)                       (IRS Employer Identification No.)


                                 53 Yonge Street
                                   Third Floor
                        Toronto, Ontario, Canada M5E 1J3
                    (Address of Principal Executive Offices)

                                 (416) 868-0202
                              --------------------
                            Issuer's Telephone Number

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

As of August 5, 2005 the Company had  86,715,417  shares of its par value $0.001
Class A common stock issued and outstanding.

Transitional Small Business Disclosure Format (check one):

         Yes |_|    No |X|

<PAGE>

                               SWISS MEDICA, INC.

                                Table of Contents

PART I.  FINANCIAL INFORMATION

      Item 1.  Financial Statements (Unaudited)

               Condensed Consolidated Balance Sheets:
               June 30, 2005 and December 31, 2004

               Condensed Consolidated Statements of Losses:
               Three and Six Months Ended June 30, 2005 and 2004

               Condensed Consolidated Statements of Cash Flows:
               Six Months Ended June 30, 2005 and 2004

               Notes to Unaudited Condensed Consolidated Financial Information:
               June 30, 2005

      Item 2.  Management's  Discussion and Analysis of Results of Operation and
               Financial Condition

      Item 3.  Controls and Procedures

PART II.  OTHER INFORMATION

      Item 1.  Legal Proceedings

      Item 2.  Changes in Securities

      Item 3.  Defaults Upon Senior Securities

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

      Item 5.  Other Information

      Item 6.  Exhibits

<PAGE>

Item 1. Financial Statements (Unaudited)

                               SWISS MEDICA, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                     June 30, 2005   December 31, 2004
                                                                     -------------   -----------------
                                                                      (Unaudited)
<S>                                                                  <C>               <C>
ASSETS:
Cash and cash equivalents                                            $    527,575      $  1,630,559
Accounts receivable, net of allowance for discounts of $12,120
and $12,763 at June 30, 2005 and December 31, 2004, respectively        1,198,082            60,412

Inventories (Note C)                                                    1,787,322           616,585

Prepaid expenses and deposits                                             483,601            75,497
                                                                     ------------      ------------
Total current assets                                                    3,996,580         2,383,053


Property and equipment:                                                   216,452            54,382
Less: accumulated depreciation                                             27,034            16,126
                                                                     ------------      ------------
Total property and equipment                                              189,418            38,256

Other assets:

Intangible assets,  net of accumulated  amortization of $387,581
and $301,762 at June 30, 2005 and December 31, 2004,
respectively (Note B)                                                     372,169           457,988
Prepaid and other                                                         148,546            22,798
Goodwill (Note B)                                                         500,000                --
                                                                     ------------      ------------
Total other assets                                                      1,020,715           480,786

Total assets                                                         $  5,206,713      $  2,902,095
                                                                     ============      ============

LIABILITIES AND STOCKHOLDERS' EQUITY:
Accounts payable and accrued liabilities (Note G)                    $  1,116,472      $  1,751,114
Convertible notes payable (Note D)                                             --           500,000
Notes payable, current portion (Note D)                                 1,194,600           342,000
                                                                     ------------      ------------
Total current liabilities                                               2,311,072         2,593,114

Accrued liabilities, long-term portion                                     14,549                --
Commitment and contingencies (Note I)                                          --                --

Stockholders' equity:

Preferred stock, par value $.001 per share;  10,000,000 shares
authorized;  none issued at June 30, 2005 and December 31, 2004
(Note E)                                                                       --                --
Class A Common stock, par value $ .001 per share; 200,000,000
and 100,000,000 shares authorized at June 30, 2005 and December
31, 2004, respectively; 86,430,417 and 66,493,654 shares issued
at June 30, 2005 and December 31, 2004, respectively (Note E)              86,431            66,494
Class B Common stock, par value $.001 per share; 5,000,000 and
50,000,000 shares authorized at June 30, 2005 and December 31,
2004, respectively; 2,000,000 shares issued at June 30, 2005 and
December 31, 2004 (Note E)                                                  2,000             2,000

Additional paid-in capital                                             31,781,606        26,628,843

Accumulated deficit                                                   (28,988,945)      (26,388,356)
                                                                     ------------      ------------
Total stockholders' equity                                              2,881,092           308,981
Total liabilities and stockholders' equity                           $  5,206,713      $  2,902,095
                                                                     ============      ============
</TABLE>

       See accompanying footnotes to the unaudited condensed consolidated
                             financial information

<PAGE>

                               SWISS MEDICA, INC.
                   CONDENSED CONSOLIDATED STATEMENTS OF LOSSES
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                 For the three months ended June 30,    For the six months ended June 30,
                                      2005              2004                2005              2004
                                  ------------      ------------        ------------      ------------
<S>                               <C>               <C>                 <C>               <C>
Revenues, net                     $  1,383,328      $     23,595        $  2,510,740      $     29,664
Cost of Sales                          256,137             5,435             459,372             6,657
                                  ------------      ------------        ------------      ------------
Gross Profit                         1,127,191            18,160           2,051,368            23,007

Operating Expenses:
Selling, General and
Administrative                       2,619,627         1,443,284           4,488,974         3,619,766
Depreciation and Amortization           46,459            48,862              96,727            97,725
                                  ------------      ------------        ------------      ------------
Total Operating Expenses             2,666,086         1,492,146           4,585,701         3,717,491

Loss from Operations                (1,538,895)       (1,473,986)         (2,534,333)       (3,694,484)

Interest Expense, net                  (35,012)               --             (66,256)               --
Provision for Income Taxes                  --                --                  --                --
                                  ------------      ------------        ------------      ------------
Net Loss                          $ (1,573,907)     $ (1,473,986)       $ (2,600,589)     $ (3,694,484)
                                  ============      ============        ============      ============
Loss per common share (basic
and assuming dilution)            $      (0.02)     $      (0.03)       $      (0.03)     $      (0.09)
                                  ============      ============        ============      ============
Weighted average common
shares outstanding                  85,617,793        54,758,251          81,781,930        43,346,814
                                  ============      ============        ============      ============
</TABLE>


       See accompanying footnotes to the unaudited condensed consolidated
                             financial information

<PAGE>

                               SWISS MEDICA, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                 For the six months ended June 30,
                                                                                      2005              2004
                                                                                   -----------       -----------
<S>                                                                                <C>               <C>
Cash flows from operating activities:
Net loss                                                                           $(2,600,589)      $(3,694,484)
Adjustments to reconcile net loss to net cash (used in) operating activities:
Common stock issued in exchange for services rendered (Note E)                         250,350         2,042,098
Common stock issued in exchange for financing expense (Note D and E)                    35,900                --
Cancellation of common stock issued in prior year in connection
with acquisition of research and development costs (Note E)                           (167,500)               --
Common stock issued in exchange for expenses paid by shareholders                           --             7,374
Stock warrants issued in exchange for services (Note F)                                     --           287,500
Common stock issued in exchange for prepaid service fees                                    --            60,000
Amortization of prepaid service fees paid by common stock                                   --           (30,000)
Depreciation and amortization                                                           96,727            97,725
Expenses prepaid in prior period                                                        74,933            53,417
(Increase) in accounts receivable                                                   (1,137,670)          (20,490)
(Increase) in inventories                                                           (1,170,737)          (57,085)
(Increase) in deposits and other assets                                               (508,786)          (60,000)
(Decrease) in cash disbursed in excess of available funds                                   --            (3,102)
Increase in accounts payable and accrued liabilities                                   422,908            32,612
                                                                                   -----------       -----------
Net cash (used in) operating activities                                             (4,704,464)       (1,284,435)

Cash flows from investing activities:
Purchase of property and equipment                                                    (162,070)               --
                                                                                   -----------       -----------
Net cash (used in) investing activities                                               (162,070)               --

Cash flows from financing activities:
Proceeds from notes payable, net of repayments (Note D)                                852,600                --
Proceeds from sale of common stock, net of costs (Note E)                            3,410,950         2,886,500
Repayments of convertible debentures (Note D)                                         (500,000)               --
Repayments of third party advances                                                          --          (126,527)
                                                                                   -----------       -----------
Net cash provided by investing activities                                            3,763,550         2,759,973
Net increase (decrease) in cash and cash equivalents                                (1,102,984)        1,475,538
Cash and cash equivalents at the beginning of the period                             1,630,559             1,471
                                                                                   -----------       -----------
Cash and cash equivalents at the end of the period                                 $   527,575       $ 1,477,009
                                                                                   ===========       ===========
</TABLE>

       See accompanying footnotes to the unaudited condensed consolidated
                             financial information

<PAGE>

                               SWISS MEDICA, INC.
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                       For the six months ended June 30,
                                                                             2005             2004
                                                                         -----------      -----------
<S>                                                                      <C>              <C>
Supplemental Disclosures of Cash Flow Information:
Interest paid in cash                                                    $    66,256      $        --
Income taxes paid in cash                                                         --               --
Issuance of common stock in exchange for services (Note E)                   250,350        2,042,098
Common stock issued in exchange for financing expense (Note D and E)          35,900               --
Issuance of common stock in exchange for expenses paid by
shareholders                                                                      --            7,374
Cancellation of common stock issued in prior year in connection
with acquisition of research and development costs (Note E)                  167,500               --
Issuance of Class A common stock in exchange for previously
incurred debt (Note E)                                                     1,043,000               --
Issuance of stock warrants in exchange for services (Note F)                      --          287,500
Issuance of common stock in exchange for prepaid services fees                    --           60,000
Amortization of prepaid service fees paid by common
stock                                                                             --          (30,000)
Expenses prepaid in prior year                                                74,933           53,417
Acquisition of ADBSI (Note B):
  Assets acquired                                                            196,637               --
  Goodwill                                                                   500,000               --
  Common stock issued                                                       (600,000)              --
                                                                         -----------      -----------
  Net cash paid for acquisition                                          $    96,637      $        --
                                                                         ===========      ===========
</TABLE>

       See accompanying footnotes to the unaudited condensed consolidated
                             financial information

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES

General

The accompanying  unaudited condensed financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America for interim  financial  information  and with the  instructions  to Form
10-QSB.  Accordingly,  they do not include all of the  information and footnotes
required by generally  accepted  accounting  principles  for complete  financial
statements.

In the opinion of management,  all adjustments  (consisting of normal  recurring
accruals) considered  necessary for a fair presentation have been included.  The
results from  operations for the three and six-month  period ended June 30, 2005
are not necessarily  indicative of the results that may be expected for the year
ended December 31, 2005. The unaudited  financial  statements  should be read in
conjunction  with the  December  31, 2004  financial  statements  and  footnotes
thereto included in the Company's Annual Report on Form 10-KSB.

