CURRENT ACTIVITIES

The Company has retained the services of an FDA consulting firm to assist in the review of patient data documents from the approximately 500 women tested in clinical trials as well as to review the development process of the First Warning System's computer based interpretive software. These processes and their documentation will form the basis for the Company’s anticipated preparation and filing of a 510 (k) with the FDA. We will be seeking marketing clearance for this medical device designed to assist in the early discovery of breast tissue abnormalities. Some portions of these tissue abnormalities may indicate the presence of cancers or pre-cancerous lesions.

Management anticipates the FDA consulting firm’s report will be completed near term. Once the report is available a plan for the preparation and submission of a 510 (k) application shall commence.

Concurrently, the Company has retained an experienced medical marketing company to conduct a marketing assessment survey of physicians and patients, the anticipated target markets for the First Warning System™. The marketing company report is expected to be completed before the end of May 2010.

Updated information is available from time-to-time in press releases on this website under the Investor Relations section.

MANAGEMENT DISCUSSION AND ANALYSIS - OPERATIONS

The current priority of Management is to focus on the preparation and submission of a 510 (k) medical device application to the FDA seeking approval of marketing clearance within the United States. Although the Company has spent time and resources developing the First Warning System‘s proprietary technology and testing approximately 500 women with the System, there can be no assurance the FDA will approve the 510(k) application. Management estimates it will take several months to prepare the 510(k) application and submit it the the FDA. It is not possible to estimate the time it will take the FDA to respond and what their response may be.

Management estimates, based on the current rate of monthly operating expenditures, without any additional patient testing or pursuing additional product development, the current cash on hand should support operations for approximately the next 12 months.

BUSINESS DESCRIPTION

The Company has engineered and developed the First Warning System™, (FWS) a process designed to assist in the early discovery of breast tissue abnormalities Over 500 women have been tested with the FWS in various clinical trials. The system attained a 90+% range for sensitivity and specificity. The FWS process is noninvasive, non-compressive and uses no radiation. The FWS is much more accurate than mammography which historically has a sensitivity in the range of 70% and involves both compression and radiation. In other words, the FWS can identify breast tissue abnormalities much earlier and more accurately than other existing modalities.. If, in the process, an abnormality has been identified, further investigation such as MRI, Ultrasound or Biopsy may be appropriate, depending on the attending physician’s opinion.

HISTORY

The technology developed to assist in the early discovery of breast tissue abnormalities began in the mid-nineteen eighties by company founder, Dr. William Reeves (then working in Dayton, Ohio together with engineers from Wright Patterson Air Force Base). The original process involved collecting discrete temperature measurements via 16 minaturized sensors, eight located on various portions of each breast. The temperature data was then stored in a miniature device developed by the Company. The collected data was then ready for analysis.

The process was clinically tested over a period of years at three different sites: 1) Department of Oncology at Ohio State University under the direction of Dr. William Farrar; 2) Green Memorial Hospital, Dayton, Ohio under the direction of Dr. Ronald Fletcher; 3) Clemplam Breast Clinic, La Plata, Argentina under the direction of the late Dr. Martin Laguens who was then Professor of Pathology at the University of La Plata. At all three testing sites a total of 500+ patients were tested.

The methods of analysis of the patient data has evolved over time as the developed software became more sensitive and accurate. It was obvious from the beginning that the over 9,000 discrete temperature measurements from each patient did not lend themselves to visual analysis as is done in mammography and thermography. Accordingly, computerized analytical methods were selected, initially utilizing two separate neural nets in conjunction with a variety of statistical manipulations. Although these efforts were rewarding, they did not provide sufficient accuracy to support a commercially viable product. More recently, the Company has greatly increased the interpretative efficiency in conjunction with members of the faculty of the Division of Thermal and Fluid Engineering, School of Mechanical and Product Engineering, Nanyang Technological University, Singapore.

The Company was originally located in Dayton, Ohio, then moved to Fort Lauderdale, Florida, and now has located all corporate offices in Reno, Nevada.

MANAGEMENT, PRIMARY CONSULTANTS, PROFESSIONALS

MANAGEMENT

JIM HOLMES, Chairman of the Board, Chief Executive Officer and Treasurer

Mr. Holmes has been involved in Lifeline Biotechnologies, Inc. since 1994. Since that time he has assisted in providing financing of over $10 million for the Company. These funds have been primarily utilized for the development and patient testing of the First Warning System™. He was acting as CFO until mid 2000. In 2001, Dr. Reeves, then CEO of Lifeline experienced a significant health challenge. During the ensuing years his day-to-day involvement became less and less until his doctor advised that he retire. At that time Mr. Holmes became acting CEO. The focus at that time was to complete the Argentina patient study. Shortly thereafter, the Lifeline headquarters was moved from Florida to Nevada. Here, the focus became the completion of revisions in the interpretive technology (software) as it related to patient testing. The goal is preparation and submission to the FDA for 510(k) marketing clearance.

