<PAGE>
                        FORM 10-QSB
              SECURITIES AND EXCHANGE COMMISSION
                  Washington, D.C. 20549

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


For the Quarterly Period Ended: March 31, 2007
                                --------------

Commission File Number: 0-17264
                        -------



              Alfa International Holdings Corp.
    ----------------------------------------------------
   (Exact name of registrant as specified in its charter)



         Delaware                           20-2876380
---------------------------------      ---------------------
State or other jurisdiction             (I.R.S. Employer
of incorporation or organization)      Identification Number)



      350 Fifth Avenue, Suite 1103, New York, N.Y. 10118
      --------------------------------------------------
            (Address of principal executive offices)


                      (212) 563-4141
   ----------------------------------------------------
   (Registrant's telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.   [X] Yes   [ ] No

As of May 12, 2007, the registrant had outstanding 39,674,656
shares of Common Stock, par value $.001 per share.

                            (1)

<PAGE>

           ALFA INTERNATIONAL HOLDINGS CORP.
                         INDEX

Forward-Looking Statements

             PART I - FINANCIAL INFORMATION

ITEM 1:     FINANCIAL STATEMENTS

       CONSOLIDATED BALANCE SHEETS:
       MARCH 31, 2007 AND DECEMBER 31, 2006

       CONSOLIDATED STATEMENTS OF OPERATIONS:
       THREE MONTHS ENDED MARCH 31, 2007 AND MARCH 31, 2006

       CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY:

       THREE MONTHS ENDED MARCH 31, 2007

       CONSOLIDATED STATEMENTS OF CASH FLOWS:
       THREE MONTHS ENDED MARCH 31, 2007 AND MARCH 31, 2006

       NOTES TO FINANCIAL STATEMENTS


ITEM 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS

ITEM 3:  CONTROLS AND PROCEDURES

             PART II - OTHER INFORMATION

ITEM 6:  EXHIBITS AND REPORTS ON FORM 8-K

         SIGNATURES






                            (2)

<PAGE>

Forward-Looking Statements

Some of the information contained in this Report may constitute
forward-looking statements or statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are based on current expectations and
projections about future events. The words "estimate", "plan",
"intend", "expect", "anticipate" and similar expressions are
intended to identify forward-looking statements which involve,
and are subject to, known and unknown risks, uncertainties and
other factors which could cause the Company's actual results,
financial or operating performance or achievements to differ
from future results, financial or operating performance or
achievements expressed or implied by such forward-looking
statements. Projections and assumptions contained and expressed
herein were reasonably based on information available to the
Company at the time so furnished and as of the date of this
filing. All such projections and assumptions are subject to
significant uncertainties and contingencies, many of which are
beyond the Company's control, and no assurance can be given that
the projections will be realized. Potential investors are
cautioned not to place undue reliance on any such forward-looking
statements, which speak only as of the date hereof. The Company
undertakes no obligation to publicly release any revisions to
these forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence
of unanticipated events.
















                            (3)








<PAGE>
<TABLE>             ALFA INTERNATIONAL HOLDINGS CORP. AND SUBSIDIARIES
                             CONSOLIDATED BALANCE SHEETS
<CAPTION>
                                                  March 31,       December 31,
                                                    2007              2006
           ASSETS                                 ---------       -----------
                                                 (Unaudited)
<S>                                             <C>               <C>
CURRENT ASSETS:
  Cash                                           $ 183,807           $ 27,961
  Accounts receivable                                  948             26,276
  Inventories                                       13,063             13,063
  Prepaid expenses and other current assets         43,378                531
                                                   --------          --------
       Total Current Assets                        241,196             67,831
                                                   --------          --------
PROPERTY AND EQUIPMENT:
  Office and computer equipment                    104,292            104,292
  General plant                                     17,799             17,799
  Furniture and fixtures                            15,951             15,951
  Leasehold improvements                               866                866
                                                   --------          --------
                                                   138,908            138,908
  Less: Accumulated depreciation and amortization (124,507)          (123,273)
                                                   --------          --------
                                                    14,401             15,635
                                                   --------          --------
OTHER ASSETS:
  Other assets                                      13,749             13,749
                                                   --------          --------

TOTAL ASSETS:                                    $ 269,346          $  97,215
                                                   ========           =======






          LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts payable                              $  358,659          $ 583,908
  Customer Deposits                                      -             12,140
  Accrued officer payroll                          319,384            320,553
  Due officers and directors                        64,187             51,517
  Accrued expenses and other current liabilities    23,621             19,876
  Dividends payable                                 21,675                  -
                                                  --------           --------
        Total Current Liabilities                  787,526            987,994
                                                  --------           --------

LONG-TERM LIABILITIES:

  Convertible Debentures, net of Discounts               -             77,922
  Accrued Interest payable on
    Convertible Debentures                               -             41,794
                                                   -------           --------
                                                         -            119,716
                                                   -------           --------

TOTAL LIABILITIES:                                 787,526          1,107,710
                                                   =======          =========

