U. S.
Securities and Exchange Commission  Washington, D. C. 20549  FORM
10-KSB  [X] ANNUAL REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended December 31, 2007  [ ] TRANSITION REPORT UNDER SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from
__________________ to __________________   Commission File No. - 000-49655  LIPIDVIRO TECH, INC.  (Name of Small Business Issuer in its
Charter)  Nevada
87-0678927(State or Other Jurisdiction of
(I.R.S. Employer Identification
No.)incorporation or organization)  1338 S. Foothill Drive. #126 Salt Lake City, Utah 84108 (Address of Principal Executive Offices)  Issuers Telephone Number: (801)
583-9900  Securities registered under Section 12(b) of
the Act: None Name of Each Exchange on Which Registered:
None  Securities registered under Section 12(g) of
the Act:  $0.001 par value common stock Title of Class  Check whether the Issuer is not required to file reports
pursuant to Section 13 or 15(d) of the Exchange Act. [  ]  Check whether the Issuer (1) filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the past 12 months (or for such shorter period that the Issuer was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days. (1) Yes [X] No     (2) Yes [X] No  Check if there is no disclosure of
delinquent filers in response to Item 405 of Regulation S-B contained in this
form, and no disclosure will be contained, to the best of Issuers knowledge, in
definitive proxy or information statements incorporated by reference in Part III
of this Form 10-KSB or any amendment to this Form 10-KSB. [  ]  Indicate by check mark whether the Issuer
is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ]
No [X]  1     State Issuers revenues for its most recent
fiscal year: December 31, 2007 - $0.  State the aggregate market value of the
voting and non-voting common stock held by non-affiliates computed by reference
to the price at which the common stock was sold, or the average bid and asked
price of such common stock, as of a specified date within the past 60 days.  March 17, 2008 - $6,663.53. There are
approximately 6,663,525 shares of common voting stock of the Issuer held by
non-affiliates. Because there has been no established public market for the
Issuers common stock during the past five years, the Issuer has arbitrarily
valued these shares at par value of $0.001 per share.  Issuers Involved in Bankruptcy
Proceedings During the Past Five Years  None; not applicable.  Check whether the Issuer has filed all
documents and reports required to be filed by Section 12, 13 or 15(d) of the
Exchange Act after the distribution of securities under a plan confirmed by a
court. Yes [  ] No [  ]  Not applicable.  Applicable Only to Corporate Issuers  State the number of shares outstanding of
each of the Issuers classes of common equity, as of the latest practicable
date:  March 17, 2008:  Common  17,964,830 March 17, 2008:  Class A Warrants  8,074,185 March 17, 2008:  Class B Warrants - 8,786,400  Documents Incorporated by Reference  A description of Documents Incorporated by Reference is
contained in Part III, Item 13 of this Annual Report.  Transitional Small Business Issuer Format Yes
[  ] No [X]  2     TABLE OF CONTENTS  PART I 3 Item 1. Description
of Business 3 Item 2. Description
of Property 6 Item 3. Legal
Proceedings 6 Item 4. Submission
of Matters to a Vote of Security Holders 7 PART II 7 Item 5. Market for
Common Equity and Related Stockholder Matters and Small Business Issuer
Purchases of Equity Securities7 Item 6. Managements
Discussion and Analysis or Plan of Operation 9 Item 7. Financial
Statements. 13 Item 8. Changes in
and Disagreements with Accountants on Accounting and Financial
Disclosure24 Item 8(A)T. Controls
and Procedures. 24 Disclosure Controls
and Procedures 24 Item 8(B). Other
Information. 25 PART III 25 Item 9. Directors,
Executive Officers, Promoters and Control Persons; Compliance with Section 16(a)
of the Exchange Act25 Item 10. Executive
Compensation 27 Item 11. Security
Ownership of Certain Beneficial Owners and Management 28 Item 12. Certain
Relationships and Related Transactions 30 Item 13.
Exhibits 31 Item 14. Principal
Accounting Fees and Services 32 SIGNATURES 33    PART I    Item 1. Description of Business  Business Development  For a discussion of the business
development of Lipidviro Tech, Inc., (our Company or we, our, us or
words of similar import) for the years ended December 31, 2006, 2005, 2004, and
2003, see our 10-KSB Annual Reports for the years then ended, filed April 17,
2007, April 21, 2006, April 14, 2005, and April 14, 2004, respectively, with the
Securities and Exchange Commission, and which are incorporated herein by this
reference.  See Part III, Item 13.  Business Developments for the year ended December 31,
2007.  Clinical Trial d-OSABibs  During 2007, we continued to perform
multiple administrative organizational details in preparation for our clinical
trial, which is designed to treat 100 ischemic brain stroke patients with
d-OSABibs Therapy.  During the quarter, we continued development on the
treatment protocol for the clinical trial.  Our 2007 objectives for this
clinical trial included finding a partner or executing a $2-5,000,000 round of
financing which is required to commence this clinical trial.    3    Grants, Partnering and
Financing  During 2007, we continued to explore
multiple financing opportunities.  These included equity, debt, strategic
partnering, grants and any combination thereof. During fiscal 2007, we were
unable to secure partnering, grants or financing to meet our business objectives
and conduct any substantial research or product development.  Business  Overview.  LipidViro Tech, Inc. (OTCBB: LPVT) is
an early-stage biotechnology company.  During the calendar year ended
December 31, 2007, we were engaged in research and commercial development of two
primary platforms: d-OSAB Therapy, a treatment targeting cardiovascular disease
and stroke; and PathPure, a purification process for production of pathogen-free
biologics.  LipidViro d-OSAB Therapy is a new,
re-engineered doseable form of a traditional therapy known as OSAB-uc for
uncontrolled dosing. The traditional OSAB-uc cannot be commercialized due to
poor, immeasurable dosing, but has generated a lengthy, multi-year safety
profile demonstrating safety and non-toxicity in over five million treatments
delivered to more than 350,000 patients.  During 2007, we were unable to obtain
the funding necessary to proceed with our plan of operation.  Accordingly,
on January 3, 2008, which is subsequent to the period covered by this Report, we
entered into an Option Agreement with AcquiSci, Inc., a New Jersey corporation
(AcquiSci), and our wholly-owned subsidiary, LipidViro Tech, Inc., a Utah
corporation (LipidViro Utah), by which LipidViro granted to AcquiSci an option
to purchase the technology that constitutes substantially all of our assets (the
Technology).  AcquiSci has exercised its option and the parties have
executed a Purchase Agreement providing for AcquiScis purchase of the
Technology.  Closing will be subject to the approval of the Companys
majority stockholders and compliance with Regulation 14A or 14C of the
Securities and Exchange Commission.  Copies of the Option Agreement and the
Purchase Agreement were attached as exhibits to our Current Report on Form 8-K,
dated January 3, 2008, which was filed with the Securities and Exchange
Commission on January 25, 2008.  See the Exhibit Index, Part III, Item 13
of this Report.  Principal Products or Services and their
Markets  During the calendar year ended
December 31, 2007, we were focused on the development of therapeutics and
biological products that utilize our proprietary d-OSAB platform, processes and
equipment. Our Company currently has no approved, saleable products or services,
and accordingly, is considered to be a biotechnology company in the development
stage.  Upon the completion of our Purchase Agreement with AcquiSci, we
will not have any principal products or services.  Distribution Methods of the Products or
Services  None; not applicable.  Status of any Publicly Announced New Product or
Service  None; not applicable.  Competitive Business Conditions and the Small Business
Issuers Competitive Position in the Industry and Methods of Competition  Following the completion of the
Technology disposition, we will no longer be engaged in the highly competitive
biotechnology industry.   4    Sources and Availability of
Raw Materials and Names of Principal Suppliers  None; not applicable.  Dependence on One or a Few Major Customers  None; not applicable.  Patents, Trademarks, Licenses, Franchises,
Concessions, Royalty Agreements or Labor Contracts, including Duration  We have filed for patent protection in
the U.S. and abroad seeking protection of various aspects of our d-OSAB platform
technology,  including equipment, devices, processes, potential products
and compounds.  To date, we have not been issued or denied patent
protection on our patent applications.  The ultimate degree of patent
protection that will be afforded to biotechnology products and processes,
including ours, in the U.S. and in other important markets remains uncertain and
is dependent upon the scope of protection decided upon by the patent offices,
courts and lawmakers in these countries.  Upon the completion of the Purchase
Agreement, AcquiSci will acquire all of our intellectual property as it relates
to the Technology.  There is no certainty that our existing patent
applications or others we may apply for, if issued, will afford the Company,
AcquiSci or their successors substantial protection or commercial benefit.
Similarly, there is no assurance that our pending patent applications or any
potential patent applications licensed from third parties will ultimately be
granted as patents or that those patents that have been issued or are issued in
the future will prevail if they are challenged in court. There has been, and we
expect that there may continue to be, significant litigation in the industry
regarding patents and other intellectual property rights. Intellectual property
litigation could therefore create business uncertainty and consume substantial
financial and human resources.  There is considerable uncertainty
within the biotechnology industry about the validity, scope and enforceability
of many issued patents in the U.S. and elsewhere in the world, and, to date,
there is no consistent policy regarding the breadth of claims allowed in
biotechnology patents.  Need for any Governmental Approval of Principal
Products or Services  Drugs, devices and biologic products
must satisfy rigorous standards of safety and effectiveness before they can be
approved or, in the case of some medical devices, cleared for commercial
marketing by the U.S. Food and Drug Administration, or the FDA.  However,
following the closing of the Purchase Agreement and the sale of the Technology,
we will no longer be subject to this regulatory regime.  Effect of Existing or Probable Governmental
Regulations on the Business  We are also subject to
the Sarbanes-Oxley Act of 2002. This Act creates a strong and independent
accounting oversight board to oversee the conduct of auditors of public
companies and strengthens auditor independence. It also requires steps to
enhance the direct responsibility of senior members of management for financial
reporting and for the quality of financial disclosures made by public companies;
establishes clear statutory rules to limit, and to expose to public view,
possible conflicts of interest affecting securities analysts; creates guidelines
for audit committee members appointment, compensation and oversight of the work
of public companies auditors; prohibits certain insider trading during pension
fund blackout periods; and establishes a federal crime of securities fraud,
among other provisions.  Section 14(a) of the
Exchange Act requires all companies with securities registered pursuant to
Section 12(g) of the Exchange Act to comply with the rules and regulations of
the Securities and Exchange Commission regarding proxy solicitations, as
outlined in Regulation 14A. Matters submitted to stockholders of our Company at
a special or annual meeting thereof or pursuant to a written consent will
require our Company to provide our stockholders with the information outlined in
Schedules 14A or 14C of Regulation 14; preliminary copies of this information
must be submitted to the Securities and Exchange Commission at least 10 days
prior to the date that definitive copies of this information are forwarded to
our stockholders.  5     We are also required to
file annual reports on Form 10-KSB and quarterly reports on Form 10-QSB with the
Securities Exchange Commission on a regular basis, and will be required to
timely disclose certain material events (e.g., changes in corporate control;
acquisitions or dispositions of a significant amount of assets other than in the
ordinary course of business; and bankruptcy) in a Current Report on Form 8-K.
 The Securities and Exchange Commission has recently phased out the use of
Regulation SB, which was formerly available to small business issuers such as
the Company.  The Company is now deemed to be a smaller reporting
company. Beginning with its next annual report, it will be subject to the
disclosure requirements of Regulation S-K of the Commission, and will file its
annual and quarterly reports on Forms 10-K and 10-Q, respectively.  Research and Development Costs During the Last Two
Fiscal Years  We spent $262,864 in research and
development during the period from January 1, 2007, through December 31, 2007,
and $1,706,671 during the year ended December 31, 2006, through LipidViro Utah,
our predecessor and wholly-owned subsidiary.  Cost and Effects of Compliance with Environmental
Laws  None; not
applicable.  Number of Total Employees and Number of Full Time
Employees  During calendar year 2008, we expect
to continue to utilize unpaid consultants whenever possible to maintain low
overhead expenses. In the event there are no unpaid consultants available to
assist us, we are able to manage all of our operational aspects without the
assistance of any such unpaid consultants.  As of December 31, 2007, no board
member or officer had received any cash compensation from our Company.
 Once our Company is better capitalized, we plan on creating a compensation
plan with benefits, intended to assist in attracting and retaining qualified
officers and personnel.  We believe the success of our business will
depend, in significant part, on our ability to attract and retain such
personnel.  Reports to Security Holders  You may read and copy any materials
that we file with the Securities and Exchange Commission at the Securities and
Exchange Commissions Public Reference Room at 100 F Street, N.E., Washington,
D.C. 20549. You may also find all of the reports that we have filed
electronically with the Securities and Exchange Commission at their Internet
site www.sec.gov.    Item 2. Description of Property   We own no real estate and do not lease
office space for management and administrative functions.  All
administrative functions are conducted from home-based offices located in the
homes of our officers and employees.  We have not had a need to rent office
space and have no anticipated need to lease office space for administrative and
managerial functions. We expect to continue the practice of conducting all
administrative and managerial functions from the home-based offices of our
officers and employees during calendar year 2008.  There is no expense to
us for these home based offices other than incidental office supplies. At some
point, we may require additional office space requiring rental expense, but we
do not anticipate any such need during calendar year 2008.   Item 3. Legal Proceedings  In February 2007, Friedrich and
Dimmock, Inc., a vendor, obtained a $16,166 default judgment against the Company
for an unpaid invoice.  The judgment provides for interest at an annual
rate of 6.36%.  At December 31, 2007, the Company owed $16,785 on the
judgment and the amount has been included in accounts payable.    6    Item 4. Submission of
Matters to a Vote of Security Holders  No matter was submitted to a vote of
our security holders during the calendar year covered by this Annual Report or
during the three previous calendar years.    PART II    Item 5. Market for Common Equity and Related
Stockholder Matters and Small Business Issuer Purchases of Equity Securities  Market Information  There is no established trading
market for our shares of common stock. We are listed on the OTC Bulletin Board
of the National Association of Securities Dealers, Inc. (the NASD) under the
symbol LPVT; however, management does not expect any established trading
market to develop unless and until we have material operations.  In any
event, no assurance can be given that any market for our common stock will
develop or be maintained. If a public market ever develops in the future, the
sale of unregistered and restricted shares of common stock pursuant to Rule
144 of the Securities and Exchange Commission by members of management or others
may have a substantial adverse impact on any such market.  All of these
persons have satisfied the six-month holding period requirement of Rule 144.
 See Sales of Unregistered Securities During the Past Three Years, of
this Annual Report.  Set forth below are the high and low
closing bid prices for our common stock for each quarter of 2007 and 2006.
 These bid prices were obtained from Pink Sheets, LLC, formerly known as
