Glucose Health, Inc. - Quarter Report: 2008 September (Form 10-Q)

biosol_form10q09308.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x	QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2008

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______________________________________ to ___________________________________

Commission File Number: 333-147917

Bio-Solutions Corp.

(Exact name of registrant as specified in its charter)

Nevada	98-0557171
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

14517, Joseph Marc Vermette, Mirabel (Québec), Canada J7J 1X2

(Address of principal executive offices)

(888) 686-2611
(Registrant’s telephone number including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. xYes oNo

Indicate by check mark whether the registrant is a large accelerated file, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer o	Accelerated filer o
Non-accelerated filer o (Do not check if a smaller reporting company)	Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). o Yes xNo

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 practical date. As of November 12, 2008, there were 9,286,500 shares of the issuer's $.001 par value common stock issued and outstanding.

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

BIO-SOLUTIONS CORP.
BALANCE SHEETS
SEPTEMBER 30, 2008 AND DECEMBER 31, 2007 (AUDITED)

		IN US$
ASSETS
					AUDITED
		SEPTEMBER 30,			DECEMBER 31,
		2008			2007
CURRENT ASSETS
Cash		$	15,554		$	7,990
Accounts receivable			1,132			2,522
Inventory			88,107			68,936
	Total current assets		104,793			79,448

Other Asset
License, net of amortization			139,559			-

TOTAL ASSETS		$	244,352		$	79,448


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
Accounts payable and accrued expenses		$	113,028		$	14,281
Short - term loans			117,938			-
Liability for stock to be issued			82,622
Due to officer			4,559			-
	Total current liabilities		318,147			14,281

TOTAL LIABILITIES			318,147			14,281

STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, $0.001 par value, 75,000,000 shares authorized,
9,286,500 shares issued and outstanding, respectively			9,287			9,287
Additional paid in capital			127,363			127,363
Accumulated deficit			(201,948	)		(64,653	)
Accumulated other comprehensive income (loss)			(8,497	)		(6,830	)
	Total stockholders' equity (deficit)		(73,795	)		65,167

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)		$	244,352		$	79,448


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

BIO-SOLUTIONS CORP.
STATEMENT OF OPERATIONS AND ACCUMULATED OTHER COMPREHENSIVE LOSS
FOR THE NINE AND THREE MONTHS ENDED SEPTEMBER 30, 2008 AND
THE THREE MONTHS ENDED SEPTEMBER 30, 2008 AND PERIOD MARCH 27, 2007 (INCEPTION) THROUGH SEPTEMBER 30, 2007

		IN US$						IN US$

		NINE MONTHS			MARCH 27, 2007(INCEPTION)			THREE MONTHS			THREE MONTHS
		ENDED			THROUGH			ENDED			ENDED
		SEPTEMBER 30, 2008			SEPTEMBER 30, 2007			SEPTEMBER 30, 2008			SEPTEMBER 30, 2007

REVENUE		$	35,812		$	16,512		$	10,801		$	7,358

COST OF REVENUES
Beginning inventory			68,936			-			95,733			9,984
Purchases			65,766			57,806			1,635			45,361
Ending inventory			(88,107	)		(52,807	)		(88,107	)		(52,807	)
Total Cost of Revenues			46,595			4,999			9,261			2,538

GROSS PROFIT (LOSS)			(10,783	)		11,513			1,540			4,820

OPERATING EXPENSES
Professional fees			56,886			44,518			10,948			13,992
Accounting fees			6,911			-			3,253			-
General and administrative			54,628			18,690			13,221			18,040
Amortization			1,969			-			1,969			-
	Total operating expenses		120,394			63,208			29,391			32,032

NET (LOSS) BEFORE OTHER EXPENSE
Interest expense			(3,082	)		-			(1,390	)		-
	Total other expense		(3,082	)		-			(1,390	)		-


NET (LOSS)		$	(134,259	)	$	(51,695	)	$	(29,241	)	$	(27,212	)


WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING			9,286,500			4,989,971			9,286,500			9,178,321

NET (LOSS) PER SHARE		$	(0.01	)	$	(0.01	)	$	(0.00	)	$	(0.00	)