COMMITMENTS




STOCKHOLDERS' EQUITY:
  Preferred stock:
  $0.001 par value
  Authorized: 1,000,000 shares,
  Undesignated preferred stock:
  Authorized - 850,000 shares:
   Issued and outstanding: - none                         -                 -
  Series B preferred stock:
  Authorized - 150,000 shares:
   Issued and outstanding:
    86,937 and 86,937 shares, respectively              87                 87
  Common stock:
  $0.001 par value
  Authorized: 50,000,000 shares
   Issued and outstanding:
    39,674,656 and 32,112,964
    shares, respectively                         39,675             32,113
Capital in excess of par value                  14,965,895         14,365,056
Retained earnings (deficit)                    (15,523,837)       (15,407,751)
                                               -----------         -----------
     Total Stockholders' Equity (Deficit)         (518,180)        (1,010,495)
                                               -----------         -----------
                                                $  269,346         $   97,215
                                               ===========         ===========




<FN>
See accompanying notes to consolidated financial statements.
</FN>
</TABLE>












                                          (4)





<PAGE>
<TABLE>
              ALFA INTERNATIONAL HOLDINGS CORP. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF OPERATIONS
<CAPTION>

                                                        THREE MONTHS ENDED
                                                            March 31,
                                                      ----------------------
                                                       2007            2006
                                                       ----            ----
                                                    (Unaudited)     (Undudited)

<S>                                              <C>                <C>
REVENUES:
  Net sales                                       $       191        $   -
                                                   ----------      -----------
Total revenues                                            191            -
                                                   ----------      -----------

COSTS AND EXPENSES:
  Cost of sales                                            65             -
  Selling, general and administrative                  85,340          407,453
                                                   ----------      -----------
  Total Costs and Expenses                             85,405          407,453
                                                   ----------      -----------
OPERATING LOSS                                        (85,214)        (407,453)

  Interest income                                          33               33
  Interest expense                                     (9,230)         (35,092)
                                                   ----------      -----------
NET LOSS                                              (94,411)        (442,512)

PREFERRED STOCK DIVIDENDS                              21,675           11,961
                                                   ----------      -----------

LOSS APPLICABLE TO COMMON STOCKHOLDERS            $  (116,086)     $  (454,473)
                                                  ============     ============



BASIC AND DILUTED LOSS PER SHARE                  $      (.00)     $      (.02)
                                                  ============     ============

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING -
 BASIC AND DILUTED                                  35,893,810        29,011,599
                                                    ==========        ==========







<FN>
See accompanying notes to consolidated financial statements.
</FN>
</TABLE>







                                           (5)













<PAGE>
<TABLE>

                     ALFA INTERNATIONAL HOLDINGS CORP. AND SUBSIDIARIES
            CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited)
<CAPTION>
                                     Common Stock   Pref. Stock    Capital in    Retained
                                            Par             Par    Excess of     Earnings
                                  Shares    Value   Shares  Value  Par Value     Deficit)
                                 --------------------------------------------------------
<S>                           <C>          <C>      <C>     <C> <C>         <C>

 Balances At December 31,2006  32,112,964   $32,113  86,937  $87 $14,365,056 (15,407,751)
                               ==========    ======  ======  ===  ==========  ==========
 Issuance of common stock for
     consulting services            6,250         6                      744

 Issuance of common stock for
     cash                       2,300,000     2,300                  227,700

 Issuance of common stock
 upon conversion of debentures
 and accrued interest           2,700,139     2,701                  124,243

 Issuance of common stock in
 payment of accounts payable    2,600,303     2,600                  257,430

 Cancellation of common stock
 Issued for consulting services   (45,000)      (45)                 (10,906)

 Stock option expense                 -          -    -       -        1,628           -

Preferred stock dividends             -          -    -       -           -      (21,675)

Net loss                              -          -    -       -           -      (94,411)
                               ----------    ------  ------  ---  ----------  -----------
Balances At March 31,2007      39,674,656   $39,675  86,937  $87 $14,965,895  (15,523,837)
                               ----------    ------  ------  ---  ----------  -----------


<FN>
See accompanying notes to consolidated financial statements.
</FN>
</TABLE>



















                                           (6)












<PAGE>
<TABLE>
                    ALFA INTERNATIONAL HOLDINGS CORP. AND SUBSIDIARIES
                         CONSOLIDATED STATEMENTS OF CASH FLOWS


<CAPTION>
                                                           Three Months Ended March 31,
                                                           ----------------------------
                                                                2007         2006
                                                                ----         ----
                                                            (Unaudited)   (Unaudited)

<S>                                                       <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:

  Net loss                                                 $(   94,411) $(  442,512)
  Adjustments to reconcile net loss to net cash
   flows from operating activities:
    Depreciation and amortization                                7,605       28,392
    Stock based compensation related to stock options            1,628       15,448
    Issuance of common stock for Consulting services               750            -
    Cancellation of common stock issued for
      consulting services                                      (10,951)           -
    Issuance of common stock in payment of Interest
      on debentures                                                857