the National Quotation Bureau, LLC, All prices listed herein reflect
inter-dealer prices, without retail mark-up, mark-down or commissions and may
not represent actual transactions. Quotations for our common stock only
commenced at the end of the fourth quarter of 2002.  Period
High
LowJanuary 1, 2006 through March
31, 2006
$1.06
$0.80April 1, 2006 through June
30, 2006
$2.01
$1.05July 1, 2006 through
September 30, 2006
$1.95
$0.35October 1, 2006 through
December 31, 2006
$1.15
$0.35January 1, 2007 through March
31, 2007
$1.04
$0.36April 1, 2007 through June
30, 2007
$1.05
$0.25July 1, 2007 through
September 30, 2007
$0.25
$0.03October 1, 2007 through
December 31, 2007
$0.14
$0.01  All quotes have been adjusted for the 7 for
1 forward split on April 17, 2006.   7    Holders  The number of record
holders of our common stock as of the date of this Annual Report is
approximately 1,644, not including an indeterminate number who may hold shares
in street name.  Dividends  We have not declared any cash
dividends with respect to our common stock and do not intend to declare
dividends in the foreseeable future. There are no material restrictions
limiting, or that are likely to limit, our ability to pay dividends on our
common stock.  Securities Authorized for Issuance under Equity
Compensation Plans  Plan Category
Number of Securities to be issued upon exercise of
outstanding options, warrants and rights
Weighted-average exercise price of outstanding
options, warrants and rights
Number of securities remaining available for future
issuance under equity compensation plans excluding securities reflected in
column (a)(a)
(b)
(c)Equity compensation plans approved by security
holdersEquity compensation plans not approved by security
holders
10,500,000
$0.01
10,500,000Total
10,500,000
$0.01
10,500,000  In March, 2003, our Board of Directors
approved and adopted the 2003 Stock Option/Stock Issuance Plan with a maximum
of 10,500,000 shares of common stock reserved for issuance under the Plan.
 The Plan provides for both the direct award of shares and for the grant of
options to purchase shares. The Board of Directors has authorized options to
purchase 3,500,000 common shares to be granted at a purchase price of $0.01 per
share, but to date our Company has not granted any options to its employees,
officers or directors. Under the Plan, the Board of Directors shall determine
which eligible persons are to receive Incentive Options, Non-Statutory grants or
stock issuances.  Our Board of Directors also sets the exercise price for
options granted.  The option terms are not to exceed 10 years from the
option grant date.  At December 31, 2007, total awards available to be
granted from the Plan amounted to 10,500,000.   Recent Sales of Unregistered Securities  During the calendar year ended December 31, 2007, we
issued the following unregistered securities:  Name
Date
Number of Shares
ConsiderationAcquis Associates
2/19/07
25,000
ServicesPMG Capital LLC
2/14/07
250,000
Public Relations ServicesSharkus
5/8/07
46,650
Services and Interest on
LoanAllen & Caron
4/30/07
1,208
ServicesAllen & Caron
5/31/07
612
ServicesAllen & Caron
6/30/07
1,245
ServicesBenedente Holdings
4/10/07
100,000
Debt ServicesLinda Sharkus
4/10/07
33,000
Debt ServicesLinda Sharkus
9/14/07
84,590
Additional consideration on a
loan  8       We issued all of these securities to
persons who were either accredited investors, or sophisticated investors
who, by reason of education, business acumen, experience or other factors, were
fully capable of evaluating the risks and merits of an investment in our
Company; and each had prior access to all material information about us.
 We believe that the offer and sale of these securities were exempt from
the registration requirements of the Securities Act, pursuant to Sections 4(2)
and 4(6) thereof, and Rule 506 of Regulation D of the Securities and Exchange
Commission and from various similar state exemptions.  Use of Proceeds of Registered Securities  There were no proceeds received during
the calendar year ended December 31, 2007, for the sale of registered
securities.  Purchases of Equity Securities by Us and
Affiliated Purchasers  SMALL BUSINESS ISSUER PURCHASES OF EQUITY
SECURITIES  Period
(a) Total Number of Shares (or Units)
Purchased
(b) Average Price Paid per Share (or Unit)
(c) Total Number of Shares (or Units) Purchased as
Part of Publicly Announced Plans or Programs
(d) Maximum Number (or Approximate Dollar Value) of
Shares (or Units) that may yet be Purchased Under the Plans or
ProgramsMonth #1 October 1, 2007 through October 31,
2007
None
None
None
NoneMonth #2 November 1, 2007 through November 30,
2007
None
None
None
NoneMonth #3 December 1, 2007 through December 31,
2007
None
None
None
NoneTotal
None
None
None
None    Item 6. Managements Discussion and Analysis or
Plan of Operation  Plan of Operation  Overview.  The following is a description of
our plan of operation as of December 31, 2007, the end of the period covered by
this Annual Report.   As discussed under the subheading Disposition
of Technology, below, during the first quarter of 2008, we entered into an
agreement to sell our biotechnology.  If this transaction is completed, we
will no longer be engaged in the biotechnology industry.  LipidViro Tech, Inc. (OTCBB: LPVT) is
a development-stage biotechnology company.  During the calendar year ended
December 31, 2007, we were engaged in research and commercial development of
d-OSAB, a device-based multi-therapeutic platform.  d-OSAB Therapy is a new,
re-engineered doseable form of a traditional therapy known as OSAB-ucfor uncontrolled dosing.  Used for more than 20 years,
OSAB-uccannotbe commercialized due to immeasurable  9    dosing, but has generated a
lengthy, multi-year safety profile demonstrating safety and non-toxicity in over
5 million treatments delivered to more than 350,000 patients.  The d-OSAB technology and
intellectual property are developed and exclusively owned by LipidViro.
 The Companys first disease targets are Ischemic Brain Stroke and Chronic
Heart Failure; two diseases with few viable treatment options and markets
exceeding $20 billion annually (U.S. & EU only).  LIPIDVIRO d-OSAB THERAPY.  During calendar 2007, we continued
commercial development of d-OSAB Therapy. LipidViro d-OSAB is designed to
generate multiple therapeutics from a single platform.  This model
leverages one-time design costs across multiple products, shortening subsequent
product development cycles.  d-OSAB Therapy uses a small
volume of the patients blood which is removed and oxidatively stressed by the
d-OSAB device, inducing apoptosisin leucocytes.  The treated
blood is returned to the patient intravenously, where the patients body
recognizes the apoptotic cells and responds in two specific ways:  · Halting production of chemicals that
cause inflammation; and · Producing chemicals which
reduce inflammation.  The net result is a powerful
fast-acting anti-inflammatory therapy which appears to specifically target areas
of inflammation.  Potential therapeutic applications include diseases where
acute and chronic inflammation play significant roles.  LipidViro d-OSABibs TherapyTargeting Ischemic
Brain Stroke.   Stroke Statistics.
    Stroke is the second leading cause of death worldwide
and is the leading cause of disability in the U.S., affecting more than four
million people.  Annually, stroke strikes more than 700,000 persons in the
U.S, and 1,000,000 persons in the EU.  According to the American Heart
Association (AHA) 2005 statistics, 7.6 percent of stroke patients die within
30 days; and 25% die within one year.  More than 50% of surviving patients
suffer permanent disabilities which require long-term care.  Ischemic Brain Stroke - Background.
    While inflammation is a natural response to acute
injury, the consequences during stroke are often deadly. Brain stroke is caused
by a blocked blood vessel that deprives surrounding tissue of blood and oxygen.
 The reduced blood supply, known as ischemia, is responsible for the
name Ischemic Brain Stroke.  Lack of adequate blood supply causes
brain cells to elicit an acute inflammatory response.  Inflammation
aggravates conditions by further reducing blood flow and enlarging the area of
brain tissue which is oxygen-starved, leading to irreversible brain damage and
death.  Pre-Clinical and Clinical Studies  In an unpublished study of 50 brain
stroke patients treated with OSAB-uc, patients experienced rapid recovery from
paralysis, cognitive deficit and slurred speech; observed recovery generally
occurred within 15-30 minutes of treatment.  While the mechanism
responsible for improvement is not completely clear, research suggests OSAB
triggers the following cascade of events:  Rapid reduction of brain inflammation,
which improves blood flow to oxygen-starved brain tissue, resulting inRapid recovery from paralysis, cognitive deficit and slurred speech.  Published studies report
OSAB-uc causes an anti-inflammatory and vasodilatory response sufficient
to dramatically improve blood flow to ischemic tissue.   Peer-reviewed
clinical studies report success treating ischemic  10    tissue with OSAB-uc.
 Multiple investigators over four decades report safety and non-toxicity
using OSAB-uc in humans, including a review of five million+ treatments
to over 350,000 patients.  Market Size  d-OSABibs Therapy.Total U.S. and EU market for LipidViro d-OSABibs Ischemic
Stroke Therapy is based on revenue from 16 treatments including $500/treatment
for Therapy, $400/treatment for disposables.  Ischemic Brain Stroke - Approved Drugs  Tissue Plasminogen Activator (tPA).tPA is a clot-busting (thrombolytic) drug
manufactured by Genentech, approved by the FDA for treatment of stroke in 1995.
 The drug works by dissolving the blood clot.  Patients are only
eligible for tPA during a three hour window from time of stroke; use after three
hours causes bleeding in the brain (hemorrhage) which may prove fatal; tPA
patients experience significantly higher mortality rates with 1 in 15
experiencing brain hemorrhage  LipidVirod-OSABchfTherapy Targeting Chronic Heart Failure (CHF)  CHF Background & Statistics.
    In North America, Chronic Heart Failure (CHF) affects
more than five million people and is associated with more than 300,000 deaths
each year according to the AHA . The cost of medical care, primarily resulting
from repeat hospitalization, is estimated to exceed $27 billion annually.
Chronic inflammation is recognized as an underlying pathology contributing to
the development and progression of Chronic Heart Failure.  CHF is a debilitating condition in
which the hearts ability to function as a pump is impaired. CHF is most
frequently the result of coronary artery disease or hypertension.  Patients
with CHF experience a continual decline in their health, resulting in increased
frequency of hospitalization and premature death.  Clinical Studies  Using a substantially similar
apoptotic therapy, during 2006 LipidViros competitor Vasogen released new
results from its landmark Phase III CHF study including:  · 72% of treated patients with no
prior history of heart attack experienced a statistically significant reduction
in risk of death or cardiovascular hospitalization; and  · 39% reduction in risk of death or
first cardiovascular hospitalization in treated Class II heart failure
patients.  These data support that apoptotic
therapies may offer the best treatment option for a disease market that exceeds
$28 billion annually (U.S. and EU).  Comparison with Vasogens apoptotic
therapy illustrates key competitive advantages offered only by LipidViro.
 We strongly believe LipidViros d-OSAB is the leading apoptotic
therapy which places us in a unique position to rapidly enter and lead
this market.  Market Size  d-OSABchf Therapy.
  Total U.S. and EU market for LipidViro d-OSABchf
Chronic Heart Failure Therapy, based on revenue from 16 treatments at
$500/treatment for Therapy, $400/treatment for disposables.  LipidViro Proprietary Protection  LipidViro is the exclusive owner and
developer of proprietary d-OSAB technology which produces d-OSAB
Therapy.  To protect this technology, LipidViro developed a multi-layer
strategy covering both d-OSAB technology and products developed from the
d-OSAB technology platform.  The strategy consists of four separate
and distinct layers of protection including:   11    1st
layer    Our proprietary d-OSAB technology that
produces and delivers a precise, measured dose of oxidative stressor to blood;  2nd layer   Our
proprietary disposable Contact Device, a component of the d-OSAB
technology, which provides consistent, balanced stressing of the blood
sample;  3rd layer
    Regulatory approval which will specifically require the
use of our: (1) proprietary d-OSAB technology; (2) proprietary Contact
Device and, (3) proprietary methods; and  4th layer
   Patent protection covering treatment of specific diseases with
our: (1) d-OSAB technology; (2) disposable Contact Device; and, (3)
proprietary methods.  2007 Research & Product Development.  Overview.  Our product development research
program is designed to evaluate our proprietary technologies. We have utilized
the results of our pre-clinical research studies to identify potential products.
 Each potential product was ranked for development priority based on our
assessment of the products prospects for commercial success. During calendar
2007 we focused our efforts on research and commercial development of our d-OSAB
platform which targets therapeutics for treatment of cardiovascular disease and
stroke.  Clinical Trial Treating Ischemic Brain Stroke  During calendar 2007, our research
efforts focused on commencing a clinical trial treating patients who suffered an
acute Ischemic Brain Stroke.  Research efforts included equipment
development for use in this trial, clinical trial site selection, clinical trial
design and duration, independent trial overview and clinical trial review and
approval by hospital Ethics Committees.  Although we made progress
advancing preparation for this clinical trial, our research efforts and ability
to commence this clinical trial during 2007 were substantially limited by our
lack of research funding.  Intellectual Property.  During 2007, we filed for patent
protection covering the d-OSAB technology platform, PathPure platform and for
proprietary applications utilized by these platforms.  Disposition of the Technology.  Due to our lack of funding to further
our business plan, on January 3, 2008, which is subsequent to the period covered
by this Report, we entered into an Option Agreement by which we granted to
AcquiSci the option to purchase the Technology that constitutes substantially
all of our material assets.  AcquiSci has exercised its option and we
expect that the closing of the sale of the Technology will take place in the
second quarter of 2008.  Following the completion of the Technology sale,
we will no longer be engaged in the biotechnology industry.  Off-Balance Sheet Arrangements  We had no off balance sheet arrangements for the year
ended December 31, 2007.  Forward-looking Statements  Statements made in this Form 10-KSB
which are not purely historical are forward-looking statements with respect to
the goals, plan objectives, intentions, expectations, financial condition,
results of operations, future performance and business of our Company,
including, without limitation: (i)our ability to develop products and
technologies acceptable to industry; establish and maintain relationships with
licensees and other users of our technology and products; and raise capital;
(ii) statements preceded by, followed by or that include the words may,  12    would, could, should,
expects, projects, anticipates, believes, estimates, plans,
intends, targets or similar expressions.  Forward-looking statements involve
inherent risks and uncertainties, and important factors (many of which are
beyond our Companys control) that could cause actual results to differ
materially from those set forth in the forward-looking statements, including the
following, in addition to those contained in our Companys reports on file with
the Securities and Exchange Commission: general economic or industry conditions,
nationally and/or in the communities in which our Company conducts business;
legislation or regulatory requirements; conditions of the securities markets;
the development of products that may be superior to the products developed by
our Company; competition; changes in the quality or composition of our Companys
products; our ability to develop new products; our ability to raise capital;
changes in accounting principals, policies or guidelines; financial or political
instability; acts of war or terrorism; and other economic, competitive,
governmental, regulatory and technical factors affecting our Companys
operations, products, services and prices.  Accordingly, results actually achieved
may differ materially from expected results in these statements.
 Forward-looking statements speak only as of the date they are made.
 Our Company does not undertake, and specifically disclaims, any obligation
to update any forward-looking statements to reflect events or circumstances
occurring after the date of such statements.     Item 7. Financial Statements.  13    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company)  DECEMBER 31, 2007 CONSOLIDATED FINANCIAL
STATEMENTS   TABLE OF CONTENTS   PAGE  Report of Independent Registered Public Accounting Firm
                                                                          
