Cable & Co Worldwide Inc · 10KSB · For 9/30/06

Filed On 1/16/07 5:57pm ET   ·   SEC File 0-20769   ·   Accession Number 1140377-7-11

Annual Report -- Small Business   ·   Form 10-KSB
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10KSB       Annual Report -- Small Business                       36±   122K 
 2: EX-21       Exhibit 21.1                                           1      3K 
 3: EX-31       Exhibit 31.1                                           2±     7K 
 4: EX-31       Exhibit 31.2                                           2±     7K 
 5: EX-32       Exhibit 32.1                                           2±     6K 

10KSB   ·   Annual Report -- Small Business
Document Table of Contents

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UNITED STATES     
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 September 30, 2006    
                      ------------------
OR    

[ ]  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 0-20769    
                  --------

Cable & Co. Worldwide, Inc.     
(Exact name of Registrant as specified in its charter)    

Delaware                                          22-3341195      
-------------------------------         -----------------------------------     
(State or other jurisdiction of        (I.R.S. Employer Identification No.)     
incorporation or organization)                                                

600 Lexington Ave., 10th floor, New York, NY 10022    
----------------------------------------------------    
(Address of Principal Executive Offices with Zip Code)    

Registrant's telephone number, including area code (212) 752-9700     
                                               -------------
Securities registered pursuant to Section 12(b) of the Act:           

Title of each class               Name of each exchange on which registered     
-------------------               -----------------------------------------     
None                                                None              

Securities registered pursuant to Section 12(g) of the Act:                     

Common Stock, $0.01 par value     
---------------------------------     
("Common Stock")      

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

Indicate by check mark if disclosure of delinquent filers pursuant to Item      
405 of Regulation S-K is not contained herein, and will not be contained,       
to the best of Registrant's knowledge, in definitive proxy or information       
statements incorporated by reference in Part III of this Form 10-K or any       
amendment to the Form 10-K. [ ]                                                 

Indicate by check mark whether the Registrant is an accelerated filer (as       
defined in Exchange Act Rule 12b-2)  Yes        No  X                           
              ----      ----

State the aggregate market value of the voting and non-voting common equity     
held by non-affiliates computed by reference to the price at which the          
stock was sold, or the average bid and asked prices of such common equity,      
as of the last business day of the Registrant's most recently completed         
second fiscal quarter.                                                          

The aggregate market value of the Registrant's Common Stock held by             
non-affiliates of the Registrant as of January 11, 2007, was $1,788,000.        
Indicate the number of shares outstanding of each of the Registrant's           
classes of common stock, as of the latest practicable date.                     

As of January 11, 2007, there were 1,498,612,518 shares of the Registrant's     
Common Stock outstanding.                                                       

PART I.     

CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS    

Some of the statements of Cable & Co. Worldwide, Inc. (the "Company")           
included in this Report, including matters discussed under the captions         
"Legal Proceedings" in Part I, Item 3, "Management's Discussion and             
Analysis of Financial Condition and Results of Operations" in Part II,          
Item 7 are "forward-looking statements."  Forward-looking statements            
include statements about the business strategies of Cable & Co. Worldwide,      
Inc., and other statements that are not historical facts.  The words            
"anticipate," "estimate," "project," "intend," "expect," "believe,"             
"forecast" and similar expressions are also intended to identify the            
forward-looking statements, but some of these statements may use other          
phrasing.  These forward-looking statements are not guarantees of future        
performance and are subject to a number of risks, uncertainties and other       
factors that could cause the Company's actual results, performance or           
achievements to differ materially from those expressed or implied by these      
forward-looking statements.  These factors include, among other things:         

-    we may be unable to implement key elements of our business       
strategy;                                                   

-    we may have insufficient capital to acquire additional           
businesses;                                                 

-    we may be unable to retain key personnel;                        

Many of these factors are beyond our ability to control or predict, and         
readers are cautioned not to put undue reliance on such forward-looking         
statements.  We disclaim any obligation to update or revise publicly or         
otherwise any forward-looking statements to reflect subsequent events, new      
information or future circumstances, except as required by law.                 

ITEM 1.   OVERVIEW                                                              

Cable & Co. Worldwide, Inc. (the "Company" or "Cable"), is currently a          
dormant company with no revenues or operations.                                 

History                                                                         

The Company, which was incorporated November 10, 1994, was a manufacturer,      
designer, importer and wholesaler of men's shoes. In 1997, the Company          
began to experience financial distress and filed for bankruptcy chapter 11      
protection in the Southern District of New York.  Shortly after its filing,     
the Company ceased all operations.  While its bankruptcy filing was active,     
the Company turned over title to all of its assets to its secured lender        
Heller Financial, Inc. ("Heller").  As there were no remaining assets for       
the creditors, the bankruptcy court closed the Company's case on June 3,        
1999.  The creditors received notice from the bankruptcy court that their       
claims were valueless and were eliminated.  As a result of the court's          
action, the only Company liabilities that survived were those that were not     
submitted as claims in the bankruptcy, of which there was only one.             
Subsequent to the court notice, Company management reaffirmed the sole          
remaining liability.  The Company ceased all operations and has remained in     
a dormant state since such date.  During this period, the Company had no        
operations, no revenues and no employees.  Recently, the Company began          
negotiating with an unaffiliated operating entity with a view towards           
commencing operations in the dental and healthcare marketplaces.  The           
Company has identified certain investments and is in the process of             
securing funds to acquire those investments and commence operations.            
Although the Company has since acquired LifeHealth Care, Inc., in May 2006,     
there is no guarantee that the Company will secure the necessary financing      
to operate the assets or to acquire additional assets.                          

-2-     

On October 17, 2005, a majority of shareholders passed a resolution to          
increase the number of authorized common shares to 250,000,000.  On January     
30, 2006 the holders of a majority of the outstanding common stock of the       
Company passed a resolution to increase the number of authorized common         
shares from 250,000,000 to 1,500,000,000.  The purpose of these resolutions     
was to create a sufficient number of shares of common stock to allow the        
Company to settle its last remaining liability and to commence operations.      

Between October 17, 2005 and May 19, 2006, the Company issued 1,454,773,547     
shares of common stock in exchange for consulting and other services, the       
elimination of debt and to acquire a subsidiary LifeHealth Care, Inc.  The      
market value used to value the stock issued ranged from $0.005 to $0.002        
for the consulting and board services provided and the acquisition of           
LifeHealth Care, Inc.  The stock issued is all restricted stock subject to      
SEC regulation 144.   The sole creditor of the Company accepted an offer by     
the Company to convert the entire amount owed, including accrued, but           
unpaid interest, ($485,985) by the Company into common stock.  Under this       
settlement, the Company issued 194,396,464 common shares in full                
satisfaction of all claims of this creditor.  This was the only known           
outstanding obligation of the Company.  The Company believes that the           
combination of the extinguishment of debt in June 2005 along with the           
settlement with the final remaining creditor, will allow the Company to         
pursue its efforts to commence operations.                                      

On March 28, 2006 the Company acquired all the Stock of LifeHealth Care,        
Inc. (LHC) a Delaware corporation by issuing 600,000,000 shares of the          
Company's common stock.  LHC's value was set at $1,200,000 based on the         
market value of the Company's shares issued.  LHC is a startup company          
focused on dental and healthcare marketplace.  LHC has no revenue and will      
require a significant amount of financing in order to commence operations.      
The Company does not have access to the necessary financing at this time.       
If financing is not obtained, LHC will not be able to commence operations.      
As of the date of acquisition, LHC had incurred cumulative losses of            
approximately $71,000.  There is no certainty that even with financing, LHC     
will be able to commence operations or obtain profitable status.                

DESCRIPTION OF OUR SUBSIDIARIES AND INVESTMENTS                                 

All subsidiaries and investments were delivered to Heller Financial, Inc.       
in full satisfaction of amounts due by the Company to Heller in 1999.  The      
Company has no subsidiaries or investments at this time.                        

EMPLOYEES                                                                       

As of January 11, 2007, the Company employed no employees.                      
The Company cannot be assured of being able to attract qualified employees      
in the future.                                                                  

ITEM 2.   PROPERTIES                                                            

The Company's principal executive offices are located at c/o Gersten Savage     
LLC 600 Lexington Avenue, 10th floor, New York City, NY 10022, at no cost.      

ITEM 3.   LEGAL PROCEEDINGS                                                     

None.                                                                           

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.                  

None.                                                                           

-3-     

PART II.    

ITEM 5.   MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER         
MATTERS                                                     

The common stock was suspended from trading on the Nasdaq National    
Market because the Company no longer had any assets.  Since its stock was       
delisted, the common stock has been traded on the "pink sheets" or over-        
the-counter-market under the symbol CCWW.PK.  The "pink sheets" is an over-     
the-counter market which provides significantly less liquidity than             
established stock exchanges or the Nasdaq National Market, and quotes for       
stocks included in the "pink sheets" are not listed in the financial            
sections of newspapers as are those for established stock exchanges and the     
Nasdaq National Market.  The following table sets forth, for the periods        
indicated the high and low closing sales prices for our common stock.           

                                                                [Download Table]

                                                     High           Low    
                                                  -----------   -----------
                                                                           
Common Stock Fiscal 2005                                                   
------------------------                                                   
1st Quarter. . . . . . . . . . . . . . . . . .         $.009         $.009 
2nd Quarter. . . . . . . . . . . . . . . . . .         $.009         $.009 
3rd Quarter. . . . . . . . . . . . . . . . . .         $.009         $.009 
4th Quarter. . . . . . . . . . . . . . . . . .         $.009         $.009 

1st Quarter. . . . . . . . . . . . . . . . . .         $.0027        $.0010
2nd Quarter. . . . . . . . . . . . . . . . . .         $.0055        $.0020
3rd Quarter. . . . . . . . . . . . . . . . . .         $.0030        $.0007
4th Quarter. . . . . . . . . . . . . . . . . .         $.001         $.0003


The closing price of our common stock on January 11, 2007 was $0003.            

