UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

x ¨ Annual Report Pursuant To Section 13 Or 15(d) Of The Securities Exchange Act Of 1934

For the fiscal ~~year~~period ended ~~March 31, 2011~~_____________

¨ x Transition Report Pursuant To Section 13 Or 15(d) Of The Securities Exchange Act Of 1934

For the transition period from ~~_____~~September 16, 2014 to ~~_____~~March 31, 2015

COMMISSION FILE NUMBER 033-24138-D

IMAGENETIX, INC. (Exact name of registrant as specified in its charter)

(Exact name of registrant as specified in its charter)

NEVADA		87-043772
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

10845 Rancho Bernardo Road, Suite 105
San Diego, California		92127
(Address of principal executive offices)		(Zip Code)

NEVADA		87-043772
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

10845 Rancho Bernardo Road, Suite 105
San Diego, California		92127
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (858) 674-8455

Securities registered pursuant to Section 12(b) of the Act: NONE.

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

COMMON STOCK, $0.001 PAR VALUE PER SHARE.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ¨ No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ¨ No x

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 x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ¨ No ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) 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 this Form 10-K. ¨

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

Large accelerated filer	¨	Accelerated filer	¨

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

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

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 common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter. $3,~~331~~757,000

Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date. 11 28,~~811~~372,~~288~~955 issued and outstanding as of ~~July~~June 1129, ~~2011~~2015.

DOCUMENTS INCORPORATED BY REFERENCE: None.

Annual Report on Form 10-K For the Period ended March 31, 2015

For the Year Ended March 31, 2011

TABLE OF CONTENTS

		Page Numbers
PART I		43
ITEM 1.	Business	43
ITEM 1A.	Risk Factors	1210
ITEM 1B.	Unresolved Staff Comments	1513
ITEM 2.	Properties	1513
ITEM 3.	Legal Proceedings	1514
ITEM 4.	Reserved	1514
PART II		1615
ITEM 5.	Market For Registrant's Common Equity, Related Stockholder Matters And Issuer Purchases Of Equity Securities	1615
ITEM 6.	Selected Financial Data	1715
ITEM 7.	Management's Discussion And Analysis Of Financial Condition And Results Of Operation	1716
ITEM 7A	Quantitative And Qualitative Disclosures About Market Risk	2321
ITEM 8.	Financial Statements And Supplementary Data	2321
ITEM 9.	Changes In And Disagreements With Accountants On Accounting And Financial Disclosure	2321
ITEM 9A.	Controls And Procedures (ITEM 9A(T))	2321
ITEM 9B.	Other Information	2522
PART III		22
ITEM 10.	Directors, Executive Officers And Corporate Governance	22
ITEM 11.	Executive Compensation	25
ITEM 12.	Security Ownership Of Certain Beneficial Owners And Management And Related Stockholder Matters	27
ITEM 13.	Certain Relationships And Related Transactions, And Director Independence	28
ITEM 14.	Principal Accountant Fees And Services	29
PART IV		30
ITEM 15.	Exhibits and Financial Statement Schedules	30
SIGNATURES

PART III		25
ITEM 10.	Directors, Executive Officers And Corporate Governance	25
ITEM 11.	Executive Compensation	28
ITEM 12.	Security Ownership Of Certain Beneficial Owners And Management And Related Stockholder Matters	31
ITEM 13.	Certain Relationships And Related Transactions, And Director Independence	32
ITEM 14.	Principal Accountant Fees And Services	32
PART IV		33
ITEM 15.	Exhibits and Financial Statement Schedules	33
SIGNATURES

DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS

Certain statements contained in this Annual Report on Form 10-K constitute "forward-looking statements". These statements, identified by words such as “plan”, "anticipate", "believe", "estimate", "should," "expect" and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. These statements reflect the current views of management with respect to future events and are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from those described in the forward-looking statements. Such risks and uncertainties include those set forth under the caption "Risk Factors" and elsewhere in this Form 10-K. We advise you to carefully review the reports and documents we file from time to time with the Securities and Exchange Commission (“SEC”), particularly our quarterly reports on Form 10-Q and our current reports on Form 8-K.

As used in this annual report, the terms "we", "us", "our", and “Imagenetix” mean Imagenetix, Inc., unless otherwise indicated.

PART I

ITEM 1. DESCRIPTION OF BUSINESS.

Overview

We were organized as a Nevada corporation in March 1988. Our principal executive offices are located at 10845 Rancho Bernardo Road, Suite 105, San Diego, California 92127, and our telephone number is (858) 674-8455. Our home page can be located on the World Wide Web at http://www.imagenetix.net.

We develop, formulate, license and ~~market~~sell over-the-counter, natural-based nutritional supplements ~~and skin care products~~. Our products are proprietary, often supported by scientific studies ~~which we request~~ and are offered through multiple channels of distribution, including ~~direct marketing companies~~licensing, ~~also~~sales ~~known~~to as network marketing or multi-level marketing companies, and ~~chain~~sales ~~store~~to ~~retailers~~wholesalers. Our primary product ishas been Celadrin® a product formulation ~~which~~for wejoint ~~sell~~health. toIn ~~the~~addition, ~~mass~~we ~~market~~recently ~~through~~acquired ~~retailers~~Periodyne, a ~~and~~periodontal onproduct awhich ~~private~~will ~~label~~be ~~basis~~sold to ~~wholesale~~dentists ~~customers~~and hygenists. We also license our intellectual property to third parties.

A key part of our marketing strategy is to provide to our wholesale customers a "turnkey" approach to the marketing and distribution of our products. This turnkey approach provides these customers with all the services necessary to market our products, including developing specific product formulations, providing supporting scientific studies regarding the effectiveness of the product and arranging for the manufacture and marketing of the product.

WeOur sell Celadrin,® our own branded product, directly to the mass markets through retail sellers. We also develop, license and sell products and formulations to businesses and organizations that market these products through multiple channels of distribution, including direct marketing companies, mass marketing companies, medical, health and nutritional professionals, medical newsletters and direct response radio and television. We also offer Celadrin® products through wholesale customers that in turn offer their products containing Celadrin® to mass market retailers.Business

4We provide:

~~Our~~· ~~Business~~Specific product formulations requested by our customers;

We· ~~develop,~~Scientific ~~formulate, license and market over-the-counter, natural-based nutritional supplements. Our products are proprietary, often supported by scientific~~ studies ~~which we request and are offered through multiple channels of distribution including direct sales~~ to ~~the~~support ~~mass~~claims ~~market~~made ~~through~~for ~~retailers,~~our ~~direct marketing companies, medical, health and nutritional professionals, medical newsletters and direct response radio and television.~~products;

A· ~~key~~Assistance ~~part~~in ofcomplying ~~our~~with ~~marketing~~U.S. ~~strategy~~laws ~~is to provide a "turnkey" approach to the marketing~~ and ~~distribution of our products. Our "turnkey" approach provides:~~regulations;

•· ~~Specific~~Assistance ~~product~~in ~~formulations~~obtaining ~~requested~~foreign bycountry regulatory approval for sale of our ~~customers~~products;

~~• Scientific studies to support claims made for our products;~~3

•· ~~Assistance~~Marketing inmaterials ~~complying~~and ~~with~~marketing ~~U.S.~~assistance ~~laws~~to ~~and~~support ~~regulations~~product sales; and

•· ~~Assistance~~Manufacture inof ~~obtaining~~products ~~foreign~~with ~~country~~delivery ~~regulatory~~directly ~~approval~~to ~~for~~the ~~sale of our products;~~customer.

•Following ~~Marketing~~development ~~materials~~of ~~and~~a ~~marketing~~new ~~assistance~~product, toand ~~support~~on ~~product~~behalf ~~sales;~~of ~~and~~our customers, we:

•· ~~Manufacture~~Conduct ofand ~~products~~complete ~~with~~any ~~delivery~~scientific ~~directly~~studies tonecessary ~~the~~for ~~customer.~~regulatory compliance;

~~Following~~· ~~development~~Arrange offor athe ~~new~~manufacture ~~product,~~of ~~and~~finished onproducts ~~behalf~~to of our ~~customers,~~specifications; ~~we:~~and

•· ~~Conduct~~Develop marketing tools and ~~complete~~plans ~~any~~to ~~scientific~~promote ~~studies~~product ~~necessary~~sales, ~~for~~including ~~regulatory~~labels, ~~compliance;~~graphic designs and promotional brochures and providing speakers to promote the products.

•Our ~~Arrange~~management ~~for~~and ~~the~~key ~~manufacture~~personnel ofhave ~~finished~~many years experience in developing and selling nutritional products to ~~our~~domestic ~~specifications;~~and international marketers, including direct marketers, health food stores and mass market merchandisers.

•Our ~~Develop~~largest ~~marketing~~customers ~~tools~~accounted ~~and~~for ~~plans to promote product sales~~68%, ~~including~~12% ~~labels,~~and ~~graphic~~11% ~~designs~~of ~~and~~our net ~~promotional~~sales ~~brochures~~for ~~and~~the ~~providing~~period ~~speakers~~ended toMarch ~~promote~~31, ~~the products~~2015.

Our management and key personnel have many years experience in developing and selling nutritional products to domestic and international marketers, including direct marketers, health food stores and mass market merchandisers.Strategy

~~Our~~We ~~largest~~are ~~customers~~a ~~accounted~~developer, ~~for~~formulator ~~54%~~ and ~~14%~~supplier of ~~our~~natural-based products, ~~net~~designed ~~sales~~to ~~for~~enhance ~~the~~human ~~year~~and ~~ended~~animal ~~March~~health. ~~31,~~We ~~2011~~develop and ~~42%~~formulate ~~and~~over-the-counter ~~15%~~nutritional ~~for~~products ~~the~~marketed globally ~~year~~through ~~ended~~multiple ~~March~~channels ~~31,~~of ~~2010~~distribution. Our strategy involves:

~~Our~~· ~~Strategy~~Continuing to develop innovative and proprietary nutritional products;

We· ~~are~~Continuing ato ~~developer,~~offer ~~formulator~~"turnkey" ~~and~~services, ~~supplier~~including ofproduct ~~natural-based products~~development, ~~designed~~regulatory tocompliance, ~~enhance~~manufacturing ~~human~~ and ~~animal~~marketing ~~health.~~services, Weto ~~develop~~assist ~~and~~our ~~formulate~~customers ~~over-the-counter~~in ~~topical~~quickly ~~creams~~bringing ~~and~~new ~~nutritional~~ products ~~marketed~~to ~~globally through multiple channels of distribution. Our strategy involves:~~market;

•· ~~Continuing~~Licensing toour ~~develop~~technologies ~~innovative~~to ~~and~~third ~~proprietary nutritional products~~parties;

•· ~~Continuing~~Marketing toour ~~offer~~products ~~"turnkey"~~internationally ~~services,~~by ~~including~~assisting ~~product development, regulatory compliance, manufacturing and marketing services, to assist~~ our customers in ~~quickly~~registering ~~bringing~~their ~~new~~ products tofor ~~market;~~sale in foreign countries.

•Industry ~~Licensing our technologies to third parties;~~Overview

5The dietary supplement industry is highly diversified and intensely competitive. It includes companies that manufacture, distribute and sell products that are generally intended to supplement our daily diets with nutrients that may enhance the body's performance and well-being. Dietary supplements include vitamins, minerals, herbs, botanicals, amino acids and compounds. Specific statutory provisions governing the dietary supplement industry were codified in the Dietary Supplement Health and Education Act. This act provides statutory protections for dietary supplements and allows for statements that inform consumers of the effect dietary supplements have upon the structure or functions of the body.

~~• Marketing our products internationally by assisting our customers in registering their products for sale in foreign countries.~~4

~~Industry~~We ~~Overview~~expect that the following factors will contribute to the ongoing growth of the domestic nutritional supplement industry:

· The ~~dietary~~aging ~~supplement~~of ~~industry~~the isAmerican ~~highly diversified and intensely competitive. It includes companies that manufacture~~population, ~~distribute~~which ~~and~~is ~~sell~~likely ~~products that are generally intended~~ to ~~supplement~~cause ~~our~~increased ~~daily~~consumption diets with nutrients that may enhance the body's performance and well-being. Dietary supplements include vitamins, minerals, herbs, botanicals, amino acids and compounds. Specific statutory provisions governing the dietary supplement industry were codified in the Dietary Supplement Health and Education Act. This act provides statutory protections for dietary supplements and allows for statements that inform consumers of ~~the~~nutritional ~~effect dietary~~ supplements ~~have upon the structure or functions of the body.~~;

We· ~~expect~~New ~~that~~product ~~the~~introductions ~~following~~in ~~factors~~response ~~will contribute~~ to ~~the~~new ~~ongoing~~research ~~growth~~supporting of the ~~domestic~~positive ~~nutritional~~health ~~supplement~~effects ~~industry:~~of certain nutrients;

•· The ~~aging~~nationwide oftrend ~~the~~toward ~~American~~preventative ~~population,~~medicine ~~which~~resulting isfrom ~~likely~~rising tohealth ~~cause~~care ~~increased consumption of nutritional supplements~~costs;

•· ~~New~~Increased ~~product~~consumer ~~introductions~~interest in ~~response~~alternative tohealth ~~new~~products ~~research~~such ~~supporting~~as ~~the~~herb-based ~~positive~~nutritional ~~health effects of certain nutrients~~supplements;

•· ~~The~~A ~~nationwide~~heightened ~~trend~~awareness ~~toward~~of ~~preventative~~the ~~medicine~~connection ~~resulting~~between ~~from~~diet ~~rising~~and health ~~care costs;~~.

•Nutritional ~~Increased~~supplements ~~consumer~~are ~~interest~~sold inprimarily ~~alternative health products such as herb-based nutritional supplements;~~through:

•· AMass ~~heightened~~market ~~awareness~~retailers, ofincluding ~~the~~mass ~~connection~~merchandisers, ~~between~~drug ~~diet~~stores, supermarkets and ~~health.~~discount stores;

~~Nutritional~~· ~~supplements~~Health ~~are~~food ~~sold primarily through:~~stores;

•· ~~Mass~~Mail ~~market~~order ~~retailers,~~companies; ~~including mass merchandisers, drug stores, supermarkets~~ and ~~discount stores;~~

•· ~~Health~~Direct ~~food~~sales ~~stores;~~organizations, including network marketing companies.

~~• Mail order companies; and~~Products

•We ~~Direct~~offer ~~sales~~a variety of specialized proprietary nutritional formulations and over-the-counter topical creams. Since beginning operations in February 1999, we have developed and sold over 90 products and formulations to businesses and organizations that market these products through multiple channels of distribution, including ~~network~~direct selling, ~~marketing~~sales ~~companies~~to mass market retailers, direct response radio, nutritional newsletters and medical care professionals. Our product formulations may be developed by our customers, co-developed by us and our customers or developed exclusively by us for the customer.

~~Products~~Our leading product has been Celadrin®, a nutritional supplement compound comprised of a complex of fatty acid esters which plays a role in human and animal joint health and scientifically supported by our clinical studies. For the period ended March 31, 2015, approximately 99% of our revenue was generated from the sale of various formulations containing Celadrin®. We offer Celadrin® as part of a formulated branded or private label product, as a branded ingredient to be used by our wholesale customers in their own product formulations and as a product available from a licensed third-party source.

WeA ~~offer~~number aof ~~variety~~safety ofand ~~specialized~~efficacy ~~proprietary~~studies ~~nutritional~~have ~~formulations~~been ~~and~~conducted on ~~over-the-counter~~Celadrin's® ~~topical~~principal ~~creams~~composition, cetylated fatty acids. ~~Since~~Studies ~~beginning~~have ~~operations~~been inpresented ~~February~~at ~~1999~~international scientific conferences, with wetwo ~~have~~studies ~~developed~~having ~~and~~been ~~sold~~published ~~over~~in 90the ~~products~~Journal of Rheumatology and ~~formulations~~one tostudy ~~businesses~~published in the Journal of Strength and ~~organizations~~Conditioning Research. ~~that~~We produce a wide range of formulas using the Celadrin® compounds and market these ~~products~~formulations through multiple distribution channels. ofOur ~~distribution,~~wholesale ~~including~~customers ~~direct~~resell ~~selling,~~Celadrin® ~~sales~~and toother ~~mass~~formulated ~~market~~products ~~retailers,~~under ~~direct~~their ~~response~~own ~~radio,~~labels ~~nutritional~~and ~~newsletters~~trade names. ~~and~~We ~~medical~~do ~~care~~not ~~professionals.~~own ~~Our~~or ~~product~~have ~~formulations~~any ~~may~~ownership beinterest ~~developed~~in bythe ~~our~~labels ~~customers~~or trade names under which these products are sold. Using multiple manufacturing processes to produce Celadrin®, ~~co-developed~~we byoffer usthe ~~and~~product to our customers orin ~~developed~~soft ~~exclusively~~gel bycapsule, ustablet, ~~for~~two-piece capsules ~~the~~and ~~customer~~topical cream forms.

~~Our~~We ~~leading~~have ~~product~~used ispaid ~~Celadrin®,~~consultants awho ~~nutritional~~are ~~supplement~~medical ~~compound~~doctors, ~~comprised~~scientific research ofconsultants, aindependent ~~complex~~scientific ofresearchers ~~fatty~~and ~~acid~~laboratories ~~esters~~and ~~which~~universities ~~plays~~to aassist ~~role~~us in ~~human~~the ~~and~~development ~~animal joint health~~ and testing ~~scientifically~~of ~~supported by~~ our ~~clinical studies~~products. ~~For~~We ~~the~~believe ~~year~~Celadrin® ~~ended~~will ~~March~~continue ~~31,~~to ~~2011,~~be ~~approximately 69% of~~ our ~~revenue~~principal ~~was generated from the sale of various formulations containing Celadrin®~~compound. We ~~offer~~intend ~~Celadrin®~~to asexpand ~~part~~the number of customers awho ~~formulated~~use ~~branded~~this orcompound ~~private~~in ~~label~~formulas ~~product~~ and ~~also as a branded ingredient~~ to bedevelop ~~used~~other byformulas ~~our~~for ~~wholesale~~new customers inprimarily ~~their~~through ~~own~~licensing ~~product~~of ~~formulations~~our intellectual property.

6We have also developed a therapy for the treatment of inflammatory conditions, such as periodontal disease. We have conducted in-vivo and in-vitro animal efficacy and safety studies on our compound for the treatment of gum disease including periodontitis. We are currently conducting human trials using the compound and have generated minimal revenue, approximately 1% of total revenue, from an early introduction of the product. Once trails are completed and an awareness campaign is initiated, we anticipate that this product, Periodyne, will be a major contributor to our product revenue.

A number of safety and efficacy studies have been conducted on Celadrin's® principal composition, cetylated fatty acids. Studies have been presented at international scientific conferences, with two studies having been published in the Journal of Rheumatology and one study published in the Journal of Strength and Conditioning Research. We produce a wide range of formulas using the Celadrin® compounds and market these formulations through multiple distribution channels. Our wholesale customers resell Celadrin® and other formulated products under their own labels and trade names. We do not own or have any ownership interest in the labels or trade names under which these products are sold. Using multiple manufacturing processes to produce Celadrin®, we offer the product to our customers in soft gel capsule, tablet, two-piece capsules and topical cream forms.5

WeRaw ~~use~~Materials ~~paid consultants who are medical doctors, scientific research consultants, independent scientific researchers~~ and laboratories and universities to assist us in the development and testing of our products. We believe Celadrin® will continue to be our principal compound. We intend to expand the number of customers who use this compound in formulas and to develop other formulas for new customers.Manufacturing

InWe ~~addition~~develop toand ~~Celadrin®~~formulate proprietary, ~~which~~natural webased, ~~sell~~nutritional supplements, inover-the-counter ~~many~~topical ~~formulations~~creams ~~including~~and anskin ~~oral~~care ~~product,~~products abut ~~cream,~~do ~~and~~not amanufacture ~~pet~~any ~~product,~~of wethese ~~have~~products. ~~also~~We ~~developed~~currently purchase ~~other~~or ~~natural~~provide ~~based~~a ~~products~~license ~~designed~~to purchase the ingredients from suppliers for delivery to ~~address~~manufacturers ~~specific~~chosen ~~health~~by ~~issues,~~us. ~~including~~We ~~compounds~~have ~~and~~had in ~~formulations~~the ~~involving~~past aagreements ~~proprietary~~with ~~blend~~the sole supplier of ~~fruit~~Celadrin® ~~and~~to ~~vegetable~~purchase ~~extracts~~sufficient ~~which~~quantities ~~represented~~of ~~approximately~~the 3%compound ofto meet our ~~sales,~~anticipated needs. aWe ~~weight~~believe ~~loss~~our ~~product~~relationships ~~which~~with ~~represented~~a ~~approximately~~third-party 2%licensee and the supplier of ~~our~~the ~~sales,~~raw ~~and~~material ato ~~probiotic,~~the ~~BioGuard®,~~third-party ~~for~~licensee will ~~ear,~~continue ~~nose~~although ~~and~~we ~~throat~~can ~~protection~~give ~~which~~no ~~represented~~such ~~approximately~~assurance. ~~26%~~All ofother ~~our~~ingredients ~~sales~~can ~~for~~be ~~the~~obtained ~~year~~from ~~ended~~a ~~March~~number 31of suppliers, ~~2011~~although the loss of any supplier could adversely affect our business.

We ~~also~~use ~~are~~a atnumber ~~the~~of ~~early~~manufacturers ~~stage~~to ofcombine ~~developing~~ingredients ~~therapies~~furnished by ~~for~~our ~~the~~suppliers ~~treatment~~into ofour ~~inflammatory~~nutritional ~~conditions~~products. By outsourcing product manufacturing, ~~such~~we aseliminate ~~periodontal~~the ~~disease~~capital required to manufacture our own products and increase the flexibility of our manufacturing resources. We have ~~conducted~~written ~~in-vivo~~confidentiality and ~~in-vitro~~exclusivity ~~efficacy~~agreements with key manufacturers and ~~safety~~believe ~~studies~~suitable onreplacement ~~our~~manufacturers ~~drug~~are ~~compound~~available. ~~for~~However, the ~~treatment~~loss of ~~gum~~a ~~disease~~manufacturer ~~including~~could adversely ~~periodontitis~~affect our business.

~~Raw~~Marketing ~~Materials~~ and ~~Manufacturing~~Distribution

We ~~develop~~market ~~and~~our ~~formulate proprietary, natural based, nutritional supplements, over-the-counter topical creams and skin care~~ products ~~but do not manufacture any of these products. We currently purchase ingredients from suppliers for delivery~~ to ~~manufacturers~~customers ~~chosen by us. We have had~~ in ~~the~~multiple ~~past~~channels ~~agreements with our sole supplier~~ of ~~Celadrin® to purchase sufficient quantities of the compound to meet our anticipated needs~~ distribution. WeOur ~~believe~~marketing ~~our~~strategy ~~relationship~~consists ~~with this supplier will continue although we can give no such assurance. All other ingredients can be obtained from a number~~ of ~~suppliers, although the loss of any supplier could adversely affect our business.~~:

We· ~~use~~Continuing ~~a number of manufacturers~~ to ~~combine~~offer ~~ingredients furnished by~~ our ~~suppliers~~proprietary ~~into~~products ~~our~~to ~~nutritional~~existing ~~products.~~customers Bywhile ~~outsourcing~~seeking ~~product~~new ~~manufacture~~customers, weemphasizing ~~eliminate~~those ~~the~~engaged ~~capital~~in ~~required to manufacture our own products and increase~~ the ~~flexibility~~mass marketing of ~~our~~nutraceutical ~~manufacturing~~supplements ~~resources. We have written confidentiality~~ and ~~exclusivity~~other ~~agreements~~nutraceutical ~~with key manufacturers and believe suitable replacement manufacturers are available. However, the loss of a manufacturer could adversely affect our business.~~products;

~~Marketing~~· Continuing to assist our customers in designing new nutritional, topical, and ~~Distribution.~~skin care products using our formulations;

We· ~~market~~Continuing ~~our~~to ~~products~~design tomarketing ~~customers~~materials inand ~~multiple~~offering ~~channels~~other ofvalue ~~distribution.~~added ~~Our~~services ~~marketing~~to ~~strategy~~assist ~~consists~~customers in expanding their sales of: our product;

•· ~~Continuing~~Developing toand ~~offer~~offering ~~our~~new ~~proprietary~~ products to ~~existing~~direct ~~customers~~marketing ~~while~~and ~~seeking new customers, emphasizing those engaged in the~~ mass marketing ~~of nutraceutical supplements and other nutraceutical products~~companies;

7· Offering products for distribution through medical and nutritional oriented professionals;

•· ~~Continuing~~Licensing ~~to assist~~ our ~~customers~~proprietary inintellectual ~~designing~~property ~~new~~to ~~nutritional,~~third ~~topical, and skin care products using our formulations~~parties;

•· ~~Continuing~~Offering toproducts ~~design~~for ~~marketing~~distribution ~~materials~~through ~~and~~direct ~~offering~~response ~~other~~radio ~~value~~and ~~added services to assist customers in expanding their sales of our product;~~television.

•We ~~Developing~~will ~~and~~continue ~~offering~~to ~~new~~offer our customers a turnkey approach to their product needs. This approach emphasizes providing the customer with the support necessary to allow them to sell our products, including providing the scientific studies required by U.S. and foreign regulators, tailoring our product formulations specifically for each customer, obtaining approvals in foreign countries for our customers to ~~direct~~market there, providing full marketing support for the products, including product information, product descriptions and ~~mass~~arranging ~~marketing~~for ~~companies;~~manufacture and shipment of the products according to customer instructions.

~~• Offering products for distribution through medical and nutritional oriented professionals;~~6

•Approximate ~~Licensing~~sales ~~our~~by ~~proprietary~~principal ~~intellectual~~geographic ~~property~~area to(as ~~third~~a ~~parties;~~percentage of sales) for the period ended March 31, 2015 is as follows:

• Offering products for distribution through direct response radio and television.

	2015

Domestic sales		88.2	%

Foreign sales:
India		11.8
Total foreign sales		11.8

Total sales		100.0	%

WeAll ~~will~~of ~~continue to offer~~ our ~~customers~~operating aassets ~~turnkey~~are located ~~approach~~within tothe ~~their~~United ~~product needs~~States. ~~This~~While ~~approach~~sales ~~emphasizes~~to ~~providing~~certain ~~the~~geographic ~~customer~~areas ~~with~~generally ~~the~~vary ~~support~~from ~~necessary~~year to ~~allow them to sell our products~~year, ~~including~~we ~~providing~~do ~~the~~not ~~scientific~~expect ~~studies~~that changes ~~required by U.S. and foreign regulators, tailoring our product formulations specifically for each customer, obtaining approvals~~ in ~~foreign countries for our customers to market there, providing full marketing support for~~ the ~~products,~~geographic ~~including~~composition ~~product~~of ~~information,~~sales ~~product~~will ~~descriptions~~have ~~and~~a ~~arranging~~material ~~for~~adverse ~~manufacture~~effect ~~and~~on ~~shipment of the products according to customer instructions~~operations.

~~Approximate~~Major ~~sales by principal geographic area (as a percentage of sales) for fiscal years ended March 31, 2011 and 2010 were as follows:~~Customers

	2011			2010
Domestic sales		96.0	%		76.5	%
Foreign sales:
Japan		0.5			15.1
India		1.2			1.3
United Kingdom		-			0.7
Canada		1.9			0.4
Australia		0.4			6.0
Total foreign sales		4.0			23.5
Total sales		100.0	%		100.0	%

During the period ended March 31, 2015, we had sales to the following customers which represented greater than 10% of our revenue:

All of our operating assets are located within the United States. While sales to certain geographic areas generally vary from year to year, we do not expect that changes in the geographic composition of sales will have a material adverse effect on operations.

	March 31,
	2015

Proprietary Nutritionals, Inc.	$	557,101
Cymbiotics		96,900
Unicity		89,607

~~Major~~While ~~Customers~~sales to certain customers generally vary from year to year, the loss of one or more of our major customers, unless replaced by similar customers, could have a material adverse effect on our operations and our ability to generate income.

~~During the two years ended March 31, 2011 and 2010, we had sales to the following customers which represented greater than 10% of our annual revenue:~~Competition

8The nutritional supplement and skin care industries are large and intensely competitive. We compete generally with companies that manufacture and market competitive nutritional products in each of our product lines, including companies such as Twin Labs, Weider Nutrition, IVC Industries and Perrigo. We also compete with companies that supply nutritional products to direct distribution companies, such as Leiner Health, Natural Alternatives and Vitatech. We also compete with companies that develop and sell skin care products, such as West Coast Cosmetics, CA Botana and Cosmetic Products International. Competitive factors in the nutritional supplement and skin care markets include product effectiveness, scientific validation, proprietary formulations, price, quality of products, reliability of product delivery and marketing services offered to customers. We believe we compete favorably with respect to each of these factors. Nevertheless, most of our competitors have longer operating histories, wider product offerings, greater name recognition and financial resources than do we. However, we believe our turnkey approach of offering our customers significant regulatory and marketing support, as well as unique, scientifically validated products, improves our competitive position.

	March 31,
	2011		2010
Costco	$	3,829,242	$	2,805,390
Proprietary Nutritionals, Inc.		1,026,488		-
Gold Wind		-		994,172

~~While~~Government sales to certain customers generally vary from year to year, the loss of one or both of our major customers, unless replaced by similar customers, could have a material adverse effect on our operations and our ability to generate income.Regulation

~~Competition~~In both the United States and foreign markets, we are subject to extensive laws and governmental regulations at the federal, state and local levels. For example, we are subject, directly or indirectly, to regulations pertaining to:

~~The~~· ~~nutritional~~Dietary supplement and skin care industries are large and intensely competitive. We compete generally with companies that manufacture and market competitive nutritional products in each of our product lines, including companies such as Twin Labs, Weider Nutrition, IVC Industries and Perrigo. We also compete with companies that supply nutritional products to direct distribution companies, such as Leiner Health, Natural Alternatives and Vitatech. We also compete with companies that develop and sell skin care products, such as West Coast Cosmetics, CA Botana and Cosmetic Products International. Competitive factors in the nutritional supplement and skin care markets include product effectiveness, scientific validation, proprietary formulations, price, quality of products, reliability of product delivery and marketing services offered to customers. We believe we compete favorably with respect to each of these factors. Nevertheless, most of our competitors have longer operating histories, wider product offerings, greater name recognition and financial resources than do we. However, we believe our turnkey approach of offering our customers significant regulatory and marketing support, as well as unique, scientifically validated products, improves our competitive position.ingredients;

~~Government~~· ~~Regulation~~The manufacturing, packaging, labeling, promotion, distribution, importation, sale and storage of our products;

In· ~~both~~Product ~~the~~claims, ~~United~~labeling ~~States~~ and ~~foreign~~advertising ~~markets,~~(including wedirect ~~are~~claims ~~subject~~and toadvertising ~~extensive~~by ~~laws~~us ~~and~~as ~~governmental~~well ~~regulations~~as atclaims ~~the~~in ~~federal,~~labeling ~~state~~ and ~~local~~advertising ~~levels.~~by ~~For example~~others, wefor ~~are~~which ~~subject,~~we ~~directly~~may orbe ~~indirectly,~~held ~~to regulations pertaining to:~~responsible);

•· ~~Dietary~~Transfer ~~ingredients~~pricing and similar regulations that affect the level of foreign taxable income and customs duties; and

•· ~~The manufacturing~~Taxation, ~~packaging,~~which ~~labeling,~~in ~~promotion,~~some ~~distribution,~~instances ~~importation,~~may ~~sale~~impose ~~and~~an ~~storage~~obligation ofon ~~our~~us ~~products;~~to collect taxes and maintain appropriate records.

•The ~~Product~~dietary ~~claims~~ingredients, manufacturing, packaging, storing, labeling, advertising, promotion, distribution and ~~advertising~~sale (of our products are subject to regulation by one or more governmental agencies, including ~~direct~~the ~~claims~~Food and ~~advertising~~Drug Administration, the Federal Trade Commission, the Consumer Product Safety Commission, the Department of Agriculture, the Department of Customs, the Patent and Trademark Office, and the Environmental Protection Agency. Our activities are, or may be, regulated by usvarious asagencies ~~well~~of asthe ~~claims~~states, localities and foreign countries in which our products are manufactured, distributed and/or sold. The FDA, in particular, regulates the ingredients, manufacture, packaging, storage, labeling, promotion, distribution and ~~advertising~~sale of foods, dietary supplements and over-the-counter drugs, such as those we distribute. We and our suppliers are required by ~~others~~FDA regulations to meet relevant current good manufacturing practice guidelines for the preparation, packing and storage of foods and drugs. The FDA has also published proposed rules for ~~which~~the weestablishment ~~may~~of good manufacturing practices for dietary supplements, but it has not yet issued a proposal rule. The FDA conducts unannounced inspections of companies that manufacture, distribute and sell dietary supplements, issues warning letters for rule violations found during these inspections and refers matters to the U.S. Attorney and Justice Department for prosecution under the Federal Food, Drug and Cosmetic Act. There can be ~~held~~no ~~responsible);~~assurance that the FDA will not question our labeling or other operations in the future.