  Changes in operating assets and liabilities:
    Accounts receivable                                         25,328        2,630
    Prepaid expenses and other current assets                  (42,847)      (6,592)
    Other assets                                                   -           (235)
    Accounts payable                                            34,781      137,388
    Customer Deposits                                          (12,140)           -
    Accrued expenses and other current liabilities               3,745     (33,213)
    Accrued officers payroll                                    (1,169)      23,524
    Accrued interest payable on convertible debentures             -         10,685
                                                            ----------    ----------
  Net cash flows used by operating activities                  (86,824)    (264,485)
                                                            ----------    ----------


CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of equipment                                              -       (1,605)
                                                             ---------- -----------
         Net cash flows used by investing activities                 -       (1,605)
                                                             ---------- -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Loans from officers and directors                             12,670          -
  Proceeds from issuance of common stock                       230,000          -
  Proceeds from issuance of convertible debentures                   -      225,000
                                                            ----------   ----------
         Net cash flows from financing activities              242,670      225,000
                                                            ----------   ----------

NET CHANGE IN CASH                                             155,846      (41,090)

CASH BEGINNING OF PERIOD                                        27,961       41,566
                                                            -----------   ----------
CASH END OF PERIOD                                         $   183,807  $       476
                                                            ===========   ==========


SUPPLEMENTAL CASH FLOW INFORMATION:

  Income taxes paid                                         $       -    $       -
                                                            ===========   ==========
  Interest paid                                             $       -    $       -
                                                            ===========   ==========


NON-CASH FINANCING ACTIVITIES:
     Preferred stock dividend                               $   21,675   $    11,961
     Issuance of common stock upon conversion of
       debentures and accrued interest                      $  120,573   $       -
     Issuance of common stock in payment of
       accounts payable                                     $  260,030   $       -
                                                            ===========   ==========

<FN>
See accompanying notes to consolidated financial statements.
</FN>
</TABLE>

                                        (7)


<PAGE>

       ALFA INTERNATIONAL HOLDINGS CORP. AND SUBSIDIARIES
            NOTES TO CONSOLIDATED (UNAUDITED) INTERIM
                    FINANCIAL STATEMENTS


NOTE 1 - BASIS OF PRESENTATION


The consolidated balance sheet for Alfa International Holdings
Corp. ("Alfa" or the "Company")at the end of the preceding fiscal
year has been derived from the audited balance sheet and notes
thereto contained in the Company's annual report on Form 10-KSB
for the Company's fiscal year ended December 31, 2006 and is
presented herein for comparative purposes. All other financial
statements are unaudited. In the opinion of management, all
adjustments, which include only normal recurring adjustments
necessary to present fairly the financial position, results of
operations and cash flows for all periods presented, have been
made.

The results of operations for the interim periods presented
herein are not necessarily indicative of operating results for
the respective full years. As of the date of this report the
Company has three wholly-owned subsidiaries through which it
conducts all operations. All inter-company transactions have been
eliminated in the consolidated financial statements.

Certain footnote disclosures normally included in financial
statements prepared in accordance with accounting principles
generally accepted in the United States have been omitted in
accordance with the published rules and regulations of the
Securities and Exchange Commission. These financial statements
should be read in conjunction with the financial statements and
notes thereto included in the Company's annual report on Form 10-
KSB for the fiscal year ended December 31, 2006.

Net Loss Per Share - Basic and diluted loss per share are based
upon the weighted-average number of common shares outstanding
during the period. The computation of diluted earnings per share
does not assume the conversion, exercise or contingent issuance
of securities that would have a dilutive effect on loss per
share.

Principles of Consolidation - The consolidated financial
statements include the accounts of Alfa and its wholly-owned
subsidiaries, Contact Sports, Inc. ("Contact Sports"), Ty-
Breakers Corp. ("Ty-Breakers") and Journey of Light, Inc.
("JOL"), collectively referred to as the "Company". All inter-
company transactions have been eliminated in consolidation.

                            (8)

<PAGE>


NOTE 2 - GOING CONCERN AND LIQUIDITY


The Company has incurred significant operating losses and is in a
weak financial position, raising substantial doubt about its
ability to continue as a going concern.  The continued existence
of the Company is dependent upon its ability to attain profitable
operations or obtain additional financing.


NOTE 3 - CONVERTIBLE DEBENTURES:


On December 8, 2005, Alfa sold a convertible debenture ("First
Debenture") in the face amount of $250,000 to an investor in
exchange for $215,000, net of placement costs and fees. On
January 24, 2006, Alfa sold a second convertible debenture
("Second Debenture") in the face amount of $250,000 to the same
investor in exchange for $225,000, net of placement costs and
fees. The First Debenture was payable on or before December 7,
2008 and the Second Debenture was payable on or before January
23, 2009. Both the First Debenture and the Second Debenture
(collectively "Debentures") accrued interest at 10% per annum.
The holder had the option, at any time, to convert the then
outstanding balance of the Debentures together with accrued and
unpaid interest thereon into shares of Alfa's Common Stock at a
price per share equal to 90% of the lowest volume weighted
average price of Alfa's Common Stock during the fifteen trading
days immediately preceding the conversion date, subject to
certain adjustments. As of March 21, 2007, the Debentures
together with all accrued and unpaid interest thereon have been
paid in full through such conversions into shares of Alfa's
Common Stock.


