BOTH Bioethics Ltd (PK)

SECURITIES AND EXCHANGE COMMISSION

FORM 10-KSB

Annual Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934

For the fiscal year ended
December 31, 2007

Commission file number
33-55254-41

BIOETHICS, LTD.
(Name of registrant as specified in its charter)

 Nevada 87-0485312
(State or other jurisdiction (IRS employer identification no.)
 of incorporation)

8092 South Juniper Court, South Weber, Utah 84405 (801) 476-8110
(Address of principal executive offices) (Registrant's telephone
 number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None

Check whether the issuer is not required to file reports pursuant to
Section 13 or 15(d) of the Exchange Act. __

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No __

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B contained in this form, and no disclosure will be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB. x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x No __.

State issuer's revenues for its most recent fiscal year: None

The aggregate market value of the common stock held by non-affiliates (i.e., does not include directors, executive officers or ten percent stockholders identified in Item 11 hereof) of the issuer as of March 20, 2008 was approximately: The common voting stock of the registrant is not publicly traded and has no readily ascertainable fair market value.

As of March 20, 2008, the issuer had 11,000,000 shares of common stock outstanding.

Bioethics, Ltd.

TABLE OF CONTENTS TO ANNUAL REPORT

 ON FORM 10-KSB
 YEAR ENDED DECEMBER 31, 2007


 PART I
Item 1. Description of Business. 3
Item 2. Description of Properties. 3
Item 3. Legal Proceedings. 4
Item 4. Submission of Matters to a Vote of Security Holders 4

 PART II
Item 5. Market for Common Equity and Related Stockholder Matters 5
Item 6. Management's Discussion and Analysis or Plan of Operation 5
Item 7. Financial Statements 6
Item 8. Changes In and Disagreements With Accountants on
 Accounting and Financial Disclosure 7
Item 8A.(T) Controls and Procedures 7
Item 8B. Other Information 7

 PART III
Item 9. Directors, Executive Officers, Promoters and Control
 Persons; Compliance With Section 16(a) of the Exchange Act 8
Item 10. Executive Compensation 9
Item 11. Security Ownership of Certain Beneficial Owners and
 Management and Related Stockholder Matters 9
Item 12. Certain Relationships and Related Transactions, and
 Director Indepdendence 9
Item 13. Exhibits 9
Item 14. Principal Accountant Fees and Services 10

PART I

Item 1. Description of Business.

Business Development

Bioethics, Ltd. (the "Company or "Registrant") was incorporated in 1990 as a Nevada corporation. The Company has not yet generated any significant revenues and is considered a development stage company.

In May 1998, the former officers and directors of the Registrant resigned from their respective positions. Prior to said resignations, they appointed Mr. Mark J. Cowan as the sole member of the Board of Directors of the Registrant and as the new President, Chief Executive Officer, Chief Financial Officer, Secretary and Treasurer of the Registrant and they approved and closed on the sale of 10,000,000 shares of Common Stock at an aggregate purchase price of $40,000 in a private offering, which shares represent approximately ninety-one percent (91%) of the outstanding shares of common stock of the Registrant. Mr. Cowan purchased 2,500,000 shares of common stock in such private offering with personal funds which shares represent approximately twenty-three percent (23%) of the total issued and outstanding common stock of the Registrant. Various other investors purchased the remaining 7,500,000 shares of common stock in the private offering. The sale of the shares resulted in a change in the control of the Company.

Business of Issuer

The Company has no current business operations. The Company's business plan is to seek one or more potential business ventures that, in the opinion of management, may warrant involvement by the Company. The Company recognizes that because of its limited financial, managerial and other resources, the type of suitable potential business ventures which may be available to it will be extremely limited. The Company's principal business objective will be to seek long-term growth potential in the business venture in which it participates rather than to seek immediate, short-term earnings. In seeking to attain the Company's business objective, it will not restrict its search to any particular business or industry, but may participate in business ventures of essentially any kind or nature. It is emphasized that the business objectives discussed are extremely general and are not intended to be restrictive upon the discretion of management.