•The ~~Transfer~~Dietary ~~pricing~~Supplement Health and ~~similar~~Education ~~regulations~~Act ~~that~~revised ~~affect~~ the provisions ~~level~~governing dietary ingredients and labeling of ~~foreign~~dietary ~~taxable~~supplements. ~~income~~The legislation created a new statutory class of "dietary supplements." This new class includes vitamins, minerals, herbs, botanicals, and ~~customs~~other ~~duties;~~dietary substances to supplement the daily diet, and concentrates, metabolites, constituents, extracts and combinations thereof. The legislation requires no federal pre-market approval for the sale of dietary ingredients that were on the market before October 15, 1994. Since cetylated fatty acids, the primary ingredient in Celadrin®, were on the market prior to October 15, 1994, we have not been required to provide the FDA with any proof as to safety or efficacy of Celadrin®. Dietary ingredients first marketed after October 15, 1994 may not be distributed or marketed in interstate commerce unless:

•· ~~Taxation,~~The ~~which~~manufacturer has proof that the dietary ingredient has been present in ~~some~~the ~~instances~~food ~~may~~supply ~~impose~~as an ~~obligation~~article onused usfor tofood ~~collect~~and ~~taxes~~in ~~and~~a ~~maintain~~form ~~appropriate~~in ~~records.~~which the food has not been chemically altered, or

9· The manufacturer supplies the FDA with proof to the FDA's satisfaction of the dietary ingredient's safety.

The dietary ingredients, manufacturing, packaging, storing, labeling, advertising, promotion, distribution and sale of our products are subject to regulation by one or more governmental agencies, including the Food and Drug Administration, the Federal Trade Commission, the Consumer Product Safety Commission, the Department of Agriculture, the Department of Customs, the Patent and Trademark Office, and the Environmental Protection Agency. Our activities are, or may be, regulated by various agencies of the states, localities and foreign countries in which our products are manufactured, distributed and/or sold. The FDA, in particular, regulates the ingredients, manufacture, packaging, storage, labeling, promotion, distribution and sale of foods, dietary supplements and over-the-counter drugs, such as those we distribute. We and our suppliers are required by FDA regulations to meet relevant current good manufacturing practice guidelines for the preparation, packing and storage of foods and drugs. The FDA has also published proposed rules for the establishment of good manufacturing practices for dietary supplements, but it has not yet issued a proposal rule. The FDA conducts unannounced inspections of companies that manufacture, distribute and sell dietary supplements, issues warning letters for rule violations found during these inspections and refers matters to the U.S. Attorney and Justice Department for prosecution under the Federal Food, Drug and Cosmetic Act. There can be no assurance that the FDA will not question our labeling or other operations in the future.8

~~The~~Manufacturers ~~Dietary Supplement Health~~ and ~~Education~~distributors ~~Act revised the provisions governing dietary ingredients and labeling~~ of dietary supplements. ~~The~~may ~~legislation~~include statements ~~created a new statutory class~~ of ~~"dietary~~nutritional ~~supplements." This new class includes vitamins~~support, ~~minerals,~~including ~~herbs,~~structure ~~botanicals,~~ and ~~other~~function ~~dietary substances to supplement the daily diet~~claims, ~~and~~on ~~concentrates,~~labels ~~metabolites, constituents, extracts~~ and combinations thereof. The legislation requires no federal pre-market approval for the sale of dietary ingredients that were on the market before October 15, 1994. Since cetylated fatty acids, the primary ingredient in ~~Celadrin®,~~advertising were on the market prior to October 15, 1994, we have not been required to provide the FDA with any proof as to safety or efficacy of Celadrin®. Dietary ingredients first marketed after October 15, 1994 may not be distributed or marketed in interstate commerce unlessif:

•· The ~~manufacturer~~claims ~~has~~are ~~proof~~corroborated ~~that~~by ~~the~~"competent ~~dietary~~and ~~ingredient~~reliable ~~has~~scientific ~~been~~evidence" ~~present~~consistent inwith ~~the~~FTC ~~food~~standards ~~supply as an article used~~ for ~~food~~advertising ~~and in a form in which the food has not been chemically altered, or~~review;

•· The ~~manufacturer~~claims ~~supplies~~for ~~the~~labels ~~FDA~~and ~~with~~labeling ~~proof~~are tofiled in a certified notice with the FDA's ~~satisfaction~~no oflater ~~the~~than ~~dietary~~30 ~~ingredient's~~days ~~safety.~~after first market use of the claims;

~~Manufacturers~~· ~~and~~The ~~distributors~~manufacturer ofretains ~~dietary~~substantiation ~~supplements~~that ~~may~~the ~~include statements of nutritional support, including structure and function~~ claims, onare ~~labels~~truthful and ~~in advertising if:~~non-misleading;

•· ~~The~~Each ~~claims~~claim ~~are~~on ~~corroborated~~labels byand ~~"competent~~in ~~and~~labeling ~~reliable~~is ~~scientific~~cross-referenced ~~evidence"~~by ~~consistent~~an ~~with~~asterisk ~~FTC~~to ~~standards~~a ~~for~~mandatory ~~advertising~~FDA ~~review;~~disclaimer.

• The ~~claims~~majority ~~for~~of ~~labels~~the ~~and~~products ~~labeling~~marketed, or proposed to be marketed, by us are ~~filed~~classified inas adietary ~~certified~~supplements. ~~notice~~In ~~with~~September 1997, the FDA noissued ~~later~~regulations ~~than~~governing 30the ~~days~~labeling ~~after~~and ~~first~~marketing of ~~market~~dietary ~~use~~supplement ofproducts. ~~the~~The ~~claims;~~regulations cover:

•· The ~~manufacturer~~identification ~~retains~~of ~~substantiation~~dietary ~~that~~supplements ~~the~~and ~~claims~~their ~~are~~nutrition ~~truthful~~ and ~~non-misleading~~ingredient labeling;

•· ~~Each~~The ~~claim~~terminology onto ~~labels~~be ~~and~~used infor ~~labeling~~nutrient iscontent ~~cross-referenced~~claims, byhealth anclaims ~~asterisk~~and tostatements aof ~~mandatory~~nutritional ~~FDA~~support, ~~disclaimer.~~including structure and function claims;

~~The~~· ~~majority~~Labeling ofrequirements ~~the~~for ~~products marketed, or proposed to be marketed, by us are classified as~~ dietary supplements. Infor ~~September~~which ~~1997,~~"high ~~the~~potency" ~~FDA issued regulations governing the labeling~~ and ~~marketing~~"antioxidant" ofclaims ~~dietary~~are ~~supplement products. The regulations cover:~~made;

•· ~~The~~Notification ~~identification~~procedures for statements of ~~dietary~~nutritional ~~supplements~~support, including structure and ~~their~~function ~~nutrition~~claims, on dietary supplement labels and ~~ingredient~~in their labeling;

•· ~~The~~Pre-market ~~terminology~~notification toprocedures ~~be used~~ for ~~nutrient~~new ~~content~~dietary ~~claims,~~ingredients ~~health~~in ~~claims~~dietary ~~and statements of nutritional support, including structure and function claims;~~supplements.

•Dietary ~~Labeling~~supplements ~~requirements~~are subject to federal laws dealing with drugs and regulations imposed by the FDA. Those laws regulate, among other things, health claims, ingredient labeling and nutrition content claims characterizing the level of nutrient in the product. They also prohibit the use of any health claim for dietary supplements, ~~for~~unless ~~which~~the ~~"high~~health ~~potency"~~claim is supported by significant scientific agreement and ~~"antioxidant"~~is pre-approved by the FDA. A federal court has ruled that the FDA must authorize health claims presented to the agency in health claims petitions unless they are ~~made;~~inherently misleading and must rely on disclaimers to eliminate any potentially misleading connotation conveyed by a claim. The court also held that even claims not supported by significant scientific agreement must be allowed if disclaimers can correct misleading connotations.

•Prior ~~Notification~~to ~~procedures~~permitting ~~for~~sales ~~statements~~ of ~~nutritional~~our ~~support~~products in foreign markets, we ~~including~~may ~~structure~~be ~~and~~required ~~function~~to ~~claims~~obtain an approval, onlicense ~~dietary~~or ~~supplement~~certification ~~labels~~from the country's ministry of health or comparable agency. The approval process generally would require us to present each product and product ingredient to appropriate regulators and, in some ~~their~~instances, arrange for testing of products by local technicians for ingredient analysis. These approvals may be conditioned on reformulation of our products or may be unavailable with respect to certain products or certain ingredients. We must also comply with product labeling; and packaging regulations that vary from country to country.

10The Federal Trade Commission, which exercises jurisdiction over the marketing practices and advertising of products similar to those we offer, has in the past several years instituted enforcement actions against several dietary supplement companies for deceptive marketing and advertising practices. These enforcement actions have frequently resulted in consent orders and agreements. In certain instances, these actions have resulted in the imposition of monetary redress requirements. Importantly, the commission requires that "competent and reliable scientific evidence" corroborate each claim of health benefit made in advertising before the advertising is first made. A failure to have that evidence on hand at the time an advertisement is first made violates federal law. While we have not been the subject of an enforcement action for the advertising of our products, there can be no assurance that this agency will not question our advertising or other operations in the future.

~~• Pre-market notification procedures for new dietary ingredients in dietary supplements.~~9

~~Dietary~~We ~~supplements~~believe we are ~~subject~~in tocompliance ~~federal laws dealing~~ with ~~drugs~~all ~~and~~material government regulations ~~imposed~~which byapply ~~the~~to ~~FDA~~our products. ~~Those laws regulate~~However, ~~among~~we ~~other~~are ~~things,~~unable ~~health~~to ~~claims,~~predict ~~ingredient labeling and nutrition content claims characterizing~~ the ~~level~~nature of ~~nutrient~~any infuture ~~the~~laws, ~~product.~~regulations, ~~They~~interpretations or ~~also~~applications, ~~prohibit~~nor ~~the~~can ~~use~~we ofpredict ~~any~~what ~~health~~effect ~~claim~~additional ~~for~~governmental ~~dietary~~regulations ~~supplements,~~or ~~unless~~administrative ~~the~~orders, ~~health~~when ~~claim~~and isif ~~supported~~promulgated, would byhave ~~significant~~on ~~scientific~~our ~~agreement~~business ~~and~~in ~~is pre-approved by~~ the ~~FDA~~future. AThese ~~federal~~future ~~court~~changes ~~has~~could, ~~ruled~~however, ~~that~~require the ~~FDA~~reformulation ~~must~~or ~~authorize~~elimination ~~health~~of ~~claims~~certain products; ~~presented~~imposition toof ~~the~~additional ~~agency~~record inkeeping ~~health~~and ~~claims~~documentation ~~petitions~~requirements; ~~unless~~imposition ~~they~~of ~~are~~new ~~inherently~~federal ~~misleading~~reporting and ~~must~~application requirements; ~~rely~~modified onmethods ~~disclaimers~~of toimporting, ~~eliminate~~manufacturing, ~~any~~storing ~~potentially~~or ~~misleading~~distributing ~~connotation~~certain ~~conveyed~~products; byand aexpanded ~~claim.~~or ~~The~~different labeling ~~court~~and ~~also~~substantiation ~~held~~requirements ~~that~~for ~~even~~certain ~~claims~~products ~~not~~and ~~supported~~ingredients. byAny ~~significant~~or ~~scientific~~all ~~agreement~~of ~~must~~these berequirements ~~allowed~~could ifharm ~~disclaimers can correct misleading connotations~~our business.

~~Prior~~Trademarks to permitting sales of our products in foreign markets, we may be required to obtain an approval, license or certification from the country's ministry of health or comparable agency. The approval process generally would require us to present each product and product ingredient to appropriate regulators and, in some instances, arrange for testing of products by local technicians for ingredient analysis. These approvals may be conditioned on reformulation of our products or may be unavailable with respect to certain products or certain ingredients. We must also comply with product labeling and packaging regulations that vary from country to country.Patents

~~The~~We ~~Federal~~received ~~Trade~~a ~~Commission,~~trademark which exercises jurisdiction over the marketing practices and advertising of products similar to those we offer, has in the past several years instituted enforcement actions against several dietary supplement companies for deceptive marketing and advertising practices. These enforcement actions have frequently resulted in consent orders and agreements. In certain instances, these actions have resulted in the imposition of monetary redress requirements. Importantly, the commission requires that "~~competent and reliable scientific evidence~~Celadrin" ~~corroborate each claim of health benefit made~~ in ~~advertising before the advertising is first made~~February 2002. A failure to have that evidence on hand at the time an advertisement is first made violates federal law. While we have not been the subject of an enforcement action for the advertising of our products, there can be no assurance that this agency will not question our advertising or other operations in the future.

WeIn ~~believe~~April ~~we are in compliance with all material government regulations which apply to our products. However~~2009, we ~~are~~were ~~unable~~conveyed toownership ~~predict the nature~~ of ~~any~~U.S. ~~future~~Patent ~~laws~~5, ~~regulations~~569, ~~interpretations or applications, nor can we predict what effect additional governmental regulations or administrative orders, when and if promulgated, would have on our business in the future~~676. This ~~These~~patent ~~future~~is ~~changes~~a ~~could,~~method ~~however,~~for ~~require~~alleviating the ~~reformulation~~symptoms ~~or elimination~~ of ~~certain~~non-rheumatoid ~~products;~~arthritis ~~imposition~~by ofadministering ~~additional~~to ~~record~~the ~~keeping~~afflicted ~~and~~subject ~~documentation~~a ~~requirements;~~therapeutically effective ~~imposition~~amount of ~~new~~cetyl ~~federal~~myristoleate ~~reporting~~either ~~and application requirements; modified methods of importing~~orally, ~~manufacturing~~topically, ~~storing~~ or ~~distributing certain products; and expanded or different labeling and substantiation requirements for certain products and ingredients~~parenterally. ~~Any or all of these requirements could harm our business.~~

~~Trademarks~~In November 2009 we were issued U.S. Patent 7,612,111. This patent claims a method of treating periodontal disease comprising administering an effective amount of a composition comprising a cetylated fatty acid and ~~Patents~~a carrier or an excipient to a subject- mammal, human, canine or feline- in need of such treatment selected from a specific group of cetylated acids and administered from a specific group of carriers. There can be no assurance that others may not develop compounds superior to those covered by this patent.

WeIn ~~received~~August 2010 we were issued U.S. Patent 7,776,914. This patent claims a ~~trademark~~method ~~for~~of ~~"Celadrin"~~treating periodontal disease comprising administering an effective amount of a composition comprising a cetylated fatty acid to a subject- mammal, human, canine or feline- in ~~February~~need ~~2002~~of such treatment selected from a specific group of cetylated acids. There can be no assurance that others may not develop compounds superior to those covered by this patent.

In April 2009, we were conveyed ownership of U.S. Patent 5,569,676. This patent is a method for alleviating the symptoms of non-rheumatoid arthritis by administering to the afflicted subject a therapeutically effective amount of cetyl myristoleate either orally, topically, or parenternally.Employees

InAt ~~November~~March ~~2009 we were issued U.S. Patent 7~~31,~~612,111. This~~ ~~patent is directed to compositions comprising lecithin~~2015, ~~olive~~we ~~oil,~~had ~~esterified~~3 ~~fatty~~full-time ~~acids~~ and ~~mixed~~2 ~~tocophenols~~part-time ~~for use in the treatment and prevention of various types of arthritis and other inflammatory joint conditions~~employees, including ~~periodontal~~our ~~diseases~~executive ~~and psoriasis, which avoid many of the side effects associated with known treatments~~officers. The compositions have the advantage of increased stability, a reduction of arachidonic acid in cells, a reduction in eicosanoid production and enhanced cell regulation and communication. The invention also discloses methods for using the compositions for treatment and prevention. There can be no assurance that others may not develop compounds superior to those covered by this patent.

11ITEM 1A. RISK FACTORS.

~~Employees~~You should consider the following discussion of risks as well as other information regarding our common stock. The risks and uncertainties described below are not the only ones. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our business operations. If any of the following risks actually occur, our business could be harmed.

AtThere ~~March~~Is ~~31,~~Only ~~2011,~~One weSupplier ~~had~~for 7Celadrin®. ~~full-time~~If ~~employees~~We ~~and~~Are 6Unable to ~~part-time~~Purchase ~~consultants~~Celadrin® from This Supplier, ~~including~~Our ~~our~~Business ~~executive~~Would ~~officers~~Be Harmed.

~~ITEM~~There 1Ais only one supplier for the esterified fatty acid compound used in Celadrin®, which is used in all of our products. ~~RISK~~We ~~FACTORS~~will rely upon Celadrin® to expand our product lines and revenue in the future. If the supplier goes out of business or elects for any reason not to supply our third-party licensee with the esterified fatty acid compound, we would have to find another supplier or suffer a significant reduction in our revenue.

You should consider the following discussion of risks as well as other information regarding our common stock. The risks and uncertainties described below are not the only ones. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our business operations. If any of the following risks actually occur, our business could be harmed.10

~~There~~We IsRely ~~Only~~upon ~~One~~a ~~Supplier~~Limited ~~for~~Number ~~Celadrin®.~~of IfCustomers Wethe ~~Are~~Loss ~~Unable~~of toWhich Would ~~Purchase~~Reduce ~~Celadrin® from This Supplier,~~ Our ~~Business~~Revenue ~~Would~~and BeAny ~~Harmed~~Earnings.

~~There~~Our islargest ~~only~~customers ~~one~~accounted ~~supplier~~ for ~~Celadrin®~~68%, ~~which we use in approximately 69~~12% ~~of our products~~ and ~~which represented approximately 69~~11% of our net sales for the ~~year~~period ended March 31, ~~2011~~2015. WeThe ~~will~~loss ~~rely~~of ~~upon~~any ~~Celadrin®~~of tothese ~~expand~~customers ~~our~~could ~~product~~significantly ~~lines~~reduce ~~and~~our revenue inand ~~the~~adversely affect ~~future. If~~ our ~~Celadrin®~~cash ~~supplier~~flow ~~goes~~and ~~out of business or elects for any reason not to supply us with Celadrin®~~earnings, weif ~~would have to find another Celadrin® supplier or suffer a significant reduction in our revenue~~any.

We ~~Rely~~Have ~~upon~~ a ~~Limited~~Licensing ~~Number~~Model ofto ~~Customers~~Generate ~~the~~Revenue ~~Loss of~~ Which ~~Would~~Could Impact ~~Reduce~~ Our Revenue and ~~Any Earnings~~Profitability.

Our ~~largest~~business ~~customers~~model ~~accounted~~changed ~~for~~from ~~54%~~exclusively ~~and~~selling ~~14%~~products directly ofto ~~our~~wholesalers, ~~net~~retailers, ~~sales~~and ~~for~~customers to additionally licensing the ~~year~~sale ~~ended~~of ~~March~~our ~~31,~~products ~~2011~~to ~~and~~third ~~42%~~parties. ~~and~~This ~~15%~~business model ~~for~~requires the ~~year~~third ~~ended~~parties ~~March~~to ~~31,~~commit ~~2010. The~~to ~~loss~~such ofan ~~any~~agreement ofand ~~these~~to ~~customers~~successfully ~~could~~sell ~~significantly~~products ~~reduce~~with our ~~revenue~~technologies. ~~and~~If ~~adversely~~third-party licensees ~~affect~~are not successful at generating revenue, our licensing revenue, cash flow and earnings, if any, could be adversely affected.

We ~~Have~~Rely ~~Recently~~upon ~~Changed~~Other toOutside aSuppliers ~~Licensing Model~~ to ~~Generate~~Produce ~~Revenue~~Our Products Which Could ~~Impact~~Delay Our ~~Revenue~~Product ~~and Profitability~~Deliveries.

~~Our~~All ~~business~~of ~~model~~our ~~has~~products ~~changed~~are ~~from~~produced ~~exclusively~~by ~~selling~~outside ~~products~~manufacturers ~~directly~~who process toingredients ~~wholesalers,~~provided ~~retailers, and customers~~ to ~~additionally~~them ~~licensing~~by ~~the~~our ~~sale~~suppliers ofand ~~our~~with ~~products~~whom towe ~~third~~have ~~parties~~contracts. ~~This~~Our ~~business~~profit ~~model~~margins ~~requires~~and ~~the~~our ~~third~~ability ~~parties~~ to ~~commit~~deliver products toon ~~such~~a antimely ~~agreement~~basis ~~and~~are todependent ~~successfully~~upon ~~sell~~these ~~products~~manufacturers ~~with~~and ~~our technologies~~suppliers. We ~~have~~Should ~~not~~any ~~achieved~~of ~~similar~~these ~~significant~~manufacturers ~~revenue~~or ~~producing~~suppliers fail ~~license~~to ~~deals~~provide inus ~~the~~with ~~past. If~~product, we ~~are~~would ~~not~~be ~~successful~~required atto ~~implementing~~obtain anew ~~licensing~~manufacturers ~~model~~and suppliers, ~~our~~which ~~revenues,~~would ~~cash~~be ~~flow~~costly and ~~earnings,~~time consuming ifand ~~any,~~ could bedelay ~~adversely~~our ~~affected~~product deliveries.

WeProduct ~~Rely~~Liability ~~upon~~Claims ~~Other~~Against ~~Outside~~Us ~~Suppliers to Produce Our Products Which~~ Could ~~Delay~~Be ~~Our Product Deliveries~~Costly.

~~All~~Some of our ~~products~~nutritional ~~are~~supplements ~~produced~~contain bynewly-introduced ingredients ~~outside~~or ~~manufacturers~~combinations ~~who~~of ~~process~~ ingredients, ~~provided~~and towe ~~them~~have bylittle ~~our~~long-term ~~suppliers~~health ~~and~~information ~~with~~about ~~whom~~individuals weconsuming ~~have~~those ~~contracts~~ingredients. If ~~Our~~any ~~profit~~of ~~margins~~these ~~and~~products ~~our~~were ~~ability~~thought or proved to ~~deliver~~be ~~products~~harmful, onwe acould ~~timely~~be ~~basis~~subject ~~are~~to ~~dependent~~litigation. ~~upon~~Although ~~these~~we ~~manufacturers~~carry ~~and~~product ~~suppliers.~~liability insurance ~~Should~~in ~~any~~the face amount of ~~these~~$1,000,000 ~~manufacturers~~per oroccurrence and $2,000,000 in the aggregate and require our suppliers ~~fail~~and manufacturers to ~~provide~~include us ~~with~~as ~~product,~~insured weparties ~~would~~on betheir ~~required~~product toliability ~~obtain~~insurance ~~new~~policies, ~~manufacturers~~our ~~and~~coverage ~~suppliers,~~may ~~which~~not ~~would~~ be ~~costly~~adequate ~~and~~to ~~time~~protect ~~consuming~~us from ~~and~~potential ~~could~~product ~~delay~~liability ~~our~~claims ~~product~~and ~~deliveries~~costs of defense.

12We Are Subject to Intense Competition from Other Nutritional Supplement Marketers Which Could Reduce Our Revenue and Profit Margins.

~~Product~~Competition ~~Liability~~in ~~Claims~~the ~~Against~~nutritional Ussupplement ~~Could~~market Beis ~~Costly~~intense. We compete with numerous companies that have longer operating histories, more products and greater name recognition and financial resources than we do. In order to compete, we could be forced to lower our product prices, which would reduce our revenue and profit margins.

~~Some~~We ofAre ~~our~~Highly ~~nutritional supplements contain newly-introduced ingredients or combinations of ingredients~~Regulated, ~~and~~Which weIncreases ~~have~~Our ~~little~~Costs ~~long-term health information about individuals consuming those ingredients. If any~~ of ~~these products were thought or proved to be harmful, we could be subject to litigation~~Doing Business. Although we carry product liability insurance in the face amount of $1,000,000 per occurrence and $2,000,000 in the aggregate and require our suppliers and manufacturers to include us as insured parties on their product liability insurance policies, our coverage may not be adequate to protect us from potential product liability claims and costs of defense.

We ~~Are~~are ~~Subject~~subject to ~~Intense~~laws ~~Competition from Other Nutritional Supplement Marketers Which Could Reduce Our Revenue~~ and ~~Profit~~regulations ~~Margins.~~which cover:

~~Competition~~· in the ~~nutritional~~formulation, ~~supplement~~manufacturing, ~~market~~packaging, islabeling, ~~intense.~~distribution, ~~We compete with numerous companies that have longer operating histories~~importation, ~~more~~sale ~~products~~ and ~~greater~~storage ~~name~~of ~~recognition and financial resources than we do. In order to compete, we could be forced to lower~~ our ~~product prices, which would reduce our revenue and profit margins.~~products;

~~We Are Highly Regulated, Which Increases Our Costs of Doing Business.~~11

We· ~~are~~the ~~subject~~health toand ~~laws~~safety ~~and~~of ~~regulations~~food ~~which~~and ~~cover:~~drugs;

•· ~~the~~trade ~~formulation,~~practice ~~manufacturing, packaging, labeling, distribution, importation, sale~~ and ~~storage~~direct ofselling ~~our products~~laws; and

•· ~~the~~product ~~health~~claims and ~~safety~~advertising ofby ~~food~~us; ~~and~~or ~~drugs;~~for which we may be held responsible.

•Compliance ~~trade~~with ~~practice~~these laws and ~~direct~~regulations ~~selling~~is time consuming and expensive. Moreover, new regulations could be adopted that would severely restrict the products we sell or our ability to continue our business. We are unable to predict the nature of any future laws, regulations, interpretations or applications, nor can we predict what effect additional governmental regulations or administrative orders, when and if promulgated, would have on our business in the future. These future changes could, however, require the reformulation or elimination of certain products; imposition of additional record keeping and documentation requirements; imposition of new federal reporting and application requirements; modified methods of importing, manufacturing, storing or distributing certain products; and expanded or different labeling and substantiation requirements for certain products and ingredients. Any or all of these requirements could harm our business.

•There ~~product~~Are ~~claims~~Limitations ~~and~~on ~~advertising~~the byLiability ~~us;~~of orOur ~~for~~Officers ~~which~~and Directors weWhich ~~may~~May beRestrict ~~held~~Our ~~responsible~~Stockholders from Bringing Claims.

~~Compliance~~Our ~~with~~Bylaws ~~these~~substantially ~~laws~~limit ~~and regulations is time consuming and expensive. Moreover, new regulations could be adopted that would severely restrict~~ the ~~products~~liability weof ~~sell or~~ our ~~ability~~officers and todirectors ~~continue our business. We are unable~~ to ~~predict~~us ~~the nature of any future laws, regulations, interpretations or applications, nor can we predict what effect additional governmental regulations or administrative orders, when~~ and ~~if promulgated, would have on~~ our ~~business~~stockholders infor ~~the~~negligence ~~future. These future changes could, however, require the reformulation or elimination of certain products; imposition of additional record keeping~~ and ~~documentation~~breach ~~requirements; imposition~~ of ~~new~~fiduciary ~~federal reporting and application requirements; modified methods of importing, manufacturing, storing~~ or ~~distributing~~other ~~certain~~duties ~~products;~~to ~~and~~us. ~~expanded~~This orlimitation ~~different~~may ~~labeling~~prevent stockholders ~~and~~from ~~substantiation~~bringing ~~requirements~~claims ~~for~~against ~~certain~~our ~~products~~officers and ~~ingredients.~~directors ~~Any~~in orthe ~~all of these requirements could harm our business~~future.

~~There~~Shares ~~Are~~of ~~Limitations~~Our onCommon ~~the~~Stock ~~Liability~~Which ofAre ~~Our~~Eligible ~~Officers~~for ~~and~~Sale ~~Directors~~by Our ~~Which~~Stockholders May ~~Restrict~~Decrease ~~Our~~the ~~Stockholders~~Price ~~from~~of ~~Bringing~~Our ~~Claims~~Common Stock.

~~Our~~As ~~Bylaws~~of ~~substantially~~March ~~limit~~31, ~~the~~2015, ~~liability~~we ofhave ~~our~~28,272,955 ~~officers~~common ~~and~~shares ~~directors~~outstanding which toare usfreely ~~and~~tradable ~~our~~or ~~stockholders~~saleable ~~for~~under ~~negligence~~Rule ~~and~~144. ~~breach~~We ofalso ~~fiduciary~~have oroutstanding ~~other~~common ~~duties~~stock warrants exercisable into up to ~~us.~~8,409,334 shares ~~This~~of ~~limitation~~common ~~may~~stock ~~prevent~~which ~~stockholders~~could ~~from~~become ~~bringing~~free ~~claims~~trading ~~against~~if exercised. If our ~~officers~~stockholders ~~and~~sell ~~directors~~substantial inamounts of our common stock, the ~~future~~market price of our common stock could decrease.

~~Shares~~There ofis ~~Our~~a ~~Common~~Limited ~~Stock~~but ~~Which~~Potentially ~~Are~~Volatile ~~Eligible~~Trading ~~for~~Market in ~~Sale~~Our byCommon ~~Our~~Stock, ~~Stockholders~~Which May ~~Decrease~~Adversely ~~the~~Affect ~~Price of~~ Our ~~Common~~ Stock Price.

AsOur ofcommon ~~March~~stock ~~31,~~trades ~~2011,~~on wethe ~~have~~Electronic ~~11,811,288~~Bulletin ~~common~~Board. ~~shares~~The Bulletin ~~outstanding~~Board ~~which~~tends ~~are~~to ~~freely~~be ~~tradable~~highly orilliquid, ~~saleable~~in ~~under~~part ~~Rule~~because ~~144. We~~there ~~also~~is ~~have~~no ~~outstanding~~national ~~common~~quotation ~~stock~~system ~~warrants~~by ~~and~~which ~~stock~~potential ~~options~~investors can ~~exercisable~~track ~~into~~the upmarket toprice ~~3,191,341~~of shares ofexcept ~~common~~through ~~stock~~information ~~which~~received ~~could~~or ~~become~~generated ~~free~~by ~~trading~~a iflimited ~~exercised~~number of broker-dealers that make a market in particular stocks. If ~~our~~There ~~stockholders~~is ~~sell~~a ~~substantial~~greater ~~amounts~~chance of ~~our~~market ~~common~~volatility ~~stock,~~for securities that trade on the ~~market~~Bulletin ~~price~~Board as ofopposed ~~our~~to ~~common~~a ~~stock~~national ~~could~~exchange ~~decrease~~or quotation system. This volatility may be caused by a variety of factors, including:

13· The lack of readily available price quotations;

~~There~~· isThe aabsence ~~Limited~~of ~~but~~consistent ~~Potentially~~administrative ~~Volatile~~supervision ~~Trading~~of ~~Market~~"bid" inand ~~Our~~"ask" ~~Common Stock, Which May Adversely Affect Our Stock Price.~~quotations;

~~Our~~· ~~common~~Lower ~~stock~~trading ~~trades~~volume; on the Electronic Bulletin Board. The Bulletin Board tends to be highly illiquid, in part because there is no national quotation system by which potential investors can track the market price of shares except through information received or generated by a limited number of broker-dealers that make a market in particular stocks. There is a greater chance of market volatility for securities that trade on the Bulletin Board as opposed to a national exchange or quotation system. This volatility may be caused by a variety of factors, including:and

•· ~~The~~Market ~~lack of readily available price quotations;~~conditions.

•There ~~The~~could ~~absence~~be wide fluctuations in the market price of ~~consistent~~our common ~~administrative~~stock. ~~supervision~~These fluctuations may have an extremely negative effect on the market price of ~~"bid"~~our securities and ~~"ask"~~may ~~quotations;~~prevent an investor from obtaining a market price equal to his purchase price when he attempts to sell our securities in the open market. In these situations, the investor may be required to either sell our securities at a market price which is lower than his purchase price, or to hold our securities for a longer period of time than he planned.

~~• Lower trading volume; and~~12

•Because ~~Market~~Our ~~conditions~~Common Stock Is Classified as "Penny Stock," Trading in it Could Be Limited, and Our Stock Price Could Decline.