STATEMENT OF ACCUMULATED OTHER COMPREHENSIVE LOSS

Net loss		$	(134,259	)	$	(51,695	)	$	(29,241	)	$	(27,212	)
Currency tranlation gains (losses)			(1,667	)		(4,465	)		1,584			(3,740	)

TOTAL ACCUMULATED OTHER COMPREHENSIVE LOSS		$	(135,926	)	$	(56,160	)	$	(27,657	)	$	(30,952	)

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

BIO-SOLUTIONS CORP.
STATEMENT OF CASH FLOW
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2008
THE PERIOD MARCH 27, 2007 (INCEPTION) THROUGH SEPTEMBER 30, 2007

	IN US$

				MARCH 27, 2007
	NINE MONTHS			(INCEPTION)
	ENDED			THROUGH
	SEPTEMBER 30, 2008			SEPTEMBER 30, 2007
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss)	$	(134,259	)	$	(51,695	)

Adjustments to reconcile net (loss)
to net cash used in operating activities:
Amortization		1,969			-

Change in assets and liabilities
(Increase) decrease in accounts receivable		1,227			(2,093	)
(Increase) in inventory		(23,634	)		(49,403	)
Increase in accounts payable and accrued expenses		3,783			1,722
Total adjustments		(16,655	)		(49,774	)
Net cash (used in) operating activities		(150,914	)		(101,469	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid for license		(47,175	)		-
Net cash (used in) financing activities		(47,175	)		-

CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of stock for cash and liability for stock to be issued		82,622			135,650
Short-term loans, net of repayments		117,938			-
Advances from officers		4,559			-
Net cash provided by financing activities		205,119			135,650

Effect of foreign currency		534			(7,894	)

NET INCREASE IN CASH AND CASH EQUIVALENTS		7,564			26,287

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD		7,990			-

CASH AND CASH EQUIVALENTS - END OF PERIOD	$	15,554		$	26,287

SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for:
Interest	$	-		$	-
Income taxes	$	-		$	-

NONCASH OPERATING AND INVESTING ACTIVITIES
Recognition of license fees accrued	$	94,350		$	-
The accompanying notes are an integral part of these financial statements.

BIO-SOLUTIONS CORP.

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2008

NOTE 1-

ORGANIZATION AND BASIS OF PRESENTATION

The unaudited financial statements included herein have been prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The financial statements and notes are presented as permitted on Form 10-Q and do not contain information included in the Company’s annual statements and notes. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these financial statements be read in conjunction with the December 31, 2007 10K-SB and audited financial statements and the accompanying notes thereto. While management believes the procedures followed in preparing these financial statements are reasonable, the accuracy of the amounts are in some respects dependent upon the facts that will exist, and procedures that will be accomplished by the Company later in the year.

These unaudited financial statements reflect all adjustments, including normal recurring adjustments which, in the opinion of management, are necessary to present fairly the operations and cash flows for the periods presented.

On March 27, 2007, Bio-Solutions Corp. (the “Company”) was incorporated in the State of Nevada.

The Company is a manufacturer of a pre-mix for chicken integrators called Nutra-Animal, a pre-mix anti-oxidant containing wheat middlings, vitamin E, calcium carbonate, soya grains treated at warm heat, shrimp flour, sodium aluminocilicate and fish oil.

The Company to date has conducted three clinical studies that have demonstrated the positive impact of Nutra-Animal (chicken) on growth, reinforcement of the immune system, as well as the ratio of net weight of flesh. The product has been approved for sale in Canada by the Canadian Food Inspection Agency under number 982676.

The Company’s supplier for the distinctive raw material used in the Nutra-Animal blend has worldwide exclusive rights.

Going Concern

These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has not generated significant revenues since inception and has generated losses in their initial year, and needs to raise additional funds to carry out their business plan. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, and the ability of the Company to obtain necessary equity financing to continue operations. The Company has had very little operating history to date. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. These factors raise substantial doubt regarding the ability of the Company to continue as a going concern.

In the opinion of management, the current funds raised to date will satisfy the working capital requirements for the next twelve months. Besides generating revenues from current operations, the Company may need to raise additional capital to expand operations to the point at which the Company can achieve profitability. The terms of equity that may be raised may not be on terms acceptable by the Company. If adequate funds cannot be raised outside of the Company, the Company’s officers and directors may need to contribute funds to sustain operations.