The Company will not restrict its search for any specific kind of firms, but may participate in a venture in its preliminary or development stage, may participate in a business that is already in operation or in a business in various stages of its corporate existence. It is impossible to predict at this stage the status of any venture in which the Company may participate, in that the venture may need additional capital, may merely desire to have its shares publicly traded, or may seek other perceived advantages which the Company may offer. In some instances, the business endeavors may involve the acquisition of or merger with a corporation which does not need substantial additional cash but which desires to establish a public trading market for its common stock.

There is no assurance that the Company will be able to successfully identify and negotiate a suitable potential business venture.

Except for the Company's sole officer and director, who works for the Company on a part time basis, the Company has no other employees. The Company presently maintains its business office at 8092 South Juniper Court, South Weber, Utah 84405, which is the home-business office of its President.

Item 2. Description of Properties.

The Company's executive offices are located at 8092 South Juniper Court, South Weber, Utah 84405, in the home of its president. The Company does not own or invest in, nor does the Company intend in the future, to own or invest in real estate or interests in real estate, real estate mortgages or securities of or interests in persons primarily engaged in real estate activities.

Item 3. Legal Proceedings.

The Company is not a party to, nor are its properties the subject of, any pending legal proceedings and no such proceedings are known to the Company to be threatened or contemplated by or against it.

Item 4. Submission of Matters to a Vote of Security Holders

No matter was submitted to a vote of the security holders during the 4th quarter of the fiscal year covered by this report.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

PART II

Item 5. Market for Common Equity and Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities

Market Information

To the knowledge of current management, there is no public trading market for the Company's common stock.

Holders

At March 20, 2008, there were approximately 385 holders of record of the Company's common stock.

Dividends

The Company has not declared any cash dividends within the past two years on its common stock. The Company does not anticipate or contemplate paying dividends in the foreseeable future. It is the present intention of management to utilize available funds, if any, for the development of the Company's business.

Sales of Equity Securities

The Company has not sold any securities during the period of this report that have not been previously reported.

Repurchases of Company Securities

The Company has not repurchased any securities during the period of this report.

Item 6. Management's Discussion and Analysis or Plan of Operation

The following discussion and analysis provides information which management believes is relevant to an assessment and understanding of the Company's results of operations and financial condition. The discussion should be read in conjunction with the financial statements and notes thereto.

Plan of Operation

The Company has no business operations, and very limited assets or capital resources. The Company's business plan is to seek one or more potential business ventures that, in the opinion of management, may warrant involvement by the Company. The Company recognizes that because of its limited financial, managerial and other resources, the type of suitable potential business ventures which may be available to it will be extremely limited. The Company's principal business objective will be to seek long- term growth potential in the business venture in which it participates rather than to seek immediate, short-term earnings. In seeking to attain the Company's business objective, it will not restrict its search to any particular business or industry, but may participate in business ventures of essentially any kind or nature. It is emphasized that the business objectives discussed are extremely general and are not intended to be restrictive upon the discretion of management.

The Company will not restrict its search for any specific kind of firms, but may participate in a venture in its preliminary or development stage, may participate in a business that is already in operation or in a business in various stages of its corporate existence. It is impossible to predict at this stage the status of any venture in which the Company may participate, in that the venture may need additional capital, may merely desire to have its shares publicly traded, or may seek other perceived

advantages which the Company may offer. In some instances, the business endeavors may involve the acquisition of or merger with a corporation which does not need substantial additional cash but which desires to establish a public trading market for its common stock.

The Company does not have sufficient funding to meet its long term cash needs. The Company believes that its current cash will not be sufficient to support the Company's planned operations for the next twelve months. The current sole officer and director has expressed his intent that to the extent necessary the Company will seek to raise additional funds through the sale of equity securities or by borrowing funds until a suitable business venture can be completed. Management does not anticipate raising funds during the next twelve months. There is no assurance that the Company will be able to successfully identify and/or negotiate a suitable potential business venture or raise additional funds if and when needed.