~~There~~Our ~~could~~common bestock ~~wide~~falls ~~fluctuations~~under in the ~~market~~definition ~~price~~ of ~~our~~"penny ~~common~~ stock." since ~~These~~our ~~fluctuations~~net ~~may~~tangible ~~have~~assets anare ~~extremely~~below ~~negative~~$2,500,000. ~~effect~~As ona ~~the~~result, ~~market~~trading ~~price~~in of our ~~securities~~common ~~and~~stock ~~may~~can ~~prevent~~be anlimited ~~investor~~because ~~from~~broker-dealers are ~~obtaining~~required ato ~~market~~provide ~~price~~their ~~equal~~customers towith ~~his~~disclosure ~~purchase~~documents ~~price~~prior ~~when~~to heallowing ~~attempts~~them to ~~sell~~participate ~~our securities~~ in ~~the~~transactions ~~open~~involving our ~~market~~common stock. InThese ~~these~~disclosure ~~situations,~~requirements ~~the~~are ~~investor~~burdensome ~~may be required~~ to ~~either~~broker-dealers ~~sell~~and ~~our~~may ~~securities~~discourage atthem afrom ~~market~~allowing ~~price~~their ~~which~~customers to isparticipate ~~lower~~in ~~than~~transactions ~~his~~involving ~~purchase price, or to hold~~ our ~~securities~~common ~~for a longer period of time than he planned~~stock.

~~Because~~"Penny ~~Our~~stocks" ~~Common~~are ~~Stock~~equity ~~May~~securities Bewith ~~Classified~~a asmarket price ~~"Penny~~below ~~Stock~~$5.00 per share," ~~Trading~~other inthan ita ~~Could~~security Bethat ~~Limited~~is registered on a national exchange or included for quotation on the NASDAQ system, unless the issuer has net tangible assets of more than $2,000,000 and ~~Our~~has ~~Stock~~been ~~Price~~in ~~Could~~continuous ~~Decline~~operation for greater than three years. Issuers who have been in operation for less than three years must have net tangible assets of at least $5,000,000.

InRules ~~the~~promulgated ~~future,~~by ~~our~~the ~~common~~Securities ~~stock~~and ~~may~~Exchange ~~fall~~ Commission under ~~the~~Section ~~definition~~15(g) of ~~"penny~~the ~~stock"~~Exchange ifAct ~~our~~require ~~net tangible assets decline below $2,500,000. In such event, trading in our common stock would be limited because~~ broker-dealers ~~will~~engaging ~~be required to provide their customers with disclosure documents prior to allowing them to participate~~ in transactions ~~involving~~in ~~our~~penny ~~common~~stocks, ~~stock.~~to ~~These~~first ~~disclosure~~provide ~~requirements are burdensome~~ to ~~broker-dealers and may discourage them from allowing~~ their customers toa ~~participate~~series inof ~~transactions~~disclosures ~~involving~~and ~~our~~documents, ~~common stock.~~including:

~~"Penny~~· ~~stocks"~~A ~~are~~standardized ~~equity~~risk ~~securities~~disclosure ~~with~~document aidentifying ~~market price below $5.00 per share, other than a security that is registered on a national exchange or included for quotation on~~ the ~~NASDAQ~~risks ~~system,~~inherent ~~unless, as~~ in ~~our~~investment ~~case, the issuer has net tangible assets of more than $2,000,000 and has been~~ in ~~continuous~~penny ~~operation for greater than three years. Issuers who have been in operation for less than three years must have net tangible assets of at least $5,000,000.~~stocks;

~~Rules~~· ~~promulgated~~All bycompensation ~~the~~received ~~Securities~~by ~~and Exchange Commission under Section 15(g) of~~ the ~~Exchange Act require~~ broker-~~dealers~~dealer ~~engaging~~ in ~~transactions~~connection inwith ~~penny~~the ~~stocks, to first provide to their customers a series of disclosures and documents, including:~~transaction;

•· ACurrent ~~standardized~~quotation ~~risk~~prices ~~disclosure~~and ~~document~~other ~~identifying~~relevant ~~the~~market ~~risks inherent in investment in penny stocks~~data; and

•· ~~All~~Monthly ~~compensation~~account ~~received~~statements byreflecting the fair market value of the securities. In addition, these rules require that a broker-dealer obtain financial and other information from a customer, determine that transactions in ~~connection~~penny ~~with~~stocks are suitable for such customer and deliver a written statement to such customer setting forth the ~~transaction;~~basis for this determination.

•ITEM ~~Current~~1B. ~~quotation~~UNRESOLVED ~~prices~~STAFF ~~and other relevant market data; and~~COMMENTS.

14None

•ITEM ~~Monthly account statements reflecting the fair market value of the securities~~2. In addition, these rules require that a broker-dealer obtain financial and other information from a customer, determine that transactions in penny stocks are suitable for such customer and deliver a written statement to such customer setting forth the basis for this determinationPROPERTIES.

~~ITEM~~We 1Bconduct our corporate functions and manufacturing, product development, sales and marketing activities in San Diego, California. ~~UNRESOLVED~~We ~~STAFF~~rent ~~COMMENTS~~5,426 square feet of office space at 10845 Rancho Bernardo Road, Suite 105, San Diego, California 92127 under a three-year lease ending December 2015 for a monthly rent of $8,139. In addition we rent 4,575 square feet of distribution and storage space at 1420 Decision Street, Suite B, Vista, California 92083 under a month to month lease at a monthly rent of $2,049. This space is intended to meet our needs for the foreseeable future.

~~None~~13

ITEM 23. ~~PROPERTIES~~LEGAL PROCEEDINGS.

WeEmergence conduct our corporate functions and manufacturing, product development, sales and marketing activities in San Diego, California. We rent 5,426 square feet of office space at 10845 Rancho Bernardo Road, Suite 105, San Diego, California 92127 under a seven-year lease ending December 2012 for a monthly rent ranging from a current level of $12,244 increasing annually to $12,673 for the seventh year. The average monthly rent for the seven-year period is $11,212. In addition we rent 4,575 square feet of distribution and storage space at 1420 Decision Street, Suite B, Vista, California 92083 under a month to month lease at a monthly rent of $2,049. This space is intended to meet our needs for the foreseeable future.Bankruptcy

~~ITEM~~Imagenetix 3filed for protection under the United States Bankruptcy Code on December 12, 2012. ~~LEGAL~~During ~~PROCEEDINGS~~the period of time from December 12, 2012 to September 16, 2014 (the effective date of the Company’s Plan of Reorganization), the Company filed with the SEC on Form 8Ks portions of its Monthly Operating Reports as filed with the Bankruptcy Court.

The Company’s Plan of Reorganization was approved by the Court on September 10, 2014 with an effective date of September 16, 2014. The Plan of Reorganization included an issuance of common stock and warrants for cash, the acquisition of Periodyne, the issuance of common stock to pay professional fees incurred during the proceeding and a compromise to the claims of TriPharma ~~Suit~~and the unsecured creditors.

OnAs ~~April 30, 2010, TriPharma, Inc.,~~ a ~~customer~~result of ~~Imagenetix,~~the ~~filed~~issuance aof ~~legal~~common ~~action~~stock, in the ~~United~~Company ~~States~~was eligible ~~Southern~~to ~~District~~adopt ~~Court~~“fresh-start ofreporting” ~~California,~~which ~~case~~enabled ~~number~~the ~~10CV0933IEG,~~Company ~~related~~ to anreduce ~~Exclusive~~its ~~Marketing~~previous ~~and~~accumulated ~~Supply~~deficit ~~Agreement,~~to zero as ~~amended on June 19, 2008. TriPharma asserts that Imagenetix breached the terms~~ of the ~~Agreement~~effective ~~and~~date ~~seeks~~of ~~injunctive relief and unspecified damages. The Company denies~~ the ~~allegations~~Plan ~~and believes the claims to be frivolous and totally devoid~~ of ~~merit~~Reorganization. The ~~Company~~accompanying ~~has~~financial ~~retained~~statements ~~litigation~~reflect ~~counsel~~this ~~and~~election ~~intends to vigorously defend the claims. The amount~~and, ~~if any~~accordingly, ~~of ultimate liability with respect to~~ the ~~foregoing~~financial ~~cannot~~statements beare ~~determined.~~for ~~Despite~~ the ~~inherent~~period ~~uncertainties~~ of ~~litigation~~September 16, ~~the~~2014 ~~Company~~through atMarch ~~this~~31, ~~time~~2015 ~~does~~and do not ~~believe~~reflect ~~that~~comparative ~~TriPharma's~~statements for ~~claim~~any ~~will~~prior ~~have~~accounting aperiods. ~~material~~A ~~adverse~~reconciliation ~~impact~~of onthe ~~its~~“fresh-start ~~financial~~reporting” ~~condition,~~is ~~results~~included ofin ~~operations,~~Note ~~or cash flows~~3.

~~Nikken~~We ~~Suit~~will continue to report to the Bankruptcy Court until all claims are satisfied and we file a motion to conclude the case.

OnFrutarom April 29, 2011, Imagenetix filed a legal action in the United States Central District of California, case number CV11-3727GHK(VBKx), against Nikken Inc., Et. Al. including certain of Nikken’s affiliates and distributors. Imagenetix claims that the defendants infringed on its U.S. Patent No. 5,596,676 entitled “Method for the Treatment of Osteoarthritis” and entered into unfair competition under the Lanham Act. Imagenetix seeks damages of approximately $31,000,000 and injunctive relief among other claims. Nikken has not yet responded to this action.Suit

~~ITEM~~On 4November 21, 2012, Imagenetix filed a legal action in the United States Southern District of California, case number 12CV2823 GPC WMC against Frutarom USA, Inc. ~~RESERVED~~Imagenetix claims that the defendant is liable for unspecified damages related to a breach of contract, intentional and negligent misrepresentations, fraud and violation of a business and professional code as a result of sales of BLIS K12 from the defendant to Imagenetix.

15Currently, the sale of BLIS K12 is under review by the Federal Drug Administration. After the review, the Federal Judge will resume the case.

~~PART~~Robinson IISuit

~~ITEM~~On 5October 27, 2014, Imagenetix filed a legal action in the United States Southern District of California, case number 14-cv-02557-BEN-KSC which was subsequently moved to the United States Central District of California, case number 15-cv-00599-JLS-RNB, against Robinson Pharma Inc. ~~MARKET~~, ~~FOR~~Et. ~~REGISTRANT’~~Al. Imagenetix claims that the defendants infringed on its U.S. ~~COMMON~~Patent ~~EQUITY~~No. 5,596,676 ~~RELATED~~entitled ~~STOCKHOLDER~~“Method ~~MATTERS~~for ~~AND~~the ~~ISSUER~~Treatment ~~PURCHASES~~of OFOsteoarthritis” ~~EQUITY~~and ~~SECURITIES~~seeks an undetermined amount of damages.

~~Our~~ITEM ~~Common Stock is traded in the over-the-counter market and is quoted on the NASD OTC Bulletin Board system maintained by the National Association of Securities Dealers, Inc~~4. ~~Prices reported represent prices between dealers, do not include markups, markdowns or commissions and do not necessarily represent actual transactions~~RESERVED. ~~The market for our shares has been sporadic and at times very limited.~~

~~The following table sets forth the high and low closing price for the Common Stock for the fiscal years ended March 31, 2011 and 2010:~~14

	Closing Price
	High		Low
Fiscal Year Ended March 31, 2011
First Quarter	$	0.48	$	0.36
Second Quarter	$	0.51	$	0.37
Third Quarter	$	0.50	$	0.35
Fourth Quarter	$	0.50	$	0.16
Fiscal Year Ended March 31, 2010
First Quarter	$	0.48	$	0.25
Second Quarter	$	0.84	$	0.38
Third Quarter	$	0.80	$	0.34
Fourth Quarter	$	0.59	$	0.36

PART II

~~Recent~~Our ~~Sale~~Common ofStock ~~Unregistered~~is ~~Securities~~traded in the over-the-counter market and is quoted on the OTC Bulletin Board system maintained by the Financial Industry Regulatory Authority (FINRA). Prices reported represent prices between dealers, do not include markups, markdowns or commissions and do not necessarily represent actual transactions. The market for our shares has been sporadic and at times very limited.

InThe ~~March~~following ~~2011~~table wesets ~~issued~~forth ~~common~~the ~~stock~~high ~~purchase~~and ~~warrants~~low asclosing ~~follows~~price for the Common Stock for the period ended March 31, 2015:

Common Stock Purchase Warrants

	Closing Price
	High		Low

Period Ended March 31, 2015
September 16-30, 2014	$	0.38	$	0.33
Third Quarter	$	0.47	$	0.23
Fourth Quarter	$	0.45	$	0.16

Name	Date of Issuance	Number of Shares		Exercise Price		Expiraton Date
James & Josephine Zolin	3/27/2011		75,000	$	0.50	3/27/2016
Anthony W. & Barbara Opperman	3/27/2011		75,000	$	0.50	3/27/2016

We had approximately 300 shareholders of record as of June 29, 2015. Because most of our common stock is held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of beneficial owners represented by these record holders. We have never paid a cash dividend on our common stock and do not expect to pay one in the foreseeable future.

~~With~~Recent ~~respect~~Sale ~~to the above securities issuances, the Registrant relied on exemptions provided by Section 4(2)~~ of ~~the~~Unregistered Securities Act of 1933, as amended (the “Securities Act”) and Rule 506 under the Securities Act. No advertising or general solicitation was employed in offering the securities. The securities were issued to a limited number of persons all of whom were accredited investors as that term is defined in Rule 501 of Regulation D under the Securities Act. All were capable of analyzing the merits and risks of their investment, acknowledged in writing that they were acquiring the securities for investment and not with a view toward distribution or resale, and understood the speculative nature of their investment. All securities issued contained a restrictive legend prohibiting transfer of the shares except in accordance with federal securities laws.

~~There~~During ~~were~~the noquarter ~~proceeds~~ended ~~received~~March ~~from~~31, ~~the~~2015 ~~issuance~~we ofissued the ~~above~~following equity securities.:

16Common Stock

ITEM 6. SELECTED FINANCIAL DATA.

Date Stock

Price per

Issued

Number of Shares

Consideration

November 12, 2014

100,000

0.30

Services

~~Not~~With ~~Applicable~~respect to the above equity security issuance, the Company relied on exemptions provided by Sections 4(a)(2) and 3(a)9 of the Securities Act of 1933, as amended (the “Securities Act”). No advertising or general solicitation was employed in offering the securities. The securities were issued to a limited number of persons all of whom were accredited investors as that term is defined in Rule 501 of Regulation D under the Securities Act. All were capable of analyzing the merits and risks of their investment, acknowledged in writing that they were acquiring the securities for investment and not with a view toward distribution or resale, and understood the speculative nature of their investment. All securities issued contained a restrictive legend prohibiting transfer of the shares except in accordance with federal securities laws.

ITEM 76. ~~MANAGEMENT'S~~ ~~DISCUSSION~~SELECTED ~~AND ANALYSIS OF~~ FINANCIAL ~~CONDITION AND RESULTS OF OPERATION~~DATA.

~~Overview~~Not Applicable

We develop, formulate and market over-the-counter, natural-based nutritional supplements and skin care products. Our products are proprietary, often supported by scientific studies which we request and are offered through multiple channels of distribution, including direct marketing companies, also known as network marketing or multi-level marketing companies, and chain store retailers. Our primary product is Celadrin® a product formulation which we sell to the mass market through retailers and on a private label basis to wholesale customers. We also license our intellectual property to third parties.15

AITEM ~~key part of our marketing strategy is to provide to our wholesale customers a "turnkey" approach to the marketing and distribution of our products~~7. ~~This~~MANAGEMENT'S ~~turnkey~~DISCUSSION ~~approach~~AND ~~provides~~ANALYSIS ~~these~~OF ~~customers~~FINANCIAL ~~with~~CONDITION ~~all~~AND ~~the~~RESULTS ~~services~~OF necessary to market our products, including developing specific product formulations, providing supporting scientific studies regarding the effectiveness of the product and arranging for the manufacture and marketing of the productOPERATION.

Historically, we have sold our own branded product, Celadrin®, directly to the mass markets through retail sellers. We currently plan to expand our activities in developing, licensing and selling products and formulations to businesses and organizations that in-turn market our products through multiple channels of distribution, including direct marketing companies, mass marketing companies, medical, health and nutritional professionals, medical newsletters and direct response radio and television. We also offer Celadrin® products through wholesale customers that in turn offer their products containing Celadrin® to mass market retailers.Overview

~~Management's~~We ~~discussion~~develop, ~~and~~formulate, ~~analysis~~license ~~of results of operations~~ and ~~financial~~sell ~~condition~~over-the-counter, ~~are~~ natural-based nutritional ~~upon the Company's financial statements~~supplements. ~~These~~Our ~~statements~~products ~~have~~are ~~been~~proprietary, ~~prepared~~often insupported ~~accordance~~by ~~with~~scientific ~~accounting~~studies ~~principles~~and ~~generally~~are ~~accepted~~offered inthrough ~~the~~multiple ~~United~~channels of ~~States~~distribution, ofincluding ~~America.~~licensing, ~~These~~sales ~~principles~~to ~~require~~network ~~management~~marketing toor ~~make~~multi-level ~~certain~~marketing ~~estimates~~companies, ~~judgments~~ and ~~assumptions~~sales ~~that~~to ~~affect~~wholesalers. Our ~~the~~primary ~~reported~~product ~~amounts~~has ofbeen ~~assets,~~Celadrin® ~~liabilities,~~a ~~revenues~~product ~~and~~formulation ~~expenses,~~for ~~and~~joint ~~related disclosure of contingent assets and liabilities~~health. OnIn ~~an on-going basis~~addition, we ~~evaluate~~recently ~~our~~reacquired ~~estimates~~the ~~based~~distribution rights ~~on historical experience and various other assumptions that are believed~~ to ~~be reasonable under the circumstances~~Periodyne, ~~the~~a ~~results~~periodontal ofproduct which ~~form~~will ~~the~~be ~~basis~~sold ~~for~~to ~~making~~dentists ~~judgments about the carrying values of assets~~ and ~~liabilities that are not readily apparent from other sources~~hygenists. ~~Actual~~We ~~results~~also ~~may~~license ~~differ~~our ~~from~~intellectual ~~these~~property to ~~estimates~~third ~~under different assumptions or conditions~~parties.

~~Critical~~A ~~Accounting~~key ~~Policies~~part of our marketing strategy is to provide to our wholesale customers a "turnkey" approach to the marketing and ~~Estimates~~distribution of our products. This turnkey approach provides these customers with all the services necessary to market our products, including developing specific product formulations, providing supporting scientific studies regarding the effectiveness of the product and arranging for the manufacture and marketing of the product.

WeManagement's discussion and analysis of results of operations and financial condition are based upon the Company's financial statements. These statements have ~~identified~~been prepared ~~nine~~in accordance with accounting principles generally accepted in the United States of America. These principles require management to make certain estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we ~~believe~~evaluate our estimates based on historical experience and various other assumptions that are ~~key~~believed to anbe ~~understanding~~reasonable under the circumstances, the results of ~~our~~which ~~financial~~form ~~statements~~the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. ~~These~~Actual ~~important~~results ~~accounting~~may ~~policies~~differ ~~require~~from ~~management's~~these ~~most~~estimates ~~difficult,~~under ~~subjective~~different ~~judgments~~assumptions or conditions.

1.Critical ~~Cash~~Accounting Policies and ~~Cash Equivalents.~~Estimates

~~For~~We ~~purposes~~have ofidentified ~~the~~eight ~~financial~~accounting principles ~~statements,~~that we ~~consider~~believe ~~all~~are ~~highly~~key ~~liquid~~to ~~debt~~an ~~investments~~understanding ~~purchased~~of ~~with~~our afinancial ~~maturity~~statements. ofThese ~~three~~important ~~months~~accounting orpolicies ~~less~~require management's tomost bedifficult, ~~cash~~subjective ~~equivalents~~judgments.

21. ~~Accounts~~Fresh-Start ~~receivable.~~Reporting

~~Accounts~~As ~~receivable~~a ~~are~~result ~~carried~~of at the ~~expected~~issuance ~~net~~of ~~realizable~~common ~~value.~~stock ~~The~~during ~~allowance~~its ~~for~~emergence from ~~doubtful~~a ~~accounts~~bankruptcy isproceeding, ~~based~~the onCompany ~~management’s~~was ~~assessment~~eligible ofto ~~the~~adopt ~~collectability~~“fresh-start ofreporting” ~~specific~~which ~~customer~~enables ~~accounts and~~ the ~~aging~~Company ofto reduce ~~the~~its ~~accounts~~previous ~~receivable.~~accumulated Ifdeficit ~~there~~to ~~were~~zero aas ~~deterioration~~ of athe ~~major~~effective ~~customer’s~~date ~~creditworthiness, or actual defaults were higher than historical experience, our estimates~~ of the ~~recoverability~~Plan of ~~amounts~~Reorganization. ~~due~~A toreconciliation usof ~~could~~the “fresh-start bereporting” ~~overstated,~~is ~~which~~included ~~could~~in ~~have~~Note a3 ~~negative~~to ~~impact~~these onfinancial ~~operations~~statements.

172. Cash and Cash Equivalents

3.For ~~Inventory~~purposes of the financial statements, we consider all highly liquid debt investments purchased with a maturity of three months or less to be cash equivalents.

~~Inventory is carried at the lower of cost or market~~3. ~~Cost~~Accounts ~~is determined by the first-in first-out method. Indirect overhead costs are allocated to inventory.~~receivable

4Accounts receivable are carried at the expected net realizable value. ~~Property~~The allowance for doubtful accounts is based on management’s assessment of the collectability of specific customer accounts and ~~Equipment~~the aging of the accounts receivable. If there were a deterioration of a major customer’s creditworthiness, or actual defaults were higher than historical experience, our estimates of the recoverability of amounts due to us could be overstated, which could have a negative impact on operations.

~~Property and equipment are stated at cost~~4. Expenditures for major renewals and betterments that extend the useful lives of property and equipment are capitalized, upon being placed in service. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation is computed over the estimated useful life of three to seven years, except leasehold improvements which are depreciated over the lesser of the remaining lease life or the life of the asset, using the straight-line method. We follow the provisions of the Financial Accounting Standards Board Accounting Standards Codification ("ASC") No. 360. Under ASC No. 360, long-lived assets and certain identifiable intangibles to be held and used by us are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. We continuously evaluate the recoverability of our long-lived assets based on estimated future cash flows and the estimated fair value of such long-lived assets, and provide for impairment if such undiscounted cash flows are insufficient to recover the carrying amount of the long-lived asset.Inventory

5Inventory is carried at the lower of cost or market. ~~Trademarks~~Cost ~~and~~is ~~Patents~~determined by the first-in first-out method. Indirect overhead costs are allocated to inventory.

Patents and trademarks are carried at cost less accumulated amortization and are amortized over their estimated useful lives of from 8 to 17 years for patents and 17 years for trademarks. The carrying value of patents and trademarks is periodically reviewed and impairments, if any, are recognized when the expected future benefit to be derived from individual intangible assets is less than its carrying value determined based on the provisions of ASC No. 360 as discussed above.16

65. ~~Stock~~Property ~~Based~~and ~~Compensation~~Equipment and Goodwill

WeProperty and ~~adopted~~equipment ~~ASC~~are ~~Nos~~stated at cost.~~718~~ ~~and~~Expenditures ~~505,~~for ~~which~~major ~~require~~renewals and betterments that ~~share-based~~extend ~~payments~~the beuseful ~~reflected~~lives asof anproperty ~~expense~~and equipment ~~based~~are capitalized, upon ~~the~~being ~~grant-date~~placed ~~fair~~in ~~value~~service. ofExpenditures ~~those~~for ~~awards.~~maintenance ~~The~~and repairs are charged to expense as incurred. Depreciation is ~~recognized~~computed over the ~~remaining~~estimated ~~vesting~~useful ~~periods~~life of ~~the~~three ~~awards.~~to ~~The~~seven ~~Company~~years, ~~estimates~~except ~~the~~leasehold ~~fair~~improvements ~~value~~which are depreciated over the lesser of ~~these~~the ~~awards,~~remaining ~~including~~lease ~~stock~~life ~~options~~or ~~and~~the ~~warrants~~life of the asset, using the ~~Black~~straight-~~Scholes~~line ~~model~~method. ~~This~~We ~~model~~follow ~~requires~~the ~~management~~provisions of tothe ~~make~~Financial ~~certain~~Accounting ~~estimates~~Standards inBoard ~~the~~Accounting ~~assumptions~~Standards ~~used~~Codification in("ASC") ~~this~~No. ~~model,~~360. ~~including~~Under ~~the~~ASC ~~expected~~No. ~~term~~360, ~~the~~long-lived assets ~~award~~and ~~will~~certain identifiable intangibles to be held, ~~volatility~~and ofused by us are reviewed for impairment whenever events or changes in circumstances indicate that the ~~underlying~~carrying ~~common~~amount ~~stock,~~of ~~discount~~an ~~rate~~asset ~~and~~may ~~forfeiture~~not ~~rate~~be recoverable. We ~~develop~~continuously evaluate the recoverability of our ~~assumptions~~long-lived assets based on ~~our~~estimated ~~past~~future ~~historical~~cash ~~trends~~flows asand ~~well~~the asestimated ~~consider~~fair ~~changes~~value of such long-lived assets, and provide for ~~future~~impairment ~~expectations~~if such undiscounted cash flows are insufficient to recover the carrying amount of the long-lived asset.

76. ~~Revenue~~Trademarks ~~Recognition~~and Patents

WePatents ~~recognize revenue in accordance with the SEC’s Staff Accounting Bulletin No. 104, “Revenue Recognition in Financial Statements” (SAB104)~~ and ~~ASC~~trademarks ~~No.~~are ~~605. SAB~~carried ~~104~~at ~~requires~~cost ~~that~~less ~~four~~accumulated amortization ~~basic criteria be met before revenue can be recognized: 1) there is evidence that an arrangement exists; 2) delivery has occurred; 3) the fee is fixed or determinable;~~ and 4)are ~~collectability~~amortized isover ~~reasonably~~their ~~assured.~~estimated ~~ASC~~useful ~~No.~~lives ~~605~~of ~~states that revenue~~ from ~~sales~~8 ~~transactions where the buyer has the right~~ to ~~return~~17 ~~the~~years ~~product~~for ~~shall~~patents beand ~~recognized~~17 atyears ~~the~~for ~~time~~trademarks. The ofcarrying ~~sale~~value ~~only if (1) the seller’s price to the buyer is substantially fixed or determinable at the date~~ of ~~sale;~~patents ~~(2) the~~and ~~buyer~~trademarks ~~has paid the seller, or the buyer~~ is ~~obligated~~periodically toreviewed ~~pay the seller~~ and ~~the~~impairments, ~~obligation~~if isany, ~~not~~are ~~contingent~~recognized onwhen ~~resale of~~ the ~~product;~~expected future ~~(3) the~~benefit ~~buyer’s obligation~~ to ~~the seller would not~~ be ~~changed~~derived ~~in the event of theft or physical destruction or damage of the product; (4) the buyer acquiring the product for resale has economic substance apart~~ from ~~that~~individual ~~provided~~intangible byassets ~~the~~is ~~seller;~~less ~~(5) the~~than ~~seller~~its ~~does~~carrying ~~not~~value ~~have~~determined ~~significant~~based ~~obligations~~on ~~for future performance to directly bring about resale of~~ the ~~product by the buyer; and (6) the amount~~ provisions of ~~future~~ASC ~~returns can be reasonably estimated~~No. We360 ~~recognize~~as ~~revenue~~discussed ~~upon determination that all criteria for revenue recognition have been met~~above. The criteria are usually met at the time title passes to the customer, which usually occurs upon shipment. Revenue from shipments where title passes upon delivery is deferred until the shipment has been delivered.

187. Revenue Recognition

We ~~account~~recognize ~~for~~revenue ~~payments~~in ~~made~~accordance towith ~~customers~~the SEC’s Staff Accounting Bulletin No. 104, “Revenue Recognition in ~~accordance~~Financial ~~with~~Statements” (SAB104) and ASC No. 605,. ~~which~~SAB ~~states~~104 requires that ~~cash~~four ~~consideration~~basic ~~(including~~criteria abe ~~sales~~met ~~incentive~~before revenue can be recognized: 1) ~~given~~there byis aevidence ~~vendor~~that toan aarrangement ~~customer~~exists; 2) delivery has occurred; 3) the fee is ~~presumed~~fixed or determinable; and 4) collectability is reasonably assured. ASC No. 605 states that revenue from sales transactions where the buyer has the right to return the product shall be arecognized ~~reduction~~at the time of sale only if (1) the seller’s ~~selling~~price ~~prices~~to the buyer is substantially fixed or determinable at the date of sale; (2) the ~~vendor’s~~buyer ~~products~~has paid the seller, or ~~services~~the buyer is obligated to pay the seller and, ~~therefore,~~the ~~should~~obligation beis ~~characterized~~not ascontingent aon ~~reduction~~resale of ~~revenue~~the ~~when~~product; ~~recognized~~(3) the buyer’s obligation to the seller would not be changed in the ~~vendor’s~~event ~~income~~of ~~statement,~~theft ~~rather~~or ~~than~~physical adestruction ~~sales~~or ~~and~~damage ~~marketing~~of ~~expense.~~the Weproduct; ~~have~~(4) the buyer ~~various~~acquiring ~~agreements~~the ~~with~~product ~~customers~~for resale has economic substance apart from that ~~provide~~provided ~~for~~by ~~discounts~~the ~~and~~seller; ~~rebates.~~(5) the ~~These~~seller ~~agreements~~does not ~~are~~have ~~classified~~significant asobligations afor ~~reduction~~future ofperformance ~~revenue.~~to ~~Certain~~directly ~~other~~bring ~~costs~~about ~~associated~~resale ~~with~~of ~~customers~~the ~~that~~product ~~meet~~by the ~~requirements~~buyer; and (6) the amount of ~~ASC~~future Noreturns can be reasonably estimated. ~~605~~We ~~are~~recognize ~~recorded~~revenue asupon ~~sales~~determination ~~and~~that ~~marketing~~all ~~expense~~criteria for revenue recognition have been met. ~~Vendor~~The ~~considerations~~criteria ~~recorded~~are asusually amet ~~reduction~~at ofthe ~~sales~~time ~~were~~title ~~$979,000~~passes ~~and~~to $1the customer,~~185,000~~ ~~for~~which ~~the~~usually ~~years~~occurs ~~ended~~upon ~~March~~shipment. ~~31,~~Revenue from ~~2011~~shipments ~~and~~where ~~2010~~title passes upon delivery is deferred until the shipment has been delivered.

WeAs ~~guarantee~~part ~~customer~~of ~~satisfaction. Our policy requires~~ the ~~customer~~services towe ~~return~~provide ~~the unused product~~ to ~~the~~our ~~retailer from whom they originally purchased it. We pay the retailer for the returned product plus a handling cost. We review gross revenue for estimated returns of~~ private label contract manufacturing ~~products~~customers, ~~and~~we ~~direct-to-consumer~~may ~~products.~~perform, ~~The~~but ~~estimated returns~~ are ~~based~~not ~~upon~~required ~~the~~to ~~trailing~~perform, ~~six~~certain ~~months~~research ~~of private label contract manufacturing gross sales~~ and ~~our~~development ~~historical~~activities ~~experience~~related ~~for both private label contract manufacturing and direct-~~to~~-consumer product returns. However,~~ the ~~estimate~~development ~~for~~or ~~product~~improvement ~~returns does not reflect the impact~~ of atheir ~~large~~products. ~~product~~While ~~recall~~our ~~resulting~~customers ~~from~~typically ~~product~~do ~~nonconformance or other factors as such events are~~ not ~~predictable~~pay ~~nor~~directly isfor ~~the~~this ~~related~~service, ~~economic impact estimable. We periodically assess~~ the ~~adequacy~~ cost of this ~~policy~~service ~~and~~is ~~record~~included as a ~~liability~~component asof ~~necessary. For~~ the ~~years~~price ~~ended March 31, 2011 and 2010,~~ we ~~recorded~~charge ~~reserves~~to ofmanufacture ~~$118,000~~ and ~~$86,000~~deliver ~~for~~their ~~potential returns, allowances and product buy backs~~products.

AsRoyalties- ~~part of the services~~ we ~~provide~~recognize torevenue ~~our~~from ~~private~~royalties based ~~label~~on ~~contract~~quarterly ~~manufacturing~~minimums ~~customers,~~recorded weat ~~may~~each ~~perform,~~quarter ~~but~~end ~~are not required to perform, certain research~~ and ~~development~~reports ~~activities~~provided ~~related~~by ~~to the development or improvement of their products. While~~ our customers (typically do30 ~~not~~days ~~pay~~after ~~directly for this service,~~ the ~~cost~~ end of ~~this~~the ~~service~~quarter ison ~~included~~which ~~as a component of~~ the ~~price~~royalty wepayment ~~charge~~is ~~to manufacture and deliver their products~~based.)