NOTE 4 - SERIES B REDEEMABLE CONVERTIBLE PREFERRED STOCK:


Alfa has designated 150,000 shares of its $0.001 par value
preferred stock as "Series B Preferred Stock". The face value of
the Series B Preferred Stock is $40 per share and dividends
accrue at 5.0% per annum. Each share of the Series B Preferred
Stock is convertible at the option of the holder, at any time,
into 40 shares of Common Stock. Accrued dividends shall, at the
Company's option, be paid in cash or in shares of Common Stock
valued at $1.00 per share. The expiration date for all common
stock purchase warrants held by holders of Series B Preferred
Stock is July 31, 2007.


                            (9)
<PAGE>

At any time after twelve months from the date of issue, the
Company may redeem all or any number of the Series B Preferred
Stock then outstanding for $40 per share in cash or in exchange
for Common Stock valued at $1.00 per share. The Series B
Preferred Stock has been excluded from the computation of diluted
earnings per share for the three months ended March 31, 2007 and
2006, as the conversion would be anti-dilutive after adding back
preferred stock dividends to the respective net losses for each
of these periods.


NOTE 5 - STOCK OPTIONS AND WARRANTS


The following is a summary of stock option and warrant activity
for the three months ended March 31, 2007:


<TABLE>

<CAPTION>
                                      ---------------------------
                                       Stock Options     Warrants
                                       -------------     --------


<S>                                    <C>            <C>


Outstanding at January 1, 2007          1,165,000      4,450,467
Granted and Issued                        800,000            -
Exercised                                      -             -
Forfeited/expired/cancelled                    -         (10,000)
                                        ----------     ---------

Outstanding at March 31, 2007           1,965,000      4,440,467
                                        ----------     ---------

Exercisable at March 31, 2007           1,315,000      4,440,467
                                        ----------     ---------


</TABLE>






                            (10)




<PAGE>
<TABLE>
Stock options outstanding at March 31, 2007 (all non-qualified)
consist of:

<CAPTION>

<C>           <C>               <C>                 <C>             <C>

   Year           Number            Number            Exercise           Expiration
 Granted        Outstanding       Exercisable          Price                Date
 -------        -----------       -----------         --------           ----------

  1997           125,000            125,000           $ .10           November 5, 2007
  2001           750,000            750,000           $ .25           August 31, 2011
  2004            60,000             60,000           $ .17           October 31, 2009
  2005            30,000             20,000           $1.00           June 30, 2010
  2005           200,000            200,000           $ .82           December 14, 2010
  2007           800,000                  0           $ .25           March 31, 2012
               ---------          ----------
 Totals        1,965,000          1,155,000
               =========          ==========

</TABLE>

The 10,000 unvested options relating to the 2005 grant are
scheduled to vest on July 1, 2007. The 800,000 unvested
options relating to the 2007 grant are scheduled to vest
160,000 on April 1, 2007 and 160,000 each April 1 thereafter
for four succeeding years. As of March 31, 2007, there was
$100,378 of total unrecognized compensation cost related to
un-expensed stock options. That cost is expected to be
recognized $18,559 in the nine months ending December 31,
2007, 20823 in 2008, $18,768 in 2009, $18,768 in 2010, $18,768
in 2011, and $4,692 in 2012.



                                       (11)



<PAGE>

<TABLE>


Warrants outstanding at March 31, 2007 consist of:

<CAPTION>

<C>         <C>             <C>          <C>       <C>

  Year        Number         Number       Exercise     Expiration
 Issued     Outstanding      Exercisable     Price          Date
 ------     -----------      -----------  --------     ----------

 2002-2005  4,100,500       4,100,500      $ .75     July 31, 2007
   2005        20,000          20,000        .20     December 19, 2007
   2005        62,235          62,235       1.00     June 8, 2007
   2005       257,732         257,732        .97     December 7, 2010
            ---------       ---------

 Totals     4,440,467       4,440,467
            =========       =========


</TABLE>





                                      (12)






<PAGE>

NOTE 6 - COMMITMENTS

Leases

The Company leases its executive office in New York, N.Y. under a
ten-year lease entered into in February 2003. The Company also
rents warehouse space in Jersey City, New Jersey under a one-year
lease entered into in July 2005. Rent expense for the three
months ended March 31, 2007 and 2006 was $18,734 and $17,537,
respectively.