    F-2  Consolidated Balance Sheet, December 31, 2007
                                                                                            
     F-3  Consolidated Statements of Operations, For the Years
Ended December 31, 2007 and 2006 and For the Period From Inception On May 6, 2003 Through
December 31, 2007
                                              
   F-4  Consolidated Statement of Stockholders Equity, For the
Period From Inception On May 6, 2003 Through December 31, 2007
                                                                                                                     
   F-5 - F-12  Consolidated Statements of Cash Flows, For the Years
Ended December 31, 2007 and 2006 and For the Period From Inception On May 6, 2003 Through
December 31, 2007
                                     F-13
- F-14  Notes to the Consolidated Financial Statements
                                                                                     F-15
- F-26   F-1        REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM    Board of Directors LipidViro Tech, Inc. and Subsidiary Salt Lake City, Utah  We have audited the accompanying
consolidated balance sheet of LipidViro Tech, Inc. and Subsidiary [a
development stage company] as of December 31, 2007, and the related
consolidated statements of operations, stockholders' equity (deficit) and cash
flows for the years ended December 31, 2007 and 2006 and for the period from
inception on May 6, 2003 through December 31, 2007.  These financial
statements are the responsibility of the Company's management.  Our
responsibility is to express an opinion on these financial statements based on
our audits.  We conducted our audits in accordance with
the standards of the Public Company Accounting Oversight Board (United States).
 Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  The Company is not required to have, nor were we engaged to
perform, an audit of its internal control over financial reporting.  Our
audit included consideration of internal control over financial reporting as a
basis for designing audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the
Companys internal control over financial reporting.  Accordingly, we
express no such opinion.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
 An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits provide a
reasonable basis for our opinion.  In our opinion, the financial statements
referred to above present fairly, in all material respects, the financial
position of LipidViro Tech, Inc. and Subsidiary as of December 31, 2007, and the
results of its operations and its cash flows for the years ended December 31,
2007 and 2006 and for the period from inception on May 6, 2003 through December
31, 2007, in conformity with accounting principles generally accepted in the
United States of America.  The accompanying financial statements have
been prepared assuming that LipidViro Tech, Inc. and Subsidiary will continue as
a going concern.  As discussed in Note 2 to the financial statements,
LipidViro Tech, Inc. and Subsidiary has incurred losses since its inception and
has not yet established profitable operations.  Further, the Company has
current liabilities in excess of current assets.  These factors raise
substantial doubt about the ability of the Company to continue as a going
concern.  Managements plans in regards to these matters are also described
in Note 2.  The financial statements do not include any adjustments that
might result from the outcome of these uncertainties.  /s/Pritchett, Siler & Hardy  PRITCHETT, SILER & HARDY, P.C. March 27, 2008 Salt Lake City, Utah    F-2      LIPIDVIRO TECH, INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED BALANCE SHEET   ASSETS
December 31, 2007CURRENT ASSETS:Cash
$
                 46Total Current
Assets
46PROPERTY AND EQUIPMENT, net
747OTHER ASSETS:Definite-life intangible assets
34,637Goodwill
290,317TOTAL ASSETS
$
        325,747LIABILITIES AND STOCKHOLDERS EQUITY
(DEFICIT)CURRENT LIABILITIES:Accounts Payable
$
        275,364Related party loans
686,124Total Current
Liabilities
961,488LONG-TERM LIABILITIES:Related party accrued interest
67,562Related party note payable
600,000Total
Liabilities
1,629,050STOCKHOLDERS EQUITY (DEFICIT):Common stock, $0.001 par value,
150,000,000 shares authorized, 18,274,525
shares issued and
outstanding
18,275Capital in excess of par value
3,770,672Deficit accumulated during the development
stage
(5,092,250)Total Stockholders' Equity (Deficit)
(1,303,303)TOTAL
LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)
$
       325,747    The accompanying notes are an integral part
of these financial statements.   F-3    LIPIDVIRO TECH, INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED STATEMENTS OF OPERATIONS  For the Year Ended
December 31,

For the Period From Inception On May
6, 2003 through December 31,2007

2006

2007REVENUE
$
-
$
-
$
-OPERATING EXPENSES:Consulting

411,707

151,954

563,661Employee compensation

161,242

147,806

309,161Other general and administrative

114,970

80,923

403,263Research and development

262,864

1,706,671

2,297,229Total Operating
Expenses

950,783

2,087,354

3,573,314OPERATING LOSS

(950,783)

(2,087,354)

(3,573,314)OTHER INCOME (EXPENSE):Interest income

-

-

23Foreign currency transaction loss

(123)

(54)

(177)Related party interest expense

(274,518)

(1,201,596)

(1,518,782)Total other Income
(Expense)

(274,641)

(1,201,650)

(1,518,936)LOSS BEFORE INCOME TAX PROVISION

(1,225,424)

(3,289,004)

(5,092,250)PROVISION FOR INCOME TAXES

-

-

-NET INCOME (LOSS)
$
(1,225,424)
$
(3,289,004)
$
(5,092,250)BASIC AND DILUTED LOSS PER SHARE
$
(0.07)
$
(0.19)WEIGHTED AVERAGE SHARES OUTSTANDING

17,929,642

16,870,047 The accompanying notes are an integral part
of these financial statements.  F-4    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED STATEMENT OF STOCKHOLDERS
EQUITY (DEFICIT) FOR THE PERIOD FROM INCEPTION ON MAY 6, 2003
THROUGH DECEMBER 31, 2007  Common Stock

Shares
         Amount
Capital in Excess of Par Value
Deficit Accumulated During the
Development Stage
Obligation to Repurchase Common
Stock
Total Stockholders Equity
(Deficit)BALANCE, May 6, 2003
-
$
-
$
-
$
-
$
-
$
-Issuance of 175,000 shares of common stock for
payment of organization costs of $750, or approximately $0.0043 per share,
May 2003
175,000

175

575

-

-

750Issuance of 13,405,000 units, each consisting of
one share of common stock, one Class A warrant and one Class B warrant,
for cash of $95,960, or approximately $0.0072 per unit, May 2003
13,405,000

13,405

82,555

-

-

95,960Issuance of 55,125,000 shares of common stock for
cash of $236,250, or approximately $0.0043 per share, June 2003
55,125,000

55,125

181,125

-

-

236,250Issuance of 26,250 shares of common stock for
services valued at $113, or approximately $0.0043 per share, June
2003
26,250

26

87

-

-

113Capital contribution
-

-

1,083

-

-

1,083Net loss for the period ended December 31,
2003
-

-

-

(146,798)

-

(146,798)BALANCE, December 31, 2003
68,731,250

68,731

265,425

(146,798)

-

187,358Issuance of 1,491,784 shares of common stock to
purchase minority interest valued at $21,311, or approximately $0.0143 per
share, January 2004
1,491,784

1,492

19,819

-

-

21,311  (Continued)   F-5    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED STATEMENT OF STOCKHOLDERS
EQUITY (DEFICIT) FOR THE PERIOD FROM INCEPTION ON MAY 6, 2003
THROUGH DECEMBER 31, 2007 (CONTINUED) Common Stock

Shares
         Amount
Capital in Excess of Par Value
Deficit Accumulated During the
Development Stage
Obligation to Repurchase Common
Stock
Total Stockholders Equity
(Deficit)Capital contribution
-