As of January 11, 2007, there were approximately 140 holders of record of       
common stock.                                                                   

The Company has never declared or paid any cash dividends on the common         
stock. The Company does not anticipate declaring or paying any dividends on     
the common stock in the foreseeable future.  The Company currently intends      
to retain future earnings, if any, to finance the expansion of its              
business.                                                                       

EQUITY COMPENSATION PLAN INFORMATION                                            

The Company does not maintain any stock option or other equity compensation     
plan at the date hereof.                                                        

ITEM 6.   SELECTED FINANCIAL DATA                                               

Selected   Financial Information                                                

                                                        [Enlarge/Download Table]

Statement of                                                                         
 Operations Data                                         Years ended September 30,   
                  -------------------------------------------------------------------
                       2002         2003          2004          2005          2006   
                  ------------ ------------  ------------  ------------  ------------
                                                                                     
Revenues            $       0    $       0     $       0     $       0     $       0 
Total operating                                                                      
  expenses                  0            0             0             0             0 
Net (loss)/income     (34,545)     (38,226)      (42,300)      (51,809)   (1,120,666)
Income (loss)/                                                                       
  per share            ($0.00)      ($0.00)       ($0.00)       ($0.00)        ($0.0)


-4-     

                                                        [Enlarge/Download Table]


Balance Sheet Data                         As of September 30,                       
                  -------------------------------------------------------------------
                       2002         2003          2004          2005          2006   
                  ------------ ------------  ------------  ------------  ------------
                                                                                     
Total assets       $        0   $        0    $        0    $        0    $1,273,477 
Short term                                                                           
  liabilities         358,650      396,876       439,176       490,985       118,088 
Net working                                                                          
  capital            (358,650)    (396,876)     (439,176)     (490,985)     (115,541)
Stockholders'                                                                        
  equity (deficit)  ($358,650)   ($396,876)    ($439,176)    ($490,985)  ($1,155,389)

                                                        [Enlarge/Download Table]

                                             Quarters Ended                          
                  -------------------------------------------------------------------
                       2002         2003          2004          2005          2006   
                  ------------ ------------  ------------  ------------  ------------
                                                                                     

Revenues           $        -   $        -    $        -    $        -    $        - 
Loss  from                                                                           
  continuing                                                                         
  operations            6,088       97,801       987,556        29,221     1,120,666 
Interest Expense            -            -             -             -             - 
Net income (loss)      (6,088)     (97,801)     (987,556)      (29,221)   (1,120,666)
Net  income                                                                          
  (loss)per                                                                          
  share - basic                                                                      
  and diluted           (0.00)       (0.00)        (0.00)        (0.00)        (0.00)
Weighted average                                                                     
  common stock                                                                       
  outstanding                                                                        
    basic and                                                                        
  diluted          202,314,349  257,610,435 1,216,578,635 1,498,612,518   795,558,539


-5-     

Item 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND       
RESULTS OF OPERATIONS                                       

BACKGROUND AND HISTORY                                                          

The Company, which was incorporated November 10, 1994, was a manufacturer,      
designer, importer and wholesaler of men's shoes. In 1997, the Company          
began to experience financial distress and filed for bankruptcy chapter 11      
protection in the Southern District of New York.  Shortly after its filing,     
the Company ceased all operations.  While its bankruptcy filing was active,     
the Company turned over title to all of its assets to its secured lender        
Heller Financial, Inc. ("Heller").  As there were no remaining assets for       
the creditors, the bankruptcy court closed the Company's case on June 3,        
1999.  The creditors received notice from the bankruptcy court that their       
claims were valueless and were eliminated.  As a result of the court's          
action, the only Company liabilities that survived were those that were not     
submitted as claims in the bankruptcy, of which there was only one.             
Subsequent to the court notice, Company management reaffirmed the sole          
remaining liability.  The Company ceased all operations and has remained in     
a dormant state since such date.  During this period, the Company had no        
operations, no revenues and no employees.  Recently, the Company began          
negotiating with an unaffiliated operating entity with a view towards to        
commencing operations in the dental and healthcare marketplaces.  The           
Company has identified certain investments and is in the process of             
securing funds to acquire those investments and commence operations.            
Although the Company acquired LifeHealth Care, Inc in May 2006, there is no     
guarantee that the Company will secure the necessary financing to operate       
the assets or to acquire additional assets.                                     

On October 17, 2005, a majority of shareholders passed a resolution to          
increase the number of authorized common shares to 250,000,000.  On January     
30, 2006 the holders of a majority of the outstanding common stock of the       
Company passed a resolution to increase the number of authorized common         
shares from 250,000,000 to 1,500,000,000.  The purpose of these resolutions     
was to create a sufficient number of shares of common stock to allow the        
Company to settle its last remaining liability and to commence operations.      

Between October 17, 2005 and May 19, 2006, the Company issued 1,454,773,547     
shares of common stock in exchange for consulting and other services, the       
elimination of debt and to acquire a subsidiary LifeHealth Care, Inc.  The      
market value used to value the stock issued ranged from $0.005 to $0.002        
for the consulting and board services provided and the acquisition of           
LifeHealth Care, Inc.  The stock issued is all restricted stock subject to      
SEC regulation 144.   The sole creditor of the Company accepted an offer by     
the Company to convert the entire amount owed, including accrued, but           
unpaid interest, ($485,985) by the Company into common stock.  Under this       
settlement, the Company issued 194,396,464 common shares in full                
satisfaction of all claims of this creditor.  This was the only known           
outstanding obligation of the Company.  The Company believes that the           
combination of the extinguishment of debt in June 2005 along with the           
settlement with the final remaining creditor, will allow the Company to         
pursue its efforts to commence operations.                                      

On March 28, 2006 the Company acquired all the Stock of LifeHealth Care,        
Inc. (LHC) a Delaware corporation by issuing 600,000,000 shares of the          
Company's common stock.  LHC's value was set at $1,200,000.  LHC is a           
startup company focused on dental and healthcare marketplace.  LHC has no       
revenue and will require a significant amount of financing in order to          
commence operations.  The Company does not have access to the necessary         
financing at this time.  If financing is not obtained, LHC will not be able     
to commence operations.  As of the date of acquisition, LHC had incurred        
cumulative losses of approximately $71,000.  There is no certainty that         
even with financing, LHC will be able to commence operations or obtain          
profitable status.                                                              

-6-     

CRITICAL ACCOUNTING POLICIES                                                    

USE OF ESTIMATES                                                                

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

GOODWILL VALUATION                                                              

Goodwill represents the excess of the purchase price over the fair market       
value of net assets acquired. The process of determining goodwill requires      
judgment.  Evaluating goodwill for impairment involves the determination of     
the fair market value of our reporting units. Inherent in such fair market      
value determinations are certain judgments and estimates, including the         
interpretation of current economic indicators and market valuations, and        
our strategic plans with regard to our operations. To the extent additional     
information arises or our strategies change, it is possible that our            
conclusion regarding goodwill impairment could change, which could have a       
material effect on our financial position and results of operations. For        
those reasons, we believe that the accounting estimate related to goodwill      
impairment is a critical accounting estimate.                                   

The Company reviews goodwill annually (or more frequently under certain         
conditions) for impairment in accordance with SFAS No. 142, goodwill and        
other intangible assets. The Company performed its annual impairment test       
of goodwill as of September 30, 2006 and determined that goodwill was not       
impaired. While the Company believes that no impairment existed as of           
September 30, 2006, there can be no assurances that future economic or          
financial developments might not lead to an impairment of goodwill.             

INTANGIBLE ASSETS                                                               

Intangible assets, excluding goodwill, are stated on the basis of cost and      
are amortized on a straight-line basis over estimated lives of three to ten     
years.  Intangible assets with indefinite lives are not amortized but are       
evaluated for impairment annually unless circumstances dictate otherwise.       
Management periodically reviews intangible assets for impairment based on       
an assessment of undiscounted future cash flows, which are compared to the      
carrying value of the intangible assets.  Should these cash flows not           
equate to or exceed the carrying value of the intangible, a discounted cash     
flow model is used to determine the extent of any impairment charge             
required.  There are no intangible assets recorded on the books of the          
Company as of September 30, 2006.                                               

INCOME TAXES                                                                    

The Company accounts for its income taxes using SFAS No. 109, "ACCOUNTING       
FOR INCOME TAXES", which requires the recognition of deferred tax               
liabilities and assets for expected future tax consequences of events that      
have been included in the financial statements or tax returns.  Under this      
method, deferred tax liabilities and assets are determined based on the         
difference between the financial statement and tax bases of assets and          
liabilities using enacted tax rates in effect for the year in which the         
differences are expected to reverse.                                            

-7-     

RESULTS OF OPERATIONS                                                           

FISCAL 2006 COMPARED TO FISCAL 2005                                             

REVENUES                                                                        

The Company had no revenues or operations in either 2005 or 2006.               

COST OF SALES                                                                   

The Company had no cost of sales or operations in either 2005 or 2006.          

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES                                    

The Company recognized $1,115,666 in administrative expenses in 2006            
primarily related to efforts to revive the Company.  Most of the expenses       
were paid through the issuance of stock.  Certain expenses were paid in         
cash on behalf of the Company.  There was only $5,000 in expenses incurred      
during the 2004 as efforts to revive the Company were just starting.            

AMORTIZATION AND DEPRECIATION                                                   

The Company had $5,000 in amortization expense and no depreciation expense      
in 2006 from the amortization of its intangible asset.  The Company had         
$0.0 in amortization and depreciation expense 2005 as it had no assets.         