At March 31, 2007, the minimum future lease payments are as
follows:

2007                                 $  38,850
2008                                    51,800
2009                                    51,800
2010                                    51,800
2011                                    51,800
Thereafter                              60,433
                                     ----------
Total                                $ 306,483
                                     ==========


Employment Agreements

Alfa is obligated to pay its President and Chief Executive
Officer an annual base salary of $125,000 through December 31,
2010 plus an additional amount based on a combination of net
sales and earnings before taxes. Except for a six week period in
2006, all salary payments to this individual have been deferred
and accrued, effective October 1, 2004.

Alfa had been obligated to employ its Vice-President and
Secretary under an employment agreement with this individual.
This employment agreement has been canceled and the individual
continues to perform services for the Company as a consultant.
An employment agreement with this individual may be renegotiated
in the future depending upon the Company's financial performance
at the time. The terms of such employment agreement, if any,
cannot be determined at this time.

The Company had been obligated to employ Contact's President and
Vice-President of Sales under separate agreements with these two
individuals. These two agreements have been canceled and the
individuals' service with the Company terminated in 2006.


                            (13)
<PAGE>


Factoring Agreement


In March 2004 Contact entered into a one-year agreement (the
"Factoring Agreement") with a company ("Factor") specializing in
factoring accounts receivable. The Factoring Agreement was
deemed renewed from year to year following the initial term
unless terminated with notice by either party. In March 2006
Contact gave such notice of termination to the Factor and
subsequently the Factor and Contact agreed to continue the
Factoring Agreement after March 2006 on a month-to-month basis.
The Factoring Agreement continued in effect until March 15, 2007
when it was terminated in accordance with its terms by Contact.


NOTE 7 - SEGMENT INFORMATION:


Alfa is a holding company that operates through its wholly owned
subsidiaries. Since its acquisition of Journey of Light, Inc.
("JOL") in October 2005, the Company reports results in two
business segments: real estate development and apparel.

The real estate development business of the Company is conducted
through its wholly owned subsidiary JOL which is in its initial
stages of business development. JOL is presently conducting
negotiations with the Government of Oman with respect to JOL's
proposed development, in cooperation with the Government of
Oman, of an approximately $1.6 billion tourism related project.

The apparel business of the Company is conducted through its
wholly owned subsidiaries - Contact Sports, Inc. ("Contact") and
Ty-Breakers Corp. ("Ty-Breakers").

Summarized financial information by business segment for the
three months ended March 31, 2007 and 2006 is as follows:

                                     Three Months Ended March 31,
                                     ----------------------------
                                           2007           2006
================================================================

Revenue:
  Real Estate Development              $       -        $      -
  Apparel                                    191               -
                                         -------         -------
Total                                  $     191        $      -
=================================================================


                            (14)
<PAGE>
=================================================================

Operating Expenses:
  Real Estate Development            $    18,237      $   248,427
  Apparel                                 20,367           57,727
  Corporate                               46,801          101,299
                                       ---------         --------
Total                                $    85,405      $   407,453
=================================================================

Operating Loss:
  Real Estate Development            $   (18,237)     $ (248,427)
  Apparel                                (20,176)        (57,727)
  Corporate                              (46,801)       (101,299)
                                       ---------         --------
Total                                $   (85,214)     $ (407,453)
                                       ----------       ---------
=================================================================

Identifiable Assets:
  Real Estate Development              $   1,646      $   21,561
  Apparel                                 28,125          17,237
  Corporate                              239,575          29,238
                                         -------         -------
Total                                  $ 269,346      $   68,036
=================================================================

Capital Expenditures:
  Real Estate Development              $       -      $    1,605
  Apparel                                      -               -
  Corporate                                    -               -
                                         -------         -------
Total                                  $       -      $    1,605
=================================================================

Depreciation and Amortization:
  Real Estate Development              $     234      $      234
  Apparel                                      -               -
  Corporate                                7,371          28,158
                                         -------         -------
Total                                  $   7,605      $   28,392
=================================================================


Operating loss is total revenue less operating expenses, which
include cost of sales, selling, general and administrative
expenses, and other corporate expenses.




                            (15)



<PAGE>

ITEM 2 -   Management's Discussion and Analysis of Financial
           Condition and Results of Operations

All of the Company's operations are conducted through its wholly-
owned subsidiaries, Journey of Light, Inc. ("JOL"); Contact
Sports, Inc. ("Contact"); Ty-Breakers Corp.("Ty-Breakers").


Critical Accounting Policies:
-----------------------------
Our financial statements have been prepared in accordance
with accounting principles generally accepted in the United
States. The preparation of these financial statements requires
management to make estimates and assumptions that affect the
reported amounts of assets and liabilities, the disclosure of
contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses
during the reporting period. The policies discussed below are
considered by management to be critical to an understanding of
our financial statements because their application places the
most significant demands on management's judgment, with
financial reporting results relying on estimation about the
effect of matters that are inherently uncertain. Specific risks
for these critical accounting policies are described in the
following paragraphs. For all of these policies, management
cautions that future events rarely develop exactly as forecast,
and the best estimates routinely require adjustment.