NOTE 2-

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Currency Translation

The Company operates in Canada, and certain accounts of the Company are reflected in currencies other than the U.S. dollar. The Company translates income and expense amounts at average exchange rates for the year, translates assets and liabilities at year-end exchange rates and equity at historical rates for currencies in the Canadian dollar. The Company’s functional currency is the Canadian dollar, while the Company reports its currency in the US dollar. The Company records these translation adjustments as accumulated other comprehensive income (loss). Gains and losses from foreign currency transactions are included in other income (expense) in the results of operations. For the nine months ended September 30, 2008 and the period from March 27, 2007 (inception) to September 30, 2007, the Company recorded approximately $1,667 and $4,465 in translation losses, respectively.

BIO-SOLUTIONS CORP.

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2008

NOTE 2-

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Comprehensive Income (Loss)

The Company follows the provisions of Financial Accounting Standards No. 130, “Reporting Comprehensive Income” (FAS 130). FAS 130 governs the financial statement presentation of changes in stockholders’ equity (deficit) resulting from non-owner sources. Accumulated other comprehensive income (loss) as reported in the accompanying financial statements represent gains (losses) from foreign currency translation.

Cash and Cash Equivalents

The Company considers all highly liquid debt instruments and other short-term investments with maturity of three months or less, when purchased, to be cash equivalents.

The Company maintains cash and cash equivalent balances at one financial institution that is insured by the Federal Deposit Insurance Corporation up to $100,000.

Fixed Assets

Although the Company does not have any fixed assets at this point. Any fixed assets acquired in the future will be stated at cost, less accumulated depreciation. Depreciation will be provided using the straight-line method over the estimated useful lives of the related assets. Costs of maintenance and repairs will be charged to expense as incurred.

Recoverability of Long-Lived Assets

Although the Company does not have any long-lived assets at this point, for any long-lived assets acquired in the future the Company will review their recoverability on a periodic basis whenever events and changes in circumstances have occurred which may indicate a possible impairment. The assessment for potential impairment will be based primarily on the Company’s ability to recover the carrying value of its long-lived assets from expected future cash flows from its operations on an undiscounted basis. If such assets are determined to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets. Fixed assets to be disposed of by sale will be carried at the lower of the then current carrying value or fair value less estimated costs to sell.

Fair Value of Financial Instruments

The carrying amount reported in the balance sheet for cash and cash equivalents, accounts payable, accrued expenses, and accounts receivable approximate fair value because of the immediate or short-term maturity of these financial instruments. The Company does not utilize derivative instruments.

Income Taxes

The Company accounts for income taxes utilizing the liability method of accounting. Under the liability method, deferred taxes are determined based on differences between financial statement and tax bases of assets and liabilities at enacted tax rates in effect in years in which differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to amounts that are expected to be realized.

Revenue Recognition

The Company generates revenue from the sales of their products in accordance with Staff Accounting Bulletin 101. The criteria for recognition are as follows:

1)	Persuasive evidence of an arrangement exists;

2)	Delivery has occurred or services have been rendered;

3)	The seller’s price to the buyer is fixed or determinable, and

4)	Collectable is reasonably assured.

The Company’s revenues are generated through the manufacturing of their products. The Company ships their product to their suppliers. It is policy that the Company recognizes revenues upon placement of the purchase order. This is the time when the criteria established above has been determined to have been met. The Company primarily ships product the same day as the purchase order is received. The customer typically pays for product within a 30 day period; therefore management has determined no allowance is required as of September 30, 2008 and December 31, 2007, respectively. The right of return does exist for a small period subsequent to sale. However, their have been no refunds since inception.

BIO-SOLUTIONS CORP.

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2008

NOTE 2-

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(Loss) Per Share of Common Stock

Basic net loss per common share is computed using the weighted average number of common shares outstanding. Diluted earnings per share (EPS) include additional dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants. Common stock equivalents are not included in the computation of diluted earnings per share when the Company reports a loss because to do so would be anti-dilutive for periods presented.