~~Royalties~~Licensing- we ~~recognize~~also ~~revenue~~derive license revenue from ~~royalties~~fees ~~based~~for onthe ~~reports~~transfer ~~provided~~of byproven ~~our~~and ~~customers~~reusable ~~(typically~~intellectual 30property ~~days~~components. ~~after~~Generally, these payments will include a nonrefundable technology license fee, which will be payable upon the ~~end~~transfer of intellectual property. License fees will be recognized upon the ~~quarter~~execution onof ~~which~~the license agreement and transfer of intellectual property provided no further significant performance obligations exist and collectability is deemed probable. If additional performance obligations are present, we defer revenue recognition until such time as the ~~royalty~~performance ~~payment~~obligation is ~~based~~satisfied.)

Licensing- we also derive license revenue from fees for the transfer of proven and reusable intellectual property components. Generally, these payments will include a nonrefundable technology license fee, which will be payable upon the transfer of intellectual property. License fees will be recognized upon the execution of the license agreement and transfer of intellectual property provided no further significant performance obligations exist and collectability is deemed probable. If additional performance obligations are present, we defer revenue recognition until such time as the performance obligation is satisfied.17

8. Income Taxes

We account for income taxes in accordance with ASC No. 740. This statement requires an asset and liability approach for accounting for income taxes and prescribes a comprehensive model of how a company should recognize, measure, present, and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return. ASC No. 740 states that a tax benefit from an uncertain position may be recognized if it is "more likely than not" that the position is sustainable, based upon its technical merits. The tax benefit of a qualifying position is the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information.

9.Selected ~~Research~~Financial ~~and Development~~Information

WeResults incur expenses to further develop our products and formulas, commission entities to perform clinical trials and evaluate potential products to expand our portfolio. In addition, we recently received a new patent for a drug candidate which, if successful, will address periodontal diseases. We have started the initial new drug process and have completed several animal studies. During the years ended March 31, 2011 and 2010 we incurred research and development expenses of ~~$22,681 and $127,540, respectively.~~Operations

	Period
	Ended
	3/31/2015

Net sales	$	824,499
Cost of goods sold		152,568
% of net sales		18.5	%
Gross profit		671,931
% of net sales		81.5	%

Operating expenses
Selling, general and administrative		240,681
Payroll expense		328,992
Consulting expense		87,913
Total operating expenses		657,586

Other expense		(36,057	)

Net income before taxes		(21,712	)
Income taxes		-
Net loss	$	(21,712	)

~~Selected~~Net ~~Financial Information~~Sales

~~Results~~Net sales for the period ended March 31, 2015 was $824,499 and was derived primarily from license income. We anticipate that in future periods revenue will increase as a result of ~~Operations~~our acquiring Periodyne and increased sales of our products post-bankruptcy.

~~Year~~Cost ~~Ended~~of ~~March~~Goods ~~31, 2011 Compared to Year Ended March 31, 2010~~Sold

	Year Ended						Increase
	3/31/11			3/31/10			(Decrease)			%
Statements of Operations
Net sales	$	7,128,854		$	6,596,071		$	532,783			8.1	%
Cost of goods sold		4,062,157			3,732,252			329,905			8.8	%
% of net sales		57.0	%		56.6	%		0.4	%		0.7	%
Gross profit		3,066,697			2,863,819			202,878			7.1	%
% of net sales		43.0	%		43.4	%		-0.4	%		-0.9	%
Operating expenses
General and administrative		1,024,960			1,209,281			(184,321	)		-15.2	%
Selling		3,029,489			1,361,799			1,667,690			122.5	%
Payroll expense		994,157			1,089,597			(95,440	)		-8.8	%
Consulting expense		1,324,847			1,481,331			(156,484	)		-10.6	%
Total operating expenses		6,373,453			5,142,008			1,231,445			23.9	%
Interest expense		(235,641	)		(2,405	)		233,236			9698.0	%
Settlement income		-			1,168,000			(1,168,000	)	NM
Other income		1,403			7,790			(6,387	)		-82.0	%
Income tax benefit		1,373,400			407,700			965,700			236.9	%
Net loss		(2,167,594	)		(697,104	)		1,470,490			210.9	%

Cost of goods sold as a percentage of net sales was 18.5% for the period ended March 31, 2015. We anticipate that in future periods cost of goods sold will increase as a result of our acquiring Periodyne and increased sales of our products post-bankruptcy.

~~Net Sales~~18

~~Net sales for the year ended March 31~~Selling, ~~2011~~General increased $532,783, 8.1%, to $7,128,854 compared to $6,596,071 for the year ended March 31, 2010. The primary reasons for the sales increase are an increase in sales of our own branded product, Celadrinâ and ~~BioGuardâ, to the mass market offset by a decrease in wholesale sales as follows:~~Administrative

~~Breakdown~~Selling, general and administrative expenses were $240,681 for the period ended March 31, 2015. We anticipate selling, general and administrative expenses will increase as a result of ~~net~~our acquiring Periodyne and increased sales of our products post-bankruptcy.

	Year Ended March 31,
	2011					2010					Increase
	$		%			$		%			(Decrease)
Wholesale	$	718,000		10	%	$	2,168,000		33	%	$	(1,450,000	)
Mass market		5,122,000		72	%		3,205,000		49	%		1,917,000
Distibutors		1,289,000		18	%		1,223,000		19	%		66,000
	$	7,129,000		100	%	$	6,596,000		100	%	$	533,000

Payroll Expense

~~During~~Payroll ~~the~~expense ~~year~~was ~~ended March 31~~$328,992 ~~2011,~~for ~~we expanded to all Costco stores of both Celadrin® and BioGuard®, we had initial shipments of Celadrin® to 800 Walmart stores and we expanded~~ the ~~sale~~period ofended ~~BioGuard®~~March ~~to all RiteAid stores. However~~31, ~~the advertising costs required to support the increased level of revenue proved to be prohibitive~~ 2015. ~~Therefore,~~ weWe anticipate ~~future~~that ~~revenue~~payroll ~~gains~~expenses will ~~come~~increase ~~from~~in ~~licensing~~future ~~and~~periods ~~sale~~as a result of our ~~intellectual~~acquiring ~~property~~Periodyne and ~~sale~~increased sales of our ~~raw~~products ~~material to larger, better funded companies who have well established retail advertising budgets~~post-bankruptcy.

20Consulting Expense

~~Cost~~Consulting expense was $87,913 for the period ended March 31, 2015. We anticipate an increase in consulting expense in future periods as a result of ~~Goods~~our ~~Sold~~acquiring Periodyne and increased sales of our products post-bankruptcy.

~~Cost~~Other ofExpense ~~goods sold as a percentage of net sales remained stable at 57% for the years ended March 31, 2011 and 2010. Future cost of sales is anticipated to fluctuate based on future product mix.~~

~~General~~Other expense was $36,057 for the period ended March 31, 2015 and ~~Administrative~~was comprised primarily of continuing legal fees related to the bankruptcy proceeding of approximately $107,000 and interest expense of approximately $5,000 offset by discharged debt obligations of approximately $76,000.

General and administrative expenses decreased by $184,321, a 15.2% decrease, to $1,024,960 for the year ended March 31, 2011 from $1,209,281 for the year ended March 31, 2010. The primary reasons for the decrease were an approximate decrease of $65,000 of travel related costs and a $105,000 decrease in research and development expenses related to clinical studies and advancement of the periodontal drug candidate.19

~~Selling~~Liquidity and Capital Resources

Selling expenses more than doubled from $1,361,799 for the year ended March 31, 2010 to $3,029,489, a $1,667,690 increase, for the year ended March 31, 2011. The primary reason for the increase was the marketing costs related to expanding nationwide Celadrin and BioGuard into the food, drug, mass and club store categories. The expanded advertising proved to be ineffective related to the increase in sales. Future advertising will be on a limited basis as the Company anticipates changing to a wholesale approach to growth by concentrating on licensing its products and selling raw material to larger, better financed companies who have established channels as it relates to the retail market.

Working Capital
							Increase
	3/31/15			9/16/14			(Decrease)

Current assets	$	587,582		$	1,727,150		$	(1,139,568	)
Current liabilities		855,263			1,807,051			(951,788	)
Working capital	$	(267,681	)	$	(79,901	)	$	(187,780	)

Long-term debt	$	1,650,000		$	1,850,000		$	(200,000	)

Stockholders' equity	$	6,332,637		$	6,324,349		$	8,288

~~Payroll~~Statements ~~Expense~~of Cash Flows Select Information

Payroll expense decreased to $994,157 for the year ended March 31, 2011, a decrease of 8.8% or $95,440, compared to $1,089,597 for the year ended March 31, 2010. This decrease was a result of employee terminations, reduced salaries and bonus decreases during the current fiscal year.

	Period Ended
	3/31/15
Net cash provided by (used in):
Operating activities	$	538,784
Investing activities	$	-
Financing activities	$	(713,249	)

~~Consulting~~Balance ~~Expenses~~Sheet Select Information

Consulting expenses decreased to $1,324,847 for the year ended March 31, 2011, a decrease of 10.6% or $156,484, compared to $1,481,331 for the year ended March 31, 2010. This decrease was a result of a decrease of $326,000 for product demonstrations at mass market stores offset by an increase of $182,000 for legal expenses.

					Increase
	3/31/15		9/16/14		(Decrease)

Cash	$	63,444	$	1,493,709	$	(1,430,265	)

Accounts receivable, net	$	335,617	$	160,802	$	174,815

Inventories, net	$	120,470	$	48,740	$	71,730

Secured note payable	$	-	$	726,250	$	(726,250	)

Accounts payable and accrued expenses	$	333,762	$	522,551	$	(188,789	)

~~Other~~The ~~Income~~Company has historically financed our operations internally and through debt and equity financings. At March 31, 2015, we had cash holdings of $63,444, a decrease of $1,430,265 compared to September 16, 2014, the date on which we emerged from the Bankruptcy proceeding. Our net working capital at March 31, 2015, was a deficit of $267,681 compared to a deficit of $79,901 as of September 16, 2014. The reduction in cash and working capital is primarily the result of distributions to creditors under the Bankruptcy Plan of Reorganization during the current period. The Company may incur unknown expenses or may not be able to meet its revenue forecast, and one or more of these circumstances would require the Company to seek additional capital. The Company may not be able to obtain equity capital or debt funding on terms that are acceptable. Even if the Company receives additional funding, such proceeds may not be sufficient to allow the Company to sustain operations until it becomes profitable and begins to generate positive cash flows from operations. This raises substantial doubt about the Company’s ability to continue as a going concern.

During the year ended March 31, 2010, we received $1,250,000 as a result of accelerating and terminating a supply agreement with a customer which was partially offset by an $82,000 settlement with a sales distributor involved in this transaction.20

~~Interest~~New ~~Expense~~Accounting Pronouncements

~~Interest~~A ~~expense~~variety ~~increased~~of byproposed ~~$233,236~~or tootherwise ~~$235,641~~potential ~~for~~accounting ~~the~~standards are ~~year~~currently ~~ended~~under ~~March~~study ~~31,~~by ~~2011~~standard-setting ~~compared~~organizations toand ~~$2,405~~various ~~for~~regulatory ~~the year ended March 31, 2010~~agencies. ~~During~~Because ~~the current fiscal year, we entered into an asset based line~~ of ~~credit~~the ~~with a commercial bank~~ tentative and ~~several~~preliminary ~~bridge~~nature ~~loans~~of ~~with~~these ~~individual~~proposed ~~investors to provide financing for expanding inventories~~standards, ~~accounts~~management ~~receivable~~has ~~and~~not ~~marketing~~determined ~~and~~whether ~~advertising~~implementation ~~to support the nationwide expansion~~ of ~~Celadrin~~such ~~and~~proposed ~~BioGuard. Future~~standards would ~~interest~~be ~~expense~~material ~~is anticipated~~ to ~~go down as we refocus~~ the ~~direction~~Company’s ofconsolidated ~~the~~financial ~~company away from the food, drug, mass and club stores markets~~statements.

~~Provision~~ITEM ~~for~~7A. ~~Income~~QUANTITATIVE ~~Taxes~~AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

AsNot ~~a result of losses during the years ended March 31, 2011 and 2010, we reflected income tax benefits of $1,373,400 and $407,700~~applicable.

21ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

~~Capital~~The ~~Resources~~financial statements required by this item begin on page F-1 with the index to consolidated financial statements.

	Year Ended						Increase
	3/31/11			3/31/10			(Decrease)
Working Capital
Current assets	$	3,572,098		$	4,464,088		$	(891,990	)
Current liabilities		3,838,790			1,190,565			2,648,225
Working capital	$	(266,692	)	$	3,273,523		$	(3,540,215	)
Long-term debt	$	-		$	-		$	-
Stockholders' equity	$	2,081,046		$	3,505,258		$	(1,424,212	)
Statements of Cash Flows Select Information
Net cash provided (used) by:
Operating activities	$	(2,076,351	)	$	(277,059	)	$	(1,799,292	)
Investing activities	$	(1,761	)	$	(6,501	)	$	4,740
Financing activities	$	1,495,599		$	39,347		$	1,456,252
Balance Sheet Select Information
Cash and cash equivalents	$	398,997		$	981,510		$	(582,513	)
Accounts receivable, net	$	669,976		$	1,049,047		$	(379,071	)
Inventory, net	$	993,393		$	1,350,041		$	(356,648	)
Accounts payable and accrued expenses	$	892,366		$	1,079,219		$	(186,853	)

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

~~Liquidity~~None

~~We have historically financed our operations internally and through debt and equity financings~~ITEM 9A(T). AtCONTROLS ~~March~~AND 31, 2011, we had cash holdings of $398,997, a decrease of $582,513 compared to March 31, 2010. Our net working capital position at March 31, 2011, was a negative $266,692 compared to $3,273,523 as of March 31, 2010. This decrease was primarily the result of operating losses incurred during the year and a reclassification of deferred income tax assets from current to long term. In fiscal year 2011, we raised $400,000 through the sale of common stock, $700,000 through the issuance of bridge loans to individuals and $1,500,000 through entering into an asset based line of credit with a commercial bank. The proceeds from these debt and equity financings were used to meet working capital needs particularly an increase in inventories, accounts receivable and advertising with respect to an increased level of sales activity to our mass market customers. During the first fiscal quarter of 2012, we received an additional $750,000 in cash from the deferred sale of our intellectual property and $700,000 from an investor. The proceeds were used to pay off and close the asset based line of credit as we reposition ourselves away from the mass market in favor of intellectual property licensing and royalty sales to compliment wholesale revenue. Although our cash requirements for marketing and advertising will be eliminated with this new business model, we have no history concerning licensing and royalty revenue. However, we believe that our cash position is sufficient to fund our operating activities for at least the next 12 months.PROCEDURES

22Disclosure Controls and Procedures

~~New~~Our ~~Accounting~~chief ~~Pronouncements~~executive officer and our chief financial officer conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Securities Exchange Act Rules 13a-15(e) and 15d-15(e)). Based on their evaluation, they concluded that our disclosure controls and procedures were effective as of March 31, 2015, the end of the period covered by this annual report.

InManagement’s ~~October 2009,~~Report the Financial Accounting Standards Board (“FASB”) issued ASU 2010-13, “Revenue Recognition (Topic 605) — Multiple-Deliverable Revenue Arrangements.” This ASU eliminates the requirement that all undelivered elements must have objective and reliable evidence of fair value before a company can recognize the portion of the consideration that is attributable to items that already have been delivered. This may allow some companies to recognize revenue on ~~transactions~~Internal ~~that~~Control ~~involve~~over multiple deliverables earlier than under the current requirements. Additionally, under the new guidance, the relative selling price method is required to be used in allocating consideration between deliverables and the residual value method, will no longer be permitted. This ASU is effective prospectively for revenue arrangements entered into or materially modified beginning in fiscal 2011. A company may elect, but will not be required, to adopt the amendments in this ASU retrospectively for all prior periods. The adoption of this ASU did not have a material impact on the Company’s financial statements.Financial Reporting

InOur ~~April~~management ~~2010,~~is ~~the~~responsible ~~FASB~~for ~~issued~~establishing ~~ASU~~and ~~2010-17,~~maintaining adequate ~~“Revenue~~internal ~~Recognition~~control –over ~~Milestone~~financial ~~Method~~reporting. Internal control over financial reporting is defined in Rules 13a-15(~~Topic~~f) and ~~605~~15d-15(f)~~: Milestone~~ ~~Method~~under ofthe ~~Revenue~~Securities ~~Recognition.” This~~Exchange ~~ASU~~Act, isas ~~effective~~amended, onas a ~~prospective~~process ~~basis~~designed ~~for~~by, ~~milestones~~or ~~achieved~~under inthe ~~fiscal~~supervision ~~years~~of, a company’s principal executive and ~~interim~~principal ~~periods~~financial ~~within~~officers ~~those~~and ~~years,~~effected ~~beginning~~by ~~January~~a 1company’s board of directors, ~~2011. The~~management ~~adoption~~and ofother personnel ~~this~~to ~~ASU~~provide ~~did~~reasonable ~~not~~assurance ~~have~~regarding athe ~~material~~reliability ~~impact~~of onfinancial reporting and the ~~Company’s~~preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that:

A* ~~variety~~pertain ofto ~~proposed~~the ormaintenance ~~otherwise~~of ~~potential~~records ~~accounting~~that, ~~standards~~in ~~are~~reasonable ~~currently~~detail, ~~under~~accurately ~~study by standard-setting organizations~~ and ~~various~~fairly ~~regulatory~~reflect ~~agencies. Because of~~ the ~~tentative~~transactions and ~~preliminary~~dispositions ~~nature~~ of ~~these~~our ~~proposed standards, management has not determined whether implementation of such proposed standards would be material to the Company’s consolidated financials statements.~~assets;

~~ITEM~~* ~~7A. QUANTITATIVE~~provide ~~AND~~reasonable ~~QUALITATIVE~~assurance ~~DISCLOSURES~~that ~~ABOUT~~transactions ~~MARKET~~are ~~RISK.~~recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors;

~~Not~~* ~~applicable~~and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

~~ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.~~21

~~The~~Internal control over financial ~~statements~~reporting ~~required~~cannot provide absolute assurance of achieving financial reporting objectives because of its inherent limitations. Internal control over financial reporting is a process that involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control over financial reporting also can be circumvented by ~~this~~collusion ~~item~~or ~~begin~~improper management override. Because of such limitations, there is a risk that material misstatements may not be prevented or detected on ~~page~~a ~~F-1~~timely basis by internal control over financial reporting. However, these inherent limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk. In addition, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the ~~index~~policies or procedures may deteriorate. In order to ~~consolidated~~evaluate the effectiveness of our internal control over financial reporting as of March 31, 2015, as required by Sections 404 of the Sarbanes-Oxley Act of 2002, our management commenced an assessment, based on the criteria set forth in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the “ COSO Framework “). A material weakness is a control deficiency, or a combination of control deficiencies, that results in more than a remote likelihood that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.

~~ITEM~~Based ~~9. CHANGES~~on INtheir ~~AND~~evaluation, ~~DISAGREEMENTS~~the ~~WITH~~Chief ~~ACCOUNTANTS~~Executive ONand ~~ACCOUNTING~~Chief ~~ANDFINANCIAL~~Financial Officers ~~DISCLOSURE~~concluded that our internal controls over financial reporting were effective as of March 31, 2015, the end of the period covered by this annual report.

~~None~~Management believes that the financial statements included in this report fairly present in all material respects our financial condition, results of operations and cash flows for the periods presented.

~~ITEM 9A(T)~~This annual report does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. ~~CONTROLS~~ ~~AND~~Our ~~PROCEDURES~~internal controls were not subject to attestation by our independent registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.

~~Disclosure~~Changes ~~Controls~~in ~~and~~Internal ~~Procedures~~Control over Financial Reporting

~~Our~~There ~~chief~~were ~~executive~~no ~~officer~~changes ~~and~~in our ~~chief~~internal ~~financial~~control ~~officer~~over ~~conducted~~financial reporting anthat ~~evaluation~~occurred ofduring the ~~effectiveness~~fourth ofquarter ~~the design and operation~~ of ~~our~~fiscal ~~disclosure~~2015 ~~controls~~that ~~and~~have ~~procedures~~materially ~~(as~~affected, ~~defined~~or inare ~~Securities~~reasonably ~~Exchange~~likely ~~Act~~to ~~Rules 13a-15(e) and 15d-15(e)). Based on their evaluation~~materially affect, ~~they concluded that~~ our ~~disclosure~~internal ~~controls~~control ~~and~~over ~~procedures~~financial ~~were effective as of March 31, 2011, the end of the period covered by this annual report~~reporting.

23ITEM 9B. OTHER INFORMATION.

~~Management’s Report on Internal Control over Financial Reporting~~None.

~~Our~~PART management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act, as amended, as a process designed by, or under the supervision of, a company’s principal executive and principal financial officers and effected by a company’s board of directors, management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that:III

*ITEM ~~pertain~~10. ~~to the maintenance of records that~~DIRECTORS, inEXECUTIVE ~~reasonable~~OFFICERS ~~detail,~~AND ~~accurately~~CORPORATE ~~and fairly reflect the transactions and dispositions of our assets;~~GOVERNANCE.

*The ~~provide~~following ~~reasonable~~table ~~assurance~~and ~~that~~biographical ~~transactions~~summaries ~~are~~set ~~recorded~~forth asinformation, including ~~necessary~~principal tooccupations ~~permit~~and ~~preparation~~business ~~of financial statements in accordance with generally accepted accounting principles~~experience, ~~and~~about ~~that~~ our ~~receipts~~directors and ~~expenditures~~the ~~are~~executive ~~being~~officers ~~made~~at ~~only~~March in31, ~~accordance with authorizations of our management and directors;~~2015:

* and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

Name	Age	Position	Director/Officer Since
William P. Spencer	62	Chief Executive Officer, President and Director	January, 1999
William A. Toomey	76	Director	April, 2011
Anthony Wayne Opperman	65	Director	June, 2015
George Georgaklis	60	Director	June, 2015
Robert E.Dennis	72	Director	June, 2015
Debra L. Spencer	63	Secretary	March, 1999
Lowell W. Giffhorn	68	Chief Financial Officer	July, 2005

Internal control over financial reporting cannot provide absolute assurance of achieving financial reporting objectives because of its inherent limitations. Internal control over financial reporting is a process that involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control over financial reporting also can be circumvented by collusion or improper management override. Because of such limitations, there is a risk that material misstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk. In addition, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate. In order to evaluate the effectiveness of our internal control over financial reporting as of March 31, 2011, as required by Sections 404 of the Sarbanes-Oxley Act of 2002, our management commenced an assessment, based on the criteria set forth in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the “ COSO Framework “). A material weakness is a control deficiency, or a combination of control deficiencies, that results in more than a remote likelihood that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.22

~~Based~~Biographical on their evaluation, the Chief Executive and Chief Financial Officers concluded that our internal controls over financial reporting were effective as of March 31, 2011, the end of the period covered by this annual report.Information

~~Management~~William ~~believes~~P. ~~that~~Spencer ~~the~~has ~~financial~~served ~~statements~~as a ~~included~~director inand ~~this~~has ~~report~~been ~~fairly~~our ~~present~~president insince ~~all~~January 1999. ~~material~~From ~~respects~~January 1986 ~~our~~to December 1996 he served as chief operating officer, chief financial ~~condition~~officer and executive vice-president of Natural Alternatives International, Inc., ~~results~~a company engaged in the formulation and production of ~~operations~~encapsulated vitamins and ~~cash~~nutrients. ~~flows~~He was president of NAI from December 1996 to October 1998 and was a director from January 1986 to October 1998. From 1976 to 1988 he was a regional vice president for San Diego Trust and Savings Bank. Mr. Spencer earned a B.S. degree in finance and an MBA degree from San Diego State University. Mr. Spencer’s long history with the ~~periods~~nutraceutical ~~presented~~industry and his long history as our chief executive officer make his participation on our board very valuable in all aspects of our operations and board.

~~This~~William ~~annual~~A. ~~report~~Toomey ~~does~~joined ~~not~~our ~~include~~board in an2011. ~~attestation~~Mr. ~~report~~Toomey ofhas ~~our~~used ~~independent~~global ~~registered~~influence ~~public~~as ~~accounting~~a ~~firm~~world ~~regarding~~class ~~internal~~athlete ~~control~~and ~~over~~leader ~~financial~~of ~~reporting~~the International Olympic movement to benefit many. ~~Our~~He ~~internal~~was ~~controls~~the ~~were~~1968 ~~not~~Olympic ~~subject~~gold tomedalist ~~attestation~~in bythe ~~our~~decathlon, ~~independent~~a ~~registered~~past ~~public~~Sullivan ~~accounting~~Award ~~firm~~winner ~~pursuant~~(top toUSA ~~temporary~~athlete), ~~rules~~ABC Athlete of the ~~Securities~~Year, and ~~Exchange~~the ~~Commission~~Associated ~~that~~Press ~~permit~~Amateur usand Professional Athlete of the Year. He is a past president of the International Olympic Committee’s Alumni Association; was a Presidential advisor to ~~provide~~the ~~only~~Peace ~~managements~~Corps ~~report~~and a member of Gerald Ford’s Presidential Commission on Olympic Sport. He received a Master’s Degree from Stanford University and currently lectures at the University of California Davis. Mr. Toomey’s long career as a marketing executive in ~~this~~sports ~~annual~~health ~~report~~and fitness provides particular value to our board.

24Anthony Wayne Opperman joined our board in June, 2015. Since 1997, Mr. Opperman has been a consultant and investor in a variety of ventures and has served as an advisor to Periodyne since September 2014. Mr. Opperman was President of American Surface Mounted Devices, a fully automated PCB contract manufacturer, from 1994 to 1997 and Operations Director for American Technology Corporation, a publicly traded consumer products design and manufacturer, from 1991 to 1994. Previously Mr. Opperman held manufacturing and operations positions with Science Applications International Corporation, Centro Corporation and AO Electrical Manufacturing. Mr. Opperman’s previous operations experience brings value to our board.

~~Changes~~George C. Georgaklis joined our board in ~~Internal~~June, ~~Control~~2015. Dr. Georgaklis is a board certified dentist who has been in practice for over ~~Financial~~30 ~~Reporting~~years practicing in the areas of general dentistry, orthodontics, cosmetic, oral surgery, implants and TMJ/TMD dysfunction. Dr. Georgaklis has also been an expert witness in a variety of legal issues and a commentator on dental issues for a variety of media outlets. Dr. Georgaklis graduated from the University of Vermont in 1976 with a B.A. and Tufts University School of Dental Medicine in 1980 with a D.M.D. Dr. Georgaklis’s extensive background in all phases of dentistry will provide value to our board in the development and marketing of Periodyne.

~~There~~Robert ~~were~~E. noDennis ~~changes~~joined our board in ~~our~~June, ~~internal~~2015. ~~control~~Since 1998, ~~over~~Mr. ~~financial~~Dennis ~~reporting~~has ~~that~~been ~~occurred~~a ~~during~~principal in the ~~fourth~~accounting ~~quarter~~firm of ~~fiscal~~Dennis ~~2011~~and ~~that~~Dennis, ~~have~~LLP, ~~materially~~a ~~affected~~Public Accounting Oversight Board Registered firm. Previously, orMr. ~~are~~Dennis ~~reasonably~~held ~~likely~~various tomanagement ~~materially~~level ~~affect~~positions including CFO for Capital Guaranty Corp., ~~our~~a ~~internal~~publicly ~~control~~traded municipal ~~over~~bond guaranty insurance company, COO and CFO for Motor Club of America, a publicly traded insurance and financial ~~reporting~~services company, President of Yegan Seafood’s, a restaurant chain and auditor for Deloitte & Touche. Mr. Dennis received a B.S. with a major in accounting in 1966 from The Ohio State University. Mr. Dennis is an audit committee financial expert as defined in item 401 of Regulation S-B promulgated by the Securities and Exchange Commission based on his service as a chief financial officer of public companies, his present and prior practice as a certified public accountant and his degree in accounting and business administration.

~~ITEM~~Debra 9BL.~~OTHER~~ ~~INFORMATION~~Spencer has served as a director from March 1999 to April 2011 and served as our treasurer from March 1999 to July 2005. She continues to serve as our corporate secretary a position she has held since March 1999. Her responsibilities also include product label copy and graphic design in compliance with FDA regulations as well as developing marketing materials for our private label products. From 1970 to 1981 she was an Executive Assistant to the Vice President of a local San Diego bank. From 1987 to 1993 she served as vice president, secretary and treasurer for Vitamin Direct, Inc., a consumer mail order vitamin company.

~~None.~~23

~~PART~~Lowell ~~III~~W. Giffhorn has served as our Chief Financial Officer since July 2005. Since October 2005, Mr. Giffhorn also has served as the Chief Financial Officer and, since December 2005, has served on the board of directors of Brendan Technologies, Inc., a company that provides computer software to the pharmaceutical and life science industries. Since September 2013, Mr. Giffhorn also serves as the Chief Financial Officer of SpectraScience, Inc., a publicly traded medical device company. From November 1996 to June 2005, Mr. Giffhorn was the Chief Financial Officer of Patriot Scientific Corp., a publicly held semiconductor and intellectual property company. From June 1992 to August 1996 and from September 1987 to June 1990 he was the CFO of Sym-Tek Systems, Inc. and Vice President of Finance for its successor, Sym-Tek Inc., a supplier of capital equipment to the semiconductor industry. Mr. Giffhorn obtained a M.B.A. degree from National University in 1976 and he obtained a B.S. in Accountancy from the University of Illinois in 1969. Mr. Giffhorn devotes approximately 50% of his time to our affairs.

~~ITEM~~William 10P. ~~DIRECTORS,~~ ~~EXECUTIVE~~Spencer ~~OFFICERS~~and ~~AND~~Debra ~~CORPORATE~~L. ~~GOVERNANCE~~Spencer are married to each other.

~~The~~Committees ~~following~~of ~~table and biographical summaries set forth information, including principal occupations and business experience, about our directors and~~ the ~~executive~~Board ~~officer~~of ~~at March 31, 2011:~~Directors

Name	Age	Position
William P. Spencer	58	Chief Executive Officer, President and Director
Debra L. Spencer (1)	59	Secretary
Lowell W. Giffhorn	64	Chief Financial Officer
Derek C. Boosey	68	Vice President—International
Jeffrey G. McGonegal	60	Director
Robert Burg	54	Director
Barry S. King	65	Director
William A. Toomey (2)	72	Director

Audit Committee. The Audit Committee is responsible for: (1) selection and oversight of our independent accountant; (2) establishing procedures for the receipt, retention and treatment of complaints regarding accounting, internal controls and auditing matters; (3) establishing procedures for the confidential, anonymous submission of concerns regarding accounting and auditing matters; (4) engaging outside advisors; and, (5) funding for the outside auditors and any outside advisors engagement by the audit committee.

~~(1)~~Compensation MsCommittee. ~~Spencer~~The ~~resigned~~Compensation ~~from~~Committee was formed to review and recommend to the ~~board~~Board the salaries, bonuses and perquisites of ~~directors~~our executive officers. The Compensation Committee also will review and recommend to the Board any new compensation or retirement plans. The Compensation Committee will also review and approve corporate goals and objectives relevant to the compensation of our executive officers and evaluate their performance in ~~April~~light ~~2011~~of these goals and objectives. A Compensation Committee charter will be recommended by the Compensation Committee and approved by the Board.

~~(2)~~Code ~~Mr. Toomey joined the board~~ of ~~directors in June 2011.~~Ethics

~~Biographical~~Imagenetix ~~Information~~has set forth its policy on ethical behavior in a document called "Code of Business Conduct and Ethics." This policy applies to the members of our Board of Directors and all employees, including (but not limited to) our principal executive officer, principal financial officer, principal accounting officer or controller and persons performing similar functions. This policy comprises written standards that are reasonably designed to deter wrongdoing and to promote the behavior described in Item 406 of Regulation S-K promulgated by the Securities and Exchange Commission. No waivers of the Code were granted in 2015.