-

10,368

-

-

10,368Net loss for the year ended December 31,
2004
-

-

-

(258,831)

-

(258,831)BALANCE, December 31, 2004
70,223,034

70,223

295,612

(405,629)

-

(39,794)Repurchased and cancelled 55,125,000 shares of
common stock for cash of $1 and a $600,000 note payable, or approximately
$0.0109 per share, September 2005
(55,125,000)

(55,125)

(544,876)

-

-

(600,001)Capital contribution
-

-

23,655

-

-

23,655Net loss for the year ended December 31,
2005
-

-

-

(172,193)

-

(172,193)BALANCE, December 31, 2005
15,098,034

15,098

(225,609)

(577,822)

-

(788,333)Grant of 105,000 Class A warrants for services
valued at $22,930, or approximately $0.2184per warrant, with 70,000
warrants subject to vesting through June 2006, January 2006
-

-

7,643

-

-

7,643Grant of 910,000 Class A warrants for services
valued at $198,627, or approximately $0.2183 per warrant, with 350,000
warrants subject to vesting through January 2008, February 2006
-

-

122,232

-

-

122,232 (Continued)  F-6    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED STATEMENT OF STOCKHOLDERS
EQUITY (DEFICIT) FOR THE PERIOD FROM INCEPTION ON MAY 6, 2003
THROUGH DECEMBER 31, 2007 (CONTINUED) Common Stock

Shares
         Amount
Capital in Excess of Par Value
Deficit Accumulated During the
Development Stage
Obligation to Repurchase Common
Stock
Total Stockholders Equity
(Deficit)Grant of 560,000 Class B warrants for services
valued at $43,008, or $0.0768 per warrant, February 2006
-

-

43,008

-

-

43,008Issuance of 2,166,003 shares of common stock for
services valued at $547,145 and debt extension valued at $1,000,000, or
approximately $0.7143 per share, February, March, and April 2006
2,166,003

2,166

1,544,979

-

-

1,547,145Extension of exercise period for 1,015,000 Class A
warrants, which were previously granted for services, valued at $713,661,
or approximately $0.7031 per warrant, with 320,833 and 35,000 warrants
subject to vesting through January 2008 and June 2006, respectively, April
2006
-

-

463,470

-

-

463,470Extension of exercise period for 560,000 Class B
warrants, which were previously granted for services, valued at $347,792,
or approximately $0.6211 per warrant, April 2006
-

-

347,792

-

-

347,792Grant of 70,000 Class A warrants for services
valued at $49,218, or approximately $0.7031 per warrant, subject to
vesting through December 2006, April 2006
-

-

-

-

-

- (Continued)  F-7     LIPIDVIRO TECH, INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED STATEMENT OF STOCKHOLDERS
EQUITY (DEFICIT) FOR THE PERIOD FROM INCEPTION ON MAY 6, 2003
THROUGH DECEMBER 31, 2007 (CONTINUED) Common Stock

Shares Amount
Capital in Excess of Par Value
Deficit Accumulated During the
Development Stage
Obligation to Repurchase Common
Stock
Total Stockholders Equity
(Deficit)Issuance of 50,000 shares of common stock for
services valued at $52,500, or $1.05 per share, subject to vesting through
August 2008, May 2006
50,000

50

(50)

-

-

-Grant of 20,000 Class B warrants for services
valued at $13,714, or $0.6857 per warrant, subject to vesting through
August 2008, May 2006
-

-

-

-

-

-Issuance of 25,000 shares of common stock for
services valued at $42,500, or $1.70 per share, June 2006
25,000

25

42,475

-

-

42,500Issuance of 50,000 shares of common stock for
services valued at $99,500, or $1.99 per share, subject to vesting through
June 2008, June 2006
50,000

50

(50)

-

-

-Grant of 20,000 Class B warrants for services
valued at $27,976, or $1.3988 per warrant, subject to vesting through June
2008, June 2006
-

-

-

-

-

-Issuance of 50,000 shares of common stock for
services valued at $62,500, or $1.25 per share, subject to vesting through
June 2008, July 2006
50,000

50

(50)

-

-

-  (Continued)   F-8    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED STATEMENT OF STOCKHOLDERS
EQUITY (DEFICIT) FOR THE PERIOD FROM INCEPTION ON MAY 6, 2003
THROUGH DECEMBER 31, 2007 (CONTINUED) Common Stock

Shares
        Amount
Capital in Excess of Par Value
Deficit Accumulated During the
Development Stage
Obligation to Repurchase Common
Stock
Total Stockholders Equity
(Deficit)Grant of 20,000 Class B warrants for services
valued at $15,616, or $0.7808 per warrant, subject to vesting through June
2008, July 2006
-

-

-

-

-

-Issuance of 100,000 shares of common stock for
services valued at $120,000, or $1.20 per share, with 50,000 and 50,000
shares subject to vesting through June 2008 and July 2008, respectively,
August 2006
100,000

100

(100)

-

-

-Grant of 40,000 Class B warrants for services
valued at $29,918, or $0.74795 per warrant, with 20,000 and 20,000
warrants subject to vesting through June 2008 and July 2008, respectively,
August 2006
-

-

-

-

-

-Issuance of 50,000 shares of common stock for
services valued at $22,400 and debt extension valued at $33,600, or $1.12
per share, October and November 2006
50,000

50

55,950

-

-

56,000Issuance of 80,000 shares of common stock with an
initial fair value of $89,600, or $1.12 per share, to be repurchased for
$9,500 cash, November 2006
80,000

80

89,520

-

(9,500)

80,100  (Continued)    F-9    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED STATEMENT OF STOCKHOLDERS
EQUITY (DEFICIT) FOR THE PERIOD FROM INCEPTION ON MAY 6, 2003
THROUGH DECEMBER 31, 2007 (CONTINUED) Common Stock

Shares
         Amount
Capital in Excess of Par Value
Deficit Accumulated During the
Development Stage
Obligation to Repurchase Common
Stock
Total Stockholders Equity
(Deficit)Issuance of 61,005 shares of common stock for debt
financing valued at $30,502, or $0.50 per share, November 2006
61,005

61

30,441

-

-

30,502Issuance of 2,178 shares of common stock for
services valued at $2,309, or $1.06 per share, December 2006
2,178

2

2,307

-

-

2,309Capital contributions
-

-

17,278

-

-

17,278Share-based payments vested during the year ended
December 31, 2006
-

-

313,202

-

-

313,202Net loss for the year ended December 31,
2006
-

-

-

(3,289,004)

-

(3,289,004)BALANCE, December 31, 2006
17,732,220

17,732

2,854,438

(3,866,826)

(9,500)

(1,004,156)Issuance of 26,307 shares of common stock for
services valued at $27,886, or $1.06 per share January 2007
26,307

26

27,860

-

-

27,886Issuance of 250,000 shares of common stock for
services valued at $280,000 or $1.12 per share, February 2007
250,000

250

279,750

-

-

280,000   F-10     LIPIDVIRO TECH, INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED STATEMENT OF STOCKHOLDERS
EQUITY (DEFICIT) FOR THE PERIOD FROM INCEPTION ON MAY 6, 2003
THROUGH DECEMBER 31, 2007 (CONTINUED) Common Stock

Shares
         Amount
Capital in Excess of Par Value
Deficit Accumulated During the
Development Stage
Obligation to Repurchase Common
Stock
Total Stockholders Equity
(Deficit)Issuance of 1,764 shares of common stock for
services valued at $1,499, or $0.85 per share, February 2007
1,764

2

1,497

-

-

1,499Issuance of 43,579 shares of common stock for debt
financing valued at $44,308 and services valued at $1,450 or $1.05 per
share, March 2007
43,579

44

45,714

-

-

45,758Issuance of 133,000 shares of common stock for debt
financing valued at $144,970, or $1.09 per share, April 2007
133,000

133

144,837

-

-

144,970Issuance of 1,820 shares of common stock for
services valued at $1,826, or approximately $1.00 per share, April and May
2007
1,820

2

1,824

-

-

1,826Issuance of 1,245 shares of common stock for
services valued at $498, or $0.40 per share, June 2007
1,245

1

497

-

-

498Issuance of 84,590 shares of common stock for debt
financing valued at $12,688, or $0.15 per share, July 2007
84,590

85

12,604

-

-

12,689  F-11       LIPIDVIRO TECH, INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED STATEMENT OF STOCKHOLDERS
EQUITY (DEFICIT) FOR THE PERIOD FROM INCEPTION ON MAY 6, 2003
THROUGH DECEMBER 31, 2007 (CONTINUED) Common Stock

Shares
         Amount
Capital in Excess of Par Value
Deficit Accumulated During the
Development Stage
Obligation to Repurchase Common
Stock
Total Stockholders Equity
(Deficit)Capital contributions
-

-

29,546

-

-

29,546Share-based payments vested during the year ended
December 31, 2007
-

-

372,105

-

-

372,105Termination of obligation to repurchase stock
related to unsuccessful financing transaction
-

-

-

-

9,500

9,500Net loss for the year ended December 31,
2007
-

-

-

(1,225,424)

-

(1,225,424)BALANCE, December 31, 2007
18,274,525
$
18,275
$
3,770,672
$
(5,092,250)
$
-
$
(1,303,303)                        The accompanying notes are an integral part
of these financial statements.    F-12     LIPIDVIRO TECH, INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED STATEMENTS OF CASH FLOWS  For the Year Ended
December 31,

For the Period From Inception On May
6, 2003 through December 31,2007

2006

2007CASH FLOWS FROM OPERATING ACTIVITIES:Net income (loss)
$
(1,225,424)
$
(3,289,004)
$
(5,092,250)Adjustments to reconcile net income (loss) to net
cash used by operating activities:Depreciation

735

735

2,928Expense costs related to unsuccessful
financing
transaction

31,900

-

31,900Imputed interest expense

-

7,271

42,377Noncash expenses paid by a
shareholder

-

6,900

6,900Noncash expenses paid by issuance of
common stock

201,967

1,144,202

1,346,919Noncash services paid by issuance of
common stock

480,409

668,704

1,149,226Noncash services paid by grant of
warrants

204,855

1,220,597

1,425,452Net (increase) decrease in operating
assets:Retainer

10,000

(10,000)

-Net increase (decrease) in operating
liabilities:Accounts
payable

26,018

86,676

274,359Related party loans -
interest

42,551

20,123

62,674Related party accrued
interest

30,000

30,000

67,562Net Cash (Used) by
Operating Activities

(196,989)

(113,796)

(681,953)CASH FLOWS FROM INVESTING ACTIVITIES:
Payments for property and
equipment

-

-

(3,675)Payments for definite-life intangible
assets

(300)

(1,230)

(33,632)Payments for goodwill

-

-

(269,006)Net Cash (Used) by
Investing Activities

(300)

(1,230)

(306,313)CASH FLOWS FROM FINANCING ACTIVITIES:Net change in bank overdraft

-

(441)

-Proceeds from related party
loans

173,753

113,096

632,149Payments on related party loans

(6,200)

(500)

(8,700)Proceeds from capital
contributions

29,546

3,107

32,653Proceeds from common stock
issuances

-

-

293,700Proceeds from sale of warrants

-

-

38,510  (Continued)   F-13     LIPIDVIRO TECH, INC. AND SUBSIDIARY (A Development Stage Company) CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) For the Year Ended
December 31,

For the Period From Inception On May
6, 2003 through December 31,2007

2006

2007Net Cash Provided by Financing Activities

197,099

115,262

988,312NET INCREASE (DECREASE) IN CASH

(190)