Revenue Recognition. Revenue is recognized at Contact and Ty-
Breakers when goods are shipped to customers from the Company's
outside warehouse. The method of revenue recognition at JOL will
be determined by management when and if it becomes likely that
JOL will begin generating revenue.

General Statement: Factors that may affect future results
---------------------------------------------------------

With the exception of historical information, the matters
discussed in Management's Discussion and Analysis of Financial
Condition and Results of Operations contain forward-looking
statements under the 1995 Private Securities Litigation Reform
Act that involve various risks and uncertainties.  Typically,
these statements are indicated by words such as "anticipates",
"expects", "believes", "plans", "could", and similar words and
phrases. Factors that could cause the company's actual results
to differ materially from management's projections, forecasts,
estimates and expectations include, but are not limited to, the
following:

                            (16)
<PAGE>
* Failure of OmagineCo to sign the Development Agreement with
    the Government of Oman.

* Failure of OmagineCo to obtain the necessary Construction
    Financing required to design, build and operate the Omagine
    Project.

* Inability of the Company to secure additional financing;

* Unexpected economic or political changes in the United States
    or abroad; and

* The imposition of new restrictions or regulations by
   government agencies in the U.S or abroad that affect the
   Company's business activities.


JOL, which was acquired in October 2005 and the present nature of
JOL's business is such that it is not expected to generate
revenue until after the occurrence of an event - the development
of the Omagine project - which, as of the date hereof, is not
certain to occur.

Contact and Ty-Breakers are in the apparel business and the
Company does not anticipate that the apparel business will
contribute significantly to its future results. Although the
Company no longer actively promotes its apparel businesses, the
ongoing business operations of Contact and Ty-Breakers continue
and the Company expects to fill the Contact orders presently on
hand and will continue to fill any future orders received for (i)
Contact's private-label products, or (ii) Ty-Breakers' products.


Alfa presently concentrates the majority of its efforts on the
development and expansion of JOL's business.


JOURNEY OF LIGHT, INC.
---------------------

                       The Omagine Project
                       -------------------

On October 11, 2005, Alfa completed the acquisition of JOL as a
wholly owned subsidiary. Prior to its acquisition by Alfa, JOL
was a privately-held company engaged primarily in the business of
real estate development in the country of Oman, which business
continues to date.

On August 1, 2005, the Ministry of Tourism (the "MOT") of the
Government of Oman (the "Government") and JOL signed a

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<PAGE>

memorandum of understanding ("MOU") memorializing the legal and
commercial aspects of a proposed real-estate project (the
"Omagine Project") to be developed in Oman by Omagine LLC
("OmagineCo"), an Omani company to be formed as a wholly owned
subsidiary of JOL.

The Omagine Project is planned to be developed on one million
square meters (equal to approximately 245 acres) of beachfront
land facing the Gulf of Oman (the "Omagine Site") just west of
the capital city of Muscat and nearby the Seeb International
Airport. The Omagine Project is planned to be an integration of
cultural, heritage, educational, entertainment and residential
components, including: a "high culture" theme park containing
seven pearl shaped buildings, each approximately 60 feet in
diameter, associated exhibition buildings, a five star resort
hotel; a boardwalk; an open air amphitheater and stage;
(collectively, the "Landmark"); an additional five star resort
hotel; a canal and enclosed harbor area; boat slips; commercial
office buildings; shopping and retail establishments; open space
green areas; restaurants; and approximately 3,900 residences.

The March 1, 2006 presentation by JOL of its Feasibility Study to
the Government of Oman was favorably received and JOL management
thereafter began discussions and negotiations (the "Discussions")
with Government officials, which Discussions have, in the opinion
of management, modified the terms of the MOU in a positive
fashion. The objective of the Discussions is to arrive at the
terms and conditions of a development agreement ("Development
Agreement") between the Government and OmagineCo which would
govern the development of the Omagine Project. Such Discussions
are ongoing as of the date of this Report and have not yet been
concluded.

In December 2006, JOL signed a definitive agreement with J&P. In
late March 2007, JOL received a letter (the "Approval Letter")
from the Minister of Tourism wherein the MOT notified JOL that
the Government of Oman had approved the development of the
Omagine Project. The Approval Letter specified certain commercial
terms to be incorporated into the Development Agreement and JOL.
JOL management is now in Oman to finalize the commercial terms
and the documentation of the Development Agreement.


The J&P Agreement
-----------------
On December 5, 2006, JOL signed a definitive agreement (the "J&P
Agreement") with Joannou & Paraskevaides (Overseas) Ltd. ("J&P")
with respect to the development of the Omagine Project. The J&P
Agreement memorializes the relationship that will exist between
J&P and Omagine LLC, a corporation to be formed under the laws of

                            (18)

<PAGE>

Oman ("OmagineCo") by JOL for the purpose of building, owning and
operating the Omagine Project.