The Company has experienced net losses during the development stage (1990 to present) and has had no significant revenues during such period. During the past two fiscal years the Company has had no business operations. In light of these circumstances, the ability of the Company to continue as a going concern is significantly in doubt. The attached financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Off Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Critical Accounting Policies

Due to the lack of current operations and limited business activities, the Company does not have any accounting policies that it believes are critical to facilitate an investor's understanding of the Company's financial and operating status.

Recent Accounting Pronouncements

The Company has not adopted any new accounting policies that would have a material impact on the Company's financial condition, changes in financial conditions or results of operations.

Forward-Looking Statements

When used in this Form 10-KSB or other filings by the Company with the Securities and Exchange Commission, in the Company's press releases or other public or shareholder communications, or in oral statements made with the approval of an authorized officer of the Company's executive officers, the words or phrases "would be", "will allow", "intends to", "will likely result", "are expected to", "will continue", "is anticipated", "estimate", "project", or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995.

The Company cautions readers not to place undue reliance on any forward-looking statements, which speak only as of the date made, and advises readers that forward-looking statements involve various risks and uncertainties. The Company does not undertake, and specifically disclaims any obligation to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statement.

Item 7. Financial Statements

See attached financial statements.

Item 8. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure

The Company is not aware, and has not been advised by its auditors, of any disagreement on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure.

Item 8A. (T) Controls and Procedures

Disclosure Controls and Procedures

As of December 31, 2007, the Company's Chief Executive Officer and Chief Financial Officer and sole officer and director of the Company, conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures. Based on that evaluation, our sole officer and director concluded that our disclosure controls and procedures are effective as of December 31, 2007.

Management's Report on Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting. A company's internal control over financial reporting is a process designed 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. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, 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.

Management, including the Chief Executive Officer and Chief Financial Officer, has conducted an evaluation of the effectiveness of the Company's internal control over financial reporting as of December 31, 2007, based on the fact that all Company transactions are processed through the Company's sole officer and director. Based on its assessment, management concluded that the Company's internal control over financial reporting was effective as of December 31, 2007.

This Annual Report does not include an attestation report of the Company's independent registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's independent registered public accounting firm pursuant to temporary rules of the SEC that permit the Company to provide only management's report in this Annual Report.

This report shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Changes in Internal Control over Financial Reporting

There was no change in our internal control over financial reporting during the quarter ended December 31, 2007 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Item 8B. Other Information

None

PART III

Item 9. Directors, Executive Officers, Promoters, Control Persons and Corporate Governance; Compliance With Section 16(a) of the Exchange Act

Identify Directors and Executive Officers

Set forth below is certain information concerning each of the directors and executive officers of the Company as of March 20, 2008:

 Name Age Position With Company Since

 Mark Cowan (1) 39 Director, President, 1998
 Chief Executive Officer,
 Chief Financial Officer,
 Secretary and Treasurer
_______________

Mark Cowan. Mr. Cowan has been with the Company since May 1998. Since that time he has been the Company's sole officer and director. Mr. Cowan works for the Company on a part time basis. Since September 1998, Mr. Cowan has been principally employed as a mortgage broker for a company that he owns. From 1996 through early 1999 Mr. Cowan worked as a loan officer for a mortgage company. From 1994 to 1996 Mr. Cowan sold real estate for a residential real estate development company. Mr. Cowan holds a B.S. in physiology from Brigham Young University and has done graduate work in molecular genetics at Weber State University. Mr. Cowan holds no other directorships in reporting companies.

Identify Significant Employees

The Company has no significant employees.

Family Relationships

None

Involvement in Certain Legal Proceedings

Mr. Cowan has not been involved in any material legal proceedings which occurred within the last five years of any type as described in Regulation S-B.

Board Committees

The Company has only one part-time employee that is also the sole director and officer. The Company has no operations and inadequate funding. Therefore, the Company has no audit, compensation or nominating committee and, as a result, the Company does not have a financial expert serving on its audit committee. Our sole officer is also the sole member of the board of directors. As a result, our director is not considered "independent" as defined by Rule 4200(a) of the NASD's Marketplace Rules. We do not have a "financial expert" as defined in Item 401 of Regulation SB serving on the board of directors.

