Bio Bridge Science Inc - Quarterly Report (10-Q)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE

ACT OF 1934

For the quarterly period ended: June 30, 2008

o TRANSITION REPORT PURSUANT TO SECTION 13 0R 15(D) OF THE SECURITIES EXCHANGE

ACT OF 1934

For the transition period from _______ to _______

Commission File Number: 000-51497

BIO-BRIDGE SCIENCE, INC.

(Exact name of small business issuer as specified in its charter)

Delaware		20-1802936
(State or Other jurisdiction of		(IRS Employer
incorporation or organization)		Identification No.)

1211 West 22nd Street, Suite 615
Oak Brook, Illinois		60523
(Address of principal executive offices)		(Zip Code)

630-928-0869

(Issuer's telephone number including area code)

Check whether the issuer (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 o

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.

Large accelerated filer o	Accelerated filer o

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

Indicate by check mark whether the registrant is a shell company: Yes o No x

State the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

Common Stock Outstanding as of June 30, 2008: 34,587,676 shares

Bio-Bridge Science, Inc.

(A development stage company)

Index to Form 10-Q

		Page
Item 1.	Financial Statements	1

	Condensed Consolidated Balance Sheets as of June 30, 2008 (unaudited) and December 31, 2007	1

	Unaudited Condensed Consolidated Statements of Operations for the three and six month periods ended June 30, 2008 and 2007 and for the period from February 11, 2002 (inception) through June 30, 2008	2

	Unaudited Condensed Consolidated Statements of Changes in Shareholders' Equity and Comprehensive Gain (Loss) for the period from February 11, 2002 (inception) through June 30, 2008	3

	Unaudited Condensed Consolidated Statements of Cash Flows for the six month periods ended June 30, 2008 and 2007 and for the period from February 11, 2002 (inception) through June 30, 2008	9

	Notes to Unaudited Condensed Consolidated Financial Statements	11

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operation	23

Item 3.	Quantitative and Qualitative Disclosure About Market Risk	30

Item 4.	Controls and Procedures	30

Part II	Other Information	30

Item 1.	Legal Proceedings	30

Item 1A.	Risk Factors	30

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30

Item 3.	Defaults Upon Senior Securities	30

Item 4.	Submission of Matters to a Vote of Security Holders	30

Item 5.	Other Information	30

Item 6.	Exhibits	30

	SIGNATURES	31

Item 1. Financial Statements

BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

CONDENSED CONSOLIDATED BALANCE SHEETS

	June 30			December 31
	2008			2007
	(Unaudited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	932,020		$	104,372

Prepaid expenses and other current assets		43,511			28,662

Trading securities, at fair value		193,675			1,509,916
Total Current Assets		