236

46CASH AT BEGINNING OF PERIOD

236

-

-CASH AT END OF PERIOD
$
46
$
236
$
46SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION:
Cash paid during the period for:Interest
$
-
$
-
$
-Income Taxes
$
-
$
-
$
-SUPPLEMENTAL DISCLOSURES OF NONCASH INVESTING AND
FINANCING ACTIVITIES:Change in obligation to repurchase stock related to
unsuccessful financing transaction
$
(9,500)
$
9,500
$
-Definite-life intangible asset fees accrued in
accounts payable
$
-
$
1,005
$
1,005Deferred financing costs paid  through
issuance of common stock
$
-
$
31,900
$
31,900Common stock repurchased through issuance of
$600,000 note payable and $1 paid by a shareholder
$
-
$
-
$
600,001Common stock issued to purchase  minority
interest
$
-
$
-
$
21,311   The accompanying notes are an integral part
of these financial statements.  F-14    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  Organization - LipidViro Tech, Inc. ("Parent") was
organized under the laws of the State of California on October 19, 1954 as
Anticline Uranium, Inc.  In October 2001, Parent changed its domicile from
California to Nevada by merging with and into a wholly-owned subsidiary with the
same name with the Nevada entity being the surviving entity.  In January
2004, Parent changed its name to LipidViro Tech, Inc.  On June 24, 2003,
Subsidiary acquired 95.9% of the outstanding stock of Parent pursuant to a Share
Purchase Agreement.  The agreement called for Subsidiary to pay $65,718 to
former shareholders of Parent for 35,000,000 shares of Parents common stock
wherein Parent became a 95.9% owned subsidiary of Subsidiary (See Note 4).
 On January 14, 2004, Parent issued 68,731,250 shares of its common stock
for all 9,818,750 outstanding shares of Subsidiarys common stock wherein
Subsidiary became a wholly-owned subsidiary of Parent in a transaction that has
been accounted for as a downstream merger (See Note 3).  Accordingly, the
equity transactions have been restated to reflect the recapitalization of
Subsidiary and the operations of Parent prior to June 24, 2003 have been
eliminated.  The financial statements reflect the operations of Subsidiary
from its inception.  Lipidviro Tech Inc. ("Subsidiary") was organized under
the laws of the State of Utah on May 6, 2003.  LipidViro Tech, Inc. and Subsidiary ("the Company")
researches and plans to market substances and methods for treating viral and
bacterial infections as well as other possible medical purposes.  The
Company has not generated any revenues from their planned principal operations
and is considered a development stage company as defined in Statement of
Financial Accounting Standards No. 7.  The Company has not paid any
dividends and any dividends that may be paid in the future will depend upon the
financial requirements of the Company and other relevant factors.  Consolidation - The consolidated financial statements
include the accounts of Parent and Parents wholly-owned Subsidiary.  All
intercompany transactions have been eliminated in consolidation.  Use of Estimates - The preparation of financial
statements in conformity with U.S. generally accepted accounting principles
requires management to make estimates and assumptions that affect certain
reported amounts and disclosures.  Accordingly, actual results could differ
from those estimates.  Fair Value of Financial Instruments  The carrying values
of related party loans and related party note payable with accrued interest
approximate fair value based on the underlying instruments having terms that
approximate those available in the current market.  No financial
instruments are held for trading purposes.  Cash and Cash Equivalents - The Company considers all
highly-liquid debt investments purchased with a maturity of three months or less
to be cash equivalents.   F-15    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)  Property and Equipment  The Company records property and
equipment at cost and uses straight-line depreciation methods.
 Maintenance, repairs, and expenditures for renewals and betterments not
determined to extend the useful lives or to materially increase the productivity
of the assets are expensed as incurred.  Other renewals and betterments are
capitalized.  Intangible Assets - In accordance with Statement of
Financial Accounting Standards No. 142, "Goodwill and Other Intangible Assets,"
the Company reviews their intangible assets for impairment at least annually.
 Using standard valuation techniques, the Company determined that there was
no impairment of their intangible assets during the years ended December 31,
2007 and 2006.  Deferred Financing Costs  In conjunction with a planned
private placement offering, the Company incurred $31,900 in costs of preparing
documents for the planned offering.  The Company had planned to defer the
costs and offset them against the proceeds of the planned offering.  In
December 207, the Company abandoned their planned offering and expensed the
costs.  Advertising  The Company expenses advertising costs as
incurred.  Advertising expense was $0 and $6,900 for the years ended
December 31, 2007 and 2006, respectively.  Research and Development  The Company expenses research
and development costs as incurred.  Minority Interests - From June 24, 2003 through January
14, 2004, Subsidiary owned 95.9% of Parent.  The net loss of Parent during
that period applicable to the non-controlling minority interests was not
allocated to them as there was no obligation for them to share in such losses.
 On January 14, 2004, Subsidiary acquired the minority interest in a
downstream merger (See Note 3).  Restatement - The financial statements have been restated
for all periods presented to reflect the recapitalization of Subsidiary (See
Note 3) and to reflect a 1-for-100 reverse stock split that Parent effected on
October 4, 2001, a 4-for-1 forward stock split that Parent effected on December
31, 2001, and a 7-for-1 forward stock split that Parent effected on April 18,
2006.  NOTE 2 - GOING CONCERN  The Companys financial statements have been presented on
the basis that they are a going concern, which contemplates the realization of
assets and the satisfaction of liabilities in the normal course of business.
 At December 31, 2007, the Company had incurred losses since inception, had
not yet generated any revenues, and had current liabilities in excess of current
assets.  These factors create an uncertainty about the Companys ability to
continue as a going concern.  In this regard, management is proposing to
raise any necessary additional funds not provided by operations through loans or
through additional sales of common stock.  There is no assurance that the
Company will be successful in raising this additional capital or in achieving
profitable operations.  The financial statements do not include any
adjustments that might be necessary if the Company is unable to continue as a
going concern.      F-16    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 3 - DOWNSTREAM MERGER  On January 14, 2004, Subsidiary acquired the minority
interests in Parent and Subsidiary was reorganized as a subsidiary of Parent in
a transaction in which Parent issued 68,731,250 shares of its common stock in
exchange for all 9,818,750 outstanding shares of Subsidiarys common stock.
 Accordingly, the equity transactions have been restated to reflect the
recapitalization of Subsidiary.  The Company recorded goodwill of $21,311
as a result of the downstream merger.  The financial statements reflect the
operations of Subsidiary from its inception.  As part of the downstream
merger, Parent issued 13,405,000 Class A warrants and 13,405,000 Class B
warrants to replace similar warrants of Subsidiary.  Parent also cancelled
35,000,000 shares of its common stock that had previously been owned by
Subsidiary.  NOTE 4 - ACQUISITION OF 95.9% OF LIPIDVIRO TECH, INC.  On June 24, 2003, Subsidiary acquired 95.9% of the
outstanding stock of Parent pursuant to a Share Purchase Agreement.  The
agreement called for Subsidiary to pay $65,718 to former shareholders of Parent
for 35,000,000 shares of Parents common stock wherein Parent became a 95.9%
owned subsidiary of Subsidiary.  The agreement also called for Subsidiary
to advance an additional $203,282 to pay costs associated with the acquisition
and to reduce the liabilities of Parent.  The acquisition closed June 24,
2003 and has been accounted for as a purchase of Parent.  The Company recorded goodwill of $269,006
as a result of the acquisition.  The financial statements reflect the
operations of Parent from June 24, 2003.  NOTE 5 - RELATED PARTY TRANSACTIONS  Related Party Loans - During the years ended December 31,
2007 and 2006, respectively, shareholders or entities related to them loaned
$173,753 and $113,096 to the Company, and the Company repaid loans totaling
$6,200 and $500.  Before April 2006, the loans bore no interest and were
due on demand; however, the Company imputed interest at 8% per annum with an
offsetting capital contribution.  In April 2006, the Company issued
1,400,000 shares of common stock valued at $1,000,000, or approximately $0.7143
per share, to extend the loans then outstanding.  The loans now bear
interest at 6% per annum and $496,409 of the loans are due when funds are
available.  The other $189,715 of the loans were due October 1, 2007, were
in default as of December 31, 2007, and are expected to be paid subsequently
through the disposition of the Companys research (See Note 15).  In
November 2006, the Company issued 61,005 shares of common stock valued at
$30,502, or $0.50 per share, to entice an additional shareholder to make loans
to the Company.  In March 2007, the Company issued 42,198 shares of common
stock valued at $44,308, or $1.05 per share, to entice additional shareholder
loans.  In April 2007, the Company issued a total of 133,000 shares of
common stock valued at $144,970, or $1.09 per share, to entice additional
shareholder loans.  In July 2007, the Company issued 84,590 shares of
common stock valued at $12,689, or $0.15 per share, to entice additional
shareholder loans.  At December 31, 2007, the Company owes a total of
$686,124 to the related parties.  During the years ended December 31, 2007
and 2006, the Company accrued or imputed interest expense on related party loans
totaling $42,551 and $27,394, respectively.       F-17    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 5 - RELATED PARTY TRANSACTIONS (Continued)  Note Payable  In September 2005, the Company issued a 5%
$600,000 note payable to repurchase common stock.  The note and accrued
interest are all due in September 2009.  During the years ended December
31, 2007 and 2006, interest expense on the note payable amounted to $30,000 and
$30,000, respectively.  Stock Repurchase  In September 2005, the Company
repurchased and cancelled 55,125,000 shares of common stock for cash of $1,
which was paid by a shareholder, and a $600,000 note payable, or approximately
$0.0109 per share.  Capital contributions  In June 2006, a shareholder of
the Company paid expenses on behalf on the Company by transferring 6,000 shares
of common stock valued at $6,900, or $1.15 per share, based on the market value
of the stock at that time.  In June, July, and November 2006, a shareholder
of the Company contributed cash totaling $3,107.  During the year ended
December 31, 2007, a shareholder of the Company contributed cash and made
payments on behalf of the Company totaling $15,895.  In December 2007, a
shareholder made payments on behalf of the Company totaling $13,651.  Consulting Agreement  In January 2007, the Company
signed a consulting agreement with a shareholder of the Company to assist with
recruiting a new chief executive officer.  The Company agreed to pay the
shareholders related expenses and to pay a fee of 25% of the first-year
compensation paid to the new chief executive officer.  The fee is expected
to be approximately $50,000 and the first half of this fee was paid in January
2007 through the issuance of 25,000 shares of common stock valued at $26,500, or
$1.06 per share.  Management Compensation - The Company has paid no cash
compensation to any officer of the Company.  However, in May 2003, the
Company issued 175,000 shares of common stock to an officer of the Company as
payment of organization costs of $750, or approximately $0.0043 per share.
 In June 2003, the Company issued 26,250 shares of common stock to an
officer of the Company for services rendered valued at $113, or approximately
$0.0043 per share.  In February 2006, the Company granted 350,000 Class A
warrants to an officer of the Company for services valued at $76,395, or
approximately $0.2183 per warrant.  The warrants vest as services are
rendered through January 2008.  At December 31, 2007, 335,417 of the
warrants had vested.  NOTE 6 - PROPERTY AND EQUIPMENT  Estimated Useful Lives
December 31, 2007Office Equipment
5 years
$
               433Website
5 years
$
            3,2423,675Less accumulated depreciation

(2,928)Net Property and Equipment

$
               747  Depreciation expense for the years ended December 31,
2007 and 2006 was $735 and $735, respectively.     F-18    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 7 - DEFINITE-LIFE INTANGIBLE ASSETS  Estimated Useful Lives
December 31, 2007Pending Patent Applications
N/A
$                   34,63734,637Less accumulated amortization

-Net Definite-Life Intangible Assets

$
           34,637  The Companys definite-life intangible assets consist
only of pending patent applications.  Once a patent has been granted, the
Company will amortize the related costs over the estimated useful life of the
patent.  If a patent application is denied, then the costs will be expensed
at that time.  NOTE 8 - GOODWILL  For the Year Ended
December 31,

For the Period From Inception On May
6, 2003 through December 31,2007

2006

2007Goodwill at beginning of period
$
290,317
$
290,317
$
-Goodwill from the acquisition of 95.9% of
Parent