The Draft Development Agreement
-------------------------------
As presently drafted, the Development Agreement governs the
design, development, construction, management and ownership of
the Omagine Project. The Draft Development Agreement also
contemplates that the Omagine Project will be owned and operated
by OmagineCo which will initially be owned one hundred percent
(100%) by JOL. The Company anticipates that OmagineCo and J&P
will, shortly after the Development Agreement is signed and
subject to JOL's acceptance of the J&P Investment, sign a
shareholder agreement which will, among other things, memorialize
the sale of a percentage of OmagineCo's equity to J&P in exchange
for the J&P Investment.

In order to move into the actual development stage of the
Omagine Project, JOL and the Government must complete the
Discussions and OmagineCo and the Government must sign the
Development Agreement - an event which the Company presently
expects to occur during the second quarter of 2007.


------------------------------------------------------------
Notwithstanding the foregoing positive developments no
assurances can be given at this time that the Development
Agreement will actually be signed. The Discussions have not yet
been concluded and their outcome remains uncertain. The
Discussions are ongoing. No assurance whatsoever can be given at
this time as to the eventual outcome of the Discussions.
Management therefore cautions that future events rarely develop
exactly as forecast, and the best estimates routinely require
adjustment.
-----------------------------------------------------------

Subsequent to the signing of the Development Agreement, the
Omagine Site's value will be definitively determined by a
qualified independent real-estate appraiser and such appraisal
will be used in OmagineCo's Construction Financing discussions
with the Financial Institutions.

JOL expects, based on present assumptions which are subject to
modification, that the development costs for the entire Omagine
Project will be approximately $1.6 billion dollars.


                            (19)
<PAGE>

JOL's website is www.journey-of-light.com. Omagine's website is
www.omagine.com.

JOL has engaged in discussions with several commercial and
investment banks and prospective investors, partners,
contractors and hotel operators regarding the structure and
placement of the necessary Construction Financing as well as the
ongoing financing arrangements of the Omagine Project
 (collectively, the Omagine Financing").

Depending upon the outcome of its ongoing negotiations with the
Government, JOL, through its ownership interests in OmagineCo and
the Landmark Company plans over time to also be in the property
management, hospitality and entertainment businesses.




RESULTS OF OPERATIONS:

THREE MONTHS ENDED MARCH 31,2007 vs.
THREE MONTHS ENDED MARCH 31,2006

Revenue in the first quarter of 2007 was $191, a increase of
$191 as compared to the same period in the previous year. The
increase was attributable to sales at Ty-Breakers and
Contact.

Selling, general and administrative expenses were $85,340 during
the first quarter of 2007, compared to $407,453 in the first
quarter of 2006. This decrease of $322,113 (79.06%) was primarily
attributable to decreased operating costs associated with JOL's
final presentation of the Omagine project in Oman in March 2007.

The Company experienced an operating loss of $85,214 during
the first quarter of 2007 as compared to an operating loss of
$407,453 during the same period in the previous fiscal year. This
$322,239 (79.09%) decrease in the Company's operating loss is
attributable to decreases in operating costs. The Company is
experiencing continued losses due to its insufficient level of
sales.

The Company will need to substantially increase its revenue in
order to attain profitability.

The nature of JOL's present business is such that it is not
expected to generate revenues until after the development of the
Omagine project is significantly underway, an event which, as of
the date hereof, is not certain to occur. Management is examining
other possible sources of revenue which, subject to the

                            (20)
<PAGE>

Development Agreement being executed, may be added to JOL's
operations. As previously disclosed, Contact exited the "branded
business" during the third quarter of 2006 and management is
attempting to salvage Contact as a viable business by re-
positioning it as a "private label" apparel supplier. As
of the date hereof management is examining various strategies
and the Company may discontinue Contact's business in its
entirety. Contact's sales targets were not met in 2006 and
management is studying its alternatives.


The Company will need to raise significant capital and/or secure
significant financing in order to execute its presently
conceived business plan with respect to both JOL and Contact.

No significant capital expenditures were incurred during the
quarterly period ended March 31, 2007. Depending upon the outcome
of current negotiations and the availability of resources, the
Company may incur significant expenses related to capital
expenditures in the future.



LIQUIDITY AND CAPITAL RESOURCES:

The Company has experienced negative cash flows during the past
four fiscal years. The Company incurred net losses of $767,951,
$5,900,662, and $1,020,624 in its fiscal years 2006, 2005 and
2004, respectively. The Company's net loss for the three months
ended March 31, 2007 was $94,411. During the three months ended
March 31, 2007, the Company experienced an increase in cash of
$155,846.

At March 31, 2007, the Company had a working capital deficit of
$546,330, compared to a working capital deficit of $920,163 at
December 31, 2006. The $373,833 decreased deficit in working
capital was primarily attributable to decreases in accounts
payable. Of the $787,526 of current liabilities at March 31,
2007, $405,246 represent amounts which are either (i) due to
officers or affiliates or (ii) may be paid in common stock in
lieu of cash.

The $86,824 of funds used by operating activities in the first
quarter of fiscal 2007 resulted primarily from the net loss of
$94,411.