Business and Basis of Presentation

Swiss Medica,  Inc.,  formerly  Global Path  Incorporated  (the  "Company")  was
reincorporated  under the laws of the State of Delaware in September  2001.  The
Company is engaged in the business of  marketing  and  distributing  proprietary
bioscience health products, with the focus on chronic ailments.

On March 31, 2005, the Company entered into an Agreement and Plan of Acquisition
(the "Acquisition Agreement") with Anti-Depression BioHealth Solutions,  Inc., a
Florida  corporation  ("ADBSI")  and UTEK  Corporation,  a Delaware  corporation
("UTEK").  All  outstanding  shares of common stock of ADBSI were  exchanged for
2,105,263  restricted  shares  of  Class A  common  stock  of the  Company  in a
transaction accounted for using the purchase method of accounting. As additional
consideration  pursuant to the terms of the Acquisition  Agreement,  the Company
paid UTEK,  the sole  shareholder  of ADBSI,  $96,673 in cash.  As result of the
closing  under the  Acquisition  Agreement  on March 31,  2005,  ADBSI  became a
wholly-owned subsidiary of the Company (see Note B).

The consolidated  financial  statements  include the accounts of the Company and
its wholly  owned  subsidiary,  Anti-Depression  BioHealth  Solutions,  Inc. All
significant  inter-company  transactions  and balances  have been  eliminated in
consolidation.

Stock Based Compensation

In December  2002,  the FASB issued SFAS No. 148,  "Accounting  for  Stock-Based
Compensation-Transition and Disclosure-an amendment of SFAS 123." This statement
amends SFAS No.  123,  "Accounting  for  Stock-Based  Compensation,"  to provide
alternative methods of transition for a voluntary change to the fair value based
method of accounting for stock-based employee  compensation.  In addition,  this
statement  amends  the  disclosure  requirements  of  SFAS  No.  123 to  require
prominent  disclosures in both annual and interim financial statements about the
method of accounting for stock-based employee compensation and the effect of the
method used on reported  results.  The Company has chosen to continue to account
for stock-based  compensation using the intrinsic value method prescribed in APB
Opinion No. 25 and related  interpretations.  Accordingly,  compensation expense
for stock options is measured as the excess, if any, of the fair market value of
the  Company's  stock at the date of the grant  over the  exercise  price of the
related option. The Company has adopted the annual disclosure provisions of SFAS
No. 148 in its  financial  reports for the year ended  December 31, 2004 and has
adopted the interim  disclosure  provisions  for its  financial  reports for the
subsequent periods.  The Company granted an aggregate of 3,431,098 stock options
to employees and directors on January 25, 2005.  The options are  exercisable at
$0.10 per share and shall fully vest over a two-year period as follows: one-half
of the options shall vest after each anniversary of the Optionee's  commencement
of employment  or  consulting  service,  as  applicable;  provided that no stock
options shall vest prior to July 25, 2005 (Note F).

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES (Continued)

Stock Based Compensation (Continued)

Had compensation  costs for the Company's stock options been determined based on
the fair value at the grant dates for the  awards,  the  Company's  net loss and
losses per share would have been as follows:

<TABLE>
<CAPTION>
                                                             For the three months ended          For the six months ended
                                                          --------------------------------    ---------------------------------
                                                                      June 30,                             June 30,
                                                              2005               2004             2005               2004
                                                          -------------      -------------    -------------      -------------
<S>                                                       <C>                <C>              <C>                <C>
Net loss - as reported                                    $  (1,573,907)     $  (1,473,986)   $  (2,600,589)     $  (3,694,484)
Add: Total stock based employee  compensation expense
   as reported  under  intrinsic  value  method (APB                 --                 --               --                 --
   No. 25)
Deduct:  Total  stock  based  employee compensation
   expense as reported  under fair value based method
   (SFAS No. 123)                                                    --                 --               --                 --
                                                          -------------      -------------    -------------      -------------

Net loss - Pro Forma                                      $  (1,573,907)     $  (1,473,986)   $  (2,600,589)     $  (3,694,484)
                                                          =============      =============    =============      =============

Net loss  attributable  to common  stockholders - Pro
forma                                                     $  (1,573,907)     $  (1,473,986)   $  (2,600,589)     $  (3,694,484)
                                                          =============      =============    =============      =============
Basic  (and  assuming  dilution)  loss per share - as
reported                                                  $       (0.02)     $       (0.03)   $       (0.03)     $       (0.09)
                                                          =============      =============    =============      =============
Basic (and  assuming  dilution)  loss per share - Pro
forma                                                     $       (0.02)     $       (0.03)   $       (0.03)     $       (0.09)
                                                          =============      =============    =============      =============
</TABLE>

On December 16, 2004,  the Financial  Accounting  Standards  Board (FASB) issued
FASB  Statement  No.  123R  (revised  2004),  "Share-Based  Payment"  which is a
revision of FASB Statement No. 123,  "Accounting for Stock-Based  Compensation".
Statement 123R  supersedes APB opinion No. 25,  "Accounting  for Stock Issued to
Employees",  and amends  FASB  Statement  No.  95,  "Statement  of Cash  Flows".
Generally,  the approach in Statement 123R is similar to the approach  described
in Statement 123. However,  Statement 123R requires all share-based  payments to
employees,  including grants of employee stock options,  to be recognized in the
income statement based on their fair values.  Pro-forma  disclosure is no longer
an  alternative.  On April 14, 2005,  the SEC amended the effective  date of the
provisions of this  statement.  The effect of this  amendment by the SEC is that
the Company will have to comply with Statement 123R and use the Fair Value based
method of accounting no later than the first quarter of 2006. Management has not
determined the impact that this  statement  will have on Company's  consolidated
financial statements.

Revenue Recognition

For revenue from product  sales,  the Company  recognizes  revenue in accordance
with Staff Accounting  Bulletin No. 104, Revenue Recognition  ("SAB104"),  which
superseded Staff Accounting  Bulletin No. 101, Revenue  Recognition in Financial
Statements  ("SAB101").  SAB 101 requires  that four basic  criteria must be met
before  revenue can be  recognized:  (1)  persuasive  evidence of an arrangement
exists;  (2)  delivery  has  occurred;  (3)  the  selling  price  is  fixed  and
determinable;  and (4)  collectibility is reasonably  assured.  Determination of
criteria (3) and (4) are based on  management's  judgments  regarding  the fixed
nature of the selling prices of the products delivered and the collectibility of
those  amounts.  Provisions  for discounts  and rebates to customers,  estimated
returns and  allowances,  and other  adjustments  are  provided  for in the same
period the related sales are recorded.  The Company defers any revenue for which
the product has not been  delivered or is subject to refund until such time that
the  Company  and the  customer  jointly  determine  that the  product  has been
delivered or no refund will be required.  SAB 104  incorporates  Emerging Issues
Task Force 00-21 ("EITF 00-21"), Multiple-Deliverable Revenue Arrangements. EITF
00-21  addresses  accounting for  arrangements  that may involve the delivery or
performance of multiple products, services and/or rights to use assets.

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES (Continued)

Reclassification

Certain  reclassifications  have been made to conform to prior  periods' data to
the  current  presentation.  These  reclassifications  had no effect on reported
losses.

New Accounting Pronouncements

In March 2005, the FASB issued FASB Interpretation (FIN) No. 47, "Accounting for
Conditional  Asset Retirement  Obligations,  an interpretation of FASB Statement
No. 143," which  requires an entity to recognize a liability  for the fair value
of a conditional  asset  retirement  obligation when incurred if the liability's
fair value can be  reasonably  estimated.  The  Company is required to adopt the
provisions of FIN 47 no later than the first quarter of fiscal 2006. The Company
does not expect the adoption of this Interpretation to have a material impact on
its consolidated financial position, results of operations or cash flows.

In May 2005 the FASB issued Statement of Financial  Accounting  Standards (SFAS)
No. 154, "Accounting Changes and Error Corrections, a replacement of APB Opinion
No. 20 and FASB Statement No. 3." SFAS 154 requires retrospective application to
prior periods' financial statements for changes in accounting principle,  unless
it is  impracticable  to  determine  either the  period-specific  effects or the
cumulative  effect of the  change.  SFAS 154 also  requires  that  retrospective
application of a change in accounting principle be limited to the direct effects
of the change.  Indirect effects of a change in accounting principle,  such as a
change in non-discretionary profit-sharing payments resulting from an accounting
change,  should be recognized in the period of the accounting  change.  SFAS 154
also requires that a change in depreciation,  amortization,  or depletion method
for long-lived,  non-financial assets be accounted for as a change in accounting
estimate affected by a change in accounting principle. SFAS 154 is effective for
accounting  changes and  corrections  of errors made in fiscal  years  beginning
after December 15, 2005. Early adoption is permitted for accounting  changes and
corrections  of  errors  made in  fiscal  years  beginning  after  the date this
Statement  is issued.  The Company  does not expect the adoption of this SFAS to
have a  material  impact on its  consolidated  financial  position,  results  of
operations or cash flows.

NOTE B - BUSINESS COMBINATIONS

General Cosmetics Corporation.

On May 20,  2003  the  Company  acquired  equipment,  nine  patented  bioscience
products and related  intangible assets from General Cosmetics  Corporation.  In
consideration  for the  acquisition of the tangible and intangible  assets,  the
Company issued a total of 6,750,000 shares of restricted common stock. The stock
that was issued in this  transaction  was  valued at 85  percent of its  average
closing price ten days prior to and after May 21, 2003. The cost of the tangible
and intangible  assets acquired is the fair value of the Company's  common stock
issued of  $4,532,627.  In connection  with the  acquisition of the tangible and
intangible assets,  the Company acquired  $3,724,125 of research and development
assets which were charged to operations during the year ended December 31, 2003.

The Company has adopted  SFAS No. 142,  Goodwill  and Other  Intangible  Assets,
whereby the Company  periodically test its intangible assets for impairment.  On
an annual basis, and when there is reason to suspect that their values have been
diminished or impaired, these assets are tested for impairment,  and write-downs
will be included in results from operations.