-

-

269,006Goodwill from the acquisition of the minority
interests in Parent

-

-

21,311Goodwill at end of period
$
290,317
$
290,317
$
290,317  NOTE 9  OBLIGATION TO REPURCHASE COMMON STOCK  In November 2006, the Company issued 80,000 shares of
common stock with an initial fair value of $89,600, or $1.12 per share, to a law
firm that was helping the Company prepare documents for a planned private
placement offering. The Company agreed to repurchase these shares for $9,500
cash using the proceeds from that planned offering.  On the date of
issuance, the Company recorded interest expense for the $80,100 difference
between the initial fair value of the stock and the repurchase price.  In
December 2007, the Company abandoned their planned offering and the Company no
longer has an obligation to repurchase the 80,000 shares of common stock.  NOTE 10 - COMMON STOCK, OPTIONS, AND WARRANTS  Stock Splits  On April 18, 2006, Parent effected a
7-for-1 forward stock split.  On December 31, 2001, Parent effected a
4-for-1 forward stock split.  On October 4, 2001, Parent effected a
1-for-100 reverse stock split.  The financial statements for all periods
presented have been restated to reflect these stock splits.  Common Stock  In June 2007, the Company issued 1,245
shares of common stock to consultants for services valued at $498, or $0.40 per
share.   F-19    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 10 - COMMON STOCK, OPTIONS, AND WARRANTS
(Continued)  In April and May 2007, the Company issued a total of
1,820 shares of common stock to consultants for services valued at $1,826, or
approximately $1.00 per share.  In March 2007, the Company issued 1,381 shares of common
stock to consultants for services valued at $1,450, or $1.05 per share.  In February 2007, the Company issued 1,764 shares of
common stock to consultants for services valued at $1,499, or $0.85 per
share.  In February 2007, the Company issued 250,000 shares of
common stock to consultants for services valued at $280,000, or $1.12 per
share.  In January 2007, the Company issued 1,307 shares of
common stock to consultants for services valued at $1,386, or $1.06 per
share.  In December 2006, the Company issued 2,178 shares of
common stock to consultants for services valued at $2,309, or $1.06 per
share.  In October and November 2006, the Company issued 50,000
shares of common stock to professionals for services valued at $22,400 and debt
extension valued at $33,600, or $1.12 per share.  In August 2006, the Company issued 100,000 shares of
common stock to consultants for services valued at $120,000, or $1.20 per share.
 The shares vest with 50,000 and 50,000 shares vesting as services are
rendered through June 2008 and July 2008, respectively.  At December 31,
2006, 22,917 of the shares had vested.  In July 2006, the Company issued 50,000 shares of common
stock to a consultant for services valued at $62,500, or $1.25 per share.
 The shares vest as services are rendered through June 2008.  At
December 31, 2006, 12,500 of the shares had vested.  In June 2006, the Company issued 50,000 shares of common
stock to a consultant for services valued at $99,500, or $1.99 per share.
 The shares vest as services are rendered through June 2008.  At
December 31, 2006, 12,500 of the shares had vested.  In June 2006, the Company issued 25,000 shares of common
stock to a consultant for services valued at $42,500, or $1.70 per share.  In May 2006, the Company issued 50,000 shares of common
stock to a consultant for services valued at $52,500, or $1.05 per share.
 The shares vest as services are rendered through August 2008.  At
December 31, 2006, 8,333 of the shares had vested.  In February and March 2006, the Company issued 766,003
shares of common stock to consultants for services valued at $547,145, or
approximately $0.7143 per share.  In June 2003, the Company issued 55,125,000 shares of
common stock for cash of $236,250, or approximately $0.0043 per share.      F-20    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 10 - COMMON STOCK, OPTIONS, AND WARRANTS
(Continued)  In May 2003, the Company issued 13,405,000 units.
 Each unit consisted of one share of common stock, one fully-vested Class A
warrant, and one fully-vested Class B warrant.  The units were issued for
cash of $95,960, or approximately $0.0072 per unit.  Extended Warrant Exercise Period  In April 2006, the
Company extended the exercise period for Class A and Class B warrants from June
30, 2006 to June 30, 2008.  The extension of the exercise period on
warrants, which were previously granted for services, resulted in additional
expenses totaling $1,061,453, of which $250,191 was associated with warrants
unvested at that time.  Class A Warrants  Class A warrants are exercisable
through June 30, 2008 at $0.71 per share of common stock.  In April 2006, the Company granted 70,000 Class A
warrants to a consultant for services valued at $49,218, or approximately
$0.7031 per warrant.  The warrants vested as services were rendered through
December 31, 2006.  At December 31, 2007, all of the warrants had
vested.  In February 2006, the Company granted 560,000 Class A
warrants to a consultant for services valued at $122,232, or approximately
$0.2183 per warrant.  The warrants vested immediately.  In January 2006, the Company granted 105,000 Class A
warrants to a consultant for services valued at $22,930, or approximately
$0.2184 per warrant.  The warrants vest with 35,000 warrants vesting
immediately and 70,000 warrants vesting as services were rendered through June
2006.  At December 31, 2007, all of the warrants had vested.  Class B Warrants  Class B warrants are exercisable
through June 30, 2008 at $1.43 per share of common stock.  In August 2006, the Company granted 40,000 Class B
warrants to consultants for services valued at $29,918, or $0.74795 per warrant.
 The warrants vest with 20,000 and 20,000 warrants vesting as services are
rendered through June 2008 and July 2008, respectively.  At December 31,
2007, 29,167 of the warrants had vested.  In July 2006, the Company granted 20,000 Class B warrants
to a consultant for services valued at $15,616, or $0.7808 per warrant.
 The warrants vest as services are rendered through June 2008.  At
December 31, 2007, 15,000 of the warrants had vested.  In June 2006, the Company granted 20,000 Class B warrants
to a consultant for services valued at $27,976, or $1.3988 per warrant.
 The warrants vest as services are rendered through June 2008.  At
December 31, 2007, 15,000 of the warrants had vested.  In May 2006, the Company granted 20,000 Class B warrants
to a consultant for services valued at $13,714, or $0.6857 per warrant.
 The warrants vest as services are rendered through August 2008.  At
December 31, 2007, 13,333 of the warrants had vested.     F-21    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 10 - COMMON STOCK, OPTIONS, AND WARRANTS
(Continued)  In February 2006, the Company granted 560,000 Class B
warrants to a consultant for services valued at $43,008, or $0.0768 per warrant.
 The warrants vested immediately.  Share-Based Payment Disclosures - During the years ended
December 31, 2007 and 2006, share-based payments resulted in expenses of
$887,231 and $3,033,503, respectively.  During the year ended December 31, 2006, the Company
estimated the fair value of each warrant on the grant date using the
Black-Scholes option pricing formula with the following assumptions: expected
volatility of 109-320%, expected term of 5-27 months, risk-free rate of
4.4-5.3%, and no expected dividends.  The expected volatility is based upon
the historical volatility of the Companys common stock price.  Because the
Company has not yet proved that they will be able to generate any revenues from
their research activities, no dividends are expected and any future exercise of
warrants is expected to be at the end of the contractual term to allow for the
maximum possible development prior to the exercise.  The risk-free rate is
based upon the U.S. Treasury rate for similar maturities.  A summary of warrant activity as of December 31, 2007 and
changes during the year then ended is presented below:  Warrants
Shares
Weighted-Average Exercise Price
Weigthed-Average Remaining Contractual
Term (Years)
Aggregate Intrinsic ValueOutstanding at December 31, 2006
28,555,000
$   1.06Granted
-
-Exercised
-
-Forfeited
-
-Expired
-
-Outstanding at December 31, 2007
28,555,000
$   1.06
.50
$
              -Exercisable at December 31, 2007
28,512,917
$   1.06
.50
$
              -  A summary of the status of the non-vested shares as of
December 31, 2007 and changes during the year then ended is presented below:  Non-vested Shares
Shares
Weighted-Average Grant-Date Fair
ValueNon-vested at December 31, 2006
193,750
$1.33Granted
-
-Vested
(125,000)
1.34Forfeited
-
-Non-vested at December 31, 2007
68,750
$1.32  F-22    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 10 - COMMON STOCK, OPTIONS, AND WARRANTS
(Continued)  As of December 31, 2007, there was $127,509 of total
unrecognized expense related to non-vested share-based payments.  That cost
is expected to be recognized over a weighted-average period of 0.3 years.
 The total fair value of shares vested during the year ended December 31,
2007 was $167,250.  Stock Option Plan - In March 2003, the Board of Directors
of Parent approved and adopted the "2003 Stock Option/Stock Issuance Plan" ("the
Plan"), terminating December 31, 2009, with a maximum of 10,500,000 shares of
common stock reserved for issuance under the Plan.  The Plan provides for
both the direct award of shares and for the grant of options to purchase shares.
 The Board of Directors has further authorized options to purchase
3,500,000 common shares to be granted at a purchase price of $0.01 per share.
 Under the Plan, the Board of Directors shall determine which eligible
persons are to receive incentive options, non-statutory grants or stock
issuances.  The Board of Directors also sets the exercise price for options
granted.  The option terms are not to exceed ten years from the option
grant date.  At December 31, 2007, the Company had not granted any awards
from the Plan and total awards available to be granted from the Plan amounted to
10,500,000 shares.  NOTE 11  FOREIGN CURRENCY TRANSACTIONS  The Company has two patent applications filed with the
European Patent Office and was required to pay renewal fees totaling 800 Euros
in October 2006.  In November 2006, the Company was assessed additional
fees totaling 80 Euros.  At December 31, 2007, these fees have not been
paid and are included in accounts payable at $1,285 based on the currency
conversion ratio on that date of $1.4603:1 Euro.  During the years ended
December 31, 2007 and 2006, the Company recorded foreign currency transaction
losses of $123 and $54, respectively, due to changes in the exchange rates.  NOTE 12 - INCOME TAXES  The income tax provision consists of the following
components:  For the Year Ended
December 31,

For the Period From Inception On May
6, 2003 through December 31,2007

2006

2007Current income tax expense (benefit)
$
-
$
-
$
-Deferred income tax expense (benefit)
$
-
$
-
$
-Net income tax expense (benefit) charged to
operations
$
-
$
-
$
-   F-23    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 12 - INCOME TAXES (Continued)  At December 31, 2007, the Company has net operating loss
carryovers of approximately $1,201,500 available to offset future taxable income
and expiring beginning in 2023 through 2027.  The Company has experienced
losses since inception and has not yet generated any revenues; therefore, the
Company has established a valuation allowance to offset the net deferred tax
assets.  Due to a subsequent change in control of the Company (See Note
15), the ultimate amount and availability of any net operating loss carryovers
may be subject to limitations.  The Companys deferred tax assets, deferred tax
liabilities, and valuation allowance are as follows:  December 31, 2007Deferred tax assets:Organization costs
$
10Research and development equipment

928Share-based payments

754,742Net operating loss carryovers

231,288Total deferred tax assets
$
986,968Deferred tax liabilities:Patent application costs
$
6,668Depreciation

124Total deferred tax liabilities
$
6,792Total deferred tax assets
$
986,968Total deferred tax liabilities

(6,792)Valuation allowance

(980,176)Net deferred tax asset (liability)
$
-  These amounts have been presented in the financial
statements as follows:  Current deferred tax asset (liability)
$
-Non-current deferred tax asset (liability)

-$
-   F-24    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 12 - INCOME TAXES (Continued)  The income tax provision differs from the amounts that
would be obtained by applying federal and state statutory income tax rates to
loss before income tax provision as follows:  For the Year Ended
December 31,

For the Period From Inception On May
6, 2003 through December 31,2007

2006

2007Loss before income tax provision
$
(1,225,424)
$
(3,289,004)
$
(5,092,250)Expected combined federal and state income tax
rate

20.0%

20.0%

20.0%Expected income tax expense (benefit) at statutory
rates

(245,085)

(657,801)