Section 16(a) Beneficial Ownership Reporting Compliance

The Company does not have a class of equity securities registered pursuant to Section 12 of the Exchange Act. As a result, no reports are required to be filed pursuant to Section 16(a).

Code of Ethics

Due to the fact that the Company has no operations and inadequate funding, the Company has not adopted a Code of Ethics and does not anticipate doing so in the immediate future.

Item 10. Executive Compensation

During the last fiscal year, the Company's sole officer and director did not receive any salary, wage or other compensation. During the current fiscal year the Company has no present plans to pay compensation to its sole officer and director. There are presently no ongoing pension or other plans or arrangements pursuant to which remuneration is proposed to be paid in the future to any of the officers and directors of the Company.

Item 11. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following table sets forth certain information with respect to the beneficial ownership of the common stock of the Company as of March 20, 2008, for: (i) each person who is known by the Company to beneficially own more than 5 percent of the Company's common stock, (ii) each of the Company's directors, (iii) each of the Company's Named Executive Officers, and (iv) all directors and executive officers as a group. As of March 20, 2008, the Company had 11,000,000 shares of common stock outstanding.

Name and Address Shares Percentage of Position
Of Beneficial Owner(1) Beneficially Shares
 Owned Beneficially
 Owned


Mark Cowan 2,500,000 23% Director, President,
 Chief Executive Officer,
 Chief Financial Officer,
 Secretary and Treasurer

Directors and
Executive Officers
as a Group (1 person) 2,500,000 23%

Windsor Development
2522 Alice Drive
West Jordan, Utah 84084 2,000,000 18%
__________________________

(1)Except where otherwise indicated, the address of the beneficial owner is deemed to be the same address as the Company.

Securities Authorized for Issuance Under Equity Compensation Plans

The Company does not have any equity compensation plans.

Item 12. Certain Relationships and Related Transactions

Not applicable.

Item 13. Exhibits

Exhibits

Listed on page 12 hereof.

Item 14. Principal Accountant Fees and Services

Audit Fees

The aggregate fees billed for professional services rendered by our principal accountant for the audit of our annual financial statements, review of financial statements included in our quarterly reports and other fees that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for the fiscal years ended December 31, 2007 and 2006 were $7,368 and $6,082, respectively.

Audit Related Fees

The aggregate fees billed for assurance and related services by our principal accountant that are reasonably related to the performance of the audit or review of our financial statements, other than those previously reported in this Item 14, for the fiscal years ended December 31, 2007 and 2006 were $-0- and $-0-, respectively.

Tax Fees

The aggregate fees billed for professional services rendered by our principal accountant for tax compliance, tax advice and tax planning for the fiscal years ended December 31, 2007 and 2006 were $300 and $250, respectively.

All Other Fees

The aggregate fees billed for products and services provided by the principal accountant, other than those previously in this Item 14, for the fiscal years ended December 31, 2007 and 2006 were $-0- and $-0-, respectively.

Audit Committee

The Company's Board of Directors functions as its audit committee. It is the policy of the Company for all work performed by our principal accountant to be approved in advance by the Board of Directors. All of the services described above in this Item 14 were approved in advance by our Board of Directors.

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant has duly caused this report to be signed by the undersigned, thereunto duly authorized.

Bioethics, Ltd.
(Registrant)

Date: March 21, 2008 By /s/ Mark Cowan
 Mark Cowan
 President, Chief Executive Officer,
 Chief Financial Officer and Secretary

In accordance with the Exchange Act, 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/ Mark Cowan Director, President, March 21, 2008
 Mark Cowan Chief Executive Officer,
 Chief Financial Officer
 and Secretary