The following is a reconciliation of the computation for basic and diluted EPS:

	September 30,			September 30,
	2008			2007

Net loss	$	(134,259	)	$	(51,695	)

Weighted-average common shares
outstanding (Basic)		9,286,500			4,989,971

Weighted-average common stock
Equivalents
Stock options		-			-
Warrants		-			-

Weighted-average common shares
outstanding (Diluted)		9,286,500			4,989,971

Inventory

Inventory is stated at the lower of cost (FIFO: first-in, first-out) or market, and includes raw materials and finished goods. The cost of finished goods includes the cost of packaging supplies, direct and indirect labor and other indirect manufacturing costs. As of September 30, 2008, inventory of $88,107 includes $81,967 of raw materials with the balance being finished goods.

Uncertainty in Income Taxes

In July 2006, the FASB issued Interpretation No. 48 (FIN No. 48), “Accounting for Uncertainty in Income Taxes.” This interpretation requires recognition and measurement of uncertain income tax positions using a “more-likely-than-not” approach. FIN No. 48 is effective for fiscal years beginning after December 15, 2006. Management has adopted FIN 48 for 2007, and they evaluate their tax positions on an annual basis, and has determined that as of September 30, 2008, no additional accrual for income taxes is necessary.

Recent Issued Accounting Standards

In September 2006, the FASB issued SFAS 157, “Fair Value Measurements.” This standard defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosure about fair value measurements. This statement is effective for financial statements issued for fiscal years beginning after November 15, 2007. Early adoption is encouraged. The adoption of SFAS 157 is not expected to have a material impact on the financial statements.

In February 2007, the FASB issued FAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities – Including an amendment of FASB Statement No. 115”, (“FAS 159”) which permits entities to choose to measure many financial instruments and certain other items at fair value at specified election dates. A business entity is required to report unrealized gains and losses on items for which the fair value option has been elected in earnings at each subsequent reporting date. This statement is expected to expand the use of fair value measurement. FAS 159 is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years.

In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial Statements, an amendment of Accounting Research Bulletin No 51” (SFAS 160). SFAS 160 establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, changes in a parent’s ownership of a noncontrolling interest, calculation and disclosure of the consolidated net income attributable to the parent and the noncontrolling interest, changes in a parent’s ownership interest while the parent retains its controlling financial interest and fair value measurement of any retained noncontrolling equity investment.

SFAS 160 is effective for financial statements issued for fiscal years beginning after December 15, 2008, and interim periods within those fiscal years. Early adoption is prohibited. Management is determining the impact that the adoption of SFAS No. 160 will have on the Company’s financial position, results of operations or cash flows.

BIO-SOLUTIONS CORP.

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2008

NOTE 2-

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Recent Issued Accounting Standards (Continued)

In December 2007, the FASB issued SFAS 141R, Business Combinations (“SFAS 141R”), which replaces FASB SFAS 141, Business Combinations. This Statement retains the fundamental requirements in SFAS 141 that the acquisition method of accounting be used for all business combinations and for an acquirer to be identified for each business combination. SFAS 141R defines the acquirer as the entity that obtains control of one or more businesses in the business combination and establishes the acquisition date as the date that the acquirer achieves control. SFAS 141R will require an entity to record separately from the business combination the direct costs, where previously these costs were included in the total allocated cost of the acquisition. SFAS 141R will require an entity to recognize the assets acquired, liabilities assumed, and any non-controlling interest in the acquired at the acquisition date, at their fair values as of that date. This compares to the cost allocation method previously required by SFAS No. 141. SFAS 141R will require an entity to recognize as an asset or liability at fair value for certain contingencies, either contractual or non-contractual, if certain criteria are met. Finally, SFAS 141R will require an entity to recognize contingent consideration at the date of acquisition, based on the fair value at that date. This Statement will be effective for business combinations completed on or after the first annual reporting period beginning on or after December 15, 2008. Early adoption of this standard is not permitted and the standards are to be applied prospectively only. Upon adoption of this standard, there would be no impact to the Company’s results of operations and financial condition for acquisitions previously completed. The adoption of SFAS No. 141R is not expected to have a material effect on the Company’s financial position, results of operations or cash flows.

In December 2007, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 110, “Use of a Simplified Method in Developing Expected Term of Share Options” (“SAB 110”). SAB 110 expresses the current view of the staff that it will accept a company’s election to use the simplified method discussed in Staff Accounting Bulletin 107, Share Based Payment, (“SAB 107”), for estimating the expected term of “plain vanilla” share options regardless of whether the company has sufficient information to make more refined estimates. SAB 110 became effective for the Company on January 1, 2008. The adoption of SAB 110 is not expected to have a material impact on the Company’s financial position.