(1,018,450)Federal benefit of state taxes

9,191

24,668

38,192Tax effect of:Meals and entertainment

22

22

82Change in valuation allowance

235,872

633,111

980,176Net income tax expense (benefit)
$
-
$
-
$
-  NOTE 13  DILUTED LOSS PER SHARE  At December 31, 2007, the Company had 14,490,000 Class A
warrants and 14,065,000 Class B warrants outstanding that were not used in the
computation of dilutive loss per share because their effect would be
anit-dilutive.  At December 31, 2006, the Company had 14,490,000 Class A
warrants and 14,065,000 Class B warrants outstanding that were not used in the
computation of dilutive loss per share because their effect would be
anti-dilutive.  NOTE 14  COMMITMENTS  In June 2007, the Company signed an agreement with a
consultant to arrange financing for the Company.  If successful, the
Company will pay between 10% and 17% of the proceeds to the consultant.  If
the Company does not accept a financing transaction arranged by the consultant,
then the Company may have to pay $5,000 per month for services under the
agreement up to $60,000.  In February 2007, a vendor obtained a $16,166 default
judgment against the Company for an unpaid invoice.  The judgment provides
for interest at an annual rate of 6.36%.  At December 31, 2007, the Company
owed $17,044 on the judgment and the amount has been included in accounts
payable.  In February 2006, the Company signed a research agreement
that requires payment of $5,000 per month for two years.  Through December
31, 2007, the Company has made payments of $15,000 on this agreement and has
accrued a liability of $95,000 for past-due payments.       F-25    LIPIDVIRO TECH,
INC. AND SUBSIDIARY (A Development Stage Company) NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS  NOTE 15  SUBSEQUENT EVENTS  On January 3, 2008, for consideration of $100 the Company
granted a 60-day option to AcquiSci, Inc. (a New Jersey corporation) to purchase
the Companys research subject to the terms of a Purchase Agreement.  The
Purchase Agreement calls for AcquiSci, Inc., its shareholders, and their related
entities to return all their Company stock and warrants (expected to be 911,793
shares of common stock, 570,000 Class A warrants, and 560,000 Class B warrants),
release the Company from all existing debts owed to them (totaling $284,719 as
of December 31, 2007), and pay $1 in exchange for all of the Companys research
including all the Companys pending patent applications.  In January 2008,
AcquiSci, Inc. exercised its option but the Purchase Agreement has not yet
closed.  In January 2008, Jenson Services, Inc. (a Utah
corporation) acquired 13,066,734 shares of the Companys outstanding common
stock resulting in a change in control of the Company.       F-26    Item 8. Changes in and
Disagreements with Accountants on Accounting and Financial
Disclosure  None; Not applicable.   Item 8(A)T. Controls and Procedures.   Disclosure Controls and Procedures  As of the end of the
period covered by this Annual Report, we carried out an evaluation, under the
supervision and with the participation of our President and Secretary, of the
effectiveness of our disclosure controls and procedures. Based on this
evaluation, our President and Secretary concluded that information required to
be disclosed is recorded, processed, summarized and reported within the
specified periods and is accumulated and communicated to management, including
our President and Secretary, to allow for timely decisions regarding required
disclosure of material information required to be included in our periodic
Securities and Exchange Commission reports. Our disclosure controls and
procedures are designed to provide reasonable assurance of achieving their
objectives and our President and Secretary have concluded that our disclosure
controls and procedures are effective to a reasonable assurance level of
achieving such objectives. However, it should be noted that the design of any
system of controls is based in part upon certain assumptions about the
likelihood of future events, and there can be no assurance that any design will
succeed in achieving its stated goals under all potential future conditions,
regardless of how remote. In addition, we reviewed our internal controls over
financial reporting, and there have been no changes in our internal controls or
in other factors in the last fiscal quarter that has materially affected or is
reasonably likely to materially affect our internal control over financial
reporting.  Changes in internal control over
financial reporting  We had no changes in
internal control over financial reporting during the period covered by this
Report.  Management Report on Internal Control
Over Financial Reporting  Management of
the Company is responsible for establishing and maintaining adequate internal
control over financial reporting as defined in Rule 13a-15(f) and
15d-15(f) under the Exchange Act. The Companys internal control over
financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted
accounting principles in the United States. Because of its
inherent limitations, internal control over financial reporting may not prevent
or detect misstatements. Therefore, even those systems determined to be
effective can provide only reasonable assurance of achieving their control
objectives. Under the
supervision and with the participation of the Companys President (principal
executive officer and principal financial officer), management has assessed the
effectiveness of the Companys internal control over financial reporting as of
December 31, 2007. In making its assessment of the effectiveness of
internal control over financial reporting, management used the criteria set
forth in Internal ControlIntegrated Framework, issued by the Committee
of Sponsoring Organizations of the Treadway Commission (COSO). Based on its evaluation, the Companys
President concluded that there are material weaknesses in our internal control
over financial reporting.  A material weakness is a deficiency, or a
combination of deficiencies, in internal control over financial reporting, such
that there is a reasonable possibility that a material misstatement of the
company's annual or interim financial statements will not be prevented or
detected on a timely basis. As of December 31, 2007, the Company did not
maintain effective controls over its accounting for related party loans, related
party notes payable and consulting expenses. Specifically, the Company did not
have effective controls designed and in place to ensure that related party loans
and notes payable related to incurred consulting expenses were completely and
accurately recorded in accordance with agreements entered into by management.
This control deficiency resulted in material audit adjustment proposed by the
auditors for the year ended December 31, 2007. Accordingly, management has
determined that this control deficiency constitutes a material weakness. As a
result of this material weakness, management has concluded that the Company did
not maintain effective control over  24    financial reporting as of
December 31, 2007 based on the criteria set forth in internal
controlintegrated framework issued by the COSO.   This annual report does not include an
attestation report of the companys registered public accounting firm regarding
internal control over financial reporting.  Managements report was not
subject to attestation by the companys registered public accounting firm
pursuant to temporary rules of the Securities and Exchange Commission that
permit the company to provide only managements report in this annual
report.   Item 8(B). Other Information.  On January 3, 2008, for consideration
of $100 the Company granted a 60-day option to AcquiSci, Inc., a New Jersey
corporation (AcquiSci), to purchase the Companys Technology subject to the
terms of a Purchase Agreement.  The Purchase Agreement calls for AcquiSci,
Inc., its shareholders, and their related entities to return all their Company
stock and warrants (consisting of 911,793 shares of common stock, 570,000 Class
A warrants, and 560,000 Class B warrants), release the Company from all existing
debts owed to them (totaling $284,715 as of December 31, 2007), and pay $1 in
exchange for all of the Companys Technology, including all the Companys
pending patent applications.  In January, 2008, AcquiSci, Inc. exercised
its option but the Purchase Agreement has not yet closed.  See Part III,
Item 13, 8-K Current Report dated January 3, 2008 and filed with the Securities
and Exchange Commission on January 25, 2008.  In January, 2008, the designees of
Jenson Services, Inc., a Utah corporation, acquired 13,066,734 shares of the
Companys outstanding common stock resulting in a change in control of the
Company.  See Part III, Item 13, 8-K Current Report dated January 28, 2008
and filed with the Securities and Exchange Commission on January 30, 2008.    PART III    Item 9. Directors, Executive Officers, Promoters
and Control Persons; Compliance with Section 16(a) of the Exchange Act  Identification of Directors and Executive
Officers  The following table sets forth the
names of all of our current directors and executive officers for the calendar
year ended December 31, 2007, and to the date hereof.  These persons will
serve until the next annual meeting of the stockholders or until their
successors are elected or appointed and qualified, or their prior resignation or
termination.  Name
Positions Held
Date of Election or
Designation
Date of Termination or
ResignationKenneth P. Hamik
President &
06/24/2003
*Director
06/24/2003
*Kristy Hamik
COO &
06/24/2003
1/19/2004Director
06/24/2003
1/19/2004Patrick A. Seymour
COO
01/19/2004
4/5/2004Director
01/19/2004
4/5/2004Steven Keyser
Chairman of the Board
10/16/2006
*Linda Sharkus
Director
10/23/2006
9/12/2007  * These persons presently serve in the capacities
indicated.  Directors are elected by our
stockholders to serve until the next annual meeting of our stockholders or until
their successors have been elected and have been duly qualified.  Officers
are appointed to serve until the annual meeting of our Board of Directors
following the next annual meeting of our stockholders and until their successors
have been elected and have qualified.   25    Business Experience  Kenneth P. Hamik, President, CEO and a
director.  Mr. Hamik is 46 years of age.  Kenneth P. Hamik has over 20
years of management and consulting experience across a wide range of markets:
healthcare, media/entertainment, consumer products, Internet, education,
financial services, telecommunications, energy, electronics/computers, air
travel and auto manufacturing. He was featured in the January 2000 cover article
of Consumer Reports on future product trends, in an MSN article on future career
paths and recently headed a team to manage Charles Schwab electronic
relationship management strategies. Before joining LipidViro, he served as Vice
President of Marketing & Strategy at Triple Aught, Inc., a Berkeley,
California based energy technology & engineering start-up company.  Mr.
Hamik completed his Masters of Science work at the University of Houstons
Studies of the Future program. He also has a B.S. Degree from the University of
Nebraska.  Mr. Keyser joins us bringing 24 years
of experience in private equities research and asset management.  Mr.
Keysers research and analysis experience spans multiple industries, including
biotech and healthcare.  Mr. Keyser founded LipidViro Utah 2003 and now
joins the Company as Chairman of the Board of Directors.  Significant Employees  We have no employees who
are not executive officers, but who are expected to make a significant
contribution to our business.  Family Relationships  There are no family
relationships between our officers and directors.  Involvement in Certain Legal Proceedings  Except as stated above,
during the past five years, no director, person nominated to become a director,
executive officer, promoter or control person of the Company:  (1) was a general
partner or executive officer of any business against which any bankruptcy
petition was filed, either at the time of the bankruptcy or two years prior to
that time;  (2) was convicted in a
criminal proceeding or named subject to a pending criminal proceeding (excluding
traffic violations and other minor offenses);  (3) was subject to any
order, judgment or decree, not subsequently reversed, suspended or vacated, of
any court of competent jurisdiction, permanently or temporarily enjoining,
barring, suspending or otherwise limiting his involvement in any type of
business, securities or banking activities; or  (4) was found by a court
of competent jurisdiction (in a civil action), the Securities and Exchange
Commission or the Commodity Futures Trading Commission to have violated a
federal or state securities or commodities law, and the judgment has not been
reversed, suspended or vacated.  Compliance with Section 16(a) of the Exchange
Act  On June 12, 2006, Kenneth Hamik, our
President filed a Form 3, Initial Statement of Ownership with the Securities and
Exchange Commission.  On May 2, 2005, Benedente Holdings,
LLC, which is controlled by Steven Keyser, one of our directors, filed a
Schedule 13D.  On October 16, 2006, an amendment to this Schedule 13D was
filed to update the holdings of Benedente Holdings, LLC.  Code of Ethics  We adopted a Code of
Ethics that was filed as Exhibit 14 to our Annual Report on Form 10-KSB for the  26    year ended
December 31, 2004, and is incorporated herein by reference. See Item 13 of this
report.  Nominating Committee  We have not established a Nominating
Committee because we believe that our two member Board of Directors is able to
effectively manage the issues normally considered by a Nominating Committee.  Audit Committee   We have not adopted an Audit Committee
due to the fact that our Company is a development stage company and has
generated no revenues from operations.   Item 10. Executive Compensation  The following table sets
forth the aggregate compensation paid by us for services rendered during the
periods indicated:  Summary Compensation Table  Name and Principal Position
(a)
Year



(b)
Salary
($)


(c)
Bonus
($)


(d)
Stock Awards
($)

(e)
Option Awards
($)

(f)
Non-Equity Incentive Plan Compensation
($)
(g)
Nonqualified  Deferred Compensation
($)
(h)
All Other Compensation
($)

(i)
Total
Earnings
($)

(j)Kenneth P. Hamik
12/31/07
12/31/06
12/31/05
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0Steve Keyser
12/31/07
12/31/06
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0Linda Sharkus
12/31/07
12/31/06
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0   27    Outstanding
Equity Awards  Outstanding Equity Awards at Fiscal Year
End Option Awards
                     Stock
Awards Name
Number of Securities Underlying Unexercised Options
(#) Exercisable
Number of Securities underlying Unexercised Options
(#) Unexercisable
Equity Incentive Plan Awards Number of Securities
Underlying Unexercised Unearned Options (#)
Option Exercise Price
($)
Option Expiration Date
Number of Shares or Units of Stock That Have Not
Vested (#)
Market Value of Shares or Units of Stock That Have
Not Vested
($)
Equity Incentive Plan Awards: Number of Unearned
Shares, Vested Units or Other Rights That Have Not Vested (#)
Equity Incentive Plan Awards: Market or Payout
Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)
(i)
(j)None
None
10,500,000
None
$0.01  In March, 2003, the Board of Directors
approved and adopted the 2003 Stock Option/Stock Issuance Plan (the Plan)
with a maximum of 10,500,000 shares of common stock reserved for issuance under
the Plan.  The Plan provides for both the direct award of shares and for
the grant of options to purchase shares.  Our Board of Directors has
authorized options to purchase 3,500,000 common shares to be granted at a
purchase price of $0.01 per share, but to date our Company has not granted any
options to its employees, officers or directors.  Under the Plan, Our Board
of Directors shall determine which eligible persons are to receive Incentive
Options, Non-Statutory grants or stock issuances.  Our Board of Directors
also sets the exercise price for options granted.  The option terms are not
to exceed 10 years from the option grant date.  At December 31, 2007, total
awards available to be granted from the Plan amounted to 10,500,000.  Compensation of Directors  Director Compensation ___________________________________________________________________ Name
Fees Earned or Paid in Cash ($)
Stock Awards ($)
Option Awards ($)
Non-Equity Incentive Plan Compensation ($)
Nonqualified Deferred Compensation Earnings
($)
All Other Compensation ($)
Total ($)(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)None
None
None
None
None
None
None
None   Item 11. Security Ownership of Certain Beneficial
Owners and Management  Security Ownership of Certain Beneficial
Owners  The following table sets forth the
share holdings of those persons who beneficially own more than five percent of
our common stock as of the date of December 31, 2007 and the date of this Annual
Report:  28     Ownership of Principal Shareholders as of
December 31, 2007 Title Of Class
Name and Address of Beneficial Owner
Amount and Nature of Beneficial Owner
Percent of Class(1)Common Stock
Benedente Holdings, LLC (2)
6,600,300
36.7%Common Stock
B'Chesed, LLC(3)
1,887,850
10.5%Common Stock
Keith A. Keyser
1,002,865
5.6%Common Stock
Sleepy Lion(4)
2,275,000
12.7%Total