INTEREST EXPENSE                                                                

Interest expense of $0 was recorded fiscal 2006, as compared to interest        
expense of $46,809 during fiscal 2005. The decrease in interest expense in      
fiscal 2006 was the result of the conversion of the only interest accruing      
obligation into the Company's common stock.                                     

PROVISION FOR INCOME TAXES                                                      

The company had no income tax expense in either 2005 or 2006.                   

NET INCOME                                                                      

The Company recognized net losses of $1120,666, during fiscal 2006 as           
compared to $51,809 during the prior year for an overall increase in net        
loss of $1,068,857. The increase in the loss was due to the efforts to          
revive the Company.                                                             

-8-     

FISCAL 2005 COMPARED TO FISCAL 2004                                             

REVENUES                                                                        

The Company had no revenues or operations in either 2004 or 2005.               

COST OF SALES                                                                   

The Company had no cost of sales or operations in either 2004 or 2005.          

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES                                    

The Company recognized $5,000 in administrative expenses in 2005 primarily      
related to efforts to revive the Company.  The expenses were paid in cash       
on behalf of the Company.  There were no expenses incurred during 2004 as       
the Company was dormant.                                                        

AMORTIZATION AND DEPRECIATION                                                   

The Company had no revenues or operations in either 2004 or 2005.               

INTEREST EXPENSE                                                                

Interest expense of $46,809 was recorded fiscal 2005, as compared to            
interest expense of $42,300 during fiscal 2004. The increase in interest        
expense in fiscal 2005 was the result of the compounding of interest on the     
Company's only obligation which remained unpaid.                                

PROVISION FOR INCOME TAXES                                                      

The Company had no income tax expense in either 2004 or 2005.                   

NET INCOME                                                                      

The Company recognized net losses of $51,809, during fiscal 2005 as             
compared to $42,300 during the prior year for an overall increase in net        
loss of $9,509. The increase in the loss was due to the efforts to revive       
the Company and the compounding of interest.                                    

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES                            

The Company, which was incorporated November 10, 1994, was a manufacturer,      
designer, importer and wholesaler of men's shoes. In 1997, the Company          
began to experience financial distress and filed for bankruptcy chapter 11      
protection in the Southern District of New York.  Shortly after its filing,     
the Company ceased all operations.  While its bankruptcy filing was active,     
the Company turned over title to all of its assets to its secured lender        
Heller Financial, Inc. ("Heller").  As there were no remaining assets for       
the creditors, the bankruptcy court closed the Company's case on June 3,        
1999.  The creditors received notice from the bankruptcy court that their       
claims were valueless and were eliminated.  As a result of the court's          
action, the only Company liabilities that survived were those that were not     
submitted as claims in the bankruptcy, of which there was only one.             
Subsequent to the court notice, Company management reaffirmed the sole          
remaining liability.  The Company ceased all operations and has remained in     
a dormant state since such date.  During this period, the Company had no        
operations, no revenues and no employees.  Recently, the Company began          
negotiating with an unaffiliated operating entity with a view towards to        
commencing operations in the dental and healthcare marketplaces.  The           
Company has identified certain investments and is in the process of             
securing funds to acquire those investments and commence operations.            
Although the Company acquired LifeHealth Care, Inc in May 2006, there is no     
guarantee that the Company will secure the necessary financing to operate       
the assets or to acquire additional assets.                                     

-9-     

On October 17, 2005, a majority of shareholders passed a resolution to          
increase the number of authorized common shares to 250,000,000.  On January     
30, 2006 the holders of a majority of the outstanding common stock of the       
Company passed a resolution to increase the number of authorized common         
shares from 250,000,000 to 1,500,000,000.  The purpose of these resolutions     
was to create a sufficient number of shares of common stock to allow the        
Company to settle its last remaining liability and to commence operations.      

Between October 17, 2005 and May 19, 2006, the Company issued 1,454,773,547     
shares of common stock in exchange for consulting and other services, the       
elimination of debt and to acquire a subsidiary LifeHealth Care, Inc.  The      
market value used to value the stock issued ranged from $0.005 to $0.002        
for the consulting and board services provided and the acquisition of           
LifeHealth Care, Inc.  The stock issued is all restricted stock subject to      
SEC regulation 144. The sole creditor of the Company accepted an offer by       
the Company to convert the entire amount owed, including accrued, but           
unpaid interest, ($485,985) by the Company into common stock.  Under this       
settlement, the Company issued 194,396,464 common shares in full                
satisfaction of all claims of this creditor.  This was the only known           
outstanding obligation of the Company.  The Company believes that the           
combination of the extinguishment of debt in June 2005 along with the           
settlement with the final remaining creditor, will allow the Company to         
pursue its efforts to commence operations.                                      

On March 28, 2006 the Company acquired all the Stock of LifeHealth Care,        
Inc. (LHC) a Delaware corporation by issuing 600,000,000 shares of the          
Company's common stock.  LHC's value was set at $1,200,000 based on the         
market value of the Company's shares issued.  LHC is a startup company          
focused on dental and healthcare marketplace.  LHC has no revenue and will      
require a significant amount of financing in order to commence operations.      
The Company does not have access to the necessary financing at this time.       
If financing is not obtained, LHC will not be able to commence operations.      
As of the date of acquisition, LHC had incurred cumulative losses of            
approximately $71,000.  There is no certainty that even with financing, LHC     
will be able to commence operations or obtain profitable status.                

The following table is a summary of contractual obligations recorded as of      
September 30, 2006.                                                             

                                                        [Enlarge/Download Table]


                                                Payments due by period               
                       --------------------------------------------------------------
                                      Less than                             More than
Contractual Obligations       Total      1 Year    1-3 years   3-5 years      5 years
                       ------------ -----------  ----------- -----------  -----------
                                                                                     
Long-Term Debt                                                                       
  Obligations          $         0  $        0   $        0  $        0   $        0 
Operating Lease                                                                      
  Obligations                    0           0            0           0            0 
Purchase Obligations             0           0            0           0            0 
Employment Contracts             0           0            0           0            0 
                       ------------ -----------  ----------- -----------  -----------
     Total             $         0  $        0   $        0  $        0   $        0 
                       ============ ===========  =========== ===========  ===========

FUTURE COMMITMENTS                                                              

The Company has no assets and is reliant on certain shareholders and            
investors to support its cash requirements and operations.  The Company has     
identified certain investments and is in the process of reviewing and           
exploring the availability of funds required to acquire those investments       
and commence operations.  There can be no assurance that the Company will       
secure the necessary financing to acquire and operate the assets.               

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK            

The Company does not hold market risk sensitive instruments for trading         
purposes.                                                                       

-10-    

Cable & Co. Worldwide, Inc.     

TABLE OF CONTENTS     
-----------------     

                                                                PAGE
                                                               -------
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM                F-1      

FINANCIAL STATEMENTS                                                            

Condensed Consolidated Balance Sheets                              F-2  

Condensed Consolidated Statements of Operations                    F-3  

Condensed Consolidated Statements of Stockholders'                      
Equity (Deficit)                                                  F-4 

Condensed Consolidated Statements of Cash Flows                    F-5  

Notes to Financial Statements                               F-6   F-13  

-11-    

/Letterhead/                                                                    

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM     
---------------------------------------------------------     

To the Board of Directors and Stockholders                                      
Cable & Co. Worldwide, Inc.                                                     
New York, NY                                                                    

We have audited the accompanying consolidated balance sheet of Cable & Co.      
Worldwide, Inc. (the Company) as of September 30, 2006 and the related          
consolidated statements of operations, stockholders' equity (deficit) and       
cash flows for the years ended September 30, 2006 and 2005.  These              
consolidated financial statements are the responsibility of the Company's       
management.  Our responsibility is to express an opinion on these               
consolidated financial statements based on our audits.                          

We conducted our audits in accordance with the standards of the PCAOB           
(United States).  Those standards require that we plan and perform the          
audits 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 audits 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 accompanying consolidated financial statements referred     
to above present fairly, in all material respects, the consolidated             
financial position of Cable & Co. Worldwide, Inc. at September 30, 2006 and     
the results of their operations and their cash flows for the years ended        
September 30, 2006 and 2005, in conformity with accounting principles           
generally accepted in the United States.                                        

The accompanying consolidated financial statements have been prepared           
assuming that Cable & Co. Worldwide, Inc. will continue as a going concern.     
As discussed in Note 7 to the consolidated financial statements, Cable &        
Co. Worldwide, Inc. has suffered recurring losses from operations and has a     
net capital deficiency that raises substantial doubt about the company's        
ability to continue as a going concern.  Management's plans in regard to        
these matters are also described in Note 7.  The consolidated financial         
statements do not include any adjustments that might result from the            
outcome of this uncertainty.                                                    

/S/ Chisholm, Bierwolf & Nilson LLC                                             

Chisholm, Bierwolf & Nilson LLC                                                 
Bountiful, Utah                                                                 
January 11, 2007                                                                

-F1-    

Cable & Co. Worldwide, Inc.     
CONDENSED CONSOLIDATED BALANCE SHEETS     
SEPTEMBER 30, 2006    

                                                                [Download Table]

                                   ASSETS                           2006   
                                                               ------------
                                                                           
Current assets:                                                            
  Prepaid                                                      $       348 
                                                               ------------
Total current assets                                                   348 

Other assets:                                                              
  Deposit                                                      $     2,200 
  Intellectual property, net                                        95,000 
  Patent                                                             6,730 
  Goodwill                                                       1,169,199 
                                                               ------------
Total other assets                                               1,273,129 
                                                               ------------
Total assets                                                   $ 1,273,477 
                                                               ============