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE B - BUSINESS COMBINATIONS (Continued)

General Cosmetics Corporation. (Continued)

The  intangible  assets  acquired from General  Cosmetics and carrying  value at
December 31, 2004 are:

<TABLE>
<CAPTION>
                                       Gross                                                Weighted Average
                                     Carrying     Accumulated                   Residual      Amortization
                                      Amount     Amortization      Net           Value       Period (Years)
                                   ----------    ----------      ----------    ----------    --------------
<S>                                <C>           <C>             <C>           <C>                      <C>
Amortizable Intangible Assets:
Patents                            $  563,250    $ (183,056)     $  380,194    $       --               5.0
Customer Mailing Lists                 30,000        (9,750)         20,250            --               5.0
Trademarks                             45,000       (14,625)         30,375            --               5.0
Non-compete agreements                112,500       (91,406)         21,094            --               2.0
Other                                   9,000        (2,925)          6,075            --               5.0
                                   ----------    ----------      ----------    ----------    --------------
Total                              $  759,750    $ (301,762)     $  457,988    $       --               4.6
                                   ==========    ==========      ==========    ==========    ==============
</TABLE>

The intangible assets acquired from General Cosmetics and carrying value at June
30, 2005 are:

<TABLE>
<CAPTION>
                                      Gross                                                 Weighted Average
                                    Carrying     Accumulated                    Residual      Amortization
                                     Amount      Amortization       Net          Value       Period (Years)
                                   ----------    ----------      ----------    ----------    --------------
<S>                                 <C>           <C>             <C>           <C>                     <C>
Amortizable Intangible Assets:
Patents                             $ 563,250     $(239,381)      $ 323,869     $      --               5.0
Customer Mailing Lists                 30,000       (12,750)         17,250            --               5.0
Trademarks                             45,000       (19,125)         25,875            --               5.0
Non-compete agreements                112,500      (112,500)             --            --               2.0
Other                                   9,000        (3,825)          5,175            --               5.0
                                   ----------    ----------      ----------    ----------   ---------------
Total                               $ 759,750     $(387,581)      $ 372,169     $      --               4.6
                                   ==========    ==========      ==========    ==========   ===============
</TABLE>

Total  amortization  expense charged to operations for the period ended June 30,
2005 and 2004 were $85,819 and $92,850, respectively.

Estimated amortization expense as of June 30, 2005 is as follows:

       Fiscal year 2005                                $  64,725
       Fiscal year 2006                                  129,450
       Fiscal year 2007                                  129,450
       Fiscal year 2008                                   48,544
                                                       ---------
       Total                                           $ 372,169
                                                       =========

Anti-Depression BioHealth Solutions, Inc.

On March 31, 2005, Swiss Medica,  Inc., a Delaware  corporation (the "Company"),
Anti-Depression  BioHealth Solutions,  Inc., a Florida corporation ("ADBSI") and
UTEK Corporation,  a Delaware corporation ("UTEK") entered into an Agreement and
Plan of Acquisition (the "Acquisition Agreement").  The acquisition of ADBSI was
completed pursuant to the terms of the Acquisition Agreement and closed on March
31, 2005.  All  outstanding  shares of common stock of ADBSI were  exchanged for
2,105,263  restricted  shares  of  Class A  common  stock  of the  Company  in a
transaction accounted for using the purchase method of accounting. As additional
consideration  pursuant to the terms of the Acquisition  Agreement,  the Company
paid UTEK, the sole  shareholder  of ADBSI,  $96,637 in cash. As a result of the
closing under the Acquisition Agreement,  ADBSI became a wholly-owned subsidiary
of the Company.

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE B - BUSINESS COMBINATIONS (Continued)

Anti-Depression BioHealth Solutions, Inc. (Continued)

The following summarizes the acquisition of ADBSI:

Issuance of 2,105,263 shares of common stock (Note E)         $  (600,000)
Assets acquired                                                   196,637
Goodwill                                                          500,000
                                                              -----------
Cash paid                                                     $    96,637
                                                              ===========

The  Company  valued  the common  stock  issued to the UTEK at $0.285 per share,
which  approximated  the fair value of the Company's common stock at the date of
acquisition.  The Company has  recorded  the  carryover  basis of the net assets
acquired,  which  did not  differ  materially  from  their  fair  value  and its
operating  results have been  included in the Company's  consolidated  financial
statements  since the date of purchase.  The Company  believes  the  acquisition
resulted  in the  recognition  of  goodwill  primarily  because of its  industry
position,  management  strength  and  potential  to  serve  as  a  platform  for
consolidation.

Option  Agreement:  On March  31,  2005,  in  connection  with  the  Acquisition
Agreement,  ADBSI obtained a 48-month  exclusive  option to acquire an exclusive
license  to  Nutraceutical  intellectual  property  and  products  developed  or
manufactured  using  the  Nutraceutical  intellectual  property  from  Back  Bay
Scientific,  Inc., a Delaware  corporation ("Back Bay") pursuant to the terms of
the Option Agreement. ADBSI may exercise this option after receipt of Back Bay's
notice of completion of the development of Nutraceutical  intellectual  property
or related  products,  or upon  termination  of an  existing  license  agreement
relating to the Nutraceutical technology. In consideration for the Option, ADBSI
agreed to pay Back Bay  $60,000 in four equal  payments  of  $15,000.  The first
payment  was made  upon  the  effectiveness  of the  Option  Agreement,  and the
remaining  three  payments  are due on the first,  second and third  anniversary
dates  of the  Option  Agreement.  ADBSI  has  already  paid the  first  $15,000
installment.

License  Agreement:  ADBSI's assets include an exclusive license to, among other
things,  develop and market patented and proprietary PMS Escape product pursuant
to the Patent License Agreement.  This  royalty-bearing  exclusive license gives
ADBSI rights to use,  manufacture  and  distribute the PMS Escape product or any
other product  developed from certain patent rights  licensed to Back Bay in the
United States and Canada.  This agreement also gives ADBSI the rights to use all
intellectual  property  related to PMS  Escape,  except the  patent  rights,  in
connection with the marketing,  sale and  distribution of the product.  Upon the
execution of this agreement, ADBSI agrees to pay a one-time,  non-refundable fee
of  $125,000  to Back Bay and to prepay for Back Bay's  finished  PMS Escape and
packaging inventory. The $125,000 fee was paid on ADBSI's behalf by UTEK.

Prepaid  Expense:  ADBSI also entered into a Consulting  Agreement with Back Bay
and its  principals on March 31, 2005.  Pursuant to the terms of the  Consulting
Agreement,  Back Bay's principals will provide  consulting  services relating to
PMS Escape and other  products to which ADBSI  obtains  rights  under the Patent
License Agreement. The initial term of the Consulting Agreement expires on April
1, 2009 and automatically renews for additional one-year terms. In consideration
for the  Consulting  Agreement,  ADBSI  agreed to pay Back Bay  $200,000 in four
equal payments of $50,000.  The first payment was made upon the effectiveness of
the Consulting Agreement, and the remaining three payments are due on the first,
second and third anniversary dates of the Consulting Agreement.

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE C - INVENTORIES

Inventories  are stated at the lower of cost or market price  determined  by the
first-in,  first-out (FIFO) method.  Inventories  primarily  consist of cosmetic
oils and packaging materials.  Components of inventories as of June 30, 2005 and
December 31, 2004 are as follows:

                                             June 30, 2005   December 31, 2004
                                             -------------   -----------------
         Raw Materials                          $   633,253        $ 172,652
         Finished Goods                           1,154,069          443,933
                                                -----------        ---------
                                                $ 1,787,322        $ 616,585
                                                ===========        =========

NOTE D - NOTES PAYABLE AND CONVERTIBLE NOTES PAYABLE

A summary of notes payable and convertible  promissory notes payable at June 30,
2005 and December 31, 2004 is as follows:

<TABLE>
<CAPTION>
                                                                       June 30, 2005   December 31, 2004
                                                                       -------------   -----------------
<S>                                                                      <C>                <C>
Notes payable to Strategic Equity Corp.; interest rate                  $        --      $   237,000
24% per annum; interest only payable monthly, maturity
date is June 5, 2005. (a)
Notes payable to Strategic Equity Corp.; interest rate                      534,600               --
24% per annum; interest only payable monthly, maturity
date is December 5, 2005. (b)
Notes payable to Double U Master Fund.; interest rate                       560,000               --
15% per annum; interest only payable monthly, maturity
date is December 20, 2005. (c)
Notes payable to Cigam Trust.; interest rate 18% per                         50,000               --
annum; interest only payable monthly, maturity date is
in June 2006. (d)
Notes payable to G. Feldbaum.; interest rate 18% per                         50,000               --
annum; interest only payable monthly, maturity date is
in June 2006. (d)
Notes payable to Strategic Equity Corp.; non-interest
bearing, with $59,167 of principal  due and payable on
or before  January 5, 2005,  $9,167 on or before
February 5, 2005, $9,167 on or before March 5, 2005,
$9,167 on or before April 5, 2005, $9,167 on or before May 5, 2005,              --          105,000
and $9,165 on or before June 5, 2005 (a)
Convertible notes payable to Highgate House, LP and

Montgomery Equity Partners, LP; interest at 7% per
annum, with a maturity date of 210 days from the
issuance ("Maturity Date"). The Company granted the
noteholder a security interest in substantially all of
the Company's assets and intellectual property and
registration rights. (e)                                                         --          500,000
                                                                        -----------      -----------
Total                                                                     1,194,600          842,000
Less: current portion                                                    (1,194,600)        (842,000)
                                                                        -----------      -----------
Long term portion                                                       $        --      $        --
                                                                        ===========      ===========
</TABLE>

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE D - NOTES PAYABLE AND CONVERTIBLE NOTES PAYABLE (Continued)

      a)    Notes Payable: In December 2004, the Company entered into a Security
            Agreement   and   Security   Agreement   Amendment   (together   the
            "Agreement")  with Strategic Equity Corp.  ("Strategic  Equity") for
            the sum of $600,000  Canadian Dollar (CAD)  (approximately  $472,000
            USD) of loans,  in two equal  installments of $300,000 CAD ($237,000
            USD) with the first installment being delivered to the Company on or
            before December 7, 2004, and the second  installment being delivered
            to the  Company  on or before  January 3,  2005,  and an  additional
            $105,000 USD of loan proceeds  being  delivered to the Company on or
            before  December  7, 2004.  Pursuant to the  Agreement,  the Company
            issued to  Strategic  Equity  warrants to purchase an  aggregate  of
            350,000  shares of the  Company's  Class A common stock at $0.42 per
            share,  exercisable  at any time after the  issuance and expiring on
            the day prior to the 5th  anniversary  of the warrant issue date. As
            of March 31, 2005, the Company has issued to Strategic  Equity three
            promissory  notes, two in the amount of $300,000 CAD  (approximately
            $237,000 USD) and the third in the amount of $105,000 USD. The first
            two promissory notes in the amount of $300,000 CAD each are interest
            only  payable  monthly at 24% per annum with the  maturity  dates on
            June 5, 2005. The  promissory  note in the amount of $105,000 USD is
            non-interest  bearing, with $27,499 of principal due as at March 31,
            2005 and  subsequent  payments of $9,167 on or before April 5, 2005,
            $9,167 on or before  May 5, 2005,  and  $9,165 on or before  June 5,
            2005.  The  promissory  notes are secured by the  Company's  assets.
            These  notes  were  cancelled  on June 5, 2005 and the  Company  and
            Strategic Equity Corp. entered into new note agreements as described
            in item (b).