~~William~~Compliance P.with ~~Spencer~~Section ~~has served as~~ 16(a) ~~director and has been our president since January 1999. From January 1986 to December 1996 he served as chief operating officer, chief financial officer and executive vice-president~~ of ~~Natural Alternatives International, Inc., a company engaged in~~ the ~~formulation~~Securities and production of encapsulated vitamins and nutrients. He was president of NAI from December 1996 to October 1998 and was a director from January 1986 to October 1998. From 1976 to 1988 he was a regional vice president for San Diego Trust and Savings Bank. Mr. Spencer earned a B.S. degree in finance and an MBA degree from San Diego State University. Mr. Spencer’s long history with the nutraceutical industry and his long history as our chief executive officer make his participation on our board very valuable in all aspects of our operations and board.Exchange Act

~~Debra~~Due ~~L. Spencer has served as a director from March 1999~~ to ~~April 2011 and served as~~ our ~~treasurer~~status ~~from March 1999 to July 2005. She continues to serve~~ as ~~our corporate secretary~~ a ~~position~~Section ~~she~~15(d) ~~has~~reporting ~~held~~company, ~~since~~our executive ~~March~~officers, ~~1999.~~directors, ~~Her responsibilities also include product label copy~~ and ~~graphic~~persons ~~design~~who inbeneficially ~~compliance~~own ~~with~~more ~~FDA~~than ~~regulations~~10% asof ~~well~~a asregistered ~~developing~~class ~~marketing~~of ~~materials for~~ our ~~private~~equity ~~label~~securities ~~products.~~are not ~~From~~required ~~1970~~ to ~~1981~~file ~~she~~with ~~was an Executive Assistant to~~ the ~~Vice~~SEC ~~President~~reports of aownership ~~local~~and ~~San~~changes ~~Diego~~in ~~bank. From~~ownership ~~1987~~of toImagenetix's ~~1993~~equity ~~she~~securities ~~served~~pursuant asto ~~vice~~Section 16(a) ~~president,~~of ~~secretary~~the ~~and~~Securities ~~treasurer~~Exchange ~~for~~Act ~~Vitamin~~of ~~Direct, Inc~~1934.~~, a consumer mail order vitamin company.~~

2524

~~Derek~~ITEM C11. ~~Boosey~~EXECUTIVE ~~has served as our vice-president—international since September 1999~~COMPENSATION. From 1994 to September 1999, he was new business manager for Natural Alternatives International, Inc., and from 1990 to 1994 was director of marketing for Athletics Canada. From 1984 to 1990, Mr. Boosey was a technical advisor to the Korean Ministry of Sports and a sports and marketing consultant for MKC International. He earned degrees in physical education from Keele University (England) and Opu University (England) and is the Senior Olympics world record holder in the triple jump in the age 55 to 60 class.

~~Barry~~There ~~King~~is ~~joined~~shown ~~our~~below ~~Board~~information inconcerning ~~2003. He was~~ the ~~Director~~ compensation of ~~Marketing~~our ~~for~~principal ~~the~~executive ~~United~~officer ~~States~~and ~~Olympic~~the ~~Committee~~most ~~from~~highly ~~1987~~compensated toexecutive ~~2002.~~officers ~~Since~~whose ~~2002,~~total ~~Mr. King~~compensation ~~has~~exceeded ~~been the President of Outdoor Fitness~~$100,000 (each a ~~private~~“Named ~~company~~Officer”) ~~engaged~~for in the ~~development~~period ~~and~~ended ~~sale~~March of31, ~~exercise equipment~~2015. Mr. King graduated with a B.A. degree from the University of Colorado in 1969. Mr. King’s long career as a marketing professional provides particular value to our board as it relates to positioning our products.

~~Lowell~~SUMMARY W.COMPENSATION ~~Giffhorn~~TABLE has served as our Chief Financial Officer since July 2005. Since October 2005, Mr. Giffhorn also has served as the Chief Financial Officer and, since December 2005, has served on the board of directors of Brendan Technologies, Inc., a publicly held company that provides computer software to the pharmaceutical and life science industries. From November 1996 to June 2005, Mr. Giffhorn was the Chief Financial Officer of Patriot Scientific Corp., a publicly held semiconductor and intellectual property company. From June 1992 to August 1996 and from September 1987 to June 1990 he was the CFO of Sym-Tek Systems, Inc. and Vice President of Finance for its successor, Sym-Tek Inc., a supplier of capital equipment to the semiconductor industry. Mr. Giffhorn obtained a M.B.A. degree from National University in 1976 and he obtained a B.S. in Accountancy from the University of Illinois in 1969. Mr. Giffhorn devotes approximately 50% of his time to our affairs.

Jeffrey G. McGonegal joined our board in 2005. He has served since 2003 as the chief financial officer of AspenBio Pharma, Inc., a publicly-held biomedical company, and from 2003 until January 1, 2011, as the chief financial officer of PepperBall Technologies, Inc., a publicly held security products and services company, and since 2000 has served as senior vice president — finance of Cambridge Holdings, a publicly-held real estate and business development firm with limited activities. Until its sale in April 2007, he was also a member of the board of directors of Applied Medical Devices, Inc., a publicly-held shell company. From 1974 to 1997, he was an accountant with BDO Seidman LLP. While at BDO Seidman, Mr. McGonegal served as managing partner of the Denver, Colorado office. Mr. McGonegal received a B.A. degree in accounting from Florida State University and he is a certified public accountant licensed in Colorado. Mr. McGonegal’s deep financial expertise, which includes several years experience as a certified public accountant and several chief financial officer or chief executive officer positions in addition to his services to the company, provides particular value to our board.

Name and	Fiscal					Option		All Other
Principal Position	Year	Salary ($)		Bonus ($)		Awards ($)		Compensation ($)		Total ($)
[a]	[b]	[c]		[d]		[f]		[i]		[j]
William P. Spencer	2015	$	105,730	$	-	$	189,000	$	-	$	294,730
President, CEO and Director

Debra L. Spencer	2015	$	46,679	$	-	$	93,960	$	-	$	140,639
Secretary

Lowell W. Giffhorn	2015	$	64,615	$	-	$	129,600	$	-	$	194,215
Chief Finacial Officer

~~Robert~~OUTSTANDING ~~Burg~~EQUITY ~~joined~~AWARDS ~~our~~AT ~~board~~FISCAL in 2005. Since 2009, Mr. Burg has been the president of CMC Golf, a worldwide leader, manufacturer, and distributor of fine golf accessories. Since 1998, Mr. Burg has been the owner of The Burg Group, a national sales and marketing agency specializing in the golf industry. From 1992 to 1998, Mr. Burg held several executive level positions, including President from 1995 to 1998, with Royal Grip, Inc., a publicly traded company that designed and distributed golf club grips and athletic headware. He received a B.A. degree in Business from Great Western University in 1977. Mr. Burg’s long career as a marketing professional coupled with his executive officer positions provides particular value to our board.YEAR-END

William A. Toomey joined our board in 2011. Mr. Toomey has used global influence as a world class athlete and leader of the International Olympic movement to benefit many. He was the 1968 Olympic gold medalist in the decathlon, a past Sullivan Award winner (top USA athlete), ABC Athlete of the Year, and the Associated Press Amateur and Professional Athlete of the Year. He is a past president of the International Olympic Committee’s Alumni Association; was a Presidential advisor to the Peace Corps and a member of Gerald Ford’s Presidential Commission on Olympic Sport. He received a Master’s Degree from Stanford University and currently lectures at the University of California Davis. Mr. Toomey’s long career as a marketing executive in sports health and fitness provides particular value to our board.

Number

Securities

Underlying

Intrinsic

Unexercised

Option

Value at

Options

Exercise

Option

March 31,

(#)

Price

Expiration

2015

Name

Exercisable

Unexercisable

($)

Date

($)

[a]

[b]

[c]

[e]

[f]

William P. Spencer

525,000

0.10

September 16, 2019

63,000

President, CEO and

Director

Debra L. Spencer

261,000

0.10

September 16, 2019

31,320

Secretary

Lowell W. Giffhorn

360,000

0.10

September 16, 2019

43,200

Chief Financial Officer

26Employment Contracts

~~William~~Effective Pas of August 7, 2009, we entered into employment agreements with Mr. and Mrs. Spencer and ~~Debra~~Mr. LGiffhorn to serve as our President and Chief Executive Officer, Secretary, and Chief Financial Officer, respectively (the Employees). These ~~Spencer~~employment ~~are~~agreements ~~married~~have 24 month terms with automatic 24 month renewals. The employment agreements provide that the Employees may voluntarily terminate their employment with a thirty day written notice to ~~each~~us. The ~~other~~employment agreements also provide that if the Employees are involuntarily terminated (excluding for cause), we will pay the Employees twenty-four months’ salary as severance pay.

~~Committees of the Board of Directors~~25

~~Compensation~~The ~~Committee. Our~~employment ~~Compensation~~agreements ~~Committee~~contain ischange ~~currently~~of ~~comprised~~control ofprovisions that provide severance pay and other benefits in the ~~following,~~event ~~each~~of a change of ~~whom~~control. isThe ~~independent~~Agreements asprovide ~~defined~~for ~~under~~severance ~~applicable~~payments of ~~NASDAQ~~three ~~and~~times ~~SEC~~the ~~rules:~~executive’s ~~Jeffrey~~annual G.base ~~McGonegal~~salary in the event the executive’s employment is terminated, ~~Robert~~either ~~Burg~~voluntarily with ~~(Committee~~“good ~~Chair)~~reason” or involuntarily, ~~and~~during ~~Barry~~the ~~King~~one-year period following a change in control. ~~The~~Severance ~~Compensation~~payments ~~Committee~~to the ~~did~~Employees ~~not~~under ~~hold~~the change of control provisions would be in lieu of any ~~formal~~severance ~~meetings~~otherwise ~~during~~due ~~the~~them ~~current~~under ~~fiscal~~their ~~year~~employment agreements discussed above.

~~The~~DIRECTOR Compensation Committee was formed to review and recommend to the Board the salaries, bonuses and perquisites of our executive officers. The Compensation Committee also will review and recommend to the Board any new compensation or retirement plans and will administer our 2000 Stock Option Plan. The Compensation Committee will also review and approve corporate goals and objectives relevant to the compensation of our executive officers and evaluate their performance in light of these goals and objectives. The Compensation Committee will present a charter at its first formal meeting. The initial charter and any changes to the charter will be recommended by the Compensation Committee and must be approved by the Board.COMPENSATION

~~Audit Committee.~~ The ~~Audit~~Company's ~~Committee~~outside isnon-employee ~~responsible~~director ~~for:~~receives ~~(1)~~cash ~~selection and oversight of our independent accountant; (2) establishing procedures~~ compensation, for service ~~the~~as a ~~receipt,~~board ~~retention~~member. ~~and~~Directors ~~treatment~~are ofreimbursed ~~complaints regarding accounting, internal controls and auditing matters; (3) establishing procedures~~ for ~~the~~all ~~confidential,~~expenses ~~anonymous~~incurred ~~submission~~by ofthem ~~concerns~~in ~~regarding~~attending ~~accounting~~board ~~and~~meetings. Non-employee directors ~~auditing~~also ~~matters;~~receive ~~(4)~~warrants ~~engaging outside advisors; and, (5) funding~~ for ~~the~~their ~~outside~~service ~~auditors~~as ~~and~~board ~~any outside advisors engagement by the audit committee. The Audit Committee~~members, ~~which~~with ~~met~~warrant ~~four~~grants ~~times~~awarded ~~during fiscal year 2011~~periodically, isbut ~~composed~~not ~~of one employee director and one other director~~annually, as ~~who was~~ determined by the ~~Board~~board toof ~~be an independent director~~directors. Employee ~~During~~directors ~~fiscal~~receive ~~year~~compensation ~~2010,~~as ~~the~~employees ~~Audit~~and ~~Committee consisted of Mr.~~not ~~McGonegal~~for ~~(Chairman)~~service as ~~and Mr~~directors. ~~Spencer.~~

The ~~Board~~following ofinformation ~~Directors~~outlines ~~has~~the ~~determined~~compensation ~~that~~paid ~~Mr. McGonegal~~to our isnon-employee andirector, ~~audit~~including ~~committee~~annual ~~financial~~base ~~expert~~retainer asfees ~~defined in Item 401 of Regulation S-B promulgated by the Securities~~ and ~~Exchange~~warrant ~~Commission.~~awards ~~The~~for ~~Board's conclusions regarding~~ the ~~qualifications~~fiscal ofperiod ~~Mr. McGonegal~~ended asMarch ~~an audit committee financial expert were based on his service as a chief financial officer of a public company~~31, ~~his prior practice as an audit partner for a national certified public accounting firm and his degrees in accounting and business administration.~~2015:

~~Code~~We ofprovided ~~Ethics~~director compensation for our outside directors as follows:

Imagenetix has set forth its policy on ethical behavior in a document called "Code of Business Conduct and Ethics." This policy applies to the members of our Board of Directors and all employees, including (but not limited to) our principal executive officer, principal financial officer, principal accounting officer or controller and persons performing similar functions. This policy comprises written standards that are reasonably designed to deter wrongdoing and to promote the behavior described in Item 406 of Regulation S-B promulgated by the Securities and Exchange Commission. No waivers of the Code were granted in 2011.

Fees

Earned

Paid In

Warrant

Cash

Awards

Total

Name

($)

[a]

[b]

(d)

[h]

William Toomey

13,680

~~Compliance~~Board ~~with~~representation= ~~Section~~$6,000 ~~16(a)~~per ~~of the Securities Exchange Act~~year

~~Due~~Audit tocommittee ~~our~~chair= ~~status~~additional ~~as a Section 15(d) reporting company~~$6,000 per our executive officers, directors, and persons who beneficially own more than 10% of a registered class of our equity securities are not required to file with the SEC reports of ownership and changes in ownership of Imagenetix's equity securities pursuant to Section 16(a) of the Securities Exchange Act of 1934.year

27Compensation committee chair = additional $3,000 per year

~~ITEM~~Initial ~~11.EXECUTIVE~~board ~~COMPENSATION.~~acceptance= $6,000

~~There~~Warrant isGrants. ~~shown~~Warrants ~~below~~were ~~information~~granted ~~concerning~~on the ~~compensation~~emergence ~~of our principal executive officer and~~ from the ~~most~~Bankruptcy ~~highly compensated executive officers whose total compensation exceeded $100,000 (each a “Named Officer”) for the fiscal years ended March 31, 2011 and 2010~~proceeding.

~~SUMMARY~~Mr. ~~COMPENSATION~~Opperman, ~~TABLE~~Dr. Georgaklis and Mr. Dennis were appointed to the board of directors on June 12, 2015.

Name and	Fiscal					Option		All Other
Principal Position	Year	Salary ($)		Bonus ($)		Awards ($)		Compensation ($)		Total ($)
[a]	[b]	[c]		[d]		[f]		[i]		[j]
William P. Spencer	2011	$	200,056	$	-	$	24,000	$	9,000	$	233,056
President, CEO and Director	2010	$	190,846	$	56,400	$	30,450	$	10,802	$	288,498
	2009	$	212,341	$	50,400	$	10,800	$	10,802	$	284,343
Derek Boosey	2011	$	98,398	$	-	$	45,600	$	9,000	$	152,998
Vice President	2010	$	98,492	$	3,000	$	5,700	$	10,802	$	117,994
Lowell W. Giffhorn	2011	$	114,400	$	-	$	26,400	$	-	$	140,800
CFO	2010	$	106,700	$	-	$	5,700	$	-	$	112,400

Liability and Indemnification of Officers and Directors

~~The~~Our ~~amounts~~Articles ~~included~~of inIncorporation ~~other~~provides that ~~compensation~~our ~~are~~directors ~~car~~will ~~allowances~~not ~~paid~~be toliable ~~Mr.~~for ~~Spencer~~monetary ~~and~~damages ~~Mr.~~for ~~Boosey.~~breach of their fiduciary duty as directors, other than the liability of a director for:

28· A breach of the director’s duty of loyalty to our company or our stockholders;

~~OUTSTANDING~~· ~~EQUITY~~Acts ~~AWARDS~~or ATomissions ~~FISCAL~~by ~~YEAR-END~~the director not in good faith or which involve intentional misconduct or a knowing violation of law;

Name	Number of Securities Underlying Unexercised Options (#) Exercisable		Number of Securities Underlying Unexercised Options (#) Unexercisable		Option Exercise Price ($)		Option Expiration Date
[a]	[b]		[c]		[e]		[f]
William P. Spencer		25,000		-	$	1.30	May 8, 2012
President, CEO and		30,000		-	$	0.65	June 25, 2013
Director		30,000		-	$	0.31	June 8, 2014
		75,000		-	$	0.70	November 17, 2014
		50,000		50,000	$	0.38	August 21, 2015
Lowell W. Giffhorn		25,000		-	$	1.30	May 8, 2012
CFO		40,000		-	$	0.65	June 25, 2013
		30,000		-	$	0.31	June 8, 2014
		55,000		55,000	$	0.38	August 21, 2015
Derek Boosey		30,000		-	$	1.30	May 8, 2012
Vice President		30,000		-	$	0.65	June 25, 2013
		30,000		-	$	0.31	June 8, 2014
		95,000		95,000	$	0.38	August 21, 2015

Willful or negligent declaration of an unlawful dividend, stock purchase or redemption; or

~~Employment~~· ~~Contracts~~Transactions from which the director derived an improper personal benefit.

Effective as of August 7, 2009, we entered into employment agreements with Mr. and Mrs. Spencer and Mr. Giffhorn to serve as our President and Chief Executive Officer, Secretary, and Chief Financial Officer, respectively (the Employees). These employment agreements have 24 month terms with automatic 24 month renewals. The employment agreements provide that the Employees may voluntarily terminate their employment with a thirty day written notice to us. The employment agreements also provide that if the Employees are involuntarily terminated (excluding for cause), we will pay the Employees twenty-four months’ salary as severance pay.26

~~The~~Our ~~employment~~Articles ~~agreements contain change~~ of ~~control~~Incorporation ~~provisions~~require ~~that~~us to ~~provide~~indemnify ~~severance~~all ~~pay~~persons ~~and~~whom ~~other~~we ~~benefits~~may inindemnify ~~the~~pursuant ~~event~~to ofNevada alaw change of control. The Agreements provide for severance payments of three times the executive’s annual base salary in the event the executive’s employment is terminated, either voluntarily with “good reason” or involuntarily, during the one-year period following a change in control. Severance payments to the ~~Employees~~full ~~under~~extent ~~the~~permitted ~~change~~by ofNevada ~~control provisions would be in lieu of any severance otherwise due them under their employment agreements discussed above~~law.

~~DIRECTOR~~Our ~~COMPENSATION~~bylaws require us to indemnify our officers and directors and other persons against expenses, judgments, fines and amounts incurred or paid in settlement in connection with civil or criminal claims, actions, suits or proceedings against such persons by reason of serving or having served as officers, directors, or in other capacities, if such person acted in good faith and in a manner such person reasonably believed to be in or not opposed to our best interests and, in a criminal action or proceeding, if he had no reasonable cause to believe that his/her conduct was unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction or upon a plea of no contest or its equivalent shall not, of itself, create a presumption that the person did not act in good faith and in a manner which he or she reasonably believed to be in or not opposed to our best interests or that he or she had reasonable cause to believe his or her conduct was unlawful. Indemnification as provided in our bylaws shall be made only as authorized in a specific case and upon a determination that the person met the applicable standards of conduct. Insofar as the limitation of, or indemnification for, liabilities arising under the Securities Act of 1933 may be permitted to directors, officers, or persons controlling us pursuant to the foregoing, or otherwise, we have been advised that, in the opinion of the Securities and Exchange Commission, such limitation or indemnification is against public policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable.

~~The~~ITEM Company's outside non-employee directors receive cash compensation, paid quarterly, for service as board members and additional cash compensation for committee chair services, as further detailed below12. ~~Directors~~ ~~are~~SECURITY ~~reimbursed~~OWNERSHIP ~~for~~OF ~~all~~CERTAIN ~~expenses~~BENEFICIAL ~~incurred~~OWNERS byAND ~~them~~MANAGEMENT inAND ~~attending~~RELATED ~~board~~STOCKHOLDER ~~meetings~~MATTERS. Non-employee directors also receive stock options for their service as board members, with option grants awarded periodically, but not annually, as determined by the board of directors. Employee directors receive compensation as employees and not for service as directors.

The following table sets forth certain information concerning our common stock ownership as of June 29, 2015, by (1) each person who is known by us to be the beneficial owner of more than five percent of our common stock; (2) each of our executive officers and directors; and (3) all of our directors and executive officers as a group. The address of each such stockholder is in care of us at 10845 Rancho Bernardo Road, Suite 105, San Diego, California 92127.

The following information outlines the compensation paid to our non-employee directors, including annual base retainer fees and option awards for the fiscal year ended March 31, 2011:

	Amount of Benefical		Percent of
Name of Beneficial Owner	Ownership (1)(2)		Ownership

William P.and Debra L. Spencer (3)		786,000		2.7	%
William Toomey (4)		38,000		*
Lowell W. Giffhorn (5)		361,700		1.3	%
A. Wayne & Barbara Opperman (6)		5,000,000		17.1	%
Victor Gabourel (7)		2,345,834		8.1	%
James & Josephine Zolin (8)		3,713,334		13.1	%
Kim Vanderlinden (9)		5,483,333		18.3	%
George Georgeklis (10)		3,250,000		11.1	%
Karla Rosewell		2,705,000		9.6	%

All officers and directors as a group (7 persons) (11)		9,435,700		30.0	%

Name	Fees Earned or Paid In Cash ($)		Option Awards ($)		Total ($)
[a]	[b]		(d)		[h]
Jeffrey McGonegal	$	10,000	$	6,000	$	16,000
Barry King	$	4,800	$	6,000	$	10,800
Robert Burg	$	7,500	$	6,000	$	13,500

Represents less than 1%

We(1) ~~provide~~Reflects ~~director~~amounts ~~compensation~~as ~~for~~to ~~our~~which ~~outside~~the ~~directors~~beneficial asowner ~~follows:~~has sole voting power and sole investment power.

~~Board~~(2) ~~representation=~~Includes ~~$4,800~~common ~~per~~stock ~~year~~purchase warrants exercisable within 60 days from the date hereof.

~~Audit~~(3) ~~committee~~Comprised ~~chair~~of ~~(Mr~~786,000 common stock purchase warrants. ~~McGonegal)=~~William ~~additional~~P. ~~$5,200~~and ~~per~~Debra ~~year~~Spencer are husband and wife and are deemed to share beneficial ownership of these shares and options.

~~Compensation committee chair (Mr. Burg)= additional $2,700 per year~~27

~~Option~~(4) ~~Grants. All~~Comprised of ~~our directors are eligible for grants of stock options under our 2000 Plan. In August 2010~~38, ~~and pursuant to the 2000 Plan, we granted to Mssrs. McGonegal, King and Burg five year options to purchase 25,~~000 ~~shares of our~~ common stock atpurchase $0warrants.~~38 per share as disclosed in the “Director Compensation” schedule above.~~

We(5) ~~estimate~~Comprised ~~the fair value~~ of ~~the~~1,700 ~~options~~shares ~~issued to our officers~~ and ~~directors at the issuance date by using the Black-Scholes option-pricing model with the following weighted-average assumptions used for those options issued during the year ended March 31~~360,000 ~~2011:~~common ~~dividend~~stock ~~yield~~purchase ~~of zero percent; expected volatility of 78%, risk-free interest rates of 1~~warrants.~~47%; and expected life of 5 years.~~

~~Liability~~(6) Comprised of 4,000,000 shares and ~~Indemnification~~1,000,000 ofcommon ~~Officers~~stock purchase warrants over which Mr. and ~~Directors~~Ms. Opperman have shared voting power. Mr. and Ms. Opperman are husband and wife.

~~Our~~(7) ~~Articles~~Comprised of ~~Incorporation~~1,745,834 ~~provides~~shares ~~that~~and ~~our directors will not be liable for monetary damages for breach of their fiduciary duty as directors~~600,000 ~~other~~common ~~than~~stock ~~the~~purchase ~~liability of a director for:~~warrants.

•(8) AComprised ~~breach~~ of ~~the~~3,633,334 ~~director’s~~shares ~~duty~~and of80,000 ~~loyalty~~common tostock ~~our~~purchase ~~company~~warrants orover ~~our~~which ~~stockholders;~~Mr. and Ms. Zolin have shared voting power. Mr. and Ms. Zolin are brother and sister.

•(9) ~~Acts~~Comprised orof ~~omissions~~3,783,333 byshares ~~the~~and ~~director~~1,700,000 ~~not~~common instock ~~good~~purchase ~~faith or which involve intentional misconduct or a knowing violation of law;~~warrants.

•(10) ~~Willful~~Comprised ~~or negligent declaration~~ of an2,250,000 ~~unlawful~~shares ~~dividend~~and 1,000,000 common stock purchase ~~or redemption; or~~warrants.

•(11) ~~Transactions~~Comprised ~~from~~of ~~which~~6,251,700 ~~the~~shares ~~director~~and ~~derived~~3,184,000 ancommon ~~improper~~stock ~~personal~~purchase ~~benefit~~warrants.

~~Our~~Equity ~~Articles~~Compensation ofPlan ~~Incorporation require us to indemnify all persons whom we may indemnify pursuant to Nevada law to the full extent permitted by Nevada law.~~Information

Number of securities

remaining available

Number of securities

for issuance under

to be issued upon

Weighted average

equity compensaton

exercise of

exercise price of

plans (excluding

outstanding options,

securities reflected in

warrants and rights

column (a))

Plan Category

(a)

(b)

(c)

Equity compensation plans approved by security holders

Equity compensation plans not approved by security holders

1,481,000

0.10

Total

1,481,000

0.10

~~Our~~Common ~~bylaws~~shares ~~require~~issuable uson tothe ~~indemnify~~exercise our officers and directors and other persons against expenses, judgments, fines and amounts incurred or paid in settlement in connection with civil or criminal claims, actions, suits or proceedings against such persons by reason of ~~serving~~common orstock ~~having~~warrants have ~~served as officers, directors, or in other capacities, if such person acted in good faith and in a manner such person reasonably believed to be in or~~ not ~~opposed~~been toapproved ~~our best interests and, in a criminal action or proceeding, if he had no reasonable cause to believe that his/her conduct was unlawful. The termination of any action, suit or proceeding~~ by ~~judgment, order, settlement, conviction or upon a plea of no contest or its equivalent shall not, of itself, create a presumption that~~ the ~~person~~security ~~did~~holders ~~not act in good faith~~ and in a manner which he or she reasonably believed to be in or not opposed to our best interests or that he or she had reasonable cause to believe his or her conduct was unlawful. Indemnification as provided in our bylaws shall be made only as authorized in a specific case and upon a determination that the person met the applicable standards of conduct. Insofar as the limitation of, ~~or indemnification for~~accordingly, ~~liabilities arising under the Securities Act of 1933 may be permitted to directors, officers, or persons controlling us pursuant to the foregoing, or otherwise, we~~ have been ~~advised~~segregated ~~that,~~ in the ~~opinion~~above ~~of the Securities and Exchange Commission, such limitation or indemnification is against public policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable~~table.

~~The~~In ~~following~~September ~~table~~2014, ~~sets~~as ~~forth~~part ~~certain~~of ~~information~~the ~~concerning~~Plan ~~our common stock ownership as~~ of ~~July 11~~Reorganization, ~~2011,~~we acquired byPeriodyne ~~(1)~~from ~~each~~Kim ~~person~~Vanderlinden, ~~who is known by us to be~~ the ~~beneficial~~sole owner of ~~more~~Periodyne ~~than~~LLC, ~~five~~in ~~percent~~exchange offor ~~our~~the ~~common~~issuance ~~stock;~~of ~~(2)~~3,400,000 ~~each~~common shares of ~~our~~stock ~~executive officers~~ and ~~directors;~~a ~~and~~warrant ~~(3)~~exercisable ~~all~~into ofup ~~our~~to ~~directors~~1,700,000 ~~and~~shares ~~executive~~of ~~officers~~common ~~as a group~~stock. The ~~address~~common ofshares ~~each~~were ~~such~~valued ~~stockholder~~at is$1,258,000 inand the ~~care~~warrant ofwas usvalued at ~~10845~~$594,952, ~~Rancho~~which ~~Bernardo~~amounts ~~Road,~~were ~~Suite~~recognized ~~105,~~on ~~San~~the ~~Diego,~~records ~~California~~of ~~92127~~the predecessor entity under reorganization adjustments.

	Amount of Benefical		Percent of
Name of Beneficial Owner	Ownership (1)(2)		Ownership
William P.and Debra L. Spencer (3)		3,032,500		25.0	%
Gary J. McAdam (4)		1,460,557		12.3	%
Barry S. King (5)		42,500		*
Robert Burg (6)		47,500		*
Jeffrey G. McGonegal (6)		47,500		*
Lowell W. Giffhorn (7)		160,000		1.3	%
Derek C. Boosey (8)		235,000		2.0	%
All officers and directors as a group (7 persons) (9)		3,565,000		28.3	%

We believe that the above transactions were fair, reasonable and upon terms at least as favorable to us as those we might have obtained from unaffiliated third parties.

* Represents less than 1%28

~~(1)~~ITEM ~~Reflects~~14. ~~amounts~~PRINCIPAL asACCOUNTANT toFEES ~~which~~AND ~~the beneficial owner has sole voting power and sole investment power.~~SERVICES

~~(2)~~The ~~Includes~~following ~~stock~~is ~~options~~a ~~and~~summary ~~common~~of ~~stock~~the ~~purchase~~fees ~~warrants~~billed ~~exercisable~~to ~~within~~Imagenetix by 60its ~~days~~principal ~~from~~accountants for the ~~date~~fiscal ~~hereof.~~year ended March 31, 2015:

~~(3)~~Audit ~~Comprised~~fees. Consists of ~~2,705,000~~fees ~~shares~~for ~~and~~professional ~~327,500~~services ~~stock~~rendered by ~~options.~~our ~~William~~principal P.accountants ~~and~~for ~~Debra~~the ~~Spencer~~audit ~~are~~of ~~husband~~our ~~and~~annual ~~wife~~financial statements and the review of financial statements included in our Forms 10-Q or services that are ~~deemed~~normally toprovided ~~share~~by ~~beneficial~~our ~~ownership~~principal ofaccountants ~~these~~in ~~shares~~connection with statutory and ~~options~~regulatory filings or engagements.

~~(4)~~Audit-related ~~Comprised~~fees. Consists of ~~1,435,557~~fees ~~shares~~for assurance and ~~25,000~~related services ~~common~~by ~~stock~~our ~~purchase~~principal ~~warrants,~~accountants ~~all~~that are reasonably related to the performance of ~~which~~the ~~are~~audit ~~owned~~or byreview ~~entities~~of ~~controlled~~our byfinancial ~~Mr.~~statements and ~~McAdam~~are not reported under "Audit fees."

~~(5)~~Tax ~~Comprised~~fees. Consists of 42fees for professional services rendered by our principal accountants for tax compliance,~~500~~ ~~stock~~tax ~~options~~advice and tax planning.

(6) Comprised of 47,500 stock options.

	HJ Associates &
	Consultants LLP
Fee category	2015

Audit fees	$	57,000

Audit-related fees	$	-

Tax fees	$	2,000

All other fees	$	-

Total fees	$	59,000

~~(7)~~All ~~Comprised~~other fees. Consists of 10fees for products and services provided by our principal accountants,~~000~~ ~~shares~~other than the services reported under "Audit fees," "Audit-related fees" and "Tax ~~150~~fees" above. The fees disclosed in this category include due diligence,~~000~~ ~~stock~~preparation ~~options~~of pro forma financial statements as a discussion piece for a Board member, and preparation of letters in connection with the filing of Current Reports on Form 8-K.

~~(8)~~Pre-Approval ~~Comprised~~Policies ~~of 50,000 shares~~ and ~~185,000 stock options.~~Procedures

All services provided by our independent registered public accounting firm, HJ Associates & Consultants LLP (9“HJ”), ~~Comprised~~are subject to pre-approval by our Audit Committee. The Audit Committee has authorized each of ~~2,765,000~~its ~~shares~~members to approve services by HJ in the event there is a need for such approval prior to the next full Audit Committee meeting. The Audit Committee has also adopted policies and ~~800~~procedures that are detailed as to the particular service and that do not include delegation of the Audit Committee’s responsibilities to management under which management may engage HJ to render audit or non-audit services. Any interim approval given by an Audit Committee member and any such engagement by management must be reported to the Audit Committee no later than its next scheduled meeting. Before granting any approval,~~000~~ ~~stock~~the ~~options~~Audit Committee (or a committee member if applicable) gives due consideration to whether approval of the proposed service will have a detrimental impact on HJ’s independence. The full Audit Committee pre-approved all services provided by HJ in fiscal 2015.