                    LIABILITIES AND STOCKHOLDERS' EQUITY                   

Current Lliabilities:                                                      
---------------------                                                      
  Accrued liabilities                                          $    32,870 
  Due to shareholder                                                85,218 
                                                               ------------
Total current liabilities                                          118,088 
                                                               ------------
Total liabilities                                                  118,088 

Total long term liabilities                                         85,218 

Commitments, Contingencies and Other Matters                            -- 

Total liabilities                                                  118,088 

Stockholders' Equity:                                                      

  Preferred Stock, $.01 par value;                                         
   authorized 1,500,000 shares; no shares issued                        -  
  Common stock, $0.01 par value,1,500,000,000                              
   shares authorized; 1,498,612,518 and 43,838,971                         
   shares issued and outstanding                                14,986,125 
  Prepaid expenses                                                (300,000)
  Additional paid-in capital                                     3,847,981 
  Accumulated deficit                                          (17,378,717)
                                                               ------------
Total Stockholders' Equity (Deficit)                             1,155,389 
                                                               ------------
Total Liabilities and Stockholders' Equity                     $ 1,273,477 
                                                               ============

The accompanying notes are an integral part of these financial statements     
-F2-    

Cable & Co. Worldwide, Inc.     
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS     
YEARS ENDED SEPTEMBER 30, 2006 AND 2005     

                                                                [Download Table]

                                                     2006           2005   
                                                 ------------  ------------
                                                                           
Revenues                                          $        0    $        0 
Professional fees                                  1,107,043             - 
General & administrative expenses                     13,623         5,000 
                                                 ------------  ------------
Total selling, general and administration expenses 1,120,666         5,000 
                                                 ------------  ------------
     Loss from continuing operations              (1,120,666)        5,000 

Other (income) and expenses:                                               
  Interest expense                                         -        46,809 
                                                 ------------  ------------
Total other (income) and expenses                          -        46,809 
                                                 ------------  ------------

     Loss from operations before income tax       (1,120,666)      (46,809)

Provision for income taxes                                 -             - 
                                                 ------------  ------------
Net (loss)                                       ($1,120,666)     ($51,809)
                                                 ============  ============
Income (Loss) Per Share   Basic and Diluted:                               
  Net Income (Loss) per share                         ($0.00)       ($0.00)
                                                 ============  ============

Weighted Average Common Stock Outstanding:                                 
  Basic and diluted                              795,558,539    43,838,971 
                                                 ============  ============


The accompanying notes are an integral part of these financial statements       
-F3-    

Cable & Co. Worldwide, Inc.         
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)     
YEARS ENDED SEPTEMBER 30, 2006 AND 2005     

                                                        [Enlarge/Download Table]


                           Preferred Shares           Common Stock          Prepaid  
                         Shares    Amount         Shares        Amount     Expenses  
                        --------- ---------  -------------  ------------  -----------
                                                                                     
Year Ended September                                                                 
 30, 2004:                     -  $      -     43,838,971      $438,390   $        - 

Net (loss) for the                                                                   
 year ended                                                                          
 September 30, 2005            -         -              -             -            - 
                        --------- ---------  -------------   -----------  -----------
Balance, September                                                                   
 30, 2005                      -         -     43,838,971       438,390            - 

Shares issued for debt                                                               
 relief                        -         -    194,396,464     1,943,965   (1,457,980)

Shares issued for                                                                    
 acquisition of                                                                      
 LifeHealth Care, Inc.         -         -    600,000,000     6,000,000            - 

Issuance of common                                                                   
 stock for services                            660,377,083     6,603,770    (300,000)

Net (loss) for the                                                                   
 year ended September                                                                
 30, 2006                                                                            
                        --------- ---------  -------------  ------------  -----------
Balance,                                                                             
 September 30, 2006            -  $      -   1,498,612,518  $14,986,125     (300,000)
                        ========= =========  =============  ============  ===========

                                                                [Download Table]

                          Additional                             
                           Paid-in      Accumulated              
                           Capital        Deficit        Total   
                        ------------  -------------  ------------
                                                                 
Year Ended September                                             
 30, 2004:              $15,328,676    (16,206,242)    ($439,176)

Net (loss) for the                                               
 year ended                                                      
 September 30, 2005               -        (51,809)      (51,809)
                        ------------  -------------  ------------
Balance, September                                               
 30, 2005                15,328,676   ($16,258,051)    ($490,985)

Shares issued for debt                                           
 relief                  (1,457,980)             -       485,985 

Shares issued for                                                
 acquisition of                                                  
 LifeHealth Care, Inc.   (4,800,000)             -     1,200,000 

Issuance of common                                               
 stock for services      (5,222,715)             -     1,081,055 

Net (loss) for the                                               
 year ended September                                            
 30, 2006                         -     (1,120,666)   (1,120,666)
                        ------------  -------------  ------------
Balance,                                                         
 September 30, 2006      $3,847,981   ($17,378,717)  $ 1,155,389 
                        ============  =============  ============

The accompanying notes are an integral part of these financial statements     
-F4-    
Cable & Co. Worldwide, Inc.     
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS     
YEARS ENDED SEPTEMBER 30, 2006 AND 2005     

                                                                [Download Table]

                                                            2006          2005    
                                                        ------------  ------------
                                                                                  
Cash Flows from Operating Activities:                                             
  Net (loss)                                            ($1,120,666)     ($51,809)
  Shares issued for services                              1,081,056             - 
  Amortization                                                5,000             - 
Changes in assets and liabilities                                                 
  Increase in prepaid expenses                                 (348)            - 
  Increase in accrued liabilities                            29,870             - 
  Increase in accrued interest                                    -        46,809 
                                                        ------------  ------------
Net Cash Provided by (Used) in Operating Activities          (5,088)       (5,000)

Cash Flows from Investing Activities:                                             
  Net Cash  Provided by (Used in) Investing Activities            -             - 
                                                        ------------  ------------
Cash Flows from Financing Activities:                                             
  Proceeds from shareholder                                   5,088         5,000 
                                                        ------------  ------------
  Net Cash Provided by (Used in) Financing Activities         5,088         5,000 

Net Increase (decrease) in Cash and Cash Equivalents              -             - 

Cash and Cash Equivalents, Beginning                              0             0 
                                                        ------------  ------------
Cash and Cash Equivalents, Ending                       $         0   $         0 
                                                        ============  ============

Supplemental Disclosure of Cash Flow Information:                                 
  Cash paid during the year for interest                $         -   $         - 
                                                        ============  ============
  Cash Paid during the year for income taxes            $         -   $         - 
                                                        ============  ============
  Shares issued for debt relief                             486,985             - 
                                                        ============  ============
  Shares issued in advance for services                     300,000             - 
                                                        ============  ============
  Shares issued for the acquisition of                                            
   LifeHealth Care, Inc.                                  1,200,000             - 
                                                        ============  ============

The accompanying notes are an integral part of these financial statements     
-F5-    

Cable & Co. Worldwide, Inc.     
NOTES TO FINANCIAL STATEMENTS     

NOTE 1.   ORGANIZATION AND PRINCIPAL ACTIVITIES OF THE GROUP                    

The Company, which was incorporated November 10, 1994, was a manufacturer,      
designer, importer and wholesaler of men's shoes. In 1997, the Company          
began to experience financial distress and filed for bankruptcy chapter 11      
protection in the Southern District of New York.  Shortly after its filing,     
the Company ceased all operations.  While its bankruptcy filing was active,     
the Company turned over title to all of its assets to its secured lender        
Heller Financial, Inc. ("Heller").  As there were no remaining assets for       
the creditors, the bankruptcy court closed the Company's case on June 3,        
1999.  The creditors received notice from the bankruptcy court that their       
claims were valueless and were eliminated.  As a result of the court's          
action, the only Company liabilities that survived were those that were not     
submitted as claims in the bankruptcy, of which there was only one.             
Subsequent to the court notice, Company management reaffirmed the sole          
remaining liability.  The Company ceased all operations and has remained in     
a dormant state since such date.  During this period, the Company had no        
operations, no revenues and no employees.   Recently, the company began         
taking steps to commence operations.  The company has identified certain        
investments and is in the process of securing funds to acquire those            
investments and commence operations.  There is no guarantee that the            
company will secure the necessary financing to acquire or operate the           
assets.  In the year 2000, the Company changed its year end from December       
31 to September 30.  Since the year end change was prior to any of the          
periods reported on in these financial statements, and since there were no      
operations of any kind during the periods reported on in these financial        
statements, no pro-forma December 31 financial statements are included.         

NOTE 2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES                            

The financial statements have been prepared in accordance with accounting       
principles generally accepted in the United States and incorporate the          
following significant accounting policies:                                      

USE OF ESTIMATES                                                                

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

FAIR VALUE OF FINANCIAL INSTRUMENTS                                             

The fair value of the Company's cash and cash equivalents, receivables,         
accounts payable and accrued liabilities approximate carrying value based       
on their effective interest rates compared to current market prices.            

-F6-    

GOODWILL                                                                        

The Company adopted Statement of Financial Accounting Standards No. 142         
(SFAS 142), Goodwill and Other Intangible Assets. Goodwill and other            
intangible assets with indefinite lives must be tested for impairment on an     
annual basis. The Company performs this annual impairment test at fiscal        
year end for goodwill.                                                          

SFAS 142 requires the Company to compare the fair value of the reporting        
unit to its carrying amount on an annual basis to determine if there is         
potential goodwill impairment. If the fair value of the reporting unit is       
less than its carrying value, an impairment loss is recorded to the extent      
that the fair value of the goodwill within the reporting unit is less than      
its carrying value. SFAS 142 also requires the Company to compare the fair      
value of an intangible asset to its carrying amount. If the carrying amount     
of the intangible asset exceeds its fair value, an impairment loss is           
recognized. Fair values for goodwill and other indefinite-lived intangible      
assets are determined based on discounted cash flows or market multiples as     
appropriate.                                                                    

The Company's goodwill represents the excess acquisition cost over the fair     
value of the tangible and identified intangible net assets of LifeHealth        
Care, Inc. acquired in 2006. For the year ended September 30, 2006, the         
Company applied what it believes to be the most appropriate valuation           
methodology for the reporting unit. If the Company had utilized different       
valuation methodologies, the impairment test results could differ. There        
was no impairment of goodwill for the year ended September 30, 2006.            