      b)    Notes Payable:  On June 6, 2005, the Company entered into a Security
            Agreement   and   Security   Agreement   Amendment   (together   the
            "Agreement")  with Strategic Equity Corp.  ("Strategic  Equity") for
            the sum of $660,000  Canadian Dollar (CAD)  (approximately  $534,600
            USD)  being  delivered  to the  Company  on or before  June 6, 2005.
            Pursuant to the Agreement,  the Company  issued to Strategic  Equity
            100,000  shares of the  Company's  Class A common  stock,  valued at
            $0.30 per  share.  Financing  expense  of  $30,000  was  charged  to
            operations  during the period  ended June 30, 2005.  The  promissory
            note in the amount of $660,000 CAD is interest only payable  monthly
            at 24% per annum with the  maturity  dates on December 5, 2005.  The
            promissory   note  is  secured  by  the  Company's   trade  accounts
            receivable.

      c)    Notes Payable: On June 21, 2005, the Company entered into a Security
            Agreement   and   Security   Agreement   Amendment   (together   the
            "Agreement") with Double U Master Fund for the sum of $560,000 being
            delivered to the Company on or before June 21, 2005. Pursuant to the
            Agreement,  the Company  issued to Double U Master Fund  warrants to
            purchase an aggregate  of 500,000  shares of the  Company's  Class A
            common stock at $0.40 per share,  exercisable  at any time after the
            issuance and expiring on the day prior to the 5th anniversary of the
            warrant  issue date (Note F). The  promissory  note in the amount of
            $560,000 is interest only payable  monthly at 15% per annum with the
            maturity dates on December 20, 2005. The promissory  note is secured
            by the Company's inventory and trade accounts receivable.

      d)    Notes  Payable:  On June 10 and June 13, 2005,  the Company  entered
            into  an  Agreement  with  each  of  Cigham  Trust  and G.  Feldbaum
            ("Strategic  Equity") for the sum of $50,000 being  delivered to the
            Company  on or  before  June  10 and  June  13,  2005  respectively.
            Pursuant to the Agreement,  the Company issued to each of Cighma and
            Feldbaum,  10,000  shares of the  Company's  Class A common stock at
            approximately  $0.30 per  share.  Financing  expense  of $5,900  was
            charged to  operations  during the period ended June 30,  2005.  The
            promissory  notes each in the amount of  $50,000  is  interest  only
            payable  monthly at 15% per annum with the maturity dates on June 9,
            2006 and June 12, 2006 respectively.

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE D - NOTES PAYABLE AND CONVERTIBLE NOTES PAYABLE (Continued)

      e)    Convertible Notes Payable: On December 23, 2004, the Company entered
            into  a  Securities  Purchase  Agreement  with  Highgate  House,  LP
            ("Highgate")  and Montgomery  Equity  Partners,  LP  ("Montgomery").
            Pursuant to the Securities  Purchase  Agreement,  the Company was to
            issue  convertible-redeemable  debentures to Highgate and Montgomery
            in the original  principal amount of $1,000,000,  collectively.  The
            $1,000,000 was to be disbursed as follows: $500,000 was disbursed on
            December  28, 2004 (the "First  Traunche")  and  $500,000  was to be
            disbursed within five days of the filing of a registration statement
            related to the shares  issuable upon  conversion of the  convertible
            debentures ("Second Traunche").  Pursuant to the Securities Purchase
            Agreement,  Highgate and Montgomery each received 250,000  warrants.
            As of  December  31,  2004,  immediately  after the  issuance of the
            convertible notes payable,  the Company's management has approved to
            terminate  the  Securities  Purchase  Agreement  with  Highgate  and
            Montgomery,  and a  Termination  Agreement was finalized and entered
            into on January 19,  2005.  At December  31,  2004,  the Company had
            accrued  $125,000  of  financing  charges  in  connection  with  the
            redemption  of the  convertible  debentures.  The  Company  also has
            included in its  accrued  liabilities  the 250,000  shares of common
            stock to be issued, valued at the fair market value of the Company's
            common  stock at the  date the  management  proved  the  Termination
            Agreement.   The  Securities   Purchase  Agreement  was  accordingly
            terminated  without the Second Traunche being funded,  and the First
            Traunche has been  redeemed for  $625,000  plus accrued  interest in
            January 2005. The 250,000 shares of common stock were also issued in
            January 2005.  The Company  accounted for the above note payable and
            stock purchase rights in accordance with APB No. 14, "Accounting for
            Convertible Debt and Debt Issued with Stock Purchase Warrants" ("APB
            14"). The conversion  price exceeded the fair value of the company's
            common  stock  at  the  time  the  conversion  option  was  granted.
            Accordingly,  there was no imbedded beneficial conversion feature in
            connection with the issuance of the convertible debentures.

NOTE E - CAPITAL STOCK

The Company was authorized to issue  10,000,000  shares of preferred  stock with
par value $.001 per share,  100,000,000  shares of Class A common stock with par
value of $.001 per share, and 50,000,000 shares of Class B common stock with par
value $.001 per share. On November 27, 2002, the Company effected a "one-for-one
hundred" reverse stock split of its outstanding  shares of Class A common stock.
The  authorized  shares  remain  unchanged.  All  references  in  the  financial
statements  and notes to  financial  statements,  numbers  of  shares  and share
amounts have been  retroactively  restated to reflect the reverse split. On June
27, 2005, the Company's Board of Directors and Shareholders approved resolutions
to increase the total number of authorized shares of the Company's capital stock
from  160,000,000  shares to  215,000,000  shares as follows:  (1)  increase the
authorized  number of shares of Class A Common Stock from 100,000,000  shares to
200,000,000  shares and (2) to decrease the authorized number of shares of Class
B Common Stock from 50,000,000 shares to 5,000,000 shares.  Authorized share for
preferred  shares were kept  unchanged at 10,000,000  shares of preferred  stock
with par value $.001 per share.  As of June 30, 2005 and December 31, 2004,  the
Company  has  no  preferred  stock  issued  and  outstanding.  The  Company  has
86,430,417 and 66,493,654  shares of Class A common stock issued and outstanding
at June 30, 2005 and  December  31,  2004,  respectively.  The Company  also has
issued and outstanding 2,000,000 shares of Class B common stock at June 30, 2005
and December 31, 2004.

During the six-month period ended June 30, 2005, the Company issued an aggregate
of 811,250  shares of Class A common  stock to  attorneys  and  consultants  for
services  rendered in the amount of  $250,350.  All  valuations  of common stock
issued for services  were based upon the value of the services  rendered,  which
did not differ  materially  from the fair value of the  Company's  common  stock
during the period the services were rendered. The Company issued an aggregate of
3,900,000  shares of Class A common stock in exchange for  $1,043,000 of accrued
liabilities.  The Company  issued an aggregate of  13,250,250  shares of Class A
common stock in exchange for warrants  exercised  (Note F) at $0.16 to $0.30 per
share for a total  proceeds of  $3,410,950,  net of costs and fees.  The Company
issued an aggregate of 120,000  shares of common stock in exchange for financing
expense of $35,900 (Note D).  Additionally,  the Company  issued an aggregate of
2,105,263  shares of Class A common stock valued at $600,000 in connection  with
acquisition  of ADBSI (Note B). The Company  canceled  250,000  shares of common
stock issued in prior year in exchange for research and development costs in the
amount of $167,500.

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE E - CAPITAL STOCK (Continued)

In June  2005,  the  Company  entered  into a Class B  Common  Stock  Conversion
Agreement (the "Agreement") with its Chief Executive Officer ("Holder").  Holder
is the only holder of shares of Company's  Class B common  stock.  The Agreement
provides that upon the occurrence of certain  events,  the Company shall convert
shares of its Class B common  stock into shares of its Class A common stock at a
ratio of five (5) Class A shares  for  every  one Class B share.  As of June 30,
2005, the conversion has not occurred.

NOTE F- STOCK OPTIONS AND WARRANTS

Employee Stock Options

The following table summarizes the changes in stock options  outstanding and the
related prices for the shares of the Company's  common stock issued to employees
and directors, provided that no stock options shall vest prior to July 25, 2005.

<TABLE>
<CAPTION>
                              Options Outstanding                                  Options Exercisable
                              -------------------                                  -------------------
                                          Weighted Average        Weighted                      Weighted
     Exercise          Number           Remaining Contractual      Average      Number          Average
      Prices         Outstanding            Life (Years)       Exercise Price  Exercisable    Exercise Price
      ------         -----------            ------------       --------------  -----------    --------------
<S>     <C>            <C>                      <C>                <C>              <C>         <C>
        $ 0.10         3,431,098                1.57               $  0.10           --         $    --
                       =========                ====               =======      =========       =======
</TABLE>

Transactions  involving  stock  options  issued to employees  and  directors are
summarized as follows:

                                                             Weighted Average
                                        Number of Options     Price Per Share
Outstanding at December 31, 2002                       --          $      --
   Granted                                             --                 --
   Exercised                                           --                 --
                                                ---------          ---------
   Canceled or expired                                 --                 --
                                                ---------          ---------
Outstanding at December 31, 2003                       --          $      --
   Granted                                             --                 --
   Exercised                                           --                 --
   Canceled or expired                                 --                 --
                                                ---------          ---------
Outstanding at December 31, 2004                       --          $      --
   Granted                                      3,431,098               0.10
   Exercised                                           --                 --
   Canceled or expired                                 --                 --
                                                ---------          ---------
Outstanding at June 30, 2005                    3,431,098          $    0.10
                                                =========          =========

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE F- STOCK OPTIONS AND WARRANTS (Continued)

Warrants

The  following  table  summarizes  the changes in warrants  outstanding  and the
related  prices  for the  shares of the  Company's  common  stock  issued to the
Company consultants and investors.  Each warrant is to purchase one share of the
Company's Class A common stock.