Funds totaling $242,670 were provided by financing activities
during the first quarter of fiscal 2007, from net proceeds
realized from the issuance of common stock in the amount of
$230,000 and loans from officers in the amount of $12,670.

                            (21)

<PAGE>

During the first quarter of 2007 the Company issued 2,600,303
shares of common stock in payment of accounts payable.

During the first quarter of 2007 the holder of the debentures
converted the remaining $175,000 of the face amount and
accumulated interest into 2,700,139 shares of Alfa's common
stock.

In the absence of additional funding and substantially increased
sales, the business and operations of the Company's Contact
Sports and Ty-Breakers subsidiaries will be significantly
affected and these subsidiaries' may not be able to continue
operations.

The Company's inability to secure or arrange additional funding
to implement JOL's business plan, or JOL's failure to
successfully conclude its ongoing negotiations and Discussions
regarding the Omagine Project will significantly affect JOL's
ability - and possibly the Company's ability - to continue
operations.





ITEM 3:  DISCLOSURE CONTROLS AND PROCEDURES



Within the 90 days prior to the date of the filing of this Form
10-QSB, the Company carried out an evaluation under the
supervision and with the participation of management, including
the Company's chief executive and financial officer, of the
effectiveness of the design and operation of the Company's
disclosure controls and procedures pursuant to Securities
Exchange Act of 1934 Rule 13a-14(c) and 15d-14(c). Based upon
that evaluation, our chief executive and financial officer
concluded that the Company's disclosure controls and procedures
are effective in timely alerting him to material information
relating to the Company required to be included in the Company's
periodic SEC filings.

There have been no significant changes in the Company's internal
Controls or other factors which could significantly affect
internal controls subsequent to the date of the evaluation.




                            (22)


<PAGE>

                    PART II   -   OTHER INFORMATION



ITEM 6.    Exhibits and Reports on Form 8-K

 (a)       Exhibits numbered in accordance with Item 601(a) of
           Regulation SB


Exhibit                                                 Page
Numbers                Description                     Number
-------                -----------                     ------

99.1             Sarbannes-Oxley certification           E-1

99.2             Sarbannes-Oxley certification           E-3



                     CERTIFICATION PURSUANT TO
           SECTION 302(a) OF THE SARBANES-OXLEY ACT OF 2002

I, Frank J. Drohan, certify that:

1. I have reviewed this quarterly report for the period ended
March 31, 2007 on Form 10-QSB of Alfa International Holdings
Corp. ("the Registrant");

2. Based on my knowledge, this quarterly report does not contain
any untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in light of
the circumstances under which such statements were made, not
misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly
present in all material respects the financial condition, results
of operations and cash flows of the Registrant as of, and for,
the periods presented in this quarterly report;

4.  I am responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-14
and 15d-14) for the Registrant and I have:

a) designed such disclosure controls and procedures to ensure
that material information relating to the Registrant, including
its consolidated subsidiaries, is made known to me by others
within those entities, particularly during the period in which

                            (23)

this quarterly report is being prepared; and

b) evaluated the effectiveness of the Registrant's disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on
my evaluation as of the Evaluation Date.

5. I have disclosed, based on my most recent evaluation, to the
Registrant's auditors and the audit committee of Registrant's
board of directors:

a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the Registrant's
ability to record, process, summarize and report financial data
and have identified for the Registrant's auditors any material
weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management
or other employees who have a significant role in the
Registrant's internal controls.

6. I have indicated in this quarterly report whether or not there
were significant changes in internal controls or in other factors
that could significantly affect internal controls subsequent to
the Evaluation Date, including any corrective actions with regard
to significant deficiencies and material weaknesses.

Date: May 21, 2007

/s/ Frank J. Drohan
-------------------
Frank J. Drohan
Chief Executive Officer and Chief Financial Officer

The originally executed copy of this Certification will be
maintained at the Registrant's offices and will be made available
for inspection upon request.


CERTIFICATION PURSUANT TO:

                       18 U.S.C. SECTION 1350
                       AS ADOPTED PURSUANT TO
            SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Alfa International
Holdings Corp. on Form 10-QSB for the period ending March 31,
2006 (the "Report"), as filed with the Securities and Exchange

                            (24)
<PAGE>

Commission on the date hereof, the undersigned certifies,
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

        (1) The Report fully complies with the requirements of
section 13(a) or 15(d) of the Securities Exchange Act of 1934;
and

        (2) The information contained in the Report fairly
presents, in all material respects, the financial condition and
results of operations of Alfa International Holdings Corp.

/s/Frank J. Drohan
------------------
Frank J. Drohan
Chief Executive & Financial Officer

May 21, 2007

The originally executed copy of this Certification will be
maintained at the Registrant's offices and will be made available
for inspection upon request.

                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.


DATED: May 21, 2007          ALFA INTERNATIONAL HOLDINGS CORP.
                                  (Registrant)


                                 By: /s/ Frank J. Drohan
                                 -------------------------
                                     Frank J. Drohan
                                     Chief Executive Officer
                                     and Chief Financial Officer





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