INTANGIBLE ASSETS                                                               

Intangible assets, excluding goodwill, are stated on the basis of cost and      
are amortized on a straight-line basis over estimated life of ten years.        
Intangible assets with indefinite lives are not amortized but are evaluated     
for impairment annually unless circumstances dictate otherwise.  Management     
periodically reviews intangible assets for impairment based on an               
assessment of undiscounted future cash flows, which are compared to the         
carrying value of the intangible assets.  Should these cash flows not           
equate to or exceed the carrying value of the intangible, a discounted cash     
flow model is used to determine the extent of any impairment charge             
required.  At September 30, 2005 and 2006 the amortization expense on           
intangible assets amounted to $5,000 and $0, respectively.  The patent          
costs relate to a patent application.  The patent has not been granted.         
When the patent is granted, the amount will be amortized.  If the               
application is denied, the amount will be written off.                          

STOCK-BASED COMPENSATION                                                        

In December 2004, the Financial Accounting Standards Board ("FASB") issued      
Statement of Financial Accounting Standards ("SFAS") No. 123R, "Share-Based     
Payment."  This standard replaced SFAS No. 123, "Accounting for Stock-Based     
Compensation" and supersedes Accounting Principles Board ("APB") Opinion        
No. 25, "Accounting for Stock Issued to Employees."  The standard requires      
companies to recognize all share-based payments to employees, including         
grants of employee stock options, in the financial statements based on          
their fair values on the grant date and is effective for annual periods         
beginning after June 15, 2005. The Company recognized expense of $0 for the     
year ended September 30, 2006 for employee stock options that vested during     
fiscal 2006 or 2005.  There were no employee stock options granted,             
outstanding or vested in fiscal 2006 or 2005.                                   

SFAS No. 123, "Accounting for Stock-Based Compensation" ("SFAS No. 123"),       
encouraged but did not require companies to record stock-based compensation     
plans using a fair value based method.  The Company chose to account for        
stock-based compensation using the intrinsic value based method described       
in APB Opinion No. 25, "Accounting for Stock Issued to Employees" for           
accounting periods ending before July 1, 2005.  Accordingly, compensation       
lost for stock options is measured as the excess, if any, of the quoted         
market price of the Company's common stock at the date of the grant over        
the amount an employee must pay to acquire the stock.  There were no            
employee stock options granted, outstanding or vested in fiscal 2006 or         
2005.                                                                           

-F7-    

INCOME TAXES                                                                    

The Company accounts for its income taxes using SFAS No. 109, "ACCOUNTING       
FOR INCOME TAXES", which requires the recognition of deferred tax               
liabilities and assets for expected future tax consequences of events that      
have been included in the financial statements or tax returns.  Under this      
method, deferred tax liabilities and assets are determined based on the         
difference between the financial statement and tax bases of assets and          
liabilities using enacted tax rates in effect for the year in which the         
differences are expected to reverse.                                            

NET INCOME (LOSS)  PER SHARE                                                    

Basic net income per share is computed by dividing net income by the            
weighted average number of common shares outstanding.  Diluted net income       
per share is computed by dividing net income by the weighted average number     
of common shares outstanding and dilutive potential common shares which         
includes the dilutive effect of stock options and warrants.  Dilutive           
potential common shares for all periods presented are computed utilizing        
the treasury stock method.  There were no stock options or warrants             
outstanding during the reporting periods.                                       

                                                                [Download Table]

                                                Loss        Shares     Per Share
                                         (Numerator) (Denominator)        Amount
                                        ------------  ------------  ------------
                                                                                
For the year ended September 30, 2006:                                          
  (loss) to common stockholders         $(1,120,666)  795,558,539   $      (.00)
                                        ============  ============  ============
For the year ended September 30, 2005:                                          
  (loss) to common stockholders         $   (51,809)   43,838,971   $      (.00)
                                        ============  ============  ============

CAPITAL STRUCTURE AND SECURITY RIGHTS                                           

Common Stock - The Company was initially authorized to issue 50,000,000         
shares of common stock, par value $.01 per share. All common shares are         
equal to each other with respect to voting, and dividend rights, and are        
equal to each other with respect to liquidations rights.  On October 17,        
2005, a majority of shareholders passed a resolution to increase the number     
of authorized common shares to 250,000,000.  On January 30, 2006 the            
holders of a majority of the outstanding common stock of the Company passed     
a resolution to increase the number of authorized common shares from            
250,000,000 to 1,500,000,000.  The purpose of these resolutions was to          
create a sufficient number of shares of common stock to allow the Company       
to settle its last remaining liability and to commence operations.              
Preferred Stock - The Company has authorization to issue 1,500,000 shares       
of preferred stock, par value $.01 per share.                                   

RECENTLY ISSUED ACCOUNTING STANDARDS                                            

In June 2005, the FASB issued Statement of Financial Accounting Standard        
No. 154, ACCOUNTING CHANGES AND ERROR CORRECTIONS, ("SFAS 154"). SFAS 154       
replaces Accounting Principle Bulletin No. 20 ("APB 20"), and Statement of      
Financial Accounting Standard No. 3, REPORTING ACCOUNTING CHANGES IN            
INTERIM FINANCIAL STATEMENTS ("SFAS 3"), and applies to all voluntary           
changes in accounting principle, and changes the requirements for               
accounting for and reporting of a change in accounting principle.  APB 20       
previously required that most voluntary changes in accounting principle be      
recognized by including in net income of the period of change a cumulative      
effect of changing to the new accounting principle, whereas SFAS 154            
requires retrospective application to prior periods' financial statements       
of a voluntary change in accounting principle unless it is impracticable.       
SFAS 154 enhances the consistency of financial information between periods.     
SFAS 154 is effective for fiscal years beginning after December 15, 2005.       
Our adoption of SFAS 154 is not expected to have a material impact on our       
results of operations or financial position.                                    

-F8-    

In July 2006, the FASB issued FASB Interpretation No. 48, ACCOUNTING FOR        
UNCERTAINTY IN INCOME TAXES (FIN 48), which, among other things, requires       
applying a "more likely than not" threshold to the recognition and              
derecognition of tax positions.  The provisions of FIN 48 will be effective     
for us on October 1, 2007.  We are currently evaluating the impact of           
adopting FIN 48 on the financial statements, but we do not expect its           
adoption to have a significant transition effect.                               

In December 2004, the FASB issued SFAS No. 153, "EXCHANGES OF NONMONETARY       
ASSETS AN AMENDMENT OF APB OPINION NO. 29", based on the principle that         
exchanges of nonmonetary assets should be measured based on the fair value      
of the assets exchanged. The guidance in that opinion, however, included        
certain exceptions to that principle. This statement amends Opinion 29 to       
eliminate the exception for nonmonetary exchanges of similar productive         
assets and replaces it with a general exception for exchanges of                
nonmonetary assets that do not have commercial substance. This statement is     
effective during fiscal periods beginning after June 15, 2005.The adoption      
of SFAS 153 is not expected to have a material impact on the Company's          
financial statements.                                                           

In December 2004, the FASB issued SFAS No. 152, "ACCOUNTING FOR REAL ESTATE     
TIME-SHARING TRANSACTIONS AN AMENDMENT OF FASB STATEMENTS NO. 66 AND 67",       
to reference the financial accounting and reporting guidance for real           
estate time-sharing transactions that is provided in AICPA Statement of         
Position (SOP) 04-2, "Accounting for Real Estate Time-Sharing                   
Transactions". This Statement also amends FASB Statement No. 67,                
"ACCOUNTING FOR COSTS AND INITIAL RENTAL OPERATIONS OF REAL ESTATE              
PROJECTS", to state that the guidance for (a) incidental operations and (b)     
costs incurred to sell real estate projects does not apply to real estate       
time-sharing transactions. The accounting for those operations and costs is     
subject to the guidance in SOP 04-2. This statement is effective during         
fiscal years beginning after June 15, 2005. The adoption of SFAS 152 is not     
expected to have a material impact on the Company's financial statements.       
In November 2004, the FASB issued SFAS No. 151, "INVENTORY COSTS", an           
amendment of ARB No. 43, Chapter 4 (SFAS 151), to clarify that abnormal         
amounts of idle facility expense, freight, handling costs, and wasted           
material (spoilage) should be recognized as current period charges, and         
that fixed production overheads should be allocated to inventory based on       
normal capacity of production facilities. This statement is effective for       
inventory costs incurred during fiscal years beginning after June 15, 2005.     
The adoption of SFAS 151 is not expected to have a material impact on the       
Company's financial statements.                                                 

In December 2004, the FASB issued SFAS No. 123(R), "SHARE-BASED PAYMENT".       
This Statement revises SFAS No. 123, "ACCOUNTING FOR STOCK-BASED                
COMPENSATION" and supersedes APB Opinion No. 25, "ACCOUNTING FOR STOCK          
ISSUED TO EMPLOYEES" SFAS No. 123(R) focuses primarily on the accounting        
for transactions in which an entity obtains employee services in share-         
based payment transactions. SFAS No. 123(R) requires companies to recognize     
in the statement of operations the cost of employee services received in        
exchange for awards of equity instruments based on the grant-date fair          
value of those awards. This Statement is effective as of the first              
reporting period that begins after June 15, 2005. The Company has evaluated     
the provisions of SFAS 123(R) and determined that the share based employee      
compensation programs are a valuable instrument in retaining and rewarding      
employees and as a result, the Company will appropriately expense the costs     
of administering share based compensation programs as required by SFAS          
123(R).                                                                         

-F9-    

In May 2005, the Financial Accounting Standards Board issued Statement of       
Financial Accounting Standards No. 154 ("SFAS No. 154"), "ACCOUNTING            
CHANGES AND ERROR CORRECTIONS." This statement requires entities that           
voluntarily make a change in accounting principle to apply that change          
retrospectively to prior periods' financial statements, unless this would       
be impracticable. SFAS No. 154 supersedes APB Opinion No. 20, "ACCOUNTING       
CHANGES," which previously required that most voluntary changes in              
accounting principle be recognized by including in the current period's net     
income the cumulative effect of changing to the new accounting principle.       
SFAS No. 154 also makes a distinction between "retrospective application"       
of an accounting principle and the "restatement" of financial statements to     
reflect the correction of an error. SFAS No. 154 applies to accounting          
changes and error corrections that are made in fiscal years beginning after     
December 15, 2005. Management has adopted these provisions.                     