Based upon the Audit Committee's discussion with management and the independent auditors and the Audit Committee review of the representations of management and the report of the independent accountants to the Audit Committee, the Audit Committee recommended that the Board of Directors include our audited financial statements in our Annual Report on Form 10-K for the period ended March 31, 2015 filed with the Securities and Exchange Commission.

~~Equity Compensation Plan Information~~29

Number of securities

remaining available

Number of securities

for issuance under

to be issued upon

Weighted average

equity compensaton

exercise of

exercise price of

plans (excluding

outstanding options,

securities reflected in

warrants and rights

column (a))

Plan Category

(a)

(b)

(c)

Equity compensation plans approved by security holders

1,890,000

0.60

Equity compensation plans not approved by security holders

1,301,341

0.72

Total

3,191,341

0.65

PART IV

~~Common~~ITEM ~~shares~~15. ~~issuable~~EXHIBITS onAND ~~the~~FINANCIAL ~~exercise~~STATEMENT ~~of common stock warrants have not been approved by the security holders and, accordingly, have been segregated in the above table~~SCHEDULES.

~~ITEM~~(a) ~~13. CERTAIN~~The ~~RELATIONSHIPS~~following ~~AND~~documents ~~RELATED~~are ~~TRANSACTIONS,~~filed ~~AND~~as ~~DIRECTOR~~a ~~INDEPENDENCE.~~part of this Report:

In January 2005 we entered into a consulting agreement with Business Partners Operations, LLC, a company in which Mr. McAdam is an officer and principal stockholder. Under the agreement, Mr. McAdam provided us with business consulting in the areas of finance and marketing strategies. The agreement, which was verbally amended in February 2008 and November 2010, called for us to pay a fee of $3,500 to $6,500 per month. The agreement was terminated by the company in January 2011.

1.	Financial Statements. The following consolidated financial statements and Report of Independent Registered Certified Public Accounting Firm are included in Part II of this Report:

	Report of HJ Associates & Consultants LLP, Independent Registered Public Accounting Firm

	Consolidated Balance Sheets- As of March 31, 2015 and September 16, 2014

	Consolidated Statement of Operation- Period Ended March 31, 2015

	Consolidated Statement of Stockholders' Equity - Periods Ended March 31, 2015 and September 16, 2014

	Consolidated Statement of Cash Flows- Period Ended March 31, 2015

	Notes to Consolidated Financial Statements

2.	Exhibits. The following Exhibits are filed as part of, or incorporated by reference into, this Report:

We believe that the above transactions were fair, reasonable and upon terms at least as favorable to us as those we might have obtained from unaffiliated third parties.

Exhibit No.		Title

3.01		Articles of Incorporation of the Registrant (1)

3.02		Bylaws of the Registrant (1)

3.03		Amendment to Articles of Incorporation (Name change) (2)

3.04		By laws, as amended (5)

10.20		Office Lease Agreement with Bernardo Gateway Partners (4)

10.22		Patent License with EHP Products, Inc. (4)

10.23		Employment Agreement with William P. Spencer dated August 7, 2009 (5)

10.24		Employment Agreement with Debra L. Spencer dated August 7, 2009 (5)

10.25		Engagement Agreement with Lowell W. Giffhorn dated August 7, 2009 (5)

~~ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES~~30

The following is a summary of the fees billed to Imagenetix by its principal accountants for the fiscal years ended March 31, 2011 and 2010:

14		Code of Ethics (3)

31.1		302 Certification of William P. Spencer

31.2		302 Certification of Lowell W. Giffhorn

32.1		906 Certification of William P. Spencer

32.2		906 Certification of Lowell W. Giffhorn

101		Financial statements from the annual report on Form 10-K of the Company for the period ended March 31, 2015, formatted in XBRL; (i) the Consolidated Balance Sheets, (ii) the Consolidated Statement of Income, (iii) the Consolidated Statement of Shareholders’ Equity, (iv) the Consolidated Statements of Cash Flows, and (v) the Notes to the Consolidated Financial Statements tagged as blocks of text.

	HJ Associates &
	Consultants LLP
Fee category	2011		2010
Audit fees	$	61,200	$	49,100
Audit-related fees	$	-	$	-
Tax fees	$	1,781	$	1,368
All other fees	$	1,080	$	-
Total fees	$	64,061	$	50,468

(1)

Incorporated by reference to our Registration Statement on Form SB-1, file number 333-87535, filed on September 22, 1999.

32(2) Incorporated by reference to our Registration Statement on Form SB-2, File Number 333-71756, declared effective on July 26, 2002 and post-effective amendment No. 1 thereto declared effective on August 25, 2003.

~~Audit~~(3) ~~fees.~~Incorporated ~~Consists of fees for professional services rendered~~ by ~~our~~reference ~~principal~~to ~~accountants for the audit of~~ our ~~annual~~Annual ~~financial~~Report ~~statements~~on ~~and~~Form ~~the review of financial statements included in our Forms~~ 10-QK orfor ~~services~~the ~~that~~period ~~are~~ended ~~normally~~March ~~provided by our principal accountants in connection with statutory and regulatory filings or engagements.~~31,

~~Audit-related fees~~2004. Consists of fees for assurance and related services by our principal accountants that are reasonably related to the performance of the audit or review of our financial statements and are not reported under "Audit fees."

~~Tax~~(4) ~~fees.~~Incorporated ~~Consists~~by ofreference ~~fees~~to ~~for~~our ~~professional~~Annual ~~services~~Report ~~rendered~~on byForm ~~our~~10-K ~~principal accountants~~ for ~~tax~~the ~~compliance,~~period ~~tax~~ended ~~advice~~March ~~and~~31, ~~tax planning~~2006.

~~All~~(5) ~~other~~Incorporated ~~fees.~~by ~~Consists~~reference ofto ~~fees for products and services provided by~~ our ~~principal~~Quarterly ~~accountants,~~Report ~~other~~on ~~than~~Form ~~the services reported under "Audit fees," "Audit~~10-~~related~~Q ~~fees" and "Tax fees" above. The fees disclosed in this category include due diligence, preparation of pro forma financial statements as a discussion piece~~ for ~~a Board member, and preparation of letters in connection with~~ the ~~filing~~quarter ofended ~~Current~~June ~~Reports~~30, ~~on Form 8-K~~2010.

~~Pre-Approval Policies and Procedures~~31

~~All~~Index ~~services provided by our independent registered public accounting firm, HJ Associates & Consultants LLP (“HJ”), are subject~~ to ~~pre-approval~~Consolidated byFinancial our Audit Committee. The Audit Committee has authorized each of its members to approve services by HJ in the event there is a need for such approval prior to the next full Audit Committee meeting. The Audit Committee has also adopted policies and procedures that are detailed as to the particular service and that do not include delegation of the Audit Committee’s responsibilities to management under which management may engage HJ to render audit or non-audit services. Any interim approval given by an Audit Committee member and any such engagement by management must be reported to the Audit Committee no later than its next scheduled meeting. Before granting any approval, the Audit Committee (or a committee member if applicable) gives due consideration to whether approval of the proposed service will have a detrimental impact on HJ’s independence. The full Audit Committee pre-approved all services provided by HJ in fiscal 2011.Statements

Based upon the Audit Committee's discussion with management and the independent auditors and the Audit Committee review of the representations of management and the report of the independent accountants to the Audit Committee, the Audit Committee recommended that the Board of Directors include our audited financial statements in our Annual Report on Form 10-K for the year ended March 31, 2011 filed with the Securities and Exchange Commission.

Report of Independent Registered Public Accounting Firm	F-2

Consolidated Balance Sheets, March 31, 2015 and September 16, 2014	F-3

Consolidated Statement of Operation, for the peiod ended March 31, 2015	F-4

Consolidated Statement of Stockholders' Equity, for the period ended March 31, 2015	F-5

Consolidated Statement of Cash Flows, for the period ended March 31, 2015	F-6

Notes to Consolidated Financial Statements	F-7 to F-21

~~PART IV~~ F-1

~~ITEM~~REPORT ~~15. EXHIBITS~~OF ~~AND~~INDEPENDENT REGISTERED ~~FINANCIAL~~PUBLIC ~~STATEMENT~~ACCOUNTING ~~SCHEDULES.~~FIRM

~~(a)~~To ~~The~~the ~~following~~Board ~~documents are filed as a part~~ of ~~this~~Directors Imagenetix, ~~Report:~~Inc.

1.San ~~Financial~~Diego, ~~Statements~~California We have audited the accompanying consolidated balance sheets of Imagenetix, Inc. ~~The~~and ~~following~~subsidiary as of March 31, 2015 and September 16, 2014, and the related consolidated statements of operations, stockholders' equity (deficit), and cash flows for the period ended March 31, 2015. These financial statements ~~and~~are ~~Report~~the responsibility of ~~Independent~~the ~~Registered~~Company's ~~Certified~~management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting ~~Firm~~Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in ~~Part~~the IIcircumstances, but not for the purpose of ~~this~~expressing ~~Report:~~an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, 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 consolidated financial statements referred to above present fairly, in all material respects, the financial position of Imagenetix, Inc. and subsidiary as of March 31, 2015 and September 16, 2014, and the results of their operations and their cash flows for the period ended March 31, 2015, in conformity with U.S. generally accepted accounting principles.

~~Report~~The ofaccompanying HJconsolidated ~~Associates~~financial &statements ~~Consultants~~have ~~LLP~~been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the ~~Independent~~Company’s ~~Registered~~net ~~Public~~losses ~~Accounting~~and ~~Firm~~accumulated deficit, among other issues, raise substantial doubt about its ability to continue as a going concern. Management’s plans concerning these matters are also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~Consolidated~~/s/ ~~Balance~~HJ ~~Sheets-~~Associates As& ~~of March 31~~Consultants, ~~2011 and 2010~~LLP

~~Consolidated~~ HJ ~~Statements~~Associates of& ~~Operation- Years Ended March 31~~Consultants, ~~2011 and 2010~~LLP

33Salt Lake City, Utah

~~Consolidated~~June ~~Statement of Stockholders' Equity- Years Ended March 31~~29, ~~2011 and 2010~~2015

~~Consolidated Statements of Cash Flows~~F- ~~Years Ended March 31, 2011 and 2010~~2

~~Notes~~Imagenetix, toInc. ~~Consolidated~~and ~~Financial Statements~~Subsidiary

2.Consolidated ~~Exhibits.~~Balance ~~The following Exhibits are filed as part of, or incorporated by reference into, this Report:~~Sheets

Exhibit No.	Title
	March 31,			September 16,
3.01	Articles of Incorporation of the Registrant (1)
	2015			2014
3.02	Bylaws of the Registrant (1)
ASSETS
3.03	Amendment to Articles of Incorporation (Name change) (2)
Current assets:
3.04	By laws, as amended (7)
Cash	$	63,444		$	237,909
4.01	2000 Stock Option Plan (6)
Restricted cash		-			1,255,800
10.01	Celadrin® Supply Agreement with Organic Technologies (2)
Accounts receivable, net		335,617			160,802
10.19	Business Partners Operations Agreement (4)
Inventories, net		120,470			48,740
10.20	Office Lease Agreement with Bernardo Gateway Partners (5)
Prepaid expenses and other current assets		68,051			23,899
10.21	Patent License with University of Minnesota (5)
Total current assets		587,582			1,727,150
10.22	Patent License with EHP Products, Inc. (5)
Property and equipment, net		22,939			25,487
10.23	Employment Agreement with William P. Spencer dated August 7, 2009 (7)
Goodwill		8,205,597			8,205,597
10.24	Employment Agreement with Debra L. Spencer dated August 7, 2009 (7)
Other assets		21,782			23,166
10.25	Engagement Agreement with Lowell W. Giffhorn dated August 7, 2009 (7)
Total assets	$	8,837,900		$	9,981,400
10.26	Form of 7% Renewable Convertible Debenture dated May 2010 (8)
LIABILITIES AND STOCKHOLDERS' EQUITY
10.27	Business Financing Agreement with Bridge Bank dated June 2010 (8)
Current liabilities:
14	Code of Ethics (3)
Secured note payable	$	-		$	726,250
31.1	302 Certification of William P. Spencer
Short term claims payable		500,000			550,000
31.2	302 Certification of Lowell W. Giffhorn
Accounts payable		284,603			277,638
32.1	906 Certification of William P. Spencer
Accrued liabilities		49,159			244,913
32.2	906 Certification of Lowell W. Giffhorn
Insurance contract payable		13,001			-
Customer deposits		8,500			8,250
Total current liabilities		855,263			1,807,051
Long term claims payable		1,650,000			1,850,000
Stockholders' equity
Preferred stock, $.001 par value; 5,000,000 shares authorized: none outstanding		-			-
Common stock, $.001 par value; 50,000,000 shares authorized: 28,372,955 and 28,272,955 issued and outstanding at March 31, 2015 and September 16, 2014, respectively		28,372			28,272
Capital in excess of par value		6,325,977			6,296,077
Retained earnings		(21,712	)		-
Total stockholders' equity		6,332,637			6,324,349
Total liabilities and stockholders' equity	$	8,837,900		$	9,981,400

34See accompanying notes to consolidated financial statements.

~~(1) Incorporated by reference to our Registration Statement on Form SB~~F-~~1, file number 333-87535, filed on September 22, 1999.~~3

~~(2) Incorporated by reference to our Registration Statement on Form SB-2~~Imagenetix, ~~File~~Inc. ~~Number 333-71756, declared effective on July 26, 2002~~ and ~~post-effective amendment No. 1 thereto declared effective on August 25, 2003.~~Subsidiary

~~(3)~~Consolidated ~~Incorporated~~Statement byof ~~reference to our Annual Report on Form 10-K for the year ended March 31, 2005.~~Operations

(4) Incorporated by reference to our Registration Statement on Form SB-2, File Number 333-123159, declared effective on March 18, 2005.

	From September 17, 2014
	through
	March 31,
	2015

Net sales
Product sales	$	267,398
Licenses and royalties		557,101
Total net sales		824,499

Cost of sales		152,568

Gross profit		671,931

Operating expenses:
Selling, general and administrative		240,681
Payroll expense		328,992
Consulting expense		87,913
Operating expenses		657,586

Operating income		14,345

Other (expense):
Bankruptcy related expenses		(30,806	)
Interest expense		(5,000	)
Other income		(251	)
Total other (expense)		(36,057	)

Income before income taxes		(21,712	)

Income tax expense		-

Net loss	$	(21,712	)

Basic net loss per share	$	(0.00	)
Fully diluted net loss per share	$	(0.00	)

Basic weighted average common shares outstanding		28,343,873
Fully diluted weighted average common shares outstanding		28,343,873

~~(5)~~See ~~Incorporated~~accompanying bynotes ~~reference~~ to ~~our~~consolidated ~~Annual~~financial ~~Report on Form 10-K for the year ended March 31, 2006~~statements.

~~(6) Incorporated by reference to our Registration Statement on Form S~~F-~~8, File Number 333-146318, filed on September 26, 2007.~~4

~~(7) Incorporated by reference to our Quarterly Report on Form 10-Q for the quarter ended June 30~~Imagenetix, ~~2009~~Inc. and Subsidiary

~~(8)~~Consolidated ~~Incorporated~~Statement byof ~~reference to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2010.~~Stockholders' Equity

	Common Stock				Capital in excess		Retained			Stockholders'
	Shares		Amount		of Par Value		Earnings			Equity

Balance, September 16, 2014		28,272,955	$	28,272	$	6,296,077	$	-		$	6,324,349

Issuance of common stock for services		100,000		100		29,900		-			30,000

Net loss for the period ended March 31, 2015		-		-		-		(21,712	)		(21,712	)

Balance, March 31, 2015		28,372,955	$	28,372	$	6,325,977	$	(21,712	)	$	6,332,637

~~Index~~See accompanying notes to ~~Consolidated~~consolidated ~~Financial~~financial ~~Statements~~ statements.

Report of Independent Registered Public Accounting Firm	F-2
Consolidated Balance Sheets, March 31, 2011 and 2010	F-3
Consolidated Statements of Operations, for the years ended March 31, 2011 and 2010	F-4
Consolidated Statement of Stockholders' Equity, for the years ended March 31, 2011 and 2010	F-5
Consolidated Statements of Cash Flows, for the years ended March 31, 2011 and 2010	F-6
Notes to Consolidated Financial Statements	F-7 to F-23

F-5

~~F-1~~Imagenetix, Inc. and Subsidiary

~~Report~~Consolidated Statement of ~~Independent~~Cash ~~Registered Public Accounting Firm~~Flows

To the Board of Directors

	From September 17, 2014
	through
	March 31, 2015
Operating activities:
Net loss	$	(21,712	)
Adjustments to reconcile net income to cash provided by (used in) operating activities:
Amortization and depreciation		3,932
Provision for uncollectible accounts receivable		58,369
Issuance of common stock for services		30,000
Payments on long term bankruptcy claims payable		(250,000	)
Changes in assets and liabilities:
(Increase) decrease in restricted cash		1,255,800
(Increase) decrease in accounts receivable		(233,184	)
(Increase) decrease in inventories		(71,730	)
(Increase) decrease in other assets		(44,152	)
Increase (decrease) in accounts payable		6,965
Increase (decrease) in accrued liabilities		(195,754	)
Increase (decrease) in customer deposits		250
Net cash provided by operating activities		538,784
Investing activities
Purchases of property and equipment		-
Net cash used in investing activities		-
Financing activities:
Proceeds from issuance of insurance contract payable		21,668
Payments against insurance contracts payable		(8,667	)
Payments on secured note payable		(726,250	)
Net cash (used in) financing activities		(713,249	)
Net decrease in cash		(174,465	)
Cash, beginning of period		237,909
Cash, end of period	$	63,444

Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for:
Interest	$	35,901
Income taxes	$	5,602

~~Imagenetix,~~See ~~Inc~~accompanying notes to consolidated financial statements.

~~San Diego, California~~F-6

~~We have audited the accompanying consolidated balance sheets of Imagenetix~~IMAGENETIX, ~~Inc~~INC. ~~and~~AND subsidiaries as of March 31, 2011 and 2010, and the related consolidated statements of operations, stockholders' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.SUBSIDIARY

WeNotes ~~conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit~~ to ~~obtain reasonable assurance about whether~~ the ~~financial~~Consolidated ~~statements~~Financial are free of material misstatement. The Company is not required to have, nor were we engaged to perform an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, 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.Statements

~~In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Imagenetix, Inc. and subsidiaries as of~~ March 31, ~~2011 and 2010, and the results of their operations and their cash flows for the years then ended in conformity with U.S. generally accepted accounting principles.~~2015

~~/s/~~NOTE HJ1 ~~Associates~~- &SUMMARY ~~Consultants,~~OF ~~LLP~~SIGNIFICANT ACCOUNTING POLICIES

~~Salt Lake City, Utah~~Organization

The accompanying consolidated financial statements represent the accounts of Imagenetix, Inc. (“Parent”) organized under the laws of the State of Nevada on March 28, 1988; its subsidiary Imagenetix, Inc. (“Subsidiary”) organized under the laws of the state of Colorado on July 1126, ~~2011~~1996; its subsidiary Imagenetix [“Imagenetix CA”] organized under the laws of the State of California on January 7, 1999; and its subsidiary Periodyne, LLC (“Periodyne”) organized under the laws of the State of California on November 13, 2012. We are engaged in the business of developing, formulating, licensing and selling over-the-counter, natural-based nutritional supplements.

~~F-2~~On March 23, 1999, Subsidiary completed an exchange agreement with Imagenetix CA wherein Subsidiary issued its common stock in exchange for all of the outstanding common stock of Imagenetix CA. The acquisition was accounted for as a recapitalization of Imagenetix CA as the shareholders of the Imagenetix CA controlled the combined entity after the acquisition. There was no adjustment to the carrying values of the assets or liabilities of the Subsidiary or Imagenetix CA as a result of the recapitalization.

During October 2000, the Subsidiary entered into a definitive merger agreement and plan of reorganization with Parent. The transaction was accounted for as a recapitalization of the Subsidiary, wherein the Subsidiary became a wholly owned subsidiary of the Parent. In connection with the reverse acquisition, the Parent changed its name to Imagenetix, Inc.

~~Consolidated~~On ~~Balance~~September ~~Sheets~~16, 2014, as part of its emergence from a Bankruptcy proceeding, Parent acquired all of the outstanding membership interest in Periodyne, LLC.

March 31,	2011			2010
ASSETS
Current assets:
Cash and cash equivalents	$	398,997		$	981,510
Accounts receivable, net		669,976			1,049,047
Receivable from sale of licenses and intellectual property		1,250,000			-
Inventories, net		993,393			1,350,041
Prepaid expenses and other current assets		131,932			150,690
Current deferred tax assets		127,800			932,800
Total current assets		3,572,098			4,464,088
Property and equipment, net		58,498			89,137
Long-term prepaid expenses		6,000			18,000
Other assets		80,240			99,998
Long-term deferred tax assets		2,203,000			24,600
Total Assets	$	5,919,836		$	4,695,823
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Secured note payable to a bank	$	839,000		$	-
Convertible notes		300,000			-
Accounts payable		820,509			996,827
Accrued liabilities		71,857			82,392
Customer deposits		15,077			25,374
Current deferred revenue		1,750,000			-
Contract payable		42,347			85,972
Total current liabilities		3,838,790			1,190,565
Stockholders' equity
Preferred stock, $.001 par value; 5,000,000 shares authorized: none outstanding		-			-
Common stock, $.001 par value; 50,000,000 shares authorized: 11,811,288 and 11,010,788 issued and outstanding at March 31, 2011 and 2010, respectively		11,810			11,010
Capital in excess of par value		13,543,753			12,801,171
Accumulated deficit		(11,474,517	)		(9,306,923	)
Total stockholders' equity		2,081,046			3,505,258
Total Liabilities and Stockholders' Equity	$	5,919,836		$	4,695,823

We have, at the present time, not paid any dividends, and any dividends that may be paid in the future will depend upon our financial requirements and other relevant factors.

~~See accompanying report of independent registered public accounting firm, summary of accounting polices and notes to consolidated financial statements.~~ Consolidation

~~F-3~~All significant intercompany transactions have been eliminated in consolidation.

~~Imagenetix,~~Accounting ~~Inc.~~Estimates

~~Consolidated~~The ~~Statements~~preparation of ~~Operations~~financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures 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 estimated by management.

Years Ended March 31,	2011			2010
Net sales	$	7,128,854		$	6,596,071
Cost of sales		4,062,157			3,732,252
Gross profit		3,066,697			2,863,819
Operating expenses:
General and administrative expense		1,024,960			1,209,281
Selling expenses		3,029,489			1,361,799
Payroll expense		994,157			1,089,597
Consulting expense		1,324,847			1,481,331
Operating expenses		6,373,453			5,142,008
Operating (loss)		(3,306,756	)		(2,278,189	)
Other income (expense):
Other income		1,403			7,790
Settlement income		-			1,168,000
Interest expense		(235,641	)		(2,405	)
Other income (expense):		(234,238	)		1,173,385
Income (loss) before income taxes		(3,540,994	)		(1,104,804	)
Provision for (benefits from) income taxes		(1,373,400	)		(407,700	)
Net income (loss)	$	(2,167,594	)	$	(697,104	)
Basic and diluted income (loss) per share	$	(0.19	)	$	(0.06	)

Cash, Cash Equivalents and Restricted Cash

~~See~~We ~~accompanying~~consider ~~report~~all ofhighly ~~independent~~liquid ~~registered~~investments with ~~public~~original ~~accounting~~maturities ~~firm, summary~~ of ~~accounting~~three ~~polices~~months ~~and~~or ~~notes~~less to ~~consolidated~~be ~~financial~~cash ~~statements~~equivalents.

~~F-4~~Restricted cash and cash equivalents at September 16, 2014 and March 31, 2015 consist of deposits in an amount of $1,255,800 and $0, respectively, held in an attorney client trust account for the benefit of payments made to creditors under our Plan of Reorganization.

~~Imagenetix~~We follow authoritative guidance to account for our restricted cash and cash equivalents. Under this authoritative guidance we are required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. We determine fair value based on quoted prices when available or through the use of alternative approaches, ~~Inc~~such as discounting the expected cash flows using market interest rates commensurate with the credit quality and duration of the investment or valuations by third party professionals. The three levels of inputs that we may use to measure fair value are:

~~Consolidated~~Level ~~Statements~~1: ofUnadjusted ~~Stockholders'~~quoted ~~Equity~~prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

	Common Stock				Capital in excess		Retained Earnings			Stockholders'
Years Ended March 31, 2011 and 2010	Shares		Amount		of Par Value		(Deficit)			Equity
Balance April 1, 2009		11,010,788	$	11,010	$	12,651,936	$	(8,609,819	)	$	4,053,127
Value of stock options and warrants issued		-		-		149,235		-			149,235
Net loss for the year ended March 3l, 2010		-		-		-		(697,104	)		(697,104	)
Balance March 31, 2010		11,010,788		11,010		12,801,171		(9,306,923	)		3,505,258
Common stock issued for cash at $0.50 per share		800,000		800		399,200		-			400,000
Non-cash value of stock options and warrants issued		-		-		332,053		-			332,053
Exercise of warrants at $0.45 per share		500		-		224		-			224
Debt discount on issuance of convertible debentures		-		-		11,105		-			11,105
Net loss for the year ended March 3l, 2011		-		-		-		(2,167,594	)		(2,167,594	)
Balance March 31, 2011		11,811,288	$	11,810	$	13,543,753	$	(11,474,517	)	$	2,081,046

Level 2: Quoted prices in markets that are not active or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and

~~See~~Level ~~accompanying~~3: ~~report~~Prices ofor ~~independent~~valuation ~~registered~~techniques that ~~public~~require ~~accounting~~inputs ~~firm,~~that ~~summary~~are ofboth ~~accounting~~significant ~~policies~~to ~~and~~the ~~notes~~fair tovalue ~~consolidated~~measurement ~~finacial~~and ~~statements~~unobservable (i.e. supported by little or no market activity).

~~F-5~~The following tables detail the fair value measurements within the fair value hierarchy of our cash, cash equivalents and investments in marketable securities:

Imagenetix, Inc.

	Fair Value Measurements at March 31, 2015 Using
	Quoted Prices in		Significant Other		Significant
	Active Markets for		Observable		Unobservable
	Identical Assets		Inputs		Inputs
	(Level 1)		(Level 2)		(Level 3)		Total

Cash	$	63,444	$	-	$	-	$	63,444
Restricted cash and cash equivalents		-		-		-		-
Total	$	63,444	$	-	$	-	$	63,444

Consolidated Statements of Cash Flows

	Fair Value Measurements at September 16, 2014 Using
	Quoted Prices in		Significant Other		Significant
	Active Markets for		Observable		Unobservable
	Identical Assets		Inputs		Inputs
	(Level 1)		(Level 2)		(Level 3)		Total

Cash	$	237,909	$	-	$	-	$	237,909
Restricted cash and cash equivalents		1,255,800		-		-		1,255,800
Total	$	1,493,709	$	-	$	-	$	1,493,709

Years Ended March 31,	2011			2010
Operating activities:
Net loss	$	(2,167,594	)	$	(697,104	)
Adjustments to reconcile net loss to cash provided (used) by operating activities:
Amortization and depreciation		52,158			53,140
Provision for doubtful accounts, returns and discounts		7,000			75,000
Provision for inventory obsolescence		6,995			1,423
Non cash expense related to debt discount on notes		11,105			-
Non cash expense related to issuance of warrants and stock options		332,053			149,235
Change in deferred taxes		(1,373,400	)		(407,700	)
Changes in assets and liabilities:
(Increase) decrease in accounts receivables		372,071			(28,101	)
(Increase) decrease in receivable from sale of licenses and intellectual property		(1,250,000	)		-
(Increase) decrease in inventory		349,653			(14,223	)
(Increase) decrease in other assets		30,758			(29,662	)
Increase (decrease) in accounts payable		(176,318	)		722,516
Increase (decrease) in accrued liabilities		(10,535	)		1,696
Increase (decrease) in income taxes payable		-			(69,803	)
Increase in deferred revenue		1,750,000			-
Increase (decrease) in customer deposits		(10,297	)		(33,476	)
Net cash provided (used in) operating activities		(2,076,351	)		(277,059	)
Investing activities:
Purchases of property and equipment		(1,761	)		(6,501	)
Net cash used in investing activities		(1,761	)		(6,501	)
Financing activities:
Proceeds from contracts payable		91,101			141,849
Payments on contracts payable		(134,726	)		(99,522	)
Proceeds from asset based line of credit		1,390,000			-
Payments on asset based line of credit		(551,000	)		-
Payments on patent license financed		-			(2,980	)
Proceeds from bridge loans and convertible notes		710,000			-
Payments on bridge loans and convertible notes		(410,000	)		-
Proceeds from exericse of warrants		224			-
Proceeds from sale of common stock		400,000			-
Net cash provided by financing activities		1,495,599			39,347
Net decrease in cash		(582,513	)		(244,213	)
Cash and cash equivalents, beginning of year		981,510			1,225,723
Cash and cash equivalents, end of year	$	398,997		$	981,510
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for:
Interest	$	105,131		$	2,405
Income taxes	$	-		$	69,803
Non Cash Investing and Financing Activities:
Debt discount on convertible notes	$	11,105		$	-

F-7

~~See accompanying report of independent registered public accounting firm~~IMAGENETIX, ~~summary~~INC. ofAND ~~accounting policies and notes to consolidated financial statements.~~ SUBSIDIARY

~~F-6~~Notes to the Consolidated Financial Statements (Continued)

~~IMAGENETIX~~March 31, ~~INC.~~2015

~~Notes~~Accounts ~~to the Consolidated Financial Statements~~receivable

~~March~~Accounts ~~31,~~receivable ~~2011~~are carried at the expected net realizable value. The allowance for doubtful accounts is based on management’s assessment of the collectability of specific customer accounts and ~~2010~~the aging of the accounts receivable. If there were a deterioration of a major customer’s creditworthiness, or actual defaults were higher than historical experience, our estimates of the recoverability of amounts due to us could be overstated, which could have a negative impact on operations.

~~NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES~~Inventories

~~Organization~~Inventories are carried at the lower of cost or market. Cost is determined by the first-in first-out method. Indirect overhead costs are allocated to inventory.

~~The~~Property ~~accompanying consolidated financial statements represent the accounts of Imagenetix, Inc. [“Parent”] organized under the laws of the State of Nevada on March 28, 1988;~~ and its subsidiary Imagenetix, Inc [“Subsidiary”] organized under the laws of the state of Colorado on July 26, 1996 and its subsidiary Imagenetix [“Imagenetix CA”] organized under the laws of the State of California on January 7, 1999. We are engaged in the business of developing and marketing nutritional supplements and skin care products primarily in domestic markets.Equipment

OnProperty ~~March~~and ~~23,~~equipment ~~1999,~~are ~~Subsidiary~~stated ~~completed~~at ancost. ~~exchange~~Expenditures ~~agreement~~for major ~~with~~renewals ~~Imagenetix~~and CAbetterments ~~wherein~~that ~~Subsidiary~~extend ~~issued~~the ~~its~~useful ~~common~~lives ~~stock~~of property and equipment are capitalized, upon being placed in ~~exchange~~service. Expenditures for ~~all~~maintenance ofand ~~the~~repairs ~~outstanding~~are ~~common~~charged ~~stock~~to ofexpense ~~Imagenetix~~as CAincurred. ~~The~~Depreciation ~~Acquisition~~is ~~was~~computed ~~accounted~~over ~~for~~the asestimated auseful life ~~recapitalization~~ of ~~Imagenetix~~three CAto asseven years, except leasehold improvements which are depreciated over the ~~shareholders~~lesser of the ~~Imagenetix~~remaining CAlease ~~controlled~~life or the ~~combined~~life ~~entity~~of ~~after~~the asset, using the ~~acquisition~~straight-line method. ~~There~~ ~~was~~We nofollow ~~adjustment~~the provisions of the Financial Accounting Standards Board Accounting Standards Codification ("ASC") No. 360. Under ASC No. 360, long-lived assets and certain identifiable intangibles to be held and used by us are reviewed for impairment whenever events or changes in circumstances indicate that the carrying ~~values~~ amount of an asset may not be recoverable. We continuously evaluate the recoverability of our long-lived assets orbased ~~liabilities~~on ofestimated future cash flows and the ~~Subsidiary~~estimated orfair ~~Imagenetix~~value CAof assuch along-lived ~~result~~assets, and provide for impairment if such undiscounted cash flows are insufficient to recover the carrying amount of the ~~recapitalization~~long-lived asset.