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date and are not expected to have a material impact on the financial statements upon adoption.

NOTE 3-

STOCKHOLDERS’ EQUITY

The Company was established with one class of stock, common stock – 75,000,000 shares authorized at a par value of $0.001.

Between June and October 2007 the Company issued 9,286,500 shares of common stock in a private placement for $136,650.

During the period July 1, 2008 through September 30, 2008. the Company raised $82,622 through the sale of 421,502 shares of common stock. The amount is reflected as a liability for stock to be issued at September 30, 2008 on the balance sheet as the shares have not been issued yet, however, the subscription agreements have been executed and the money has been received for the shares.

The Company has not issued any options or warrants to date.

BIO-SOLUTIONS CORP.

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2008

NOTE 4-

RELATED PARTY TRANSACTIONS

The Company conducts business with another company owned by the President of the Company. The Company purchases goods and uses office space in the other company’s offices. The Company is currently being charged rent on a month to month basis. For the nine months ended September 30, 2008 and the period March 27, 2007 through September 30, 2007, the Company incurred $74,632 and $58,112, respectively in inventory and other expenses to this company and $8,146 and $2,933 in rent. Approximately $3,735 is owed to this company at September 30, 2008 which is included in accounts and accrued expenses payable.

The Company was advanced $4,559 from officers during the nine months ended September 30, 2008. These amounts are short-term in nature as they are due on demand, and the Company has not been charged interest. The Company anticipates repayment of these advances within the next twelve months.

NOTE 5-

SHORT-TERM LOANS

The Company was advanced $125,000 (CD$) ($117,938 in US$) from seventeen (17) individuals/companies for amounts ranging between $5,000 and $45,000 (CD$) each, net of $5,000 (CD$) which was repaid in August 2008 during the nine months ended September 30, 2008. These amounts are short-term in nature as they are due on demand, and the Company has accrued interest at 5% per annum. Interest expense for the nine months ended September 30, 2008 and accrued for at September 30, 2008 is $3,082.

NOTE 6-

MAJOR CUSTOMERS

84% and 86% of the Company’s revenue was generated by three and four customers for the nine months ended September 30, 2008 and period March 27, 2007 through September 30, 2007, respectively that were all considered to be major customers. A major customer is one that represents at least 10% of the Company’s revenue. The Company does not consider this risk to be significant.

NOTE 7-

PROVISION FOR INCOME TAXES

Deferred income taxes are determined using the liability method for the temporary differences between the financial reporting basis and income tax basis of the Company’s assets and liabilities. Deferred income taxes are measured based on the tax rates expected to be in effect when the temporary differences are included in the Company’s tax return. Deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respective tax bases.

As of September 30, 2008, there is no provision for income taxes, current or deferred.

Net operating losses	$	68,662
Valuation allowance		(68,662	)

	$	-

At September 30, 2008, the Company had a net operating loss carry forward in the amount of $201,948, available to offset future taxable income through 2028. The Company established valuation allowances equal to the full amount of the deferred tax assets due to the uncertainty of the utilization of the operating losses in future periods.

A reconciliation of the Company’s effective tax rate as a percentage of income before taxes and federal statutory rate for the nine months ended September 30, 2008 and the period March 27, 2007 (inception) through September 30, 2007 is summarized below.


	2008			2007
Federal statutory rate		(34.0	)%		(34.0	)%
State income taxes, net of federal benefits		0.0			0.0
Valuation allowance		34.0			34.0
		0	%		0	%

NOTE 8-

LICENSE AGREEMENT

On September 11, 2008, the Company entered into a License Agreement with Oceanutrasciences Inc., a Canadian company (“ONS”) (the “Agreement”)/ The Agreement is for a term of three years from September 11, 2008 to September 11, 2011. Under the terms of the Agreement, the Company has acquired the license and trademark rights to produce the “Nutra-Pro 80-20” product from ONS in the North America animal feed territory. The Company will acquire these rights for $150,000 (CD$) ($141,525 US$ at September 11, 2008). The Company paid the initial payment of $50,000 (CD$), with the remaining payments due $50,000 (CD$) on October 31, 2008 and $50,000 (CD$) on December 31, 2008. The Company is amortizing the license fee over the 36 month term of the Agreement. Amortization expense through September 30, 2008 amounted to $1,969.