In February 2006, the FASB issued SFAS Statement No. 155, "ACCOUNTING FOR       
CERTAIN HYBRID FINANCIAL INSTRUMENTS--AN AMENDMENT OF FASB STATEMENTS NO.       
133 AND 140" ("SFAS 155"). This Statement amends FASB Statements No. 133,       
Accounting for Derivative Instruments and Hedging Activities, and No. 140,      
Accounting for Transfers and Servicing of Financial Assets and                  
Extinguishments of Liabilities.  This Statement resolves issues addressed       
in Statement 133 Implementation Issue No. D1, "APPLICATION OF STATEMENT 133     
TO BENEFICIAL INTERESTS IN SECURITIZED FINANCIAL ASSETS."  This Statement       
permits fair value re-measurement for any hybrid financial instrument that      
contains an embedded derivative that otherwise would require bifurcation,       
clarifies which interest-only strips and principal-only strips are not          
subject to the requirements of Statement 133, establishes a requirement to      
evaluate interests in securitized financial assets to identify interests        
that are freestanding derivatives or that are hybrid financial instruments      
that contain an embedded derivative requiring bifurcation, clarifies that       
concentrations of credit risk in the form of subordination are not embedded     
derivatives and amends Statement 140 to eliminate the prohibition on a          
qualifying special-purpose entity from holding a derivative financial           
instrument that pertains to a beneficial interest other than another            
derivative financial instrument. SFAS 155 is effective for all financial        
instruments acquired or issued for the Company for fiscal year begins after     
September 15, 2006.  The adoption of this standard is not expected to have      
a material effect on the Company's results of operations or financial           
position.                                                                       

In July 2006, the FASB issued FASB Interpretation No. 48, "ACCOUNTING FOR       
UNCERTAINTY IN INCOME TAXES - AN INTERPRETATION OF FASB STATEMENT NO. 109"      
("FIN 48"). FIN 48 clarifies the accounting for uncertainty in income taxes     
recognized in the financial statements and prescribes a recognition             
threshold and measurement attribute for the financial statement recognition     
and measurement of a tax position taken in a tax return. The adoption of        
this standard is not expected to have a material effect on the Company's        
results of operations or financial position.                                    

In September 2006, the FASB issued SFAS No. 157, "FAIR VALUE MEASUREMENTS"      
("SFAS 157"). While SFAS 157 formally defines fair value, establishes a         
framework for measuring fair value and expands disclosure about fair value      
measurements, it does not require any new fair value measurements. SFAS 157     
applies under other accounting pronouncements that require or permit fair       
value measurements. SFAS 157 is required to be adopted effective January 1,     
2008 and the Company does not presently anticipate any significant impact       
on its consolidated financial position, results of operations or cash           
flows.                                                                          

In September 2006, the FASB issued SFAS No. 158, "EMPLOYERS' ACCOUNTING FOR     
DEFINED BENEFIT PENSION AND OTHER POSTRETIREMENT PLANS - AN AMENDMENT OF        
FASB STATEMENTS NO. 87, 88, 106 AND 132(R)" ("SFAS 158"). SFAS 158 requires     
an employer to recognize the funded status of its defined benefit pension       
and other postretirement plans as an asset or liability in its statement of     
financial position and to recognize changes in the funded status in the         
year in which the changes occur through other comprehensive income. The         
funded status of a plan is measured as the difference between plan assets       
at fair value and the benefit obligation, which is represented by the           
projected benefit obligation for pension plans and the accumulated              
postretirement benefit obligation for other postretirement plans. SFAS 158      
requires the recognition, as a component of other comprehensive income, net     
of tax, of the gains or losses and prior service costs or credits that          
arise during the period but are not recognized as a component of net            
periodic benefit cost in accordance with existing accounting principles.        

-F10-     

Amounts required to be recognized in accumulated other comprehensive            
income, including gains and losses and prior service costs or credits are       
adjusted as they are subsequently recognized as components of net periodic      
benefit cost pursuant to the recognition and amortization provisions of         
existing accounting principles. In addition, SFAS 158 requires plan assets      
and obligations to be measured as of the date of the employer's year-end        
statement of financial position as well as the disclosure of additional         
information about certain effects on net periodic benefit cost for the next     
fiscal year from the delayed recognition of the gains or losses and prior       
service costs or credits.                                                       

The Company is required to adopt those provisions of SFAS 158 attributable      
to the initial recognition of the funded status of the benefit plans and        
disclosure provisions as of December 31, 2006. Those provisions of SFAS 158     
applicable to the amortization of gains or losses and prior service costs       
or credits from accumulated other comprehensive income to the net periodic      
benefit cost are required to be applied on a prospective basis effective        
January 1, 2007. The Company does not anticipate that the adoption of SFAS      
158 will have any impact on its consolidated financial statements.              

RECLASSIFICATIONS                                                               

Certain amounts from prior years have been reclassified to conform to the       
2006 presentation.                                                              

NOTE 3.    INTANGIBLE ASSET                                                     

The components of amortized intangible asset as of September 30, 2006 is as     
follows                                                                         

                                                                [Download Table]
                                                                      
CE Designation Gross Carrying Amount                      $   100,000 
Accumulated Amortization                                       (5,000)
                                                          ------------
  Net Carrying Amount                                     $    95,000 
Patent Cost                                                     6,730 
                                                          ------------
  Total Net Carrying Amount                               $   101,730 
                                                          ============

Amortization expense for intangible assets was $5,000 and $0 for the years      
ended September 30, 2006 and 2005 respectively.  The patent costs relate to     
a patent application.  The patent has not been granted.  When the patent is     
granted, the amount will be amortized.  If the application is denied, the       
amount will be written off.                                                     

NOTE 4.    RELATED PARTY TRANSACTION                                            

In 1997, the Company began to experience financial distress and filed for       
bankruptcy chapter 11 protection in the Southern District of New York.          
Shortly after its filing, the Company ceased all operations.  While its         
bankruptcy filing was active, the Company turned over title to all of its       
assets to its secured lender Heller Financial, Inc. ("Heller").  Heller         
sold all the assets.  There was a significant shortfall between the amount      
owed by the Company and the proceeds from the sale of assets.  As there         
were no remaining assets for the remaining creditors, Judge Burton Lifland      
closed the Company's case on June 3, 1999.  The creditors received notice       
from the bankruptcy court that their claims were valueless and were             
eliminated.  As a result of the court's action, the only Company                
liabilities that survived were those that were not submitted as claims in       
the bankruptcy, of which there was only one.  Subsequent to the court           
notice, Company management reaffirmed the sole remaining liability.  In         
accordance with Statement of Financial Accounting Standard No. 140,             
"ACCOUNTING FOR TRANSFERS AND SERVICES OF FINANCIAL ASSETS AND                  
EXTINGUISHMENTS OF LIABILITIES," paragraph 16 (b), and as a result of the       
court's order, all other obligations were extinguished June 4, 1999.            
Subsequent to this date, the Company went into an extended period of            
dormancy.  During this period, the sole remaining creditor continued its        
efforts to collect the amount owed by the Company.  The one remaining           
obligation's face amount was $252,780 in 1998 and continued to accrue           
interest.  The total amount owed at September 30, 2005 including accrued        
interest is $485,985.  The Company settled this obligation, in full on          
November 7, 2005 by issuing stock, as more fully described in footnote 8.       

-F11-     

During the year a shareholder of the Company advanced the Company $5,088 to     
pay for operating costs.  This amount is non-interest bearing, unsecured,       
and due on demand, however the shareholder has agreed not to demand             
payments for one year.  In fiscal 2005, the shareholder advanced $3,351 to      
the Company under the same terms.  The same shareholder advanced $85,218 to     
LifeHealth Care, Inc. prior to its being acquired by the Company.  The          
terms of the advance to LifeHealth Care, Inc. are the same.                     

NOTE 5.       INCOME TAXES                                                      

The Company filed its final tax returns for the year 1998.  It has not          
filed tax returns for any period since 1998.  The ability of the Company to     
utilize all or part of its operating tax loss caryforwards or its               
charitable contribution carryforwards to reduce any tax obligation in the       
future has not been determined.  In addition, at this time, the Company has     
no operations and no possibility of producing taxable income to utilize any     
such operating tax loss caryforward or charitable contribution                  
carryforward.  For both reasons, no tax asset has been recorded since the       
Company believes at this time it is more likely than not that that the          
amounts will not be realized.  The Company has adopted FASB 109 to account      
for income taxes. The Company currently has no issues that create timing        
differences that would mandate deferred tax expense.  Net operating losses      
would create possible tax assets in future years. Due to the uncertainty as     
to the utilization of net operating loss carry forwards an evaluation           
allowance has been made to the extent of any tax benefit that net operating     
losses may generate.  No provision for income taxes has been recorded due       
to the net operating loss carryforward of $1,318,000 as of September 30,        
2006 that will be offset against further taxable income.  No tax benefit        
has been reported in the financial statements.                                  