EXHIBIT INDEX

EXHIBIT NO. DESCRIPTION OF EXHIBIT

3(i) Articles of Incorporation of the Company (Incorporated by reference to Exhibit 3(i) of the Company's Form 10-KSB, dated December 31, 2003)
3(ii) Bylaws of the Company (Incorporated by reference to Exhibit 3(ii) of the Company's Form 10-KSB, dated December 31, 2003)
31.1 Certification by Mark Cowan under Section 302 of the Sarbanes- Oxley Act of 2002.
31.2 Certification by Mark Cowan under Section 302 of the Sarbanes- Oxley Act of 2002.
32.1 Certification of Mark Cowan pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

BIOETHICS, LTD.
[A Development Stage Company]

FINANCIAL STATEMENTS

DECEMBER 31, 2007

BIOETHICS, LTD.
[A Development Stage Company]

CONTENTS

PAGE

- Report of Independent Registered Public Accounting Firm F-3

- Balance Sheet, December 31, 2007 F-4

- Statements of Operations, for the years
 ended December 31, 2007 and 2006
 and from inception on July 26, 1990
 through December 31, 2007 F-5


- Statement of Stockholders' Equity, from
 inception on July 26, 1990 through
 December 31, 2007 F-6


- Statements of Cash Flows, for the years
 ended December 31, 2007 and 2006
 and from inception on July 26, 1990
 through December 31, 2007 F-8


- Notes to Financial Statements F-9

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors
BIOETHICS, LTD.
South Weber, Utah

We have audited the accompanying balance sheet of Bioethics, Ltd. [a development stage company] as of December 31, 2007, and the related statements of operations, stockholders' equity (deficit) and cash flows for the years ended December 31, 2007 and 2006 and for the period from inception on July 26, 1990 through December 31, 2007. 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.

We 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 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 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 includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bioethics, Ltd. as of December 31, 2007, and the results of its operations and its cash flows for the years ended December 31, 2007 and 2006 and for the period from the inception on July 26, 1990 through December 31, 2007, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that Bioethics, Ltd. will continue as a going concern. As discussed in Note 6 to the financial statements, Bioethics, Ltd. has incurred losses since its inception and has not yet established profitable operations. These factors raise substantial doubt about the ability of the Company to continue as a going concern. Management's plans in regards to these matters are also described in Note 6. The financial statements do not include any adjustments that might result from the outcome of these uncertainties.

PRITCHETT, SILER & HARDY, P.C.
March 27, 2008
Salt Lake City, Utah

BIOETHICS, LTD.
[A Development Stage Company]

BALANCE SHEET

ASSETS

CURRENT ASSETS:

Cash $ 12,527
 ___________
 Total Current Assets 12,527
 ___________
 $ 12,527
 ___________

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:

 Accounts payable $ 1,706
 ___________
 Total Current Liabilities 1,706
 ___________
STOCKHOLDERS' EQUITY:
 Common stock, $.001 par value,
 25,000,000 shares authorized,
 11,000,000 shares issued and
 outstanding 11,000
 Capital in excess of par value 75,000
 Deficit accumulated during the
 development stage (75,179)
 ___________
 Total Stockholders' Equity 10,821
 ___________
 $ 12,527
 ___________

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

BIOETHICS, LTD.
[A Development Stage Company]

STATEMENTS OF OPERATIONS

 From Inception
 For the Year Ended on July 26,
 December 31, 1990 Through
 _____________________ December 31,
 2007 2006 2007
 __________ __________ ____________
REVENUE : $ - $ - $ -
 __________ __________ ____________
EXPENSES:
 General and administrative 11,021 15,641 75,179
 __________ __________ ____________

LOSS BEFORE INCOME TAXES (11,021) (15,641) (75,179)

CURRENT TAX EXPENSE - - -

DEFERRED TAX EXPENSE - - -
 __________ __________ ____________

NET LOSS $(11,021) $ (15,641) $ (75,179)
 __________ __________ ____________

LOSS PER COMMON SHARE $ (.00) $ (.00)
 __________ __________

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

BIOETHICS, LTD.
[A Development Stage Company]