<TABLE>
<CAPTION>
                      Warrants Outstanding                                 Warrants Exercisable
                      --------------------                                 --------------------
                                  Weighted Average        Weighted                      Weighted
 Exercise          Number       Remaining Contractual      Average         Number        Average
  Prices         Outstanding          Life (Years)     Exercise Price  Exercisable   Exercise Price
-----------      ------------   -------------------    --------------  -----------   --------------
<S>  <C>                <C>                    <C>          <C>             <C>           <C>
     $75.00             8,675                  1.51         $ 75.00         8,675         $ 75.00
     $ 0.75           100,000                  0.42         $  0.75       100,000         $  0.75
     $ 0.45           100,000                  0.42         $  0.45       100,000         $  0.45
     $ 0.42           350,000                  4.44         $  0.42       350,000         $  0.42
     $ 0.40         8,906,250                  1.90         $  0.40     8,906,250         $  0.40
     $ 0.30         4,251,000                  1.75         $  0.30     4,251,000         $  0.30
     $ 0.25           865,000                  0.39         $  0.25       865,000         $  0.25
                 ------------   -------------------    ------------    ----------    ------------
                   14,580,925                  1.81         $  0.41    14,580,925         $  0.41
                 ============   ===================    ============    ==========    ============
</TABLE>

Transactions  involving  warrants  issued to  non-employees  are  summarized  as
follows:

                                          Number of    Weighted Average
                                           Warrants    Price Per Share
Outstanding at December 31, 2002                8,675      $     75.00
   Granted                                    200,000      $      0.60
   Exercised                                       --      $        --
   Canceled or expired                             --      $        --
                                          -----------      -----------
Outstanding at December 31, 2003              208,675      $      3.69
   Granted                                 31,796,250      $      0.30
   Exercised                               (4,673,750)     $      0.24
   Canceled or expired                             --      $        --
                                          -----------      -----------
Outstanding at December 31, 2004           27,331,175      $      0.34
   Granted (Note D)                           500,000      $      0.40
   Exercised (Note E)                     (13,250,250)     $      0.25
   Canceled or expired                             --      $        --
                                          -----------      -----------
Outstanding at June 30, 2005               14,580,925      $      0.41
                                          ===========      ===========

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE F- STOCK OPTIONS AND WARRANTS (Continued)

Warrants (Continued)

The Company did not grant  compensatory  warrants  to  non-employees  during the
period ended June 30, 2005.  The warrants  granted  during the period ended June
30, 2005 were in connection with debt financing  (Note D). The  weighted-average
fair value of warrants  granted to consultants  during the period ended 2004 and
the  weighted-average  significant  assumptions  used to  determine  those  fair
values, using a Black-Scholes  option pricing model are as follows:  contractual
terms of 2 to 4 years,  an average risk free interest rate of 2.25%,  a dividend
yield of 0%,  and  volatility  of 33%.  The  amount of the  expense  charged  to
operations in connection  with granting the warrants was $0 and $287,500 for the
period ended June 30, 2005 and 2004, respectively.

NOTE G - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Accounts payable and accrued  liabilities at June 30, 2005 and December 31, 2004
are as follows:

                               June 30, 2005    December 31, 2004
                               -------------    -----------------
Accounts payable                  $1,059,105          $  529,694
Other accrued expenses                57,367           1,191,420
Litigation (Note I)                       --              30,000
                                  ----------          ----------
  Total                           $1,116,472          $1,751,114
                                  ==========          ==========

NOTE H - MAJOR CUSTOMERS AND VENDORS

Revenue  from three major  customers,  which  accounted  for greater than 10% of
total sales,  approximated  $2,027,000  or 81% of sales for the six months ended
June 30, 2005.  Total accounts  receivable due from these three major  customers
approximately  $991,000 or 83% of total  accounts  receivable  at June 30, 2005.
Revenue from two major customers,  which accounted for greater than 10% of total
sales,  approximately $22,300, or 75% of sales for the six months ended June 30,
2004. Total accounts receivable due from these two major customers approximately
$23,000, or 18% of total accounts receivable at June 30, 2004.

Total  purchases from two (2) major  suppliers,  each accounted for greater than
10% of total  purchase,  approximated  $850,000 or 42% of purchases  for the six
months ended June 30, 2005.  No accounts  payable was due to these two suppliers
as of June 30, 2005.

<PAGE>

                               SWISS MEDICA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE I - COMMITMENTS AND CONTINGENCIES

Commitments

On March 31, 2005, in connection with the Acquisition Agreement,  ADBSI obtained
a 48-month exclusive option ("Option Agreement") to acquire an exclusive license
to Nutraceutical  intellectual  property and products  developed or manufactured
using the  Nutraceutical  intellectual  property from Back Bay  Scientific,  Inc
(Note B). In consideration for the option,  ADBSI agreed to pay Back Bay $60,000
in four  equal  payments  of  $15,000.  The  first  payment  was  made  upon the
effectiveness of the Option Agreement on March 31, 2005, and the remaining three
payments are due on the first,  second and third anniversary dates of the Option
Agreement.

On March 31, 2005,  ADBSI entered into a Consulting  Agreement with Back Bay and
its principals (Note B). In consideration  for the Consulting  Agreement,  ADBSI
agreed to pay Back Bay  $200,000 in four equal  payments  of $50,000.  The first
payment was made upon the effectiveness of the Consulting Agreement on March 31,
2005, and the remaining  three  payments are due on the first,  second and third
anniversary dates of the Consulting Agreement.

On February 8, 2005 the Company  entered into an agreement with UPS Supply Chain
Solutions  to handle  warehousing  and  distribution  services  on behalf of the
Company,  for the  warehousing  and  distribution  of its  products  from  three
strategically  located  warehouses  in the U.S.  On February 8, 2005 the Company
issued an irrevocable letter of credit in the amount of $150,000 in favor of UPS
Supply Chain Solutions as security for these services to be rendered.



Item 2.  Management's  Discussion  and  Analysis  of Results of  Operations  and
         Financial Condition

The  following  discussion  should  be read in  conjunction  with the  Company's
Financial Statements and Notes thereto, included elsewhere within this Report.

         Management's  discussion  and  analysis  of results of  operations  and
financial condition are based on our financial statements. These statements have
been prepared in accordance with accounting principles generally accepted in the
United States of America.  These principles  require  management to make certain
estimates, judgments and assumptions that affect the reported amounts of assets,
liabilities,  revenues and expenses, and related disclosure of contingent assets
and  liabilities.  On an on-going  basis,  we evaluate  our  estimates  based on
historical  experience  and various  other  assumptions  that are believed to be
reasonable  under the  circumstances,  the  results  of which form the basis for
making  judgments about the carrying  values of assets and liabilities  that are
not readily  apparent from other  sources.  Actual results may differ from these
estimates under different assumptions or conditions.

Overview

         Swiss Medica Inc. is a consumer healthcare company which commercializes
proprietary  bioscience  products,  or all-natural  compounds,  that have health
promoting,  disease preventing or medicinal properties. The absence of chemicals
in the binding process increases the potential  efficacy levels of the products.
The company's mission is to be a premier consumer  healthcare company offering a
family of healthy,  clinically-proven  natural  products  that  relieve  chronic
ailments.

<PAGE>

         Swiss Medica's first patented  product is an all-natural  essential oil
product line called "O24  Essential Oil Pain  Neutralizer"  ("O24") and has been
medically  proven to provide  temporary  relief for minor pains  associated with
arthritis,  backaches  and  other  chronic  pains.  In March  2005  the  Company
announced the results of the randomized  double blind  clinical trial  conducted
during the fourth quarter of 2004, comparing the Company's O24(TM) pain reliever
against a placebo on patients  suffering from fibromyalgia.  Fibromyalgia,  is a
common and chronic disorder  characterized by widespread  muscle pain,  fatigue,
and multiple  tender  points.  The study  revealed  that the group  treated with
O24(TM) compared to placebo showed  statistically  significant  improvement when
measured on the Visual  Analog  Scale for pain.  Based on these  results of this
medical  study,  the  Company  has  developed  an  O24  product  line  extension
specifically for the fibromyalgia market.

         As part of the launch of this Fibromyalgia product, the Company also
announced a strategic  partnership  with the National  Fibromyalgia  Association
(NFA). As part of this strategic partnership,  the non-profit NFA will receive a
percentage of the proceeds from the sale of O24(TM)  Fibromyalgia.  This revenue
will directly  benefit people with  Fibromylagia  by supporting the programs and
services of the NFA.

         The Company  recently  introduced  its second line of patented  natural
products for depression  related symptoms.  Millions of Americans have sought or
are seeking a solution to treat the  symptoms  associated  with  depression.  On
April 12, 2005, the Company announced the launch of PMS Escape(R). PMS Escape(R)
is an  over-the-counter  product for the treatment of mood and appetite symptoms
associated with Premenstrual Syndrome (PMS). Swiss Medica acquired the exclusive
US and  Canadian  rights to PMS  Escape(R) as part of the  previously  announced
acquisition of Anti-Depression BioHealth Solutions Inc.

         It is the Company's  intention to expand its product  offering  through
internal research and development or via acquisitions.  All future products that
Swiss  Medica  hopes  to  commercialize  are  intended  to  have  the  following
attributes:

         o     Patent and/or trade secret protection,
         o     Clinical and/or medical studies demonstrating their efficacy,
         o     Over-the-counter,  natural  relief  for pain  associated  with
               chronic ailments,

         Our  goal  is  to  bring  natural,   healthy,   clinically-proven   and
proprietary  products that address chronic  ailments,  into the mainstream food,
drug and mass  retail  channels  and out of their  traditional  market  niche of
specialty retailers.

         We estimate that the global market for chronic  ailment  products is in
excess of $100 billion and is  currently  dominated  by  prescription,  chemical
based drugs. We believe that consumers are deeply concerned about the management
and cost of their  health care and the  expensive,  chemical-based  prescription
drug approach predominant in modern medicine.  We believe that this concern will
increase the demand for bioscience  health  products since natural  products are
considered to be effective  against many ailments and are more  accessible  than
prescription medications.

         During  2004 and  early  2005,  we  launched  the  distribution  of O24
Essential Oil Pain  Neutralizer into major retail outlets,  regional  pharmacies
and  massage  clinics  in  both  the  United  States  and  Canada.   Our  retail
distribution   includes  national  chains  including;   Rite  Aid  Drug  Stores,
CVS/pharmacy,  Shoppers  Drug  Market and Jean  Coutu.  The  Company  intends to
support  O24(TM)  and  its  other  products  with  point-of-presence  marketing,
sampling, print and in-store  advertisements,  radio spots, and extensive use of
public   relations,   including   testimonials  and  endorsements  from  medical
professionals and recognized celebrities.

         We  currently  have 18  individuals  who render  services to us for our
day-to-day operations.