Deferred tax assets and the valuation account as of September 30, 2006 and      
2005 are as follows:                                                            

                                                                [Download Table]

                                          2006          2005    
                                      ------------  ------------
                                                                
Deferred tax asset:                                             
     Net operating loss carryforward  $   457,160   $    76,160 
     Valuation allowance                 (457,160)      (76,160)
                                      ------------  ------------
                                      $         -   $         - 
                                      ============  ============

The components of income tax expense are as follows:                            

                                                                [Download Table]

                                                          2006          2005    
                                                      ------------  ------------
                                                                                
Current Federal Tax                                   $         -   $         - 
Current State Tax                                               -             - 
Change in NOL benefit                                    (381,000)      (17,340)
Change in allowance                                       381,000        17,340 
                                                      ------------  ------------
                                                      $         -   $         - 
                                                      ============  ============

-F12-     

The Company has incurred losses that can be carried forward to offset           
future earnings if conditions of the Internal Revenue Codes are met. These      
losses are as follows:                                                          

                                                                [Download Table]

                                                       Expiration
Year of Loss                                Amount           Date
-----------------------------------------------------------------
                                                                 
     2000                             $    28,000           2020 
     2001                                  31,000           2021 
     2002                                  34,000           2022 
     2003                                  38,000           2023 
     2004                                  42,000           2024 
     2005                                  51,000           2025 
     2006                               1,120,000           2026 

NOTE 6. COMMITMENTS, CONTINGENCIES AND OTHER MATTERS                            

LITIGATION                                                                      

The Company has been inactive for over seven years.  Based on searches          
performed in various jurisdictions that the Company previously operated in,     
no asserted or pending litigations were discovered.  Inquiries of former        
officers and directors revealed no known litigation, either pending,            
suspended or possible.  There can be no assurance that there are no             
potential or possible litigations in the jurisdictions searched or other        
jurisdictions not searched.  Based on currently available information, we       
believe that there are no pending claims that will have a material adverse      
effect on the Company's operating results or financial position.                

NOTE 7. GOING CONCERN                                                           

The accompanying financial statements have been prepared assuming that the      
Company will continue as a going concern. The Company has negative capital      
and has had recurring operating losses for the past several years and is        
dependent upon financing to continue operations.  The financial statements      
do not include any adjustments that might result from the outcome of            
uncertainty.  It is management's plan to continue to implement their            
strategy to commence operations. As the Company's revenues are established,     
management expects to report net income possibly within one year of             
acquiring an operating company. With the commencement of operations,            
management believes they will generate sufficient funds to support              
operations.  Officers will continue to support operations as needed for any     
shortfalls in cash flows.                                                       

-F13-     

ITEM 9.   Changes in and Disagreements with Accountants on Accounting and       
Financial Disclosure                                        

None.                                                                           

ITEM 9A.  Controls and Procedures                                               

The Company maintains disclosure controls and procedures that are designed      
to ensure (1) that information required to be disclosed by the Company in       
the reports it files or submits under the Securities Exchange Act of 1934,      
as amended (the "Exchange Act"), is recorded, processed, summarized, and        
reported within the time periods specified in the Securities and Exchange       
Commission's ("SEC") rules and forms, and (2) that this information is          
accumulated and communicated to management, including the Company's Chief       
Executive Officer and Chief Financial Officer, as appropriate, to allow         
timely decisions regarding required disclosure.  In designing and               
evaluating the disclosure controls and procedures, management recognizes        
that any controls and procedures, no matter how well designed and operated,     
can provide only reasonable assurance of achieving the desired control          
objectives, and management necessarily was required to apply its judgment       
in evaluating the cost benefit relationship of possible controls and            
procedures.                                                                     

Prior to the filing date of this annual report, under the supervision and       
review of the Company's Chief Executive Officer and Chief Financial             
Officer, the Company conducted an evaluation of the effectiveness of the        
design and operation of its disclosure controls and procedures as of the        
end of the period covered by this report.  Based on that evaluation, the        
Company's Chief Executive Officer and Chief Financial Officer have              
concluded that the Company's disclosure controls and procedures are             
effective in alerting them in a timely manner to material information           
regarding the Company that is required to be included in its periodic           
reports to the SEC.                                                             

In addition, there have been no significant changes in the Company's            
internal controls or in other factors that could significantly affect those     
controls since the Company's evaluation.  The Company can provide no            
assurance, however, that its system of disclosure controls and procedures       
will always achieve its stated goals under all future conditions, no matter     
how remote.                                                                     

ITEM 9B.  Other Information                                                     

None.                                                                           

25    

PART III.     

Item 10.  Directors and Executive Officers                                      

DIRECTORS AND EXECUTIVE OFFICERS                                                

The Company's directors and executive officers, their ages and present          
position are as follows:                                                        

                                                                [Download Table]

Name                          Age       Positions               
----------------------        ----      ------------------------
                                                                
Martin Licht                  60        Chief Executive Officer 
Alberto Salvucci              50        Chairman of the Board   
Steven Kessler                58        President, Director     
John Grippo                   51        Chief Financial Officer 

MARTIN LICHT                                                                    

Martin Licht joined the company as Chief Executive Officer in 2005.  Martin     
Licht is a practicing attorney with more than twenty five years of              
diversified legal experience.  From 1979 through 1994 Mr. Licht was             
affiliated with the law firm of Hertzfeld & Rubin PC, where the directed        
the firm's real estate law practice.  Mr. Licht served as a member of the       
law firm of Gallet, Dryer & Berkey from 1995 through 1997.  Since 1997 Mr.      
Licht has been self-employed.                                                   

Mr. Licht is a specialist in mergers and acquisitions, public financings,       
and real estate matters, having directed approximately two hundred twenty       
five real estate transactions, public offerings and private placements.         
Under his management, Mr. Licht was responsible for raising more than $         
billion in support of these transactions.                                       

Mr. Licht is a graduate of New York University and received LLC and J D         
Degrees from Brooklyn law School in 1967.                                       

ALBERTO SALVUCCI                                                                

Alberto Salvucci has been the Chairman of the Board since January 1997. Mr.     
Salvucci has been  the  President  of Cable & Co. since  1988 until 2006.       
He has provided design, production and production control services to the       
Company since its inception.                                                    

STEVEN KESSLER                                                                  

Steven Kessler joined the Company in 2006 as President. Mr. Kessler is an       
independent financial consultant with more than 20 years of experience in       
the investment industry.  He is a co-founder, President and Chief Executive     
Officer of Advanced Respiratory Technologies, Inc., a privately held            
medical technology company and is the President of Strategic Resources. Mr.     
Kessler has provided various financial and investor relations services to       
emerging public companies. Mr. Kessler also formerly held senior staff          
positions at Manufacturers Hanover Trust Company and began his career as an     
accountant at Alexander Grant & Company.  Mr. Kessler graduated from            
Brooklyn College of the City University of New York with a Bachelors of         
Science Degree in Accounting.                                                   

26    

JOHN GRIPPO                                                                     

John Grippo joined the Company in 2006 as Chief Financial Officer.  Mr.         
Grippo has been the president of his own financial management practice,         
John Grippo, Inc. since 2000.  His firm provides services as the CFO to         
small to mid-sized public and private companies and also provides other         
related accounting and consulting services.  Prior to that, Mr. Grippo          
served for ten years as a Chief Financial Officer to companies in               
housewares, electric vehicles and financial services industries.  He worked     
for five years as an auditor with Arthur Andersen, LLP, followed by seven       
years in various accounting positions in the financial services industry.       
He is a member of the New York Society of Certified Public Accountants.         

All of the directors of the Company hold office until their respective          
successors are elected, or until death, resignation or removal.  Officers       
hold office until the meeting of the Board of Directors following each          
Annual Meeting of Stockholders and until their successors have been chosen      
and qualified.  The Company has not held an annual meeting since June 6,        
1997.  The Company intends to hold an annual meeting as soon as is              
practical.                                                                      

AUDIT COMMITTEE OF THE BOARD OF DIRECTORS                                       

The Board of Directors shall create a separate audit committee.  Currently      
none of the Company's directors qualifies as a "financial expert" pursuant      
to Item 401 of Regulation S-B.  The Company has not sought to add a             
director to its board who qualifies as a "financial expert" because             
although the Company believes it would be desirable to have a financial         
expert on its audit committee, the costs of retaining such an expert would      
be prohibitive, given the Company's resources at this time.                     
Compliance with Section 16(a) of the Exchange Act.                              

Section 16(a) of the Securities Exchange Act of 1934 requires the executive     
officers and directors of the Company, and persons who beneficially own         
more than 10% of the common stock, to file initial reports of ownership and     
reports of changes of ownership with the Securities and Exchange Commission     
and furnish copies of those reports to the Company.  Based solely on a          
review of the copies of the reports furnished to the Company to date, or        
written representations that no reports were required, the Company believes     
that all reports required to be filed by such persons with respect to the       
Company's fiscal year ended September 30, 2005 were timely made.                