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

This following information specifies certain forward-looking statements of management of the company. Forward-looking statements are statements that estimate the happening of future events and are not based on historical fact. Forward-looking statements may be identified by the use of forward-looking terminology, such as “may”, “shall”, “could”, “expect”, “estimate”, “anticipate”, “predict”, “probable”, “possible”, “should”, “continue”, or similar terms, variations of those terms or the negative of those terms. The forward-looking statements specified in the following information have been compiled by our management on the basis of assumptions made by management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guaranty, or warranty is to be inferred from those forward-looking statements.

The assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances. As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events do not occur, the outcome may vary substantially from anticipated or projected results, and, accordingly, no opinion is expressed on the achievability of those forward-looking statements. We cannot guaranty that any of the assumptions relating to the forward-looking statements specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements.

Critical Accounting Policy and Estimates. Our Management’s Discussion and Analysis of Financial Condition and Results of Operations section discusses our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue recognition, accrued expenses, financing operations, and contingencies and litigation. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The most significant accounting estimates inherent in the preparation of our financial statements include estimates as to the appropriate carrying value of certain assets and liabilities which are not readily apparent from other sources.

The following discussion of our financial condition and results of operations should be read in conjunction with our audited financial statements for the period from March 27, 2007 (inception) to December 31, 2007, together with notes thereto as previously filed with our Annual Report on Form 10-KSB. In addition, these accounting policies are described at relevant sections in this discussion and analysis and in the notes to the financial statements included in our Quarterly Report on Form 10-Q for the period ended September 30, 2008.

We are a manufacturer of a premix product for the poultry industry called Nutra-Animal. Nutra-Animal is an anti-oxidant containing wheat middlings, vitamin E, calcium carbonate, soya grains treated at warm heat, shrimp flour, sodium aluminocilicate and fish oil. We have conducted studies that we believe demonstrate the positive impact of Nutra-Animal on growth, reinforcement of the immune system, as well as the ratio of net weight of flesh. We plan to expand the chicken feed product line in the next twelve months. We also plan to conduct additional tests to improve and adjust our products for the different types of poultry. We hope to conduct studies on pigs during 2008 and on calves beginning in 2009.

On August 25, 2008, we entered into a License Agreement (“Agreement”) with Oceanutrasciences Inc. (“Ocean”). The Agreement grants us an exclusive license to market and sell Ocean’s Nutra-Pro 80-20 animal feed product under Ocean’s trademarks in the sales territory of North America. The terms of the license agreement provides for our payment to Ocean of an aggregate of CDN$150,000, with payments of CDN$50,000 on each of these dates: July 31, 2008, October 31, 2008 and December 31, 2008. The first two payments have already been made. We also agree to purchase to-be agreed upon amounts of product under this Agreement, beginning with 1,250kg the first year of the Agreement. A copy of the Agreement is attached to our Current Report on Form 8-K filed on September 16, 2008 as Exhibit 10.1. This brief description of the Agreement is not intended to be complete and is qualified in its entirety by reference to the full text of the Agreement.

Liquidity and Capital Resources. We had cash of $15,554, accounts receivable of $1,132 and inventory of $88,107 as of September 30, 2008, which equals our total current assets of $104,793 as of that date. With our other asset of $139,559 represented by a license, net of amortization, our total assets as of September 30, 2008 were $244,352.

Our current liabilities were $318,147 as of September 30, 2008, which was represented by accounts payable and accrued expenses of $113,028, short term loans of $117,938, $82,622 in liability for stock to be issued, and $4,559 due to an officer. Those short term loans were from certain individuals/companies for amounts ranging between $5,000 and $45,000 (CD$) each and were provided to us for working capital. These amounts are short-term in nature as they are due on demand, and we have accrued interest at 5% per annum. Our total liabilities were also $318,147 as of September 30, 2008, and had no other liabilities and no long term commitments or contingencies as of that date.

From June to September 2007, we issued 1,286,500 shares of our common stock for $0.10 per share. The gross proceeds to us were $128,650. We have used a significant portion of those proceeds for professional fees related to the audit of our financial statements and the preparation of our Registration Statement on Form SB-2. We intend to use the balance of those proceeds for working capital.