We Goodwill ~~have,~~was atthe result of emergence from a Bankruptcy proceeding in September 2014 and includes the ~~present~~cost ~~time,~~of the acquisition of Periodyne and recording the effects of Fresh Start Accounting. Goodwill is not ~~paid~~amortized ~~any~~and ~~dividends,~~is periodically reviewed and impairments, if any, ~~dividends~~are ~~that~~recognized ~~may~~when the expected future benefit to be ~~paid~~derived infrom ~~the~~goodwill ~~future~~is ~~will~~less ~~depend~~than ~~upon~~its ~~our~~carrying ~~financial~~value ~~requirements~~determined ~~and~~based ~~other~~on ~~relevant~~the ~~factors~~provisions of ASC No. 360 as discussed above.

~~Consolidation~~ Trademarks and Patents

~~All~~Patents ~~significant~~and ~~intercompany~~trademarks ~~transactions~~are ~~between~~carried ~~the~~at ~~Parent~~cost less accumulated amortization and are amortized over their estimated useful lives of from 8 to 17 years for patents and 17 years for trademarks. The carrying value of patents and trademarks is periodically reviewed and impairments, ~~Subsidiary~~if any, ~~and~~are ~~Imagenetix~~recognized CAwhen ~~have~~the ~~been~~expected future ~~eliminated~~benefit into ~~consolidation~~be derived from individual intangible assets is less than its carrying value determined based on the provisions of ASC No. 360 as discussed above.

~~Accounting Estimates~~F-8

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilitiesIMAGENETIX, ~~the~~INC. ~~disclosures~~AND ~~of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues~~SUBSIDIARY

~~and~~Notes ~~expenses~~to ~~during~~ the ~~reporting~~Consolidated ~~period. Actual~~Financial ~~results~~Statements ~~could differ from those estimated by management.~~(Continued)

~~Cash~~March ~~and~~31, ~~Cash Equivalents~~2015

~~For~~Stock ~~purposes~~Based of the financial statements, we consider all highly liquid debt investments purchased with a maturity of three months or less to be cash equivalents. At various times throughout the year, we have exceeded federally insured limits. Compensation

FWe adopted ASC Nos.718 and 505, which require that share-7based payments be reflected as an expense based upon the grant-date fair value of those awards. The expense is recognized over the remaining vesting periods of the awards. The Company estimates the fair value of these awards, including stock options and warrants, using the Black-Scholes model. This model requires management to make certain estimates in the assumptions used in this model, including the expected term the award will be held, volatility of the underlying common stock, discount rate and forfeiture rate. We develop our assumptions based on our past historical trends as well as consider changes for future expectations.

~~IMAGENETIX,~~Revenue ~~INC.~~Recognition

~~Notes~~We torecognize revenue in accordance with the ~~Consolidated~~SEC’s Staff Accounting Bulletin No. 104, “Revenue Recognition in Financial Statements” (~~Continued~~SAB 104) and ASC No. 605. SAB 104 requires that four basic criteria be met before revenue can be recognized: 1) there is evidence that an arrangement exists; 2) delivery has occurred; 3) the fee is fixed or determinable; and 4) collectability is reasonably assured. ASC No. 605 states that revenue from sales transactions where the buyer has the right to return the product shall be recognized at the time of sale only if (1) the seller’s price to the buyer is substantially fixed or determinable at the date of sale; (2) the buyer has paid the seller, or the buyer is obligated to pay the seller and the obligation is not contingent on resale of the product; (3) the buyer’s obligation to the seller would not be changed in the event of theft or physical destruction or damage of the product; (4) the buyer acquiring the product for resale has economic substance apart from that provided by the seller; (5) the seller does not have significant obligations for future performance to directly bring about resale of the product by the buyer; and (6) the amount of future returns can be reasonably estimated. We recognize revenue upon determination that all criteria for revenue recognition have been met. The criteria are usually met at the time title passes to the customer, which usually occurs upon shipment. Revenue from shipments where title passes upon delivery is deferred until the shipment has been delivered.

~~March~~As 31part of the services we provide to our private label contract manufacturing customers, ~~2011~~we may perform, but are not required to perform, certain research and ~~2010~~development activities related to the development or improvement of their products. While our customers typically do not pay directly for this service, the cost of this service is included as a component of the price we charge to manufacture and deliver their products.

~~Accounts~~Royalties- ~~receivable~~we recognize revenue from royalties based on quarterly minimums recorded at each quarter end and reports provided by our customers (typically 30 days after the end of the quarter on which the royalty payment is based.)

~~Accounts~~Licensing- ~~receivable~~we ~~are~~also ~~carried~~derive atlicense revenue from fees for the ~~expected~~transfer ~~net~~of ~~realizable~~proven ~~value.~~and ~~The~~reusable ~~allowance~~intellectual ~~for~~property ~~doubtful~~components. ~~accounts~~Generally, isthese ~~based~~payments onwill ~~management’s~~include ~~assessment~~a ofnonrefundable technology ~~the~~license ~~collectability~~fee, ofwhich ~~specific~~will ~~customer~~be ~~accounts~~payable ~~and~~upon the ~~aging~~transfer of ~~the~~intellectual ~~accounts receivable~~property. IfLicense ~~there~~fees ~~were~~will abe ~~deterioration~~recognized upon the execution of athe ~~major~~license ~~customer’s~~agreement ~~creditworthiness,~~and ortransfer ~~actual~~of ~~defaults~~intellectual ~~were~~property ~~higher~~provided ~~than~~no ~~historical~~further ~~experience,~~significant ~~our~~performance ~~estimates~~obligations exist ofand ~~the~~collectability ~~recoverability~~is ofdeemed ~~amounts~~probable. ~~due~~If toadditional usperformance ~~could~~obligations beare ~~overstated~~present, ~~which~~we ~~could~~defer ~~have~~revenue arecognition ~~negative~~until such ~~impact~~time onas ~~operations~~the performance obligation is satisfied.

~~Inventories~~F-9

~~Inventories~~IMAGENETIX, ~~are carried at the lower of cost or market~~INC. ~~Cost~~AND ~~is determined by the first-in first-out method. Indirect overhead costs are allocated to inventory.~~SUBSIDIARY

~~Property~~Notes ~~and~~to ~~Equipment~~the Consolidated Financial Statements (Continued)

~~Property~~March ~~and equipment are stated at cost. Expenditures for major renewals and betterments that extend the useful lives of property and equipment are capitalized~~31, upon being placed in service. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation is computed over the estimated useful life of three to seven years, except leasehold improvements which are depreciated over the lesser of the remaining lease life or the life of the asset, using the straight-line method. We follow the provisions of the Financial Accounting Standards Board Accounting Standards Codification ("ASC") No. 360. Under ASC No. 360, long-lived assets and certain identifiable intangibles to be held and used by us are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. We continuously evaluate the recoverability of our long-lived assets based on estimated future cash flows and the estimated fair value of such long-lived assets, and provide for impairment if such undiscounted cash flows are insufficient to recover the carrying amount of the long-lived asset.2015

~~Trademarks~~Income ~~and Patents~~Taxes

~~Patents~~We ~~and~~account ~~trademarks~~for ~~are~~income ~~carried~~taxes atin ~~cost~~accordance ~~less~~with ~~accumulated~~ASC ~~amortization~~No. 740. This statement requires an asset and ~~are~~liability ~~amortized~~approach ~~over~~for ~~their~~accounting ~~estimated~~for ~~useful~~income ~~lives~~taxes ofand ~~from~~prescribes 8a tocomprehensive 17model ~~years~~of how ~~for~~a ~~patents~~company should recognize, measure, present, and 17disclose ~~years~~in ~~for~~its ~~trademarks. The~~financial ~~carrying~~statements ~~value~~uncertain oftax ~~patents~~positions ~~and~~that ~~trademarks~~the iscompany has ~~periodically~~taken ~~reviewed~~or ~~and~~expects ~~impairments,~~to iftake ~~any,~~on ~~are~~a ~~recognized~~tax ~~when~~return. ASC ~~the~~No. ~~expected~~740 ~~future~~states ~~benefit~~that toa betax ~~derived~~benefit from ~~individual~~an ~~intangible~~uncertain ~~assets~~position may be recognized if it is ~~less~~"more likely than ~~its~~not" ~~carrying~~that ~~value~~the ~~determined~~position is sustainable, based onupon its technical merits. The tax benefit of a qualifying position is the ~~provisions~~largest amount of ~~ASC~~tax ~~No.~~benefit ~~360~~that asis ~~discussed~~greater ~~above~~than 50 percent likely of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information.

~~Stock~~Research ~~Based~~and ~~Compensation~~Development

We ~~adopted~~incur ~~ASC~~expenses ~~Nos.718~~to ~~and~~further ~~505,~~develop ~~which~~our ~~require~~products that share-based payments be reflected as an expense based upon the grant-date fair value of those awards. The expense is recognized over the remaining vesting periods of the awards. The Company estimates the fair value of these awards, including stock options and ~~warrants~~formulas, commission ~~using~~entities ~~the Black-Scholes model. This model requires management~~ to ~~make~~perform ~~certain~~clinical ~~estimates~~trials inand ~~the~~evaluate ~~assumptions~~potential ~~used~~products into ~~this~~expand ~~model,~~our ~~including~~portfolio. ~~the~~During ~~expected term~~ the ~~award~~period ~~will~~ended March ~~be held~~31, ~~volatility~~2015 ofwe ~~the~~did ~~underlying~~not ~~common~~incur ~~stock,~~any ~~discount~~research ~~rate~~ and ~~forfeiture~~development ~~rate~~expenses. ~~We develop our assumptions based on our past historical trends as well as consider changes for future expectations.~~

~~F-8~~Earnings Per Share

~~IMAGENETIX,~~The ~~INC~~computation of earnings per share is based on the weighted average number of shares outstanding during the period presented in accordance with ASC No. 260 (See Note 13).

~~Notes~~New toAccounting ~~the Consolidated Financial Statements (Continued)~~Pronouncements

~~March~~A ~~31,~~variety ~~2011~~of proposed or otherwise potential accounting standards are currently under study by standard-setting organizations and ~~2010~~various regulatory agencies. Because of the tentative and preliminary nature of these proposed standards, management has not determined whether implementation of such proposed standards would be material to the Company’s consolidated financial statements.

~~Presentation~~NOTE 2- GOING CONCERN

~~Certain~~The ~~amounts~~Company has historically financed its operations internally and through debt and equity financings. At March 31, 2015, we had cash holdings of $63,444, a decrease of $1,430,265 compared to September 16, 2014, the date on which we emerged from the ~~2010~~Bankruptcy ~~financial~~proceeding. ~~statements~~Our ~~have~~net ~~been~~working ~~reclassified~~capital at March 31, 2015, was a deficit of $267,681 compared to ~~match~~a deficit of $79,901 as of September 16, 2014. The reduction in cash and working capital is primarily the ~~2011~~result ~~presentation~~of distributions to creditors under the Bankruptcy Plan of Reorganization during the current period. The Company may incur unknown expenses or may not be able to meet its revenue forecast, and one or more of these circumstances would require the Company to seek additional capital. The Company may not be able to obtain equity capital or debt funding on terms that are acceptable. Even if the Company receives additional funding, such proceeds may not be sufficient to allow the Company to sustain operations until it becomes profitable and begins to generate positive cash flows from operations. This raises substantial doubt about the Company’s ability to continue as a going concern.

~~Revenue~~The ~~Recognition~~Company may employ cost cutting programs should the revenue projections fall short and alternative debt or equity financings are not found at terms acceptable to the Company.

WeThe ~~recognize~~accompanying ~~revenue~~consolidated infinancial ~~accordance~~statements ~~with~~have ~~the~~been prepared ~~SEC’s~~on ~~Staff~~a ~~Accounting~~going ~~Bulletin~~concern ~~No. 104~~basis, ~~“Revenue~~which ~~Recognition~~contemplates in Financial Statements” (SAB 104) and ASC No. 605. SAB 104 requires that four basic criteria be met before revenue can be recognized: 1) there is evidence that an arrangement exists; 2) delivery has occurred; 3) the ~~fee~~realization isof ~~fixed~~assets ~~or determinable;~~ and 4)satisfaction ~~collectability is reasonably assured. ASC No. 605 states that revenue from sales transactions where the buyer has the right to return the product shall be recognized at the time~~ of ~~sale~~liabilities ~~only~~in ~~if (1)~~ the ~~seller’s~~normal ~~price to the buyer is substantially fixed or determinable at the date~~ course of ~~sale;~~business. ~~(2) the~~The ~~buyer~~financial ~~has~~statements ~~paid~~do ~~the~~not ~~seller,~~include orany ~~the~~adjustments ~~buyer~~relating ~~is obligated~~ to ~~pay~~ the ~~seller~~recoverability and ~~the~~classification ~~obligation is not contingent on resale~~ of ~~the product; (3) the buyer’s obligation to the seller would not be changed in the event of theft~~ assets or ~~physical destruction or damage of~~ the ~~product;~~amounts (4) the buyer acquiring the product for resale has economic substance apart from that provided by the seller; (5) the seller does not have significant obligations for future performance to directly bring about resale of the product by the buyer; and ~~(6) the~~classification ~~amount~~ of ~~future~~liabilities ~~returns~~that ~~can~~might be ~~reasonably~~necessary ~~estimated.~~should ~~We recognize revenue upon determination that all criteria for revenue recognition have been met. The criteria are usually met at~~ the ~~time~~Company ~~title~~be ~~passes~~unable to ~~the~~continue ~~customer,~~as ~~which~~a ~~usually~~going ~~occurs upon shipment~~concern. ~~Revenue from shipments where title passes upon delivery is deferred until the shipment has been delivered.~~

We account for payments made to customers in accordance with ASC No. 605, which states that cash consideration (including a sales incentive) given by a vendor to a customer is presumed to be a reduction of the selling prices of the vendor’s products or services and, therefore, should be characterized as a reduction of revenue when recognized in the vendor’s income statement, rather than a sales and marketing expense. We have various agreements with customers that provide for discounts and rebates. These agreements are classified as a reduction of revenue. Certain other costs associated with customers that meet the requirements of ASC No. 605 are recorded as sales and marketing expense. Vendor considerations recorded as a reduction of sales were $979,000 and $1,185,000 for the years ended March 31, 2011 and 2010.F-10

We guarantee customer satisfaction. Our policy requires the customer to return the unused product to the retailer from whom they originally purchased it. We pay the retailer for the returned product plus a handling cost. We review gross revenue for estimated returns of private label contract manufacturing products and direct-to-consumer products. The estimated returns are based upon the trailing twelve months of private label contract manufacturing gross sales and our historical experience for both private label contract manufacturing and direct-to-consumer product returns. HoweverIMAGENETIX, the estimate for product returns does not reflect the impact of a large product recall resulting from product nonconformance or other factors as such events are not predictable nor is the related economic impact estimableINC. We ~~periodically~~AND assess the adequacy of this policy and record a liability as necessary. For the years ended March 31, 2011 and 2010, we recorded reserves of $118,000 and $86,000 for potential returns, allowances and product buy backs. SUBSIDIARY

~~F-9~~Notes to the Consolidated Financial Statements (Continued)

~~IMAGENETIX~~March 31, ~~INC.~~2015

~~Notes~~NOTE to3- ~~the~~FRESH-START ~~Consolidated Financial Statements (Continued)~~REPORTING

~~March~~We 31adopted ASC 852, ~~2011~~Reorganizations, effective as of September 16, 2014, the effective date of the Plan of Reorganization. Under ASC 852 the following pro-forma balance sheet represents the change from the final bankruptcy filing to the initial accounting balances using “Fresh-Start Reporting.” Fair value adjustments were based on management’s estimates of property and ~~2010~~equipment’s estimated remaining useful lives and the net realizable values of inventory and other assets based on the lower of cost or market.

As part of the services we provide to our private label contract manufacturing customers, we may perform, but are not required to perform, certain research and development activities related to the development or improvement of their products. While our customers typically do not pay directly for this service, the cost of this service is included as a component of the price we charge to manufacture and deliver their products.F-11

~~Royalties-~~IMAGENETIX, weINC. ~~recognize~~AND ~~revenue from royalties based on reports provided by our customers (typically 30 days after the end of the quarter on which the royalty payment is based.)~~SUBSIDIARY

~~Licensing-~~Notes weto ~~also derive license revenue from fees for~~ the ~~transfer~~Consolidated ofFinancial ~~proven~~Statements and reusable intellectual property components. Generally, these payments will include a nonrefundable technology license fee, which will be payable upon the transfer of intellectual property. License fees will be recognized upon the execution of the license agreement and transfer of intellectual property provided no further significant performance obligations exist and collectability is deemed probable. If additional performance obligations are present, we defer revenue recognition until such time as the performance obligation is satisfied.(Continued)

~~Income~~March ~~Taxes~~31, 2015

				Reorganization				Fresh-start
	Predecessor			adjustments				adjiustments				Successor

Cash	$	235,622		$	1,258,087		1,3	$	-			$	1,493,709
Accounts receivable		206,494			-				(45,692	)	5		160,802
Inventory		31,780			34,460		3		(17,500	)	5		48,740
Prepaid assets		23,899			-				-				23,899
Property, plant & equipment					-				25,487		5		25,487
Goodwill					1,163,383		3		7,042,214		5		8,205,597
Intangible assets		23,166			-				-				23,166
Total assets		520,961			2,455,930				7,004,509				9,981,400

Accounts payable- post-petition		532,338			(489,000	)	1,2		-				43,338
Accrued interest		30,902			-								30,902
Accrued liabilities		23,619			190,393		4		-				214,012
Secured liabilities- PRI		726,250			-				-				726,250
Secured liabilities- TriPharma		2,594,884			(194,884	)	4		-				2,400,000
Priority tax liability		1,895			(190	)	4		-				1,705
Customer deposits		128,100			(57,870	)	3		(61,980	)	6		8,250
Unsecured debt- pre-petition		949,628			(717,034	)	4		-				232,594
Total liabilities		4,987,616			(1,268,585	)			(61,980	)			3,657,051

Common stock		13,061			15,211		1,2,3		-				28,272
Additional paid in capital		13,690,254			6,296,077		1,2,3		(13,690,254	)	7		6,296,077
Retained earnings (deficit)		(18,169,970	)		(2,586,773	)	1,2,3,4		20,756,743		7		-
Total stockholders' equity (deficit)		(4,466,655	)		3,724,515				7,066,489				6,324,349
Total liabilities and stockholders equity	$	520,961		$	2,455,930			$	7,004,509			$	9,981,400

~~Research~~Reorganization adjustments reflect equity funding of the plan of reorganization, issuance of common stock in exchange of professional fees, the acquisition of Periodyne and ~~Development~~the discharge of liabilities subject to compromise in accordance with the plan of reorganization as follows:

We incur expenses to further develop our products and formulas, commission entities to perform clinical trials and evaluate potential products to expand our portfolio. In addition, we recently received a new patent for a drug candidate which, if successful, will address periodontal diseases. We have started the initial new drug process and have completed several animal studies. During the years ended March 31, 2011 and 2010 we incurred research and development expenses of $22,681 and $127,540, respectively.

Issuance of common stock to fund plan of reorganization	1	$	1,254,800
Issuance of common stock for professional fees	2		790,000
Acquisition of Periodyne	3		1,258,000
Liabilities subject to compromise	4		421,715
		$	3,724,515

~~Earnings~~Fresh-start ~~Per~~adjustments ~~Share~~to accounts receivable, inventory, property and equipment, and goodwill reflect the adjustment of the assets of the successor to their fair values, including tangible assets not previously recognized:

The computation of earnings per share is based on the weighted average number of shares outstanding during the period presented in accordance with ASC No. 260 (See Note 13).

Accounts receivable		$	(45,692	)
Inventory			(17,500	)
Property and equipment			25,487
Goodwill			7,042,214
Total asset adjustments	5	$	7,004,509

FFresh-10start adjustments to customer deposits reflects the adjustment of the liabilities of the successor to its fair value:

~~IMAGENETIX~~Customer deposits 6 $ (61,980 ~~INC.~~)

~~Notes~~(7) toFresh-start ~~the~~adjustment ~~Consolidated~~to ~~Financial~~retained ~~Statements~~earnings (~~Continued~~deficit) resets accumulated deficit to zero.

~~March 31, 2011 and 2010~~F-12

~~New~~IMAGENETIX, ~~Accounting~~INC. ~~Pronouncements~~AND SUBSIDIARY

InNotes ~~October 2009,~~to the Consolidated Financial ~~Accounting~~Statements ~~Standards Board~~ (~~“FASB”~~Continued) issued ASU 2010-13, “Revenue Recognition (Topic 605) — Multiple-Deliverable Revenue Arrangements.” This ASU eliminates the requirement that all undelivered elements must have objective and reliable evidence of fair value before a company can recognize the portion of the consideration that is attributable to items that already have been delivered. This may allow some companies to recognize revenue on transactions that involve multiple deliverables earlier than under the current requirements. Additionally, under the new guidance, the relative selling price method is required to be used in allocating consideration between deliverables and the residual value method, will no longer be permitted. This ASU is effective prospectively for revenue arrangements entered into or materially modified beginning in fiscal 2011. A company may elect, but will not be required, to adopt the amendments in this ASU retrospectively for all prior periods. The adoption of this ASU did not have a material impact on the Company’s financial statements.

InMarch ~~April 2010~~31, the FASB issued ASU 2010-17, “Revenue Recognition – Milestone Method (Topic 605): Milestone Method of Revenue Recognition.” This ASU is effective on a prospective basis for milestones achieved in fiscal years, and interim periods within those years, beginning January 1, 2011. The adoption of this ASU did not have a material impact on the Company’s financial statements.2015

ANOTE ~~variety~~4 of– ~~proposed~~ACCOUNTS or otherwise potential accounting standards are currently under study by standard-setting organizations and various regulatory agencies. Because of the tentative and preliminary nature of these proposed standards, management has not determined whether implementation of such proposed standards would be material to the Company’s consolidated financial statements.RECEIVABLE

AAccounts ~~variety~~receivable ~~of proposed or otherwise potential accounting standards~~ are ~~currently~~carried ~~under~~at ~~study~~the expected byrealizable ~~standard-setting organizations and various regulatory agencies~~value. ~~Because~~ ofAccounts ~~the~~receivable ~~tentative~~consisted ~~and preliminary nature~~ of ~~these proposed standards, management has not determined whether implementation of such proposed standards would be material to~~ the ~~Company’s consolidated financial statements.~~following:

NOTE 2 – ACCOUNTS RECEIVABLE

	March 31,			September 16,
	2015			2014

Accounts receivable	$	393,986		$	160,802
Allowance for doubtful accounts		(58,369	)		-

Accounts receivable, net	$	335,617		$	160,802

~~Accounts~~NOTE ~~receivable~~5 ~~are~~– ~~carried at the expected realizable value. Accounts receivable consisted of the following:~~INVENTORY

	March 31,
	2011			2010
Accounts receivable - trade	$	812,976		$	1,185,047
Allowance for doubtful accounts		(25,000	)		(50,000	)
Allowance for returns and discounts		(118,000	)		(86,000	)
Accounts receivable, net	$	669,976		$	1,049,047

Inventory consisted of the following:

F-11

	March 31,		September 16,
	2015		2014

Finished products	$	120,470	$	48,740
Less reserve for obsolescence		-		-
	$	120,470	$	48,740

~~IMAGENETIX,~~NOTE ~~INC.~~6 - PROPERTY AND EQUIPMENT

~~Notes~~The tofollowing ~~the~~is ~~Consolidated~~a ~~Financial~~summary ~~Statements~~of ~~(Continued)~~equipment, at cost, less accumulated depreciation:

March 31, 2011 and 2010

	March 31,		September 16,
	2015		2014

Office equipment	$	25,487	$	25,487
Less accumulated depreciation		2,548		-

	$	22,939	$	25,487

~~NOTE~~Depreciation 3expense ~~– INVENTORY~~for the period ended March 31, 2015 was $2,548.

~~Inventory consisted of the following:~~ F-13

	March 31,
	2011			2010
Raw materials	$	517,600		$	1,032,817
Finished products		375,227			216,099
Boxes, labels, tubes & bottles		257,566			251,130
		1,150,393			1,500,046
Reserve for obsolescence		(157,000	)		(150,005	)
	$	993,393		$	1,350,041

IMAGENETIX, INC. AND SUBSIDIARY

~~NOTE~~Notes 4to ~~- PROPERTY~~the ~~AND~~Consolidated ~~EQUIPMENT~~Financial Statements (Continued)

~~The~~March ~~following is a summary of equipment~~31, ~~at cost, less accumulated depreciation:~~2015

	March 31,
	2011		2010
Office equipment	$	74,393	$	72,632
Lease-hold improvements		180,480		180,480
		254,873		253,112
Less accumulated depreciation		196,375		163,975
	$	58,498	$	89,137

NOTE 7 – GOODWILL

~~Depreciation~~The ~~expense~~following ~~for~~is ~~the~~a ~~year~~summary ~~ended~~of ~~March 31, 2011 and 2010 was $32,401 and $33,281, respectively.~~goodwill:

NOTE 5 – OTHER ASSETS

	March 31,		September 16,
	2015		2014

Acquisition of Periodyne	$	1,163,383	$	1,163,383
Fresh-start adjustments		7,042,214		7,042,214
	$	8,205,597	$	8,205,597

~~The~~There ~~following~~ is ano ~~summary~~amortization of ~~other~~goodwill ~~assets~~and no ~~included~~impairments onhave ~~the~~been ~~face~~recorded offor the ~~balance~~period ~~sheet:~~ended March 31, 2015.

	March 31,
	2011		2010
Trademarks	$	13,032	$	13,032
Patent		172,965		172,965
		185,997		185,997
Less accumulated amortization		105,757		85,999
	$	80,240	$	99,998

NOTE 8 – OTHER ASSETS

~~F-12~~The following is a summary of other assets included on the face of the balance sheet:

IMAGENETIX, INC.

	March 31,		September 16,
	2015		2014

Patent	$	23,166	$	23,166
Less accumulated amortization		1,384		-

	$	21,782	$	23,166

~~Notes~~For the period ended March 31, 2015 amortization expense was $1,384. The estimated future amortization expense related to ~~the~~other ~~Consolidated~~assets ~~Financial~~as ~~Statements~~of ~~(Continued)~~March 31, 2015 is as follows:

March 31, 2011 and 2010

Years ending March 31,

2016	$	2,373
2017		2,373
2018		2,373
2019		2,373
2020		2,373
Thereafter		9,917
Total	$	21,782

For the year ended March 31, 2011 and 2010 amortization expense was $19,757 and $19,858, respectively. The estimated future amortization expense related to intangible assets as of March 31, 2011 is as follows:F-14

Year Ended March 31.	Amount
2012	$	19,700
2013	$	19,000
2014	$	12,600
2015	$	3,000
2016	$	3,000
Thereafter	$	22,800
Total	$	80,100

IMAGENETIX, INC. AND SUBSIDIARY

~~NOTE~~Notes 6to -the ~~SECURED~~Consolidated ~~NOTE~~Financial ~~PAYABLE~~Statements ~~TO A BANK~~(Continued)

In June 2010, we entered into an asset based line of credit with a bank. The terms of the agreement enabled us to borrow up to 65% of our accounts receivables and up to $300,000 of our inventory subject to certain limitations. The maximum amount we could borrow was $1,500,000 of which $839,000 was outstanding at March 31, 2011. The interest rate on the outstanding balance was the greater of the prime rate plus 1.75% or 5% (10% when the line was in default) plus a monthly maintenance fee of 0.25% and an annual facility fee of 1% of the maximum borrowing amount. The bank was given a secured position in the assets of the company. At March 31, 2011, we were not in compliance with certain covenants under the line of credit. We paid off the then remaining balance of the line of credit in May 2011 and closed the account.2015

NOTE 79 - ~~CONVERTIBLE~~SECURED NOTES PAYABLE AND LONG TERM CLAIMS PAYABLE

~~Overview.~~ In May ~~2010 and September 2010~~2011, we ~~sold~~entered aninto ~~aggregate~~a of $~~710~~700,000 ofsecured 7%note ~~convertible~~payable with ~~notes~~the toparent acompany ~~group~~ of 6one ~~individual~~of ~~investors~~our customers. The ~~notes~~terms ~~issued~~of ~~in May 2010 aggregating $410,000 were repaid by~~ the ~~Company~~note inincluded ~~June~~quarterly ~~2010~~interest ~~under~~payments at a ~~call~~rate ~~provision~~of ~~which included a~~ 7.5% ~~premium~~for 18 ~~payment~~months toat the ~~note~~end ~~holders. The~~of ~~convertible~~which ~~notes~~time ~~entitle~~ the entire note ~~holder, unless a call provision~~ was ~~exercised~~due. byIn ~~the~~September ~~Company~~2011, ~~before~~two ~~the~~quarterly ~~initial~~interest ~~maturity~~payments ~~date~~were ofdeferred ~~the~~and added ~~note,~~ to ~~convert~~ the principal ~~into~~of ~~our common stock. Interest on~~ the ~~notes is~~note ~~payable~~resulting ~~quarterly~~ in ~~cash~~a orbalance ~~at the earlier~~ of ~~maturity~~$726,250 ~~conversion~~which toamount ~~common~~was ~~stock,~~paid orin onSeptember ~~the~~2014 ~~exercise~~as part of the ~~call~~Plan of ~~provision~~Reorganization ~~previous~~in ~~to maturity by~~ the ~~Company~~Bankruptcy proceeding. The ~~remaining~~note ~~$300,000~~was ofsecured by the ~~notes~~assets ~~were~~of ~~amended~~the ~~and extended as disclosed below~~Company.

~~Number~~In November 2011, a judgement in the amount of ~~Shares~~approximately $4,500,000 ~~Notes~~was ~~May~~entered Beagainst ~~Converted~~us ~~Into~~as the result of an arbitration ruling in favor of TriPharma LLC, a distributor of ours. ~~The~~As ~~notes~~a result ~~can~~of beaggressive ~~converted~~collection ~~into~~actions taken by TriPharma, we filed a ~~number~~Bankruptcy proceeding in December 2012. As part of ~~our~~the ~~common~~Bankruptcy proceeding ~~shares~~we negotiated a reduction in the arbitration award to approximately $2,500,000 with an additional reduction of $500,000 available if we pay any remaining balance by March 16, 2016. However, if we default on payment of the obligation, the amount is increased by $1,000,000. There is no interest on the obligation as long as we are not in default and the balance is paid in full by March 16, 2016. Interest will be charged from September 16, 2014 at a ~~conversion~~rate ~~price~~of ~~equal~~6% if we go into default. As a result of negotiations as to where payments were to be made in December 2014, a payment that was due on December 1st was not paid until December 16th when TriPharma issued a Notice of Default. Although we contend that no default took place, we entered into a Forbearance Agreement which deferred the March 1, 2015 payment of $0100,000 until June 1, 2015.50 ~~per~~Eventually, ~~share~~the issue as to whether a default took place in December 2014 may need to be resolved by the Bankruptcy Court.

~~Warrants.~~The ~~Concurrent~~following ~~with~~is the ~~issuance~~scheduled ofamounts ~~the convertible notes~~due, weassuming ~~issued~~no toreduction as ~~the~~a ~~note~~result ~~holders warrants to purchase shares~~ of ~~our~~early ~~common~~payment ~~stock.~~and ~~These~~no ~~warrants~~increase ~~are~~as ~~exercisable~~a ~~for~~result ~~five years from the date~~ of ~~issuance at an exercise price of $0.50 per share. At the option of the note holder~~default, atreflected ~~the~~as ~~conclusion~~Long ~~of the initial six month~~ term, ~~the~~claims ~~convertible~~payable ~~notes~~as ~~may~~of beMarch ~~renewed for additional six month terms. Should the note be extended~~31, ~~an additional like warrant will be issued to the note holder.~~ 2015:

F-13

Years ending March 31,
2016	$	500,000
2017		450,000
2018		550,000
2019		600,000
2020		50,000
Total	$	2,150,000

~~IMAGENETIX, INC.~~F-15

~~Notes~~IMAGENETIX, toINC. ~~the~~AND ~~Consolidated Financial Statements (Continued)~~SUBSIDIARY

~~March~~Notes ~~31,~~to ~~2011~~the ~~and~~Consolidated ~~2010~~Financial Statements (Continued)

~~Extension. In~~March ~~May 2011~~31, we entered into an amendment with the holders of the $300,000 of notes issued in September 2010 whereby the maturity date was extended to August 1, 2011, we agreed to make installments and amortize the principal balance over that four month period, and we issued an additional 150,000 warrants with terms as originally issued to the noteholders in 2010.2015

NOTE 810 – ~~DEFERRED~~LEASES ~~INCOME~~OBLIGATIONS

~~During~~Operating fiscal year 2011, we entered into a licensing arrangement that is contingent on future performance and obligations. As of March 31, 2011, $1,750,000 is reflected as deferred income and $1,250,000 is reflected as a receivable from the sale of licenses and intellectual property, the recognition of which will be dependent on future performance and obligations.Leases

~~NOTE~~We 9entered –into ~~LEASES~~a ~~OBLIGATIONS~~three-year building lease for our office commencing in January 2013 and expiring in December 2015. In addition we entered into a three-year lease for warehouse space commencing in September 2006, which was extended month to month in August 2010. Lease

~~Operating~~expense ~~Leases~~for the period ended March 31, 2015 amounted to $59,514. The following is a schedule of minimum annual rental payments for the next five years.