CODE OF ETHICS                                                                  

The Company's Board of Directors adopted a Code of Ethics which applies to      
all of the Company's directors, executive officers and employees.  A copy       
of the Code of Ethics is available upon request to the Company's counsel at     
Reitler, Brown & Rosenblatt LLC 800 Third Avenue, 21st floor, New York          
City, NY 10022.                                                                 

Item 11.  Executive Compensation                                                

The following summary compensation table sets forth the aggregate               
compensation which the Company paid or accrued to its Chief Executive           
Officer during the fiscal years ended September 30, 2004, September 30,         
2005 and September 30, 2006.  None of the Company's executive officers          
received compensation in excess of $100,000 during the fiscal year ended        
September 30, 2006.                                                             

27    

SUMMARY COMPENSATION TABLE    

                                                        [Enlarge/Download Table]


                                         Annual Compensation                         

                Fiscal                                 Other               Securities
Name &            Year                                 Other  Restricted   Underlying
Principal        Ended                                Annual       Stock        Stock
Position     Sept. 30,     Salary        Bonus  Compensation      Awards      Options
-------------------------------------------------------------------------------------
                                                                                     
Steven                                                                               
 Kessler,         2006   $     -      $     -   $         -   $       -   $        - 
President         2005         -            -             -           -            - 
                  2004         -            -             -           -            - 

Martin Licht,                                                                        
 Chief            2006   $     -      $     -   $         -   $       -   $        - 
 Executive        2005         -            -             -           -            - 
 Officer          2004         -            -             -           -            - 

John Grippo                                                                          
 Chief            2006   $     -      $     -   $         -   $       -   $        - 
 Financial        2005         -            -             -           -            - 
 Officer          2004         -            -             -           -            - 


STOCK ISSUED IN FISCAL 2006                                                     

Steven Kessler was issued 101,000,000 shares of common stock in fiscal          
2006.  The shares were issued for services rendered to the Company as a         
consultant.                                                                     

John Grippo was issued 26,000,000 shares of common stock in fiscal 2006.        
The shares were issued for services rendered to the Company as a                
consultant.                                                                     

Martin Licht and certain other parties were issued 194,396,464 shares of        
common stock in fiscal 2006.  The shares were issued in exchange for debt       
and accrued interest owed by the Company to Mr. Licht.                          

OPTIONS GRANTED IN FISCAL 2006                                                  
None.                                                                           

                                                        [Enlarge/Download Table]

                                 Percent of                                          
                       Number of   Total to     Per                                  
                      Securities  Employees    Share                                 
                      Underlying  in Fiscal  Exercise  Expiration                    
Name                    Options      Year     Price        Date     For Options Term 
-------------------  ----------- ---------- ---------  ---------- --------- ---------
                                                                                     
                                                                         5%       10%
                                                                  --------- ---------

None                                                                                 

AGGREGATED OPTION EXERCISES IN LAST FISCAL YEAR AND FISCAL YEAR-END OPTION      
VALUES                                                                          

During the fiscal year ended September 30, 2006 no options were exercised       
by any of the Company's executive officers.  There are no unexercised           
options outstanding as of September 30, 2006.                                   

DIRECTOR COMPENSATION                                                           

The Company's directors do not receive fixed compensation for their             
services as directors.                                                          

28    

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT        

The following table sets forth, as of January 11, 2007, certain information     
as to the beneficial ownership of our common stock by:                          

-    each person known by us to own more than five percent (5%) of our
outstanding shares;                                         

-    each of our directors;                                           

-    each of our executive officers named in the Summary Compensation 
Table under "Executive Compensation"; and         

-    all of our directors and executive officers as a group.          

                                                                [Download Table]

                               Amount and Nature of                         
                         Beneficial Ownership (1)(2)                        

                                                    Percentage   Percentage 
                                                            of    of Voting 
Name and Address                             Common  Ownership        Power 
of Beneficial Shareholder                     Stock     (1)(2)       (1)(2) 
------------------------------------  ------------- -----------  -----------
                                                                            
Alberto Salvucci                                                            
 600 Lexington Avenue, 10th floor,                                          
 New York City, NY 10022                 62,377,474      4.2%         4.2%  

Martin Licht(4)                                                             
 600 Lexington Avenue, 10th floor,                                          
 New York City, NY 10022                112,896,464      7.5%         7.5%  

Henryk Jakubowski(3)                                                        
 600 Lexington Avenue, 10th floor,                                          
 New York City, NY 10022                103,293,750      6.8%         6.8%  

Steven Kessler                                                              
 600 Lexington Avenue, 10th floor,                                          
 New York City, NY 10022                101,000,000      6.7%         6.7%  

John Grippo                                                                 
 600 Lexington Avenue, 10th floor,                                          
 New York City, NY 10022                 26,000,000      1.7%         6.7%  

All executive officers and directors                                        
 as a group (2 persons)                 302,273,938     20.2%        19.0%  

* Less than 1%                                                                  

(1)  Beneficial ownership is calculated in accordance with Rule 13d-3 under     
the Securities Exchange Act of 1934.  Shares subject to stock options,
for purposes of this table, are considered beneficially owned only to 
the extent currently exercisable or exercisable within 60 days after  
January 11, 2007.                                                     
(2)  Except as otherwise indicated, each of the parties listed has sole         
voting and investment power with respect to all shares of common stock
indicated above.                                                      
(3)  Includes shares owned jointly by Henryk and Hania Jackubowski.             
(4)  Includes 10,000,000 shares owned by Evan Licht, Mr. Martin Licht's         
son.                                                                  
(5)  LifeHealth Care, Inc. is controlled by Mr. Martin Licht                    

29    

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                        

Not applicable.                                                                 

ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES                                

Audit Fees                                                                      

Audit fees billed to the Company by Chisholm, Bierwolf & Nilson LLC for its     
audit of the Company's financial statements and for its review of the           
financial statements included in the Company's Quarterly Reports on Form        
10-Q filed with the Securities and Exchange Commission for 2006 totaled         
$14,000.                                                                        

Tax Fees                                                                        

Tax fees billed to the Company by Chisholm, Bierwolf & Nilson LLC for its       
tax returns for the fiscal year 2006 and 2005 were $0, and $0,                  
respectively.                                                                   

Other Fees                                                                      

No other fees were billed to the Company by Chisholm, Bierwolf & Nilson LLC     
for all other non-audit or tax services rendered to the Company for the         
fiscal year 2006 and 2005, respectively.                                        

Audit Committee Pre-Approval Policies                                           

None                                                                            

30    

PART IV                                                                         

Item 15.  Exhibits, Financial Statement Schedules and Reports on Form 8-K       

EXHIBIT INDEX                                                                   

Exhibit Number Description                                                      

3.1       Articles of incorporation, including amendments                       
3.2       By Laws, including amendments                                         
10.1      Form of Asset Purchase Agreement, dated as of March 28, 2006,         
between  the Company and LifeHeathCare, Inc.                
21.1      Schedule of Principal Subsidiaries                                    
31.1      Certification of the Chief Executive Officer pursuant to Section      
302 of the Sarbanes-Oxley Act of 2002                       
31.2      Certification of the Chief Financial Officer pursuant to Section      
302 of the Sarbanes-Oxley Act of 2002                       
32.2      Certification of the Chief Executive Officer pursuant to 18           
     U.S.C. Section 1350 pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002                                                 
32.2      Certification of the Chief Financial Officer pursuant to 18           
     U.S.C. Section 1350 pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002                                                 

1.  Financial Statements                                              

The financial statements above are included as required to be filed by
Item 8:                                                               

None                                                                  

2.  Financial Statement Schedules:                                    

All schedules have been omitted since the required information is     
included in the financial statements or notes thereto.                

31    

SIGNATURES    

Pursuant to the requirements of Section 13 or 15(d) of the Securities 
Exchange Act of 1934, the registrant has duly caused this report to be          
signed on its behalf by the undersigned, thereunto duly authorized in New       
York City, State of New York, on the 11th day of January, 2007.                 

       Cable & Co. Worldwide, Inc.

BY: /S/ Martin Licht
                ------------------------------------
Martin Licht,       
   Chief Executive Officer

/S/ John Grippo     
                ------------------------------------
John Grippo         
   Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this       
report has been signed below by the following persons on behalf of the          
registrant in the capacities and on the date indicated.                         

Signature                Title                         Date                     

/S/ Alberto Salvucci                                                            
----------------------   Chairman of the                                        
Alberto Salvucci         Board of Directors            January 11, 2007         

/S/ Steven Kessler                                                              
----------------------   Director                      January 11, 2007         
Steven Kessler                                                                  

32    

EXHIBIT INDEX                                                                   

Exhibit                                                                         
Number         Description                                                      

3.1            Articles of incorporation, including amendments                  
3.2            By Laws, including amendments                                    
10.1           Form of Asset Purchase Agreement, dated as of _March 28,         
2006, between  the Company and LifeHeathCare, Inc.
21.1           Schedule of Principal Subsidiaries                               
31.1           Certification of the Chief Executive Officer pursuant to         
Section 302 of the Sarbanes-Oxley Act of 2002     
31.2           Certification of the Chief Financial Officer pursuant to         
Section 302 of the Sarbanes-Oxley Act of 2002     
32.2           Certification of the Chief Executive Officer pursuant to 18      
          U.S.C. Section 1350 pursuant to Section 906 of the Sarbanes-
Oxley Act of 2002                                 
32.2           Certification of the Chief Financial Officer pursuant to 18      
          U.S.C. Section 1350 pursuant to Section 906 of the Sarbanes-
Oxley Act of 2002                                 

33    

Dates Referenced Herein   and   Documents Incorporated By Reference

This 10KSB Filing		Date		Other Filings
		11/10/94
		6/6/97
		6/3/99
		6/4/99
		9/30/04
		6/15/05
		7/1/05
		9/30/05		10KSB
		10/17/05
		11/7/05
		12/15/05
		1/30/06
		3/28/06
		5/19/06
		9/15/06
For The Period Ended		9/30/06		NT 10-K
		12/31/06
		1/1/07
		1/11/07
Filed On		1/16/07
Filed As Of		1/17/07
		10/1/07
		1/1/08
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