         Our principal  executive offices are located at 53 Yonge Street,  Third
Floor, Toronto,  Ontario, Canada M5E 1J3. Our telephone number is (416) 868-0202
and website address is www.swissmedica.com.


History

         Swiss Medica, Inc., a Delaware corporation, was, prior to May 16, 2003,
a holding  company  focused on acquiring,  expanding and  developing  technology
companies and we had no operations.

<PAGE>

         As of May 16, 2003 we began to implement a new business  plan  pursuant
to which we  market  and  distribute  proprietary  bioscience  health  products,
focused on chronic ailments. We retained a new management team to implement this
new business plan. The global market for natural, herbal and bioscience products
is currently estimated to be over $60 billion and growing rapidly.

         On May  16,  2003 we  acquired  certain  assets  of  General  Cosmetics
Corporation,  a Delaware  corporation based in Munich,  Germany. The acquisition
was made by issuing to General  Cosmetics  Corporation  6,750,000  shares of our
Class A Common Stock,  subject to adjustment based on the terms of the March 31,
2003 definitive agreement.  The assets we acquired included a patented essential
oil bioscience product family that has been developed for pain relief, menstrual
cramps, cold sores and other ailments.  We intend to introduce these products to
the market over time and we are currently  marketing and selling the pain relief
formulation called "O24 Pain Relief" or "O24 Essential Pain Relief  Neutralizer"
in both  Canada  and the  United  States.  O24  Essential  Oil Pain  Neutralizer
complies with FDA  regulations  and can be sold in the United States pursuant to
an FDA  monograph.  As yet, we have not determined  when the remaining  products
will  be  introduced.   In  2003,  the  combined  U.S.,   over-the-counter   and
prescription-only  market  for pain  relief  products  was  estimated  to be $12
billion.

ADBSI Acquisition

         On March 31, 2005,  we acquired  Anti-Depression  BioHealth  Solutions,
Inc.  ("ADBSI"),  a  subsidiary  of  UTEK  Corporation,  in  a  cash  and  stock
transaction.  All outstanding shares of common stock of ADBSI were exchanged for
2,105,263  restricted  shares  of  Class A  common  stock  of the  Company  in a
transaction accounted for using the purchase method of accounting. As additional
consideration  pursuant to the terms of the Acquisition  Agreement,  the Company
paid UTEK,  the sole  shareholder  of ADBSI,  $96,673 in cash.  As result of the
closing  under the  Acquisition  Agreement  on March 31,  2005,  ADBSI  became a
wholly-owned  subsidiary  of the Company.  Related to the  acquisition,  we also
developed a business relationship with two Massachusetts Institute of Technology
(MIT)  scientists.  Swiss  Medica has an option to acquire all  over-the-counter
products developed by Back Bay Scientific Inc. and the team of scientists,  with
certain  limited  exceptions.  Pursuant to an exclusive  licensing  agreement to
develop and market the patented PMS Escape product in both the United States and
Canada,  we  intend to  re-launch  PMS  Escape  and  expect  to have PMS  Escape
available in major U.S. and Canadian pharmacy chains in the second half of 2005.
PMS Escape was previously carried and sold in over 20,000 retail outlets between
1996  and 1999 and in the  subsequent  years  was  available  for sale  over the
internet.

         We will  continue to look for  quality  proprietary,  natural  consumer
healthcare  products to license  and/or  acquire.  We plan to sell our  products
through  multiple  distribution  channels  including,  via retail  outlets,  the
Internet, and via healthcare professionals.

Markets

         The US joint pain market  includes more than 43 million U.S. adults who
suffer  from  arthritis  and  chronic  pain.  Approximately  one-half  of  these
individuals   suffer  from   Osteoarthritis,   while  10  million   suffer  from
Fibromyalgia and 2 million suffer from Rheumatoid Arthritis.  Additionally, more
than 65 million  Americans suffer from back pains and aches every year. In fact,
four of five adults will suffer back pain at some point in their  lifetime.  The
increasing number of the aging "baby boomer" population should only increase the
number of arthritic and joint pain related sufferers.

         We believe  that safety  concerns  regarding  prescription  medications
provide a significant opportunity for our products. The market for Vioxx(TM) and
Celebrex(TM)  drugs may have exceeded $5.0 billion last year. In our estimation,
the recent recall of these  prescription  medications  combined with side effect
concerns and negative  publicity may  discourage  physicians  and consumers from
administering and prescribing these drugs. Furthermore, in light of these safety
concerns,  consumers may hesitate before switching to other related prescription
products such as  prescription  pain  relievers.  O24(TM)'s  efficaciousness  in
treating pain sufferers could be at the forefront of these natural alternatives.
If  awareness  of  O24(TM)  proliferated,  it may result in an  increase  of the
Company's sales and significant market share growth.

         We believe that our second product offering, PMS Escape, has an equally
significant addressable market. There are millions of women in the US who suffer
from the mood  /emotional  symptoms and experience the food cravings  associated
with  PMS.  In  our  estimation,  PMS  Escape  is  the  only  clinically  proven
over-the-counter  product  focused on addressing  the mood or appetite  symptoms
associated with PMS.

<PAGE>

For the three and six months ended June 30, 2005:

         Swiss Medica net revenues  were  $1,383,328  and $23,595 for the second
quarter of 2005 and 2004 respectively,  and total sales of $626,569 for the year
ending December 31, 2004. Swiss Medica began generating  significant revenues in
August of 2004, therefore any comparisons of results of operations and financial
position with the quarter ended June 30, 2004 are not relevant.

The following is a summary of financial information for the three months and six
months June 30, 2005:


                                          three months           six months
                                          ------------           ----------
Revenue:                                 $  1,383,328        $  2,510,740

Cost of Sales                                 256,137             459,372
                                         ------------        ------------

Gross Profit                                1,127,191           2,051,368
         Gross Profit as % of Sales                81%                 82%
Operating Expenses:

Wages & Salaries                              364,344             616,262

Selling, General and Admin                  2,255,283           3,872,712

Depreciation and Amortization                  46,459              96,727
                                         ------------        ------------

Total Operating Expenses                    2,666,086           4,585,701


Loss from Operations                     ($ 1,538,895)       ($ 2,534,333)
                                         ============        ============


Interest Expense                              (35,012)            (66,256)

Provision for Income Taxes                         --                  --

Net Loss                                 $ (1,573,907)       $ (2,600,589)
                                         ============        ============
Loss per common share (basic and
assuming dilution)                       ($      0.02)       ($      0.03)
                                         ============        ============

Weighted average common shares
outstanding                                85,617,793          81,781,930


Sales

Our net  revenues  from  operations  for  the  quarter  ended  June,  2005  were
$1,383,328,  ($2,510,740  for the six  months  ending  June 30,  2005)  and were
generated predominately by sales to (approximate figures):

                                                      Three months   Six months
                                                      ------------   ----------
         U.S. based pharmaceutical outlets:           $944,000       $1,709,000
         Canadian based pharmaceutical outlets:       $344,000          642,000
         Health products:                             $31,000            66,000
         Grocery chains:                              $64,000            93,000

<PAGE>

Cost of Sales and Gross Profit

Cost of sales for our  second  quarter  ending  June 30,  2005,  were  $256,137,
generating a percentage  margin on sales of 81%,  ($459,372  and 82% for the six
months ending June 30, 2005). We anticipate  normalized gross profit percentages
to be between  70% and 80%,  depending  on the  distribution  mix of our revenue
streams and related  discounts.  It should also be noted that the raw  materials
used in the production process are commodities and subsequently  prices may vary
significantly, depending upon prevalent market conditions.

         Selling, General and Administrative Expenses

         A  summary  of our  Selling,  General  and  Administrative  costs is as
follows:

         Stock-based compensation to consultants & professional advisors totaled
$180,000  for the  quarter  ending June 30,  2005  ($250,350  for the six months
ending  June 30,  2005).  Stock  based  compensation  was granted to recruit and
compensate legal advisors, marketing, business and development advisors.

         Cash based Selling, General and Administrative costs totaled $2,459,202
for the quarter ending June 30, 2005, ($4,267,199 for the six months ending June
30, 2005) and includes approximately:

            o     $364,000 on payroll and related benefits ($616,000 for six
                  months ending June 30, 2005)
            o     $1,360,000 on advertising and product marketing ($1,946,000
                  for six months ending June 30, 2005)
            o     $166,000 on Public and Investor relations ($338,000 for six
                  months ending June 30, 2005)

         Other selling,  general and administrative costs include legal expense,
insurance, rent, travel, agent's fees and other office expenses.

         Depreciation and Amortization

         Depreciation  & Amortization  expenses of $46,459 were incurred  during
the quarter ended June 30, 2005 to amortize the tangible and  intangible  assets
acquired  from the General  Cosmetics  Corporation  acquisition  and  subsequent
office  equipment  purchases.  Depreciation & Amortization  expenses for the six
months ending June 30, 2005 totaled $96,727.

         Interest Expense

         Interest  expenses of $35,012 were incurred  during the quarter  ending
June 30,2005,  and $66,256 for the six months ending June 30, 2005. This relates
to interest paid on promissory notes and redeemable debentures. Interest expense
for the corresponding 2004 periods was zero.

Liquidity and Capital Resources

         As of June 30, 2005, our current  assets exceed current  liabilities in
the amount of $1.7 million.  As a result of our operating losses incurred during
the second  quarter of 2005,  we generated a cash flow  deficit  from  operating
activities  of $1.9 million and $4.7 million for the six months  ending June 30,
2005.  During this six month  period we invested an  additional  $1.2 million in
finished  goods and raw  materials  inventory to meet  projected  demand.  Trade
accounts  receivable  increased 1.1 million and incurred  additional $500,000 in
prepaid  expenses and  deposits.  In January of 2005, we used $500,000 to redeem
and terminate  Convertible  notes payable to Highgate  House,  LP and Montgomery
Equity Partners, LP. We used $162,070 in connection with investing activities in
the first half of 2005,  $96,637 relating to the acquisition of  Anti-Depression
Biohealth  Solutions,  Inc. We met our cash  requirements  primarily through the
private  placement of  $3,323,450,  gross  proceeds of common stock which closed
during the first  quarter of 2005,  and $87,500  which closed  during the second
quarter of 2005.  Net proceeds  from  issuing  notes  payable was  approximately
$850,000 during the six months ended June 30, 2005.

<PAGE>

         In June of 2005, we terminated the Security agreement entered into with
Strategic  Equity Corp.  ("Strategic  Equity") in December of 2004,  and entered
into a new Security  agreement with Strategic  Equity for the sum of 660,000 CAD
(approximately  $534,600) of new loans.  The  promissory  notes bear interest at
24%,  payable  monthly with maturity  dates of December 5, 2005.  The promissory
notes are secured by the Company's trade Accounts Receivable.