STATEMENT OF STOCKHOLDERS' EQUITY

FROM THE DATE OF INCEPTION ON JULY 26, 1990

THROUGH DECEMBER 31, 2007

 Deficit
 Accumulated
 Common Stock Capital in During the
 ____________________ Excess of Development
 Shares Amount Par Value Stage
 __________ ________ ________ _________
BALANCE,
 July 26, 1990 - $ - $ - $ -

Issuance of
 1,000,000 shares
 of common stock
 for cash at $.001
 per share,
 July 1990 1,000,000 1,000 - -

Net loss for
 the period ended
 December 31, 1990 - - - (1,000)
 __________ ________ ________ _________
BALANCE,
 December 31, 1990 1,000,000 1,000 - (1,000)

Net loss for
 the year ended
 December 31, 1991 - - - -
 __________ ________ ________ _________
BALANCE,
 December 31, 1991 1,000,000 1,000 - (1,000)

Net loss for
 the year ended
 December 31, 1992 - - - -
 __________ ________ ________ _________
BALANCE,
 December 31, 1992 1,000,000 1,000 - (1,000)

Net loss for
 the year ended
 December 31, 1993 - - - -
 __________ ________ ________ _________
BALANCE,
 December 31, 1993 1,000,000 1,000 - (1,000)

Net loss for
 the year ended
 December 31, 1994 - - - -
 __________ ________ ________ _________
BALANCE,
 December 31, 1994 1,000,000 1,000 - (1,000)

Net loss for
 the year ended
 December 31, 1995 - - - -
 __________ ________ ________ _________
BALANCE,
 December 31, 1995 1,000,000 1,000 - (1,000)

Net loss for
 the year ended
 December 31, 1996 - - - -
 __________ ________ ________ _________
BALANCE,
 December 31, 1996 1,000,000 1,000 - (1,000)

Net loss for
 the year ended
 December 31, 1997 - - - -
 __________ ________ ________ _________
BALANCE,
 December 31, 1997 1,000,000 1,000 - (1,000)

Issuance of
 10,000,000 shares
 of common stock
 for cash at $.004
 per share,
 May 1998 10,000,000 10,000 30,000 -

Net loss for
 the year ended
 December 31, 1998 - - - (5,335)
 __________ ________ ________ _________
BALANCE,
 December 31, 1998 11,000,000 11,000 30,000 (6,335)

Net loss for
 the year ended
 December 31, 1999 - - - (5,531)

[Continued]

BIOETHICS, LTD.
[A Development Stage Company]

STATEMENT OF STOCKHOLDERS' EQUITY

FROM THE DATE OF INCEPTION ON JULY 26, 1990

THROUGH DECEMBER 31, 2007

[Continued]

 Deficit
 Accumulated
 Common Stock Capital in During the
 ____________________ Excess of Development
 Shares Amount Par Value Stage
 __________ ________ ________ _________
BALANCE,
 December 31, 1999 11,000,000 11,000 30,000 (11,866)

Net loss for
 the year ended
 December 31, 2000 - - - (6,266)
 __________ ________ ________ _________
BALANCE,
 December 31, 2000 11,000,000 11,000 30,000 (18,132)

Net loss for
 the year ended
 December 31, 2001 - - - (6,758)
 __________ ________ ________ _________
BALANCE,
 December 31, 2001 11,000,000 11,000 30,000 (24,890)

Net loss for
 the year ended
 December 31, 2002 - - - (5,081)
 __________ ________ ________ _________
BALANCE,
 December 31, 2002 11,000,000 11,000 30,000 (29,971)

Net loss for
 the year ended
 December 31, 2003 - - - (5,893)
 __________ ________ ________ _________
BALANCE,
 December 31, 2003 11,000,000 11,000 30,000 (35,864)

Net loss for
 the year ended
 December 31, 2004 - - - (5,858)
 __________ ________ ________ _________
BALANCE,
 December 31, 2004 11,000,000 11,000 30,000 (41,722)

Capital contribution
 by shareholder - - 20,000 -

Net loss for
 the year ended
 December 31, 2005 - - - (6,795)
 __________ ________ ________ _________
BALANCE,
 December 31, 2005 11,000,000 11,000 50,000 (48,517)

