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

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2009 and 2008

SALES

Quarterly revenues of $130,367 decreased (137%) for the three months ended January 31, 2009 as compared with revenues of $309,197 for the three months ended January 31, 2008. Year to date revenues of $580,023 have decreased (65%) as compared with prior year to date revenues of $958,549 for the nine months ended January 31, 2009. The sales decrease, in whole or in part, is attributable to a decrease in advertising and promotion activities which negatively impacted customer retention and growth. The decrease in sales also contributed to a decrease in gross margin percentage for the quarter and year to date. Our gross margin percentage decreased to 76% from 80% for the comparative quarter and to 71% from 77% year to date. The decrease in gross margins is directly attributable to absorption of overhead costs over lower unit sales.

RESEARCH AND DEVELOPMENT

During the three months ended January 31, 2009, we incurred research and development expenses of $3,354 compared with $8,381 in the prior year. Research and development expenses are attributable to both internal and university based sponsored research activities. Our research and development activities include but are not limited to product conception, design, evaluation, formulation, manufacturing, packaging and testing. As with all corporate and university research, product conception, design and evaluation may or may not yield commercially viable products. The Company is currently evaluating and testing formulations in the general market areas of topical skin care treatments, environmental cleaning agents and natural compounds, formulations and supplements that address general and specific plant, animal and human health concerns.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

During the three months ended January 31, 2009, the Company incurred sales and marketing expenses of $26,247 compared to sales and marketing expenses of $28,455 during the three months ended January 31, 2008. Nine months figures reflected a slight increase to $137,657 versus $125,487. Presently, the company limits its selling expenses to maintaining its direct to consumer retail store presence and Internet based marketing activities.

Cash and stock compensation were paid for consulting fees for officers and directors, legal advisors and marketing consultants. The Company incurred $516,213 in quarterly consulting fees in 2009 compared to $898,717 in 2008, and year to date consulting fees for the nine months of $1,372,107 in 2009 compared to $2,383,627 in 2008.

General and administrative expenses increased to $439,143 from $222,766 for the three months and was $744,399 versus $489,896 for the prior year. Bad Debt expenses of $275,000 accounted for the difference.

LIQUIDITY AND CAPITAL RESOURCES

As of January 31, 2009, we had working capital of $2,257,304.

By adjusting the Company's operations to the level of capitalization, management believes it has sufficient resources to meet projected cash flow deficits through the next six months. Our planned merger with Freedom-2 Holdings, Inc. will provide additional management expertise, resources and revenue and cash flow opportunities. Obviously, the state of the US economy may materially impact our ability increase sales, operate the Company and/or raise additional capital. If we are not successful in generating sufficient liquidity from operations or in raising sufficient capital resources on terms acceptable to us, this could have a material adverse effect on our business, results of operations, liquidity and financial condition.

Our independent certified public accountants have stated in their report which is included as part of our audited financial statements for the fiscal years ended April 30, 2008 and 2007, that we have suffered recurring losses from operations and this matter raises substantial doubt about our ability to continue as a going concern.

We have no off-balance sheet arrangements, special purpose entities, financing partnerships or guarantees.