         In June of 2005 we entered  into a  Security  agreement  with  Double U
Master Fund for the sum of $560,000.  The promissory notes bear interest at 15%,
payable  monthly with maturity dates of December 20, 2005. The promissory  notes
are secured by the Company's inventory and trade Accounts Receivable.

         In June of 2005 we entered into two Security  agreements for the sum of
$50,000 each. The promissory  notes bear interest at 15%,  payable  monthly with
maturity dates in June 2006.

         We will be seeking to continue funding our operations through

            o     debt  instruments:  we are currently seeking debt financing in
                  order to provide  the  necessary  working  capital to fund our
                  ongoing operations,  including a Bank operating line of credit
                  secured by trade accounts receivable.
            o     The continued exercise of warrants to purchase common shares
            o     additional  sales of our equity  and/or  debt  securities,  if
                  necessary
            o     and/or shareholder loans

         There is no guarantee  that we will be successful  in completing  these
contemplated  financings,  nor can we assure you that we will be  successful  in
obtaining any additional  financing  should it be required.  If we cannot secure
additional financing when needed, we may be required to cease operations.

         By  adjusting  its   operations   and   development  to  the  level  of
capitalization,  management  belives it has sufficient capital resources to meet
projected  cash flow  deficits  through  the next twelve  months .  However,  if
thereafter,  we are not  successful  in  generating  sufficient  liquidity  from
operations or in raising sufficient  capital  resources,  on terms acceptable to
us,  this could  have a  material  adverse  effect on our  business,  results of
operations liquidity and financial condition.

         Our  independent  certified  public  accountants  have  stated in their
report,  which is included  with our audited  financial  statements  in the Form
10KSB for the year ended  December 31,  2004,  that we have  incurred  operating
losses in the last two years and that we are dependent on  management's  ability
to raise capital and develop profitable operations. These factors, among others,
may raise substantial doubt about our ability to continue as a going concern.

Factors Affecting Business, Operating Results and Financial Condition

         An  investment  in us  involves  a high  degree  of risk and  should be
undertaken  only by persons whose  financial  resources are sufficient to enable
them to assume  such risk and to bear the total loss of their  investment.  This
section sets forth a brief summary of some of the principal risk factors. If the
Company  is unable to address  and deal with one or more of the risks  described
below or any other risks which it may face, then its business, operating results
and financial condition could be materially  adversely  affected,  and you could
lose all or part of your investment.  For these reasons,  prospective  investors
should  carefully  consider  the  risks  described  below  as well as any  other
possible risks that could be important.

We are a company with a limited operating history.

         We have been  engaged in our current  business  for  approximately  two
years.  Accordingly,  we have a limited operating history and our operations are
subject to all the risks inherent in a business  enterprise  with such a limited
operating history, including limited capital, uncertain markets, and the absence
of an operating history.  The likelihood that we will succeed must be considered
in light  of the  problems,  expenses,  and  delays  frequently  encountered  in
connection with the new businesses,  as well as many other factors. We cannot be
certain  that  our  business  will  be  successful  or  that  we  will  generate
significant revenues.

<PAGE>

We have capital requirements and we will have the need for additional capital in
the future.

         We have been  dependent  primarily on private  placements of our equity
securities and shareholder  loans to fund our  operations.  In the near term, we
intend to focus on increasing our marketing  efforts for our existing  products.
There can be no  assurance  that any such  funding  will be available to us when
needed, on commercially  reasonable terms, or at all. If we are unable to obtain
additional  financing  if needed,  we will  likely be  required  to curtail  our
marketing and operating  plans and possibly cease our  operations.  In addition,
any  additional  equity  financing  may  involve  substantial  dilution  to  our
then-existing stockholders.

We are subject to government regulations which may hinder our growth.

         In the United  States,  governmental  agencies  and  extensive  federal
regulations  regulate  the  manufacture,   packaging,   labeling,   advertising,
promotion,   distribution   and  sale  of  our  products.   The  Food  and  Drug
Administration  (FDA) regulates the safety and effectiveness of our products and
the Federal  Trade  Commission  (FTC)  regulates how we advertise and market our
products.  O24 and any other  products we may  manufacture or sell in the future
are also subject to regulation by, among other regulatory entities, the Consumer
Product  Safety  Commission,  the  U.S.  Department  of  Agriculture,   and  the
Environmental  Protection Agency. The laws, regulations and enforcement policies
governing our products are relatively new and are still evolving,  and we cannot
predict what enforcement  positions the FDA or other  governmental  agencies may
take with respect to our products.

         There are similar  regulatory  bodies and  regulations  in Canada,  and
other  countries  in which we may  decide to  market,  sell and  distribute  our
products.  We cannot be certain  that we comply or will comply with all laws and
regulations  in  this  area.  Enforcement  actions  by any of  these  regulatory
agencies can result in civil and criminal  penalties,  an  injunction to stop or
modify  certain  selling  methods,  seizure of  products,  adverse  publicity or
voluntary  recalls and  labeling  changes.  If any  governmental  agency were to
undertake  an  enforcement  action  against us,  this could  cause an  immediate
decrease in our revenues,  cause us to incur significant additional expenses and
result in a decrease in our stock price.

We may never become profitable.

         We have incurred net operating  losses in each fiscal  quarter since we
have been in  business.  We expect to continue to  experience  losses  until the
time, if ever, when we are able to sell products sufficient to generate revenues
adequate to support our operations.

We may not be successful in acquiring or licensing new products.

         We are  currently  seeking  to  license  or  acquire  new  products  or
companies with bioscience products,  manufacturing or distribution  capabilities
consistent  with our  commercial  objectives.  Our recent  acquisition  of ADBSI
notwithstanding,  there can be no assurance that we will be able to acquire such
products.  We may not be able to find and acquire additional bioscience products
with demonstrative  competitive advantages. We presently do not have the capital
to make acquisitions. Accordingly, in the near term, any such acquisitions would
most likely  require  that we issue stock in our company to effect  acquisitions
which would result in dilution to our shareholders.

We have risks associated with our dependence on third party manufacturing.

         We  depend  upon  third  parties  to  manufacture  our  products.  The
inability of a  manufacturer  to ship orders of our products in a timely manner,
including as a result of local financial  market  disruption  which could impair
the  ability of such  manufacturers  to  finance  their  operations,  or to meet
quality standards,  could cause us to miss the delivery date requirements of our
customers for those items, which could result in cancellation of orders, refusal
to accept deliveries or a reduction in purchase prices,  any of which could have
a material adverse effect on our financial  condition and results of operations.
We  have  no  long-term  formal   arrangements  with  any  of  our  third  party
manufacturers.  Although  we  believe we could  replace  such  manufacturers  if
necessary,  without a material  adverse  effect on us, there can be no assurance
that such  manufacturers  could be replaced in a timely manner,  and the loss of
such  manufacturers  could  have a  material  adverse  effect  on our  business,
financial condition and results of operations.

<PAGE>

There is no certainty as to the potential market for our products.

         We have not undertaken an independent  analysis or survey of the market
for our products. We believe that consumers are willing to expend large sums for
the purchase of bioscience and herbal health products;  however, there can be no
assurance  that our  products  and  services  have the  commercial  potential to
succeed in these target markets.

We are dependent on our trademarks and patents.

         The market for certain of our products will be, in part, dependent upon
the goodwill engendered by our trademarks and trade names.  Trademark protection
is  therefore  material  to a portion  of our  business.  The  failure to obtain
trademark  protection,  or illegal use of any trademarks we may obtain, may have
an adverse effect on our business, financial condition and operating results.

         The  Company  owns  United  States  Patent  Number  6,444,238   (issued
September 3, 2002) which covers our O24 product,  however, there is no assurance
we will be able to obtain patent  protection for any derivative  uses of O24, or
for any other  products we may later  acquire or develop.  We also cannot assure
that we will be able to obtain foreign patents to protect our products.

         The failure to protect our patent, trademarks and trade names, may have
a material  adverse  effect on our business,  financial  condition and operating
results. Litigation may be required to enforce our intellectual property rights,
protect our trade  secrets or determine  the  validity and scope of  proprietary
rights of others. Any action we take to protect our intellectual property rights
could be costly and could absorb significant  management time and attention.  In
addition,  as a result of any such  litigation,  we could  lose any  proprietary
rights we have. If any of the foregoing  occurs,  we may be unable to execute on
our business plan and you could lose your investment.

Our executive  officers and directors  control a large  percentage of our common
stock,  which  allow them to  control  matters  submitted  to  stockholders  for
approval.

         Our executive  officers and directors  (and their  affiliates),  in the
aggregate,  own  approximately  11%  of  our  outstanding  common  stock,  and a
substantial  majority of our  outstanding  voting  stock.  There is currently an
aggregate of 88,715,417 shares of Class A and Class B Common Stock  outstanding.
The holders of the Class A and Class B Common Stock vote together on all matters
submitted to a shareholder vote. Raghunath Kilambi, our Chief Executive Officer,
Chief  Financial  Officer and a director,  owns 1,784,451  shares of our Class A
Common Stock, and 2,000,000 shares of our Class B Common Stock which constitutes
all outstanding shares of our Class B Common Stock. Each share of Class B Common
Stock is entitled to fifty  votes of Class A Common  stock and may be  converted
into five shares of Class A Common Stock. Therefore, Mr. Kilambi has the ability
to decide the outcome of matters  submitted  to our  stockholders  for  approval
(including  the election and removal of directors and any merger,  consolidation
or sale of all or substantially all of our assets) and to control our management
and affairs. Accordingly, such concentration of ownership may have the effect of
delaying,  deferring  or  preventing  a change  in  control,  impede  a  merger,
consolidation,  takeover or other business combination or discourage a potential
acquirer from making a tender offer or otherwise  attempting to obtain  control,
which in turn  could have an  adverse  effect on the market  price of our common
stock.

We need to build out our sales and marketing organization.

         We are and shall  continue  marketing our existing  products and future
products  that we may  license or acquire  either  through  the  utilization  of
contract sales  representatives and brokers,  the establishment of our own sales
force, strategic alliances and various other methods. We are in the early stages
of developing  such sales and marketing  channels,  and further  development  of
those  channels  will require an investment  of  substantial  amounts of capital
which we  currently  do not  possess  and which we may never be able to  access.
Accordingly,  despite our plans, we may be unable to  substantially  develop our
own marketing channels.

<PAGE>

We may be subject to product liability claims for our products.