Capital contribution
 by shareholder - - 10,000 -

Net loss for
 the year ended
 December 31, 2006 - - - (15,641)
 __________ ________ ________ _________
BALANCE,
 December 31, 2006 11,000,000 11,000 60,000 (64,158)

Capital contribution
 by shareholder - - 15,000 -

Net loss for
 the year ended
 December 31, 2007 - - - (11,021)
 __________ ________ ________ _________
BALANCE,
 December 31, 2007 11,000,000 $ 11,000 $ 75,000 $(75,179)
 __________ ________ ________ _________

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

BIOETHICS, LTD.
[A Development Stage Company]

STATEMENTS OF CASH FLOWS

 From Inception
 For the Year Ended on July 26,
 December 31, 1990 Through
 ____________________ December 31,
 2007 2006 2007
 _________ _________ _________
Cash Flows from Operating Activities:
 Net loss $(11,021) $(15,641) $(75,179)
 Adjustments to reconcile net loss
 to net cash used by operating
 activities:
 Changes in assets and liabilities:
 Increase (decrease) in
 accounts payable 1,706 (40) 1,706
 _________ _________ _________
 Net Cash (Used) by
 Operating Activities (9,315) (15,681) (73,473)
 _________ _________ _________

Cash Flows from Investing Activities - - -
 _________ _________ _________
 Net Cash Provided by
 Investing Activities - - -
 _________ _________ _________

Cash Flows from Financing Activities:
 Capital contributions 15,000 10,000 45,000
 Proceeds from common stock issuance - - 41,000
 _________ _________ _________
 Net Cash Provided by
 Financing Activities 15,000 10,000 86,000
 _________ _________ _________

Net Increase (Decrease) in Cash 5,685 (5,681) 12,527

Cash at Beginning of Period 6,842 12,523 -
 _________ _________ _________

Cash at End of Period $ 12,527 $ 6,842 $ 12,527
 _________ _________ _________

Supplemental Disclosures of
 Cash Flow information:
 Cash paid during the period for:
 Interest $ - $ - $ -
 Income taxes $ - $ - $ -

Supplemental schedule of Non-cash Investing and Financing Activities:
For the year ended December 31, 2007:
None

For the year ended December 31, 2006:
None

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

BIOETHICS, LTD.
[A Development Stage Company]

NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization - Bioethics, Ltd. ("the Company") was organized under the laws of the State of Nevada on July 26, 1990. The Company has not commenced planned principal operations and is considered a development stage company as defined in Statement of Financial Accounting Standards No. 7. The Company was organized to provide a vehicle for participating in potentially profitable business ventures which may become available through the personal contacts of, and at the complete discretion of, the Company's officers and directors. The Company has, at the present time, not paid any dividends and any dividends that may be paid in the future will depend upon the financial requirements of the Company and other relevant factors.

Cash and Cash Equivalents - The Company considers all highly liquid debt investments purchased with a maturity of three months or less to be cash equivalents.

Income Tax - The Company accounts for income taxes in accordance with Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes" [See Note 3].

Loss Per Share - The computation of loss per share is based on the weighted average number of shares outstanding during the period presented in accordance with Statement of Financial Accounting Standards No. 128, "Earnings Per Share" [See Note 7].

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

Recently Enacted Accounting Standards - Statement of Financial Accounting Standards ("SFAS") No. 155 "Accounting for Certain Hybrid Financial Instruments - an amendment of FASB Statements No. 133 and 140", SFAS No. 156, "Accounting for Servicing of Financial Assets", SFAS No. 157, "Fair Value Measurements", SFAS No. 158 "Employers' Accounting for Defined Benefit Pension and Other Postretirement Plans - an amendment of FASB Statements No. 87, 88, 106 and 132(R)", SFAS No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities - Including an amendment of FASB Statement No. 115" and SFAS No. 160, "Noncontrolling Interest in Consolidated Financial Statements" (as amended), were recently issued. SFAS No. 155, 156, 157,158, 159 and 160 have no current applicability to the Company or their effect on the financial statements would not have been significant.