We entered into a seven-year building lease for our office commencing in January 2006 and expiring in December 2012. In addition we entered into a three-year lease for warehouse space commencing in September 2006, which was extended month to month in August 2010. Lease expense for the years ended March 31, 2011 and 2010 amounted to $163,107 and $161,592, respectively. The following is a schedule of minimum annual rental payments for the next five years.

Years ending March 31,
2016	$	73,251
Thereafter		-
Total	$	73,251

Years ending March 31,
2012	$	148,200
2013		114,100
Thereafter		-
Total minimum lease payments	$	262,300

NOTE 11 – COMMITMENTS AND CONTINGINCIES

~~NOTE 10 – COMMITMENTS AND CONTINGINCIES~~Contingencies

~~TriPharma~~We ~~Suit~~are involved in litigation from time to time in the normal course of business.

OnManagement April 30, 2010, TriPharma, Inc., a customer of Imagenetix, filed a legal action in the United States Southern District Court of California, case number 10CV0933IEG, related to an Exclusive Marketing and Supply Agreement, as amended on June 19, 2008. TriPharma asserts that Imagenetix breached the terms of the Agreement and seeks injunctive relief and unspecified damages. The Company denies the allegations and believes ~~the~~there ~~claims~~are tono besuch ~~frivolous and totally devoid of merit. The Company has retained litigation counsel and intends to vigorously defend the~~ claims~~. The amount~~, which ifwould ~~any, of ultimate liability with respect to the foregoing cannot be determined. Despite the inherent uncertainties of litigation, the Company at this time does not believe that TriPharma's claim will~~ have a material ~~adverse~~effect ~~impact~~ on ~~its~~our financial ~~condition, results of operations, or cash flows~~position.

~~F-14~~Other agreements

~~IMAGENETIX~~We routinely enter into contracts and agreements with suppliers, manufacturers, ~~INC~~consultants, product marketing, and sales representatives in the normal course of doing business. These agreements can be either short or long term and are normally limited to specific products and

~~Notes~~Marketing ~~to the Consolidated Financial Statements (Continued)~~opportunities.

~~March~~NOTE ~~31,~~12 ~~2011~~– ~~and~~CAPITAL ~~2010~~STOCK

~~Nikken~~Preferred ~~Suit~~Stock

OnWe ~~April~~have ~~29,~~authorized ~~2011~~5,000,000 ~~Imagenetix~~shares ~~filed a legal action in the United States Central District~~ of ~~California,~~preferred ~~case number CV11-3727GHK(VBKx)~~stock, ~~against Nikken Inc~~$.,001 par ~~Et. Al.~~value, ~~including~~with ~~certain~~such ofrights, ~~Nikken’s~~preferences ~~affiliates~~ and ~~distributors. Imagenetix~~designations ~~claims~~and ~~that~~to ~~the~~be ~~defendants~~issued ~~infringed~~in onsuch ~~its~~series ~~U.S.~~as ~~Patent~~determined ~~No.~~by ~~5,596,676 entitled “Method for~~ the ~~Treatment~~Board of ~~Osteoarthritis”~~Directors. No ~~and~~shares ~~entered~~are ~~into~~issued ~~unfair~~and ~~competition~~outstanding ~~under~~at ~~the~~March ~~Lanham Act. Imagenetix seeks damages of approximately $~~31,~~000,000~~ ~~and injunctive relief among other claims~~2015. ~~Nikken has not yet responded to this action.~~

~~Contingencies~~Common Stock

WeThe ~~are~~Company ~~involved~~has inauthorized ~~litigation~~50,000,000 ~~from~~shares ~~time~~of tocommon ~~time~~stock at in$.001 par value. At March 31, 2015, the ~~normal~~Company ~~course~~had 28,372,955 shares of ~~business~~common stock issued and outstanding, respectively.

~~Management believes there are no such claims, which would have a material effect on our financial position.~~F-16

~~Other~~IMAGENETIX, ~~agreements~~INC. AND SUBSIDIARY

WeNotes ~~routinely~~to ~~enter into contracts and agreements with suppliers, manufacturers, consultants, product marketing, and sales representatives in~~ the ~~normal~~Consolidated ~~course~~Financial ofStatements ~~doing business. These agreements can be either short or long term and are normally limited to specific products and~~(Continued)

~~marketing~~March ~~opportunities.~~31, 2015

~~NOTE~~In 11September ~~– CAPITAL~~2014, ~~STOCK~~we issued 5,228,333 shares of restricted common stock to a group of individual investors for an aggregate amount of $1,254,800, or $0.24 per share, related to the financing of our emergence from the Bankruptcy proceeding. In addition, in September 2014, we issued 6,583,333 shares of unrestricted common stock to two legal firms as settlement of administrative claims as a result of the Bankruptcy proceeding for an aggregate amount of $790,000, or $0.12 per share, and 3,400,000 shares of restricted common stock to the sole owner of Periodyne LLC for the acquisition of the membership interests in Periodyne LLC for an aggregate amount of $1,258,000, or $0.37 per share.

~~Preferred~~In ~~Stock~~November 2014, we issued 100,000 shares of restricted common stock to a consultant in exchange for services at an amount of $30,000, or $0.30 per share.

We have authorized 5,000,000 shares of preferred stock, $.001 par value, with such rights, preferences and designations and to be issued in such series as determined by the Board of Directors. No shares are issued and outstanding at March 31, 2011 and 2010.Warrants

~~Common~~A ~~Stock~~summary of the status of the warrants granted under various agreements at March 31, 2015, and changes during the years then ended is presented below:

The Company has authorized 50,000,000 shares of common stock at $.001 par value. At March 31, 2011 and 2010, the Company had 11,811,288 and 11,010,788 shares of common stock issued and outstanding, respectively.

	For the Period Ended
	March 31, 2015
			Weighted
			Average
			Exercise
Warrants	Shares		Price
Outstanding at beginning of period, September 16, 2014		8,409,334	$	0.62
Granted		-		-
Cancelled		-		-
Exercised		-		-
Outstanding at end of the period		8,409,334	$	0.62

Exercisable at end of the the period		8,409,334	$	0.62

Weighted average fair value of warrants granted during the period			$	0.36

InDuring ~~May~~the ~~2010~~period ended March 31, 2015, we had outstanding warrants issued ~~800,000~~as ~~shares~~a result of ~~restricted~~emerging from the Bankruptcy proceeding as follows: 5,228,334 common stock purchase warrants issued to ~~two~~a group ~~institutional~~of investors ~~for~~on anfinancing ~~aggregated~~the ~~amount~~emergence offrom ~~$400~~the Bankruptcy proceeding, 1,700,000 common stock purchase warrants issued to the owner of Periodyne LLC, orand ~~$0.50~~1,481,000 ~~per~~common ~~share~~stock purchase warrants issued to management of the Company. The value of the above warrants was determined using the Black-Sholes option pricing method and was included in the costs of the Bankruptcy proceeding.

~~F-15~~A summary of the status of the warrants granted under the various agreements at

~~IMAGENETIX~~March 31, ~~INC.~~2015, are presented in the table below:

~~Notes to the Consolidated Financial Statements (Continued)~~F-17

~~March 31~~IMAGENETIX, ~~2011~~INC. ~~and~~AND ~~2010~~SUBSIDIARY

~~Warrants~~Notes to the Consolidated Financial Statements (Continued)

~~A summary of the status of the warrants granted under various agreements at~~ March 31, ~~2011 and 2010, and changes during the years then ended is presented below:~~2015

		Warrants
				Outstanding										Exercisable
						~~Weighted~~		Weighted		~~Weighted~~
						~~Average~~		Average		~~Average~~		Weighted				Weighted
						Exercise				Fair
Range of								Remaining				Average				Average
		Shares				Price				Value
Exercise				Number				Contractual				Exercise		Number		Exercise
Outstanding, April 1, 2009			4,077,957			$	1.18
Prices				Outstanding				Life				Price		Exercisable		Price
Granted			300,000				0.70			$	0.23
	Warrants
Expired			(417,250	)			1.08
$	0.10				1,481,000				4.47			$	0.10		1,481,000	$	0.10
Exercised			-				-
$	0.48				5,228,334				4.47			$	0.48		5,228,334	$	0.48
Outstanding, March 31, 2010			3,960,707				1.15
$	1.50				1,700,000				4.47			$	1.50		1,700,000	$	1.50
Granted			651,341				0.48			$	0.26
					8,409,334				4.47			$	0.62		8,409,334	$	0.62
Expired			(3,310,207	)			1.19
Exercised			(500	)			0.95
Outstanding, March 31, 2011			1,301,341			$	0.72
Exercisable, March 31, 2010			3,960,707			$	1.15
Exercisable, March 31, 2011			1,301,341			$	0.72

~~During~~NOTE ~~the~~13 year ended March 31, 2011, we issued warrants to thirteen individuals and one institutional investor related to debt financings valued at $171,464 of which we expensed $119,405 to interest expense during the current fiscal year and we will expense the balance over the remaining term of the financings. We estimated the fair value of each warrant at the issuance date by using the Black-~~Scholes~~ ~~option-pricing~~INCOME model with the following weighted-average assumptions used for the year ended March 31, 2011: dividend yield of zero percent; expected volatility of 77% to 79%, risk-free interest rates ranging from 1.79% to 2.23%; and expected lives of 5 years.TAXES

~~During~~At ~~the year ended~~ March 31, ~~2010~~2015, wethe ~~issued~~total ~~warrants to three individuals for services valued at $117,947~~ of ~~which~~all wedeferred tax ~~expensed~~assets ~~$63,033~~was tofully ~~general~~reserved. ~~and~~There ~~administrative~~are ~~expenses~~no ~~during~~deferred ~~the~~tax ~~previous~~liabilities ~~fiscal~~as ~~year and we amortized the balance over the remaining term~~ of the service contracts. We estimated the fair value of each warrant at the issuance date by using the Black-Scholes option-pricing model with the following weighted-average assumptions used for the year ended March 31, ~~2010: dividend yield of zero percent; expected volatility of 78%, risk-free interest rates ranging from 2~~2015.~~16% to 2.20%; and expected lives of 5 years.~~

~~F-16~~The temporary differences gave rise to the following deferred tax asset which is fully reserved:

IMAGENETIX, INC.

	March 31,
	2015

Excess of financial accounting
over tax depreciation	$	123,100
Allowance for bad debts		22,800
Valuation reserve		(145,900	)
Net deferred tax asset	$	-

~~Notes to the Consolidated Financial Statements (Continued)~~F-18

~~March 31~~IMAGENETIX, ~~2011~~INC. ~~and~~AND ~~2010~~SUBSIDIARY

ANotes ~~summary~~to of the ~~status~~Consolidated ofFinancial ~~the~~Statements ~~warrants granted under the various agreements at March 31, 2011, are presented in the table below:~~(Continued)

		Outstanding						Exercisable
				Weighted
				Average		Weighted				Weighted
Range of				Remaining		Average				Average
Exercise		Number		Contractual		Exercise		Number		Exercise
Prices		Outstanding		Life		Price		Exercisable		Price
Warrants
$	0.41		146,341		4.25	$	0.41		146,341	$	0.41
$	0.50		505,000		4.51	$	0.50		505,000	$	0.50
$	0.65		50,000		2.27	$	0.65		50,000	$	0.65
$	0.70		300,000		3.60	$	0.70		300,000	$	0.70
$	1.20-1.30		300,000		1.58	$	1.26		300,000	$	1.26
			1,301,341		3.51	$	0.72		1,301,341	$	0.72

March 31, 2015

~~Stock~~The ~~Option~~reconciliation ~~Plan~~of income tax from continuing operations computed at the U.S. federal statutory tax rate to our effective rate is as follows for the period ended:

In August 2000 we adopted a Stock Option Plan, which we refer to as the "Plan," which provides for the grant of stock options intended to qualify as "incentive stock options" and "nonqualified stock options" (collectively "stock options") within the meaning of Section 422 of the United States Internal Revenue Code of 1986 (the "Code"). Stock options may be issued to any of our officers, directors, key employees or consultants. As of the ten year anniversary of the Plan, August 2010, the plan expired and no additional grants can be issued under the Plan.

	For Period Ended
	March 31,
	2015

Federal income tax expense computed at the Federal statutory rate	$	(8,500	)
Depreciation		(4,200	)
Allowance for bad debts		22,800
Tax valuation allowance		(10,100	)
Income tax expense (benefit)	$	-

~~Under~~At ~~the~~March ~~Plan~~31, we2014 ~~had~~the ~~reserved~~Company ~~2.0 million~~had net ~~shares~~operating ~~underlying~~loss ~~stock~~carryforwards ~~options for issuance,~~ of ~~which~~approximately 1$8,~~900~~609,000 ~~options~~that ~~were~~may ~~granted~~be tooffset ~~executive~~against ~~officers,~~future ~~employees~~taxable ~~and~~income ~~consultants~~from atthe ~~prices~~year 2016 ~~ranging~~through ~~from $0~~2036. No tax benefit has been reported in the March 31, to2015 ~~$1.30~~consolidated ~~per~~financial ~~share.~~statements ~~The~~since ~~Plan~~the potential tax benefit is ~~administered~~offset by a valuation allowance of the ~~Compensation~~same ~~Committee,~~amount. ~~who~~The ~~determined~~current ~~which~~year ~~individuals~~net ~~shall~~operating ~~receive~~loss ~~stock~~is ~~options~~$10, ~~the~~122 which ~~time~~can ~~period~~be ~~during~~used ~~which~~through the ~~stock~~years ~~options~~2036. The prior net operating loss carryforward of $8,608,930 may be ~~exercised,~~limited to a Section 382 calculation due to ownership changes in the ~~number~~amount of ~~shares~~$54,327 ofper ~~common~~year. ~~stock~~The ~~that~~Company ~~may~~is becurrently ~~purchased~~evaluating ~~under~~whether ~~each~~a change ~~stock~~in ~~option~~ownership ~~and~~took ~~the~~place ~~stock~~as ~~option~~a ~~price~~result of its emergence from bankruptcy.

~~The~~Due ~~per~~to ~~share exercise price of incentive stock options may not be less than~~ the ~~fair~~change ~~market~~in ownership ~~value~~provisions of the ~~common~~Tax ~~stock~~Reform onAct ~~the date the option is granted. The aggregate fair market value (determined as~~ of ~~the~~1986, ~~date~~net ~~the~~operating ~~stock~~loss ~~option~~carryforwards isfor ~~granted)~~Federal ofincome ~~the~~tax ~~common~~reporting purposes ~~stock~~are ~~that~~subject ~~any person may purchase under an incentive stock option in any calendar year pursuant~~ to ~~the~~annual ~~exercise of incentive stock options will not exceed $100,000~~limitations. NoShould ~~person~~a ~~who~~change ~~owns,~~in ~~directly~~ownership ~~or indirectly~~occur, atnet ~~the~~operating ~~time~~loss ofcarryforwards ~~the~~may ~~granting~~be limited ofas ~~an incentive stock option, more than 10% of the total combined voting power of all classes of our stock is eligible~~ to ~~receive~~use ~~incentive~~in ~~stock~~future ~~options under the Plan unless the stock option price is at least 110% of the fair market value of the common stock subject to the stock option on the date of grant~~years.

F-1719

IMAGENETIX, INC. AND SUBSIDIARY

Notes to the Consolidated Financial Statements (Continued)

March 31, ~~2011 and 2010~~2015

NoWe ~~incentive~~periodically ~~stock~~evaluate ~~options~~the ~~may~~likelihood beof ~~transferred by an optionee other than by will or~~ the realization ~~laws~~ of ~~descent~~deferred ~~and~~tax ~~distribution~~assets, and, ~~during~~adjust the ~~lifetime~~carrying amount of ~~an optionee,~~ the ~~stock~~deferred ~~option~~tax ~~may~~assets ~~only be exercisable~~ by the ~~optionee.~~valuation ~~Except~~allowance ~~as otherwise determined by~~ to the ~~Board~~extent ~~of Directors, stock options may be exercised only if~~ the ~~stock~~future ~~option~~realization ~~holder remains continuously associated with us from the date~~ of ~~grant to~~ the ~~date~~deferred oftax ~~exercise.~~assets ~~The~~is ~~exercise date of a stock option granted under the Plan may~~ not bejudged ~~later than ten years from the date of grant. Any stock options that expire unexercised or that terminate upon an optionee's ceasing~~ to be ~~employed~~more bylikely usthan ~~will become available once again for issuance~~not. ~~Shares~~We ~~issued~~consider ~~upon~~many factors ~~exercise~~when ofassessing athe ~~stock~~likelihood ~~option will rank equally with other shares then outstanding. No stock options will be granted by us at an exercise price less than 85%~~ of ~~the~~future ~~fair~~realization ~~market value~~ of ~~the~~our ~~stock~~deferred ~~underlying~~tax ~~the option on the date the option is granted. During the years ended March 31~~assets, ~~2011~~including ~~and~~our ~~2010~~recent ~~there~~cumulative earnings ~~were~~experience ~~options~~by ~~granted~~taxing ~~to purchase up to 895~~jurisdiction,~~000~~ ~~and~~expectations ~~340,000, respectively, shares~~ of ~~common~~future ~~stock~~taxable ~~and~~income ~~there~~or ~~were~~loss, ~~no options exercised. During~~ the ~~year~~carry ~~ended~~forward ~~March~~periods available ~~31, 2011, options~~ to ~~purchase~~us upfor totax ~~594~~reporting purposes,~~000~~ ~~shares~~and ofother ~~common~~relevant ~~stock were cancelled as a result of their reaching the expiration date~~factors.

AAt ~~summary~~March of31, 2015, based on the ~~status~~weight of ~~the~~available evidence, ~~options~~including ~~granted~~current ~~under~~year taxable income and expectations of future taxable income, the Company’s ~~2000~~determined ~~stock~~that ~~option~~it ~~plan~~was more atlikely ~~March~~that ~~31,~~its ~~2011~~deferred ~~and~~tax ~~2010,~~assets would not be realized and ~~changes~~has ~~during~~recorded ~~the~~a ~~years~~valuation ~~then~~allowance ~~ended~~associated iswith ~~presented~~its deferred ~~below:~~tax assets.

	Options
				Weighted		Weighted
				Average		Average
				Exercise		Fair
	Shares			Price		Value
Outstanding, April 1, 2009		1,249,000		$	1.49
Granted		340,000		$	0.42	$	0.23
Cancelled		-			-
Exercised		-			-
Outstanding, March 31, 2010		1,589,000		$	1.49
Granted		895,000		$	0.38	$	0.24
Cancelled		(594,000	)	$	2.04
Exercised		-			-
Outstanding, March 31, 2011		1,890,000		$	0.60
Exercisable, March 31, 2010		1,469,000		$	1.34
Exercisable, March 31, 2011		1,442,500		$	0.67

The Company has adopted ASC No. 740. This statement requires an asset and liability approach for accounting for income taxes and prescribes a comprehensive model of how a company should recognize, measure, present, and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return. ASC No. 740 states that a tax benefit from an uncertain position may be recognized if it is "more likely than not" that the position is sustainable, based upon its technical merits. The tax benefit of a qualifying position is the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information.

~~F-18~~Upon adoption of ASC No. 740, there was no impact to the Company's consolidated financial statements. The Company estimates that the unrecognized tax benefit will not change significantly within the next twelve months. The Company will continue to classify income tax penalties and interest as part of general and administrative expense in its statements of operations. Accrued interest on uncertain tax positions is not significant. There are no penalties accrued as of March 31, 2015. The following table summarizes the open tax years for each major jurisdiction:

IMAGENETIX, INC.

Jurisdiction		Open Tax Years
Federal		2013 – 2015
California		2013 – 2015

~~Notes~~As the Company has significant net operating loss carry forwards, even if certain of the Company’s tax positions were disallowed, it is not foreseen that the Company would have to pay any taxes in the ~~Consolidated~~near ~~Financial~~future. ~~Statements~~Consequently, ~~(Continued)~~the Company does not calculate the impact of interest or penalties on amounts that might be disallowed.

~~March~~NOTE ~~31,~~14 ~~2011~~– ~~and~~EARNINGS ~~2010~~PER SHARE

AThe ~~summary~~following ofdata ~~the~~show ~~status of~~ the ~~options~~amounts ~~granted~~used in ~~under~~computing ~~the~~earnings ~~stock~~per ~~option~~share ~~plan~~of atcommon ~~March~~stock ~~31,~~for ~~2011, are presented in~~ the ~~table~~period ~~below~~presented:

		Outstanding						Exercisable
				Weighted
				Average		Weighted				Weighted
Range of				Remaining		Average				Average
Exercise		Number		Contractual		Exercise		Number		Exercise
Prices		Outstanding		Life		Price		Exercisable		Price
Options
$	0.31		240,000		3.19	$	0.31		240,000	$	0.31
$	0.38		895,000		4.39	$	0.38		447,500	$	0.38
$	0.65-0.70		405,000		2.58	$	0.66		405,000	$	0.66
$	1.30		350,000		1.09	$	1.30		350,000	$	1.30
			1,890,000		3.24	$	0.60		1,442,500	$	0.67

F-20

~~NOTE~~IMAGENETIX, 12INC. ~~- INCOME~~AND ~~TAXES~~SUBSIDIARY

AtNotes ~~March~~to ~~31, 2011 and 2010,~~ the ~~total~~Consolidated ofFinancial ~~all~~Statements ~~deferred tax assets was approximately $2,330,800 and $957,400, respectively. There are no deferred tax liabilities for either year.~~(Continued)

~~The~~March ~~temporary~~31, ~~differences gave rise to the following deferred tax asset:~~2015

	March 31,
	For the Period Ended
	2011			2010
	March 31,
Excess of financial accounting over tax depreciation	$	33,700		$	24,600
	2015
State income tax benefits		574,100			293,000
Loss available to common shareholders (Numerator)	$	(21,712	)
Net operating loss carryforward		1,511,400			435,300
Weighted average number of common shares outstanding used in basic loss per share during the period (Denominator)		28,343,873
Allowance for obsolete inventory		62,500			59,700
Weighted average number of common shares outstanding used in diluted loss per share during the period (Denominator)		28,343,873
Allowance for bad debts, returns and discounts		57,000			54,200
Research and development credit carryforwards		73,900			73,900
Charitable contribution carryforwards		9,900			6,900
Vacation accrual		8,300			9,800
Net deferred tax asset	$	2,330,800		$	957,400

FBasic loss per common share is computed by dividing net income (loss) by the weighted-19average number of common shares outstanding during each period. Diluted income per share is computed by dividing net income by the weighted-average number of common shares and common equivalent shares outstanding during each period. Common equivalent shares include stock options and warrants using the treasury stock method. For periods which include a loss, the computation of diluted loss per share excludes the impact of stock options and warrants because they would be antidilutive and diluted loss per share is therefore the same as basic loss per share.

~~IMAGENETIX,~~NOTE ~~INC.~~15 – CONCENTRATIONS

~~Notes to the Consolidated Financial Statements (Continued)~~Sales

During the period ended March 31, ~~2011~~2015, we had three significant customers which accounted for 68%, 12% and ~~2010~~11% of sales.

~~The reconciliation of income tax from continuing operations computed at the U.S. federal statutory tax rate to our effective rate is as follows for the year ended:~~Supplier

	March 31,
	2011			2010
Federal income tax benefit computed at the Federal statutory rate	$	(1,203,900	)	$	(375,600	)
State income tax expense benefit net of Federal benefit		(283,400	)		(83,300	)
Other- permanent differences		113,900			51,200
Income tax benefit	$	(1,373,400	)	$	(407,700	)

We also have a single source of a specific raw material, which is used as part of products which account for approximately 32% of our sales. The interruption of raw materials provided by this supplier or the loss of a significant customer would adversely affect our business and financial condition.

~~The~~Accounts ~~components of federal income tax benefit from continuing operations consisted of the following for the year ended:~~Receivable

	March 31,
	2011			2010
Current income tax expense (benefit):
Federal	$	-		$	-
State		-			-
Net current tax expense (benefit)	$	-		$	-
Deferred tax expense (benefit) resulted from:
Difference between financial and tax depreciation	$	(9,100	)	$	(10,100	)
State income tax benefits		(281,000	)		(77,600	)
Net operating (loss) income		(1,076,100	)		(278,000	)
Research and development credits		-			(3,800	)
Allowance for obsolete inventory		(2,800	)		(600	)
Charitable contributions		(3,000	)		(6,900	)
Vacation accrual		1,400			(800	)
Allowance for bad debts, returns and discounts		(2,800	)		(29,900	)
Net deferred tax benefit	$	(1,373,400	)	$	(407,700	)
	$	(1,373,400	)	$	(407,700	)

At March 31, 2015, we had five customers which accounted for 49%, 15%, 14%, 11% and 11% of our accounts receivable balances.

~~Deferred income tax benefit results primarily from the reversal of temporary timing differences between tax and financial statement income.~~F-21

At March 31, 2011, the Company has net operating loss carry forwards for income tax reporting purposes of approximately $4,445,300 and $6,396,900 available to offset future federal and California taxable income, respectively. Based on current tax law, the Company’s federal net operating loss carry forward will begin to expire in the year ending March 31, 2029 and the state net operating loss carry forward will begin to expire in the year ending March 31, 2018. SIGNATURES

~~F-20~~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.

IMAGENETIX, INC. a Nevada corporation By: /s/ WILLIAM P. SPENCER William P. Spencer Chief Executive Officer

~~Notes~~Pursuant to the ~~Consolidated~~requirements ~~Financial~~of ~~Statements~~the ~~(Continued)~~Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated:

March 31, 2011 and 2010

Signature	Title	Date

/s/ WILLIAM P. SPENCER	Chief Executive Officer,	June 29, 2015
William P. Spencer	President and Director


/s/ WILLAIM A. TOOMEY	Director	June 29, 2015
William A. Toomey

/s/ LOWELL W. GIFFHORN	Chief Financial Officer (Principal	June 29, 2015
Lowell W. Giffhorn	Accounting Officer)

/s/ A. WAYNE OPPERMAN	Director	June 29, 2015
A. Wayne Opperman

/s/ ROBERT E. DENNIS	Director	June 29, 2015
Robert E. Dennis

/s/ GEORGE C. GEORGAKLIS	Director	June 29, 2015
George C. Georgaklis

We periodically evaluate the likelihood of the realization of deferred tax assets, and adjust the carrying amount of the deferred tax assets by the valuation allowance to the extent the future realization of the deferred tax assets is not judged to be more likely than not. We consider many factors when assessing the likelihood of future realization of our deferred tax assets, including our recent cumulative earnings experience by taxing jurisdiction, expectations of future taxable income or loss, the carry forward periods available to us for tax reporting purposes, and other relevant factors.

At March 31, 2011, based on the weight of available evidence, including current year taxable income and expectations of future taxable income, the Company determined that it was more likely that its deferred tax assets would be realized and has not recorded a valuation allowance associated with its deferred tax assets.

Upon adoption of ASC No. 740, there was no impact to the Company's consolidated financial statements. The Company estimates that the unrecognized tax benefit will not change significantly within the next twelve months. The Company will continue to classify income tax penalties and interest as part of general and administrative expense in its statements of operations. Accrued interest on uncertain tax positions is not significant. There are no penalties accrued as of March 31, 2011. The following table summarizes the open tax years for each major jurisdiction:

		Open Tax
Jurisdiction		Years
Federal		2008 – 2011
California		2008 – 2011

As the Company has significant net operating loss carry forwards, even if certain of the Company’s tax positions were disallowed, it is not foreseen that the Company would have to pay any taxes in the near future. Consequently, the Company does not calculate the impact of interest or penalties on amounts that might be disallowed.

F-21

IMAGENETIX, INC.

Notes to the Consolidated Financial Statements (Continued)

March 31, 2011 and 2010

NOTE 13 – EARNINGS PER SHARE

The following data show the amounts used in computing earnings per share of common stock for the period presented:

	For the Year Ended
	March 31,
	2011			2010
Loss available to common shareholders (Numerator)	$	(2,167,594	)	$	(697,104	)
Weighted average number of common shares outstanding used in basic income per share during the period (Denominator)		11,686,135			11,010,788
Weighted average number of common shares outstanding used in diluted income per share during the period (Denominator)		11,686,135			11,010,788

Basic loss per common share is computed by dividing net income (loss) by the weighted-average number of common shares outstanding during each period. Diluted income per share is computed by dividing net income by the weighted-average number of common shares and common equivalent shares outstanding during each period. Common equivalent shares include stock options and warrants using the treasury stock method. For periods which include a loss, the computation of diluted loss per share excludes the impact of stock options and warrants because they would be antidilutive and diluted loss per share is therefore the same as basic loss per share.

NOTE 14 – CONCENTRATIONS

Sales

During the year ended March 31, 2011, we had two significant customers which accounted for 54% and 14% of sales.

During the year ended March 31, 2010, we had two significant customers which accounted for 42% and 15% of sales.

Supplier

We also have a single source and exclusive supplier arrangement with the supplier of a specific raw material, which is used as part of products which account for approximately 69% of our sales. The interruption of raw materials provided by this supplier or the loss of a significant customer would adversely affect our business and financial condition.

F-22

IMAGENETIX, INC.

Notes to the Consolidated Financial Statements (Continued)

March 31, 2011 and 2010

During the year ended March 31, 2011, we had four significant vendors who accounted for 25%, 16%, 11% and 10% of cost of sales.

During the year ended March 31, 2010, we had three significant vendors who accounted for 13%, 12% and 10% of cost of sales.

Accounts Receivable

At March 31, 2011, we had two customers which accounted for 44% and 37% of our accounts receivable balances.

At March 31, 2010, we had three customers which accounted for 48%, 21%, and 10% of our accounts receivable balances.

NOTE 15 - FAIR VALUE OF FINANCIAL INSTRUMENTS

In January 2010, the Financial Accounting Standards Board (FASB) issued authoritative guidance for fair value measurements, which requires additional disclosures and clarifications to existing disclosures. This authoritative guidance requires a reporting entity to disclose separately the amounts of significant transfers in and out of Level 1 and Level 2 investments and describe the reasons for these transfers. This authoritative guidance also requires enhanced disclosure of activity in Level 3 investments. The new disclosures and clarifications of existing disclosures became effective for Imagenetix in the first quarter of fiscal year 2011 and had no impact on our consolidated financial position, results of operations or cash flows.

NOTE 16 – LITIGATION SETTLEMENT

In September 2009, we entered into an agreement with a company whereby they bought out the remaining order commitments under a supply agreement. As part of the buyout agreement, we agreed to a one-time payment of $1,250,000 to satisfy their purchase commitments which were scheduled to continue through May 2013. Also, as part of the agreement, we were not required to ship any product. The negotiated amount was reflected as other income during the year ended March 31, 2010. In April 2010, the Company settled a dispute with a sales distributor involved in this transaction by agreeing to pay $82,000 to the distributor over a six month period. The $82,000 was recorded as a charge against settlement income during the fiscal year ended March 31, 2010.

NOTE 17 – SUBSEQUENT EVENT

In May 2011, we entered into a promissory note with one institutional investor for $700,000 which is secured by certain intellectual property.

F-23

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.

IMAGENETIX, INC. a Nevada corporation By : /s/ WILLIAM P. SPENCER William P. Spencer Chief Executive 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 and in the capacities and on the dates indicated:

Signature	Title	Date
/s/ WILLIAM P. SPENCER	Chief Executive Officer,	July 11, 2011
William P. Spencer	President and Director
/s/ BARRY S. KING	Director	July 11, 2011
Barry S. King
/s/ JEFFREY G. MC GONEGAL	Director	July 11, 2011
Jeffrey G. McGonegal
/s/ ROBERT BURG	Director	July 11, 2011
Robert Burg
/s/ WILLAIM A. TOOMEY	Director	July 11, 2011
William A. Toomey
/s/ LOWELL W. GIFFHORN	Chief Financial Officer (Principal	July 11, 2011
Lowell W. Giffhorn	Accounting Officer)

Filing Compare · IMAGENETIX INC /NV/