Mr. Holmes’ background includes financing and managing of numerous companies, public and private, in a variety of industries. He is a CPA, formerly with PricewaterhouseCoopers. His education includes a BS in Business, MBA Studies, emphasis in accounting and the Advanced Management College, Stanford University.

Dr. LOUIS KEITH, Director, Vice President, Secretary and Medical Director

Dr. Keith has worked closely with Lifeline’s founder, Dr. William Reeves for almost two decades. Beginning as a consultant, he ultimately became the company’s Medical Director, assisting other company officers in understanding the computerized analytic system now in place. He also assists in the evaluation of the other products in the company’s portfolio. His publications relating to the breast can be found under “Publications and Whitepapers” on Lifeline’s website.

Dr. Keith currently is Professor Emeritus of Obstetrics and Gynecology and former Director of the Section of Undergraduate Education and Medical Student Affairs at Northwestern University, Feinberg School of Medicine in Chicago. He received certification by the American Board of Obstetrics and Gynecology in 1967, a Ph.D. degree from the Karol Marchinkowski University of Medical Sciences in Poznan, Poland in 2002, and has been elected to fellowship or membership in numerous American and international medical societies and colleges. He was awarded an Honorary Fellowship in the Indian College of Obstetrics and Gynecology in 2004, an honorary Doctor of Science by the Medical Academy of Lublin, Poland in 2007 , and was elected to Honorary Fellowship in the Royal College of Obstetricians and Gynecologists of London, UK in 2010. He has authored or co-authored more than 600 scientific treatises and edited or co-edited more than 30 monographs in the discipline of Obstetrics and Gynecology. His textbooks on Multiple Gestation and Obstetric Hemorrhage are regarded as definitive in the English language.

FRED SCHIEMANN, CPA, Controller

Mr. Schiemann received his degree from the University of Illinois, Chicago Circle Campus. Additionally, he obtained his MBA in taxation from Golden Gate University, Sacramento campus. Mr. Schiemann had his own certified public accounting firm for over fourteen years, until he sold the business at the end of 1993. During his years of practice, his main areas of focus were taxation, auditing and public securities work. He has been involved with many public registrations and structuring of mergers and acquisitions. He assisted in the financing of a nutrition company that was doing in excess of $8.5 million dollars a year in sales. Additionally, he recently assisted a nutrition company that he organized to public through a reverse merger with a pink sheet company. Mr. Schiemann currently has established a new accounting practice in Reno, Nevada with an emphasis on public registrations, administration and consulting to small and micro-cap public companies. He was the interim assistant CFO for American Leisure Holdings, Inc. from December 2002 through June 2006. He was the CFO for Xtreme Oil & Gas, Inc. from December 2006 through February 2010.

He currently is the treasurer of Biz2Biz.Com, Powerlean USA, Web Business Relations and Interactive Health Network.

PRIMARY CONSULTANTS

Dr. William H. Reeves, Founder of Lifeline Biotechnologies.

Dr. Reeves has been involved in the founding of three medical start-ups, two public and one private. They include Vectra Corporation, Lifeline Biotechnologies and Chronodynamics, Ltd. He began his career with Sandoz Pharmaceuticals working with federal and state psychiatric hospitals doing clinical studies with phenothiazing drugs. He joined Davis & Geck Division of American Cyanamid as a market analyst and served as a group product manager before joining International Paper Company as Director of New Product Development. He assisted IP’s entry into the medical products field with the development of Confil, a disposable paper medical product. IP acquired Davol, Inc as its marketing arm. Dr. Reeves joined Sherwood Medical Industries and became National Sales Manager for surgical products. He has been involved in the development of a variety of medical devices with both domestic and foreign manufacturers. Dr. Reeves holds seventeen patents on medical or medically related products, with four patents presently pending.

NANYANG TECHNOLOGICAL UNIVERSITY, Division of Thermal and Fluid Engineering, School of Mechanical and Product Engineering, Nanyang Technological University, Singapore.

LSS GROUP

LSSG is an experienced medical marketing firm assisting Lifeline/First Warning in gathering market information by conducting a marketing assessment of physicians and patients in the use of First Warning System™. The assessment survey is expected to further define prospective marketing aspects of the target customers and the prospective end users.

PROFESSIONAL

Robert Laskowski, Esq. Corporate and Securities Counsel

Principal practice areas involve all aspects of business and corporate law, with a special emphasis on federal and state securities law matters, involving the SEC, FINRA and state securities administrators for issuers, broker-dealers and investment advisers. We represent development-stage, start-up and emerging businesses, as well as seasoned companies, in public and private equity and debt financing, venture capital transactions, mergers and acquisitions, proxy solicitations, and SEC periodic reporting compliance. Clients have also been represented before federal and state regulatory agencies in securities law enforcement matters.