         Customers  may sue us if any of our  products  sold to them  injure the
user.  Liability claims could require us to spend  significant time and money in
litigation  and pay  significant  damages.  As a  result,  any of these  claims,
whether  or not valid or  successfully  prosecuted,  could  have a  substantial,
adverse effect on our business and financial results. In addition,  we currently
have product liability insurance,  however the amount of damages awarded against
us in such a lawsuit may exceed the policy limits.

We depend on key  personnel  and will require  additional  skilled  employees to
execute our growth plans.

         Our  potential  for  success  depends  significantly  on our  executive
officers,  including,  Raghunath Kilambi, our Chief Executive Officer. We do not
carry  key-man  life  insurance on any  executive.  Given the early stage of our
development and our plans for rapid  expansion,  the loss of the services of any
executive or the  services of any other key  employees we may hire in the future
would have a substantial,  adverse  effect on our business.  We believe that our
future  success  will  depend in large part on our ability to attract and retain
highly skilled sales,  marketing and management  personnel.  If we are unable to
hire the necessary  personnel,  the  development of our business would likely be
delayed or prevented. Competition for these highly skilled employees is intense.
As a result,  we cannot  assure you that we will be  successful in retaining our
key  personnel  or in  attracting  and  retaining  the  personnel we require for
expansion.

We face significant competition.

         The  market  for   health-related   retail   goods  and   services   is
characterized by intense competition.  We believe that the principal competitive
factors for companies in the industries in which we compete are:

            o     functionality;
            o     quality of merchandise;
            o     discounts and rewards;
            o     brand recognition;
            o     customer loyalty; and
            o     price.

         Nearly  all of our  existing  and  potential  competitors  have  longer
operating  histories,  greater  experience,  greater  name  recognition,  larger
customer  bases and  significantly  greater  financial,  technical and marketing
resources than we do. Because of their greater  resources,  our  competitors are
able to  undertake  more  extensive  marketing  campaigns  for their  brands and
services,  and make  more  attractive  offers  to  potential  employees,  retail
affiliates,  and  others.  We cannot  assure you that we will be able to compete
successfully  against our current or future competitors or that our business and
financial results will not suffer from competition.

The market price of our common stock may be adversely affected if too much of it
is sold at once.

         Sales of  substantial  amounts of our common stock in the public market
could  adversely  affect the market price of the common  stock.  Such sales also
might make it more difficult for us to sell equity or equity-related  securities
in the future at a time and price that we deem appropriate.

         In addition,  we often  compensate  consultants who provide services to
the Company  through the  issuance to them of shares of publicly  traded Class A
Common Stock and other securities.  The shares of Class A Common Stock are often
registered  under a Form S-8  Registration  Statement that we filed with the SEC
which allows the consultants to immediately sell such shares on the open market.
The sale of those  shares will likely  adversely  affect the market price of the
Class A Common Stock.

Our stock is quoted on the OTC  Bulletin  Board and could be  subject to extreme
volatility.

         Our common stock is currently quoted under the symbol "SWME" on the OTC
Bulletin Board,  which is often  characterized  by low trading  volume.  A large
volume of stock being sold into the market at any one time could cause the stock
to  rapidly  decline  in  price.  In  addition,  we  must  comply  with  ongoing
eligibility  rules  to  ensure  our  common  stock is not  removed  from the OTC
Bulletin  Board,  which  would  materially  adverse  affect  the  liquidity  and
volatility of our common stock.

<PAGE>

Applicability of "penny stock rules" to broker-dealer  sales of our common stock
could have a negative  effect on the  liquidity  and market  price of our common
stock.

         Our common stock is subject to the "penny stock rules" adopted pursuant
to Rule 15g-9 of the  Securities  and  Exchange Act of 1934,  as amended,  which
apply to non-NASDAQ  companies  whose common stock trades at less than $5.00 per
share or which have a tangible net worth of less than $5,000,000 - or $2,000,000
if they have been  operating  for three or more  years.  The penny  stock  rules
impose additional sales practice  requirements on broker-dealers which sell such
securities  to  persons  other  than  established  customers  and  institutional
accredited  investors.  For  transactions  covered by this rule, a broker-dealer
must  make a  special  suitability  determination  for the  purchaser  and  have
received  the  purchaser's  written  consent to the  transaction  prior to sale.
Consequently, the penny stock rules affect the ability of broker-dealers to sell
shares of our common  stock and may affect the ability of  stockholders  to sell
their shares in the secondary  market if such a market  should ever develop,  as
compliance   with  such  rules  may  delay  and/or   preclude   certain  trading
transactions.  The penny stock rules could have a material adverse effect on the
liquidity and/or market price of our common stock.

We may raise additional capital through a securities  offering that could dilute
your ownership interest.

         We require  substantial  working  capital to fund our  business.  If we
raise  additional  funds  through  the  issuance  of equity,  equity-related  or
convertible  debt securities,  these securities may have rights,  preferences or
privileges  senior to those of the holders of our common stock.  The issuance of
additional  common  stock or  securities  convertible  into common  stock by our
management  will also have the  effect of  further  diluting  the  proportionate
equity interest and voting power of holders of our common stock.

         In  addition,  under our  Certificate  of  Incorporation,  the Board is
authorized to issue, without obtaining shareholder approval, shares of preferred
stock having the rights,  privileges  and designates as determined by the Board.
Therefore,  the Board  could  issue  shares of  preferred  stock that would have
preferential liquidation, distribution, voting, dividend or other rights.

We have  not  paid  cash  dividends  and it is  unlikely  that we will  pay cash
dividends in the foreseeable future.

         We plan to use all of our earnings to the extent we have  earnings,  to
fund our operations. We do not plan to pay any cash dividends in the foreseeable
future.  We cannot  guarantee  that we will,  at any time,  generate  sufficient
surplus  cash that would be  available  for  distribution  as a dividend  to the
holders of our common stock.  You should not expect to receive cash dividends on
our common stock.

ITEM 3. CONTROLS AND PROCEDURES

         We  carried  out an  evaluation,  under  the  supervision  and with the
participation of our management,  including our Chief Executive  Officer and our
Chief Financial  Officer of the effectiveness of the design and operation of our
disclosure  controls and  procedures as of the end of the period covered by this
report.  The  evaluation  was  undertaken in  consultation  with our  accounting
personnel.  Based on that  evaluation,  the Chief  Executive  Officer  and Chief
Financial  Officer  concluded  that our  disclosure  controls and procedures are
effective  to ensure  that  information  required to be  disclosed  by us in the
reports  that we file or submit  under the  Securities  Exchange  Act of 1934 is
recorded,  processed,  summarized and reported within the time periods specified
in the Securities and Exchange Commission's rules and forms.

         There were no significant  changes in our internal controls or in other
factors that could significantly affect internal controls subsequent to the date
of their evaluation.

PART II:  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

<PAGE>

         Occasionally we may be named as a party in claims and legal proceedings
arising  out of the  normal  course  of our  business.  These  claims  and legal
proceedings  may  relate  to  contractual  rights  and  obligations,  employment
matters, or to other matters relating to our business and operations.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

During the quarter  ended June 30, 2005 we issued  606,250  shares of our Common
Stock to  various  individuals  and  corporations  in  exchange  for  consulting
services.  The total value of the services we received in  conjunction  with the
issuance  of the  606,250  shares  of  our  Common  Stock  was  $180,000.  These
transactions  were exempt  from  registration  pursuant  to Section  4(2) of the
Securities Act of 1933.  350,000 shares of our Common Stock were issued upon the
exercise of Warrants  during the quarter ended June 30, 2005,  generating  gross
proceeds of $87,500.


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         NONE

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

         On June 27, 2005,  holders of 57.9% of the Company's voting  securities
approved  resolutions to amend the Certificate of  Incorporation to increase the
total  number  of  authorized   shares  of  the  Company's  capital  stock  from
160,000,000 shares to 215,000,000 shares as follows: (1) increase the authorized
number of shares of Class A Common Stock from 100,000,000  shares to 200,000,000
shares and (2) to  decrease  the  authorized  number of shares of Class B Common
Stock from 50,000,000  shares to 5,000,000  shares.  The Company intends to file
such amendment of the Company's charter with the Secretary of State of the State
of  Delaware at least 10 days after an  information  statement  on Schedule  14C
regarding the amendment has been sent to its stockholders.

ITEM 5.  OTHER INFORMATION

         NONE

ITEM 6.  EXHIBITS

      (a)   Exhibits

      2.1 Agreement for Purchase and Sale of Stock  between  Goldcrown  Holdings
Ltd. and Oxford Capital Group dated as of January 10, 2000 (1)

      2.2 Agreement for Purchase and Sale of Stock between Bodet Ltd. and Oxford
Capital Group dated as of January 10, 2000 (1)

      2.3  Agreement  and Plan of Merger of Yournet,  Inc.  with and into Global
Path Incorporated dated June 25, 2001 (2)

      3.1 Articles of Incorporation, as amended (3)

      3.2 Bylaws (3)

      10.1  Agreement  and Plan of  Acquisition,  dated March 31,  2005,  by and
between the  Registrant,  Anti-Depression  BioHealth  Solutions,  Inc.  and UTEK
Corporation. (5)

<PAGE>

      21.1 Subsidiaries (4)

      31.1.  Certification  of the  Chief  Executive  Officer  Pursuant  to Rule
13a-14(a) and 15d-14(a)(4)

      31.2.  Certification  of the  Chief  Financial  Officer  Pursuant  to Rule
13a-14(a) and 15d-14(a)(4)

      32.1.  Certification  of the Chief Executive  Officer  Pursuant to Section
1350 of Title 18 of the United States Code (4)

      32.2.  Certification  of the Chief Financial  Officer  Pursuant to Section
1350 of Title 18 of the United States Code (4)

---------------------------------
      (1)   Incorporated  by reference from a Form 8-K filed with the Securities
            and Exchange Commission on March 28, 2000.

      (2)   Incorporated  by reference from a Definitive  Information  Statement
            filed with the Securities and Exchange Commission on July 6, 2001.

      (3)   Previously filed.

      (4)   Filed herewith.

      (5)   Incorporated  by reference from a Form 8-K filed with the Securities
            and Exchange Commission on March 31, 2005.


                                   SWISS MEDICA, INC.

                                   By:/s/RAGHUNATH KILAMBI
                                   ---------------------------------------------
Date:  August 13, 2005                Raghunath Kilambi, Chief Executive Officer

<PAGE>

                                  SUBSIDIARIES

Subsidiary                                        State of Incorporation
----------                                        ----------------------

1. Anti-Depression Biohealth Solutions, Inc.      Florida