NOTE 2 - CAPITAL STOCK

Common Stock - In July 1990, in connection with its organization, the Company issued 1,000,000 shares of its previously authorized but unissued common stock. Total proceeds from the sale of stock amounted to $1,000 (or $.001 per share).

BIOETHICS, LTD.
[A Development Stage Company]

NOTES TO FINANCIAL STATEMENTS

NOTE 2 - CAPITAL STOCK (CONTINUED)

In May 1998, the Company issued 10,000,000 shares of its previously authorized but unissued common stock. Total proceeds from the sale of stock amounted to $40,000 (or $.004 per share). The issuance of common stock resulted in a change in control of the Company [See Note 5].

Capital Contribution - During the year ended December 31, 2007, a shareholder of the Company contributed $15,000 to the Company.

NOTE 3 - INCOME TAXES

The Company accounts for income taxes in accordance with Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes". SFAS No. 109 requires the Company to provide a net deferred tax asset/liability equal to the expected future tax benefit/expense of temporary reporting differences between book and tax accounting methods and any available operating loss or tax credit carryforwards. At December 31, 2007, the Company has available unused operating loss carryforwards of approximately $74,000, which may be applied against future taxable income and which expire in various years through 2027. However, if certain substantial changes in the Company's ownership should occur, there could be an annual limitation on the amount of net operating loss carryforwards which can be utilized.

The amount of and ultimate realization of the benefits from the operating loss carryforwards for income tax purposes is dependent, in part, upon the tax laws in effect, the future earnings of the Company, and other future events, the effects of which cannot be determined. Because of the uncertainty surrounding the realization of the loss carryforwards, the Company has established a valuation allowance equal to the tax effect of the loss carryforwards and, therefore, no deferred tax asset has been recognized for the loss carryforwards. The net deferred tax assets are approximately $25,100 and $21,400 as of December 31, 2007 and 2006, respectively, with an offsetting valuation allowance of the same amount resulting in a change in the valuation allowance of approximately $3,700 during the year ended December 31, 2007.

NOTE 4 - RELATED PARTY TRANSACTIONS

Management Compensation - For the years ended December 2007 and 2006, the Company did not pay any compensation to its officers and directors.

Office Space - The Company has not had a need to rent office space. An officer/shareholder of the Company is allowing the Company to use his home as a mailing address, as needed, at no expense to the Company.

Capital Contribution - During the year ended December 31, 2007, a shareholder of the Company contributed $15,000 to the Company.

BIOETHICS, LTD.
[A Development Stage Company]

NOTES TO FINANCIAL STATEMENTS

NOTE 5 - CHANGES IN CONTROL

In May 1998, the Company raised $40,000 through the sale of 10,000,000 shares of common stock. The shares sold represented approximately ninety- one percent (91%) of the outstanding shares of common stock of the Company resulting in a change in control of the Company. The proceeds from the stock sale have been used to pay for legal and accounting fees and for management to search for possible business opportunities. The former officers and directors of the Company resigned and an individual holding approximately 23% of the outstanding common stock was appointed as the sole officer and director of the Company.

NOTE 6 - GOING CONCERN

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. However, the Company has incurred losses since its inception and has no on-going operations. These factors raise substantial doubt about the ability of the Company to continue as a going concern. In this regard, management is proposing to raise any necessary additional funds not provided by operations through loans, additional sales of its common stock or through a possible business combination. There is no assurance that the Company will be successful in raising this additional capital or in achieving profitable operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties.

NOTE 7 - LOSS PER SHARE

The following data show the amounts used in computing loss per share:

 For the
 Years Ended
 December 31,
 __________________________
 2007 2006
 __________ ____________
Loss from continuing operations
applicable to common
stockholders (numerator) $ (11,021) $ (15,641)
 __________ ____________
Weighted average number of
common shares outstanding
used in loss per share during
the period (denominator) 11,000,000 11,000,000
 __________ ____________

Dilutive loss per share was not presented, as the Company had no common equivalent shares for all periods presented that would affect the computation of diluted loss per share.

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