11,766,015
65.5%  (1)  Based on 17,964,830 common shares, after the
seven (7) for one (1) dividend.  (2) Benedente Holdings, LLC is a Wyoming Limited
Liability Corporation. Steve Keyser is manager and majority shareholder of
Benedente Holdings, LLC.  (3)  BChesed, LLC is a Wyoming Limited Liability
Corporation.  (4)  SleepyLion, LLC is a Wyoming Limited Liability
Corporation.   Keith Keyser is manager and majority shareholder of
SleepyLion, LLC.  Ownership of Principal Shareholders as of
the date of this Annual Report Title Of Class
Name and Address of Beneficial Owner
Amount and Nature of Beneficial Owner
Percent of Class(1)Common Stock
Thomas J. Howells
4685 S. Highland Dr., Suite 202
Salt Lake City, UT  84117
7,336,000
40.8%Common Stock
Mark Sansom
4685 S. Highland Dr., Suite 207
Salt Lake City, UT  84117
1,400,000
7.8%Common Stock
Kelly Trimble
4685 S. Highland Dr., Suite 207
Salt Lake City, UT  84117
1,350,000
7.5%Common Stock
Travis T. Jenson
4685 S. Highland Dr., Suite 202
Salt Lake City, UT  84117
1,350,000
7.5%Total

11,436,000
63.6%  (1)  Based on 17,964,830
outstanding common shares.  Security Ownership of Management  The following table sets forth the share
holdings of the Companys directors and executive officers as of March 11, 2008:  Ownership of Officers and
Directors Title of Class
Name and Address of Beneficial
Owner
Amount and Nature of Beneficial Owner
Percent of ClassCommon Stock
Kenneth P. Hamik
201,250
1.12%Common Stock
Steven Keyser
-0-
0   29    Changes in Control  On January 28, 2008, Jenson Services,
Inc., a Utah corporation (Jenson Services), executed an Option Agreement
whereby it or its designees would acquire 13,066,734 shares (representing 72.7%)
of our issued and outstanding common stock.  These shares were purchased
for the sum of $25,000 through the exercise of an option granted to Jenson
Services on December 18, 2007, by Benedente Holdings, LLC, a Wyoming limited
liability company; BChesed, LLC, a Wyoming limited liability company; Sleepy
Lion, LLC, a Wyoming limited liability company; Steven Keyser; and Keith Keyser
(collectively, the Optionors).  The Optionors collectively owned all of
the shares of common stock purchased by Jenson Services.  The $25,000
purchase price for these shares came from Thomas J. Howells; Travis T. Jenson
and Kelly Trimble, $8,333,33 each.  This change of control was reported on
Form 8-K Current Report dated January 28, 2008 and filed with the Securities and
Exchange Commission on January 30, 2008, see Part III, Item 13 of this
Report.  Securities Authorized for Issuance under Equity
Compensation Plans  Plan Category
Number of Securities to be issued upon exercise of
outstanding options, warrants and rights
Weighted-average exercise price of outstanding
options, warrants and rights
Number of securities remaining available for future
issuance under equity compensation plans excluding securities reflected in
column (a)(a)
(b)
(c)Equity compensation plans approved by security
holdersEquity compensation plans not approved by security
holders
10,500,000
$0.01
10,500,000Total
10,500,000
$0.01
10,500,000  In March, 2003, the Board of Directors
approved and adopted the 2003 Stock Option/Stock Issuance Plan (the Plan)
with a maximum of 10,500,000 shares of common stock reserved for issuance under
the Plan.  The Plan provides for both the direct award of shares and for
the grant of options to purchase shares.  Our Board of Directors has
authorized options to purchase 3,500,000 common shares to be granted at a
purchase price of $0.01 per share, but to date our Company has not granted any
options to its employees, officers or directors.  Under the Plan, Our Board
of Directors shall determine which eligible persons are to receive Incentive
Options, Non-Statutory grants or stock issuances.  Our Board of Directors
also sets the exercise price for options granted.  The option terms are not
to exceed 10 years from the option grant date.  At December 31, 2007, total
awards available to be granted from the Plan amounted to 10,500,000.   Item 12. Certain Relationships and Related
Transactions  Transactions with Related Persons  Except as indicated below, during the
calendar year ended December 31, 2007, and since then, there were no material
transactions, series of similar transactions, currently proposed transactions,
or series of similar transactions, to which we or any of our subsidiaries was or
is to be a party, in which the amount involved exceeded $120,000 and in which
any director or executive officer, or any security holder who is known to us to
own of record or beneficially more than five percent of our common stock, or any
member of the immediate family of any of the foregoing persons, had a material
interest.  During the years ended December 31,
2007 and 2006, respectively, shareholders or entities related to them loaned
$173,753 and $113,096 to the Company, and the Company repaid loans totaling
$6,200 and $500.  Before April 2006, the loans bore no interest and were
due on demand; however, the Company imputed interest at 8% per annum with an
offsetting capital contribution.  In April 2006, the Company issued
1,400,000 shares of common stock valued at $1,000,000, or approximately $0.7143
per share, to extend the loans then outstanding.  The loans  30    now bear interest at 6% per
annum and $496,409 of the loans are due when funds are available.  The
other $75,584 of the loans were due October 1, 2007, were in default as of
December 31, 2007, and are expected to be paid subsequently through the
disposition of the Companys Technology.  In November, 2006, the Company
issued 61,005 shares of common stock valued at $30,502, or $0.50 per share, to
entice an additional shareholder to make loans to the Company.  In March,
2007, the Company issued 42,198 shares of common stock valued at $44,308, or
$1.05 per share, to entice additional shareholder loans.  In April, 2007,
the Company issued a total of 133,000 shares of common stock valued at $144,970,
or $1.09 per share, to entice additional shareholder loans.  In July, 2007,
the Company issued 84,590 shares of common stock valued at $12,689, or $0.15 per
share, to entice additional shareholder loans.  During the years ended
December 31, 2007 and 2006, the Company accrued or imputed interest expense on
related party loans totaling $42,551 and $27,394, respectively.  In January, 2007, the Company signed a
consulting agreement with a shareholder of the Company to assist with recruiting
a new chief executive officer.  The Company agreed to pay the shareholders
related expenses and to pay a fee of 25% of the first-year compensation paid to
the new chief executive officer.  The fee is expected to be approximately
$50,000 and the first half of this fee was paid in January, 2007, through the
issuance of 25,000 shares of common stock valued at $26,500, or $1.06 per
share.  Parents of the Issuer  The Company does not have any
parents.  Transactions with Promoters and control
persons  Except as indicated
under the heading Transactions with Related Persons, above, there were no
material transactions, or series of similar transactions, during our Companys
last calendar year, or any currently proposed transactions, or series of similar
transactions, to which we or any of our subsidiaries was or is to be a party, in
which the amount involved exceeded $120,000 and in which any promoter or founder
of ours or any member of the immediate family of any of the foregoing persons,
had an interest.   Item 13. Exhibits  Exhibits  8-K Current Report dated April 18, 2005, filed May 5,
2005.*  8-K Current Report dated February 8, 2006, regarding a
Press Release, filed February 9, 2006.*  8-K Current Report dated April 6, 2006, regarding a Press
Release, filed April 7, 2006.*  8-K Current Report dated April 13, 2006, regarding a
Press Release, filed April 14, 2006.*  8-K Current Report dated April 17, 2006, regarding a
Press Release, filed April 17, 2006.*  8-K Current Report dated October 16, 2006, regarding
expansion of our Board of Directors, filed October 25, 2006.*  8-K Current Report dated September 10, 2007, regarding
Linda Sharkus' removal from the Board of Directors.*  8-K Current Report dated January 3, 2008, regarding
AcquiSci purchase of our technology.*  8-K Current Report dated January 28, 2008, regarding a
change in control.*  10-KSB Annual Reports for the years ended December 31,
2006, 2005, 2004 and 2004.*  31     Exhibit Number
Description3.1(i)
Original Articles of Incorporation of the Company
filed with the State of California on October 25, 1954**3.1(ii)
Certificate of Amendment to original Articles of
Incorporation filed with and accepted by the California Secretary of State
on August 9, 2001 (eliminating all distinctions between Class A and Class
B shares and creating but one class of common stock, increasing the
authorized number of shares issuable to 50,000,000, and reducing the par
value per common capital share from 10 cents to one mill or $0.001 per
share)**3.1(iii)
Articles of Incorporation of the Companys wholly
owned Nevada subsidiary filed with the Nevada Secretary of State on August
31, 2001 (by operation of law, these Articles comprise the Companys
current Articles of Incorporation as a result of the merger transaction)
and the August 31, 2001 Certificate of Acceptance of Appointment by
Resident Agent**3.1(iv)
Articles of Merger filed with and accepted by both
the States of Nevada and California (including the Agreement and Plan of
Merger as Exhibit A thereto) by which the merger between the parent
California corporation and its wholly owned Nevada subsidiary became
effective under both Nevada and California law on October 4,
2001*3.2
By-laws of Anticline--Nevada, the survivor in the
merger**14
Code of Ethics***31
302 Certification of Kenneth P. Hamik32
906 Certification  *   Incorporated herein by reference.  **   Attached to our 10-SB12G Registration
Statement filed on March 1, 2002, and incorporated herein by reference.  **   As amended in our Definitive Information
Statement filed July 23, 2003, by increasing the authorized shares and changing
our name.  ***  Attached to our 10KSB Annual Report for the
year ended December 31, 2004, and incorporated herein by reference.   Item 14. Principal Accounting Fees and
Services  The Following is a summary of the fees billed to the
Company by its principal accountants during the fiscal years ended December 31,
2007 and 2006:  Fee
Category





2007





2006Audit
Fees



$


10,711



$


11,557Audit-related
Fees



$


0



$


0Tax
Fees



$


0



$


1,050All
Other Fees



$


0



$


0Total
Fees



$


10,711



$


12,607  Audit Fees - Consists of fees for
professional services rendered by our principal accountants for the audit of our
annual financial statements and review of the financial statements included in
our Forms 10-QSB or services that are normally provided by our principal
accountants in connection with statutory and regulatory filings or engagements.  Audit-related Fees - Consists of fees for
assurance and related services by our principal accountants that are reasonably
related to the performance of the audit or review of our financial statements
and are not reported under Audit fees.  Tax Fees - Consists of fees for
professional services rendered by our principal accountants for tax compliance,
tax  32    advice and tax
planning.  All Other Fees - Consists of fees for
products and services provided by our principal accountants, other than the
services reported under Audit fees, Audit-related fees, and Tax fees
above.  Policy on Audit Committee Pre-Approval
of Audit and Permissible Non-Audit Services of Independent Auditors  We have not adopted an Audit Committee;
therefore, there is no Audit Committee policy in this regard. However, we do
require approval in advance of the performance of professional services to be
provided to us by our principal accountant. Additionally, all services rendered
by our principal accountant are performed pursuant to a written engagement
letter between us and the principal accountant.    SIGNATURES  In accordance with Section 13 or 15(d) of
the Securities Exchange Act, the Company caused this Report to be signed on its
behalf by the undersigned, thereunto duly authorized.   LIPIDVIRO TECH, INC.  Date:
March 27, 2008

By:
/s/Kenneth P. HamikKenneth P. Hamik, President, Chief Executive
Officer and Director   In accordance with the Securities Exchange
Act, this Report has been signed below by the following persons on behalf of the
Company and in the capacities and on the dates indicated:  LIPIDVIRO TECH, INC.  Date:
March 27, 2008

By:
/s/Kenneth P. HamikKenneth P. Hamik, President, Chief Executive
Officer and DirectorDate:
March 27, 2008

By:
/s/Steven KeyserSteven Keyser, Director   33