From July to September 2008, we raised $82,622 through the sale of 421,502 shares of our common stock at $0.20 per share. The amount is reflected as a liability for stock to be issued at September 30, 2008 on the balance sheet as the shares have not yet been issued even though the subscription agreements have been executed and we have received money for the shares.

During 2009, we expect that the legal and accounting costs of being a public company will continue to impact our liquidity and we will need to obtain funds to pay those expenses. Other than the anticipated increases in legal and accounting costs due to the reporting requirements of being a reporting company, we are not aware of any other known trends, events or uncertainties, which may affect our future liquidity.

Our auditors have questioned our ability to continue operations as a “going concern.” We hope to obtain significant revenues from future product sales. In the absence of significant sales and profits, we will seek to raise additional funds to meet our working capital needs principally through the additional sales of our securities. However, we cannot guaranty that we will be able to obtain sufficient additional funds when needed, or that such funds, if available, will be obtainable on terms satisfactory to us. As a result, our auditors believe that substantial doubt exists about our ability to continue operations.

For the three months ended September 30, 2008 as compared to the three months ended September 30, 2007.

Results of Operations.

Revenues. We had revenues of $10,801 for the three months ended September 30, 2008, as compared to revenues of $7,358 for the three months ended September 30, 2007. The increase in revenues is due to the growth of our operations between the two periods. We hope to generate greater revenues as continue operations and implement our business plan. For the three months ended September 30, 2008, we had $9,261 in total cost of revenues. This is comprised of $95,733 in beginning inventory, $1,635 in purchases less $88,107 in ending inventory, resulting in a gross profit of $1,540. This in comparison to the three months ended September 30, 2007, where we had $2,538 in total cost of revenues, comprised of $9,984 in beginning inventory, $45,361 in purchases, less $52,807 in ending inventory, resulting in a gross profit of $4,820.

Operating Expenses. For the three months ended September 30, 2008, we had total operating expenses of $29,391, as compared to total operating expenses of $32,032 for the three months ended September 30, 2007. The decrease in operating expenses between the two periods is primarily due to decrease in professional fees of $13,992 for the three months ended September 30, 2007 to professional fees of $10,948 for the three months ended September 30, 2008. The professional and accounting fees are comprised of legal, accounting and consulting expenses related to becoming a public company. We expect that we will continue to incur significant legal and accounting expenses related to being a public company. In addition, operating expenses for the three months ended September 30, 2008, included accounting fees of $3,253 and general and administrative expenses of $13,221, and $1,969 represented by amortization. This is in comparison to the three months ended September 30, 2007, where we had general and administrative expenses of $18,040.

Net Income or Loss. For the three months ended September 30, 2008, and after interest expense of $1,390 we had a net loss of $29,241, with a net loss per share of $0.00. In comparison, for the three months ended September 30, 2007, where we had a net loss of $27,212. We expect to continue to incur net losses for the foreseeable future and until we generate significant revenues.

For the nine months ended September 30, 2008 as compared to the nine months ended September 30, 2007.

Results of Operations.

Revenues. We had revenues of $35,812 for the nine months ended September 30, 2008, and revenues of $16,512 for the period from inception on March 27, 2007 to September 30, 2007. We hope to generate greater revenues as we continue operations and implement our business plan. For the nine months ended September 30, 2008, we had $46,595 in total cost of revenues. This is comprised of $68,936 in beginning inventory, $65,766 in purchases, less $88,107 in ending inventory, resulting in a gross loss of $10,783. This in comparison to the period from inception on March 27, 2007 through September 30, 2007, where we had zero in beginning inventory, $57,806 in purchases, less $52,807 in ending inventory, resulting in total costs of revenues of $4,999, resulting in a gross profit of $11,513.

Operating Expenses. For the nine months ended September 30, 2008, we had total operating expenses of $120,394. This included professional expenses of $56,886, accounting fees of $6,911, general and administrative expenses of $54,628, and amortization of $1,969. The professional and consulting fees are comprised of legal, accounting and consulting expenses related to becoming a public company. We expect that we will continue to incur significant legal and accounting expenses related to being a public company. This is in comparison to the period from March 27, 2007 (inception) through September 30, 2007, where we had total operating expenses of $63,208, which were comprised of professional fees of $44,518 and general and administrative expenses of $18,690.

Net Income or Loss. For the nine months ended September 30, 2008, and after interest expense of $3,082, we had a net loss of $134,259, with a net loss per share of $0.01. In comparison, for the period from March 27, 2007 (inception) through September 30, 2007, we had a net loss of $51,695. We expect to continue to incur net losses for the foreseeable future and until we generate significant revenues.

Our Plan of Operation for the Next Twelve Months. To effectuate our business plan during the next twelve months, our main focus is to secure intellectual property on existing products as well as seeking rights on complementary products With the second phase of tests being presently conducted by one of the major chicken integrator in the United States, the first phase having been successful, we should be able to start selling our product in the United States in the second half of 2008. We are currently pursuing additional accounts by researching and contacting medium to large size integrators to convince them to conduct in house tests on our products. We are developing new updated sales and marketing materials including brochures describing the products that we provide so that we can provide a professional appearance to potential clients.

During the next three to six months, our primary objective is to build our intellectual property to better our positioning in the market. In addition, we need to increase our client base so we can generate revenues to support our operations. We need to obtain additional clients as four customers account for approximately 96% of our revenues. If we were to lose any of those customers, we would lose a significant portion of our revenues. During the next six to twelve months, we hope to expand our operations, based on the successful testing by prospective clients.

We had cash of $15,554 as of September 30, 2008. In the opinion of management, our available funds will not satisfy our working capital requirements for the next twelve months. As a result, our auditors believe that substantial doubt exists about our ability to continue operations. Our forecast for the period for which our financial resources will be adequate to support our operations involves risks and uncertainties and actual results could fail as a result of a number of factors. Besides generating revenue from our current operations, we will need to raise additional capital to expand our operations to the point at which we are able to operate profitably. Other than anticipated increases in the legal and accounting costs of becoming a public company, we are not aware of any other known trends, events or uncertainties, which may affect our future liquidity.

We intend to pursue capital through public or private financing as well as borrowings and other sources, such as our officers, directors and principal shareholders. We cannot guaranty that additional funding will be available on favorable terms, if at all. If adequate funds are not available, then our ability to expand our operations may be significantly hindered. If adequate funds are not available, we believe that our officers, directors and principal shareholders will contribute funds to pay for our expenses to achieve our objectives over the next twelve months. However, our officers, directors and principal shareholders are not committed to contribute funds to pay for our expenses.

We are not currently conducting any research and development activities, although we anticipate we may conduct such activities in the next twelve months. We do not anticipate that we will purchase or sell any significant equipment. In the event that we expand our customer base, then we may need to hire additional employees or independent contractors as well as purchase or lease additional equipment.

Off-Balance Sheet Arrangements. We have no off-balance sheet arrangements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Not applicable.

Item 4. Controls and Procedures

Evaluation of disclosure controls and procedures. We maintain controls and procedures designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. Based upon their evaluation of those controls and procedures performed as of March 31, 2008, the date of this report, our chief executive officer and the principal financial officer concluded that our disclosure controls and procedures were effective.

Item 4(T). Controls and Procedures.

Changes in internal controls. There were no changes in our internal control over financial reporting that occurred during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 1A. Risk Factors.

Not applicable.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

From July to September 2008, we raised $82,622 through the sale of 421,502 shares of our common stock at $0.20 per share. The sales were made in reliance on the exemption from the registration and prospectus delivery requirements of the Securities Act of 1933, which exemption is specified by the provisions of Section 5 of that act and Regulation S promulgated pursuant to that act by the Securities and Exchange Commission. The proceeds of this sale will be used for working capital.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Submission of Matters to Vote of Security Holders

None.

Item 5. Other Information

None.

Item 6. Exhibits

31. Rule 13a-14(a)/15d-14(a) Certifications .

32. Section 1350 Certifications.

SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Bio-Solutions Corp., a Nevada corporation

November 13, 2008	By:	/s/ Roger Corriveau
		Roger Corriveau
	Its:	Principal Executive Officer,
		President and a Director



November 13, 2008	By:	/s/ Gilbert Pomerleau
		Gilbert Pomerleau
	Its:	Principal Accounting Officer,
		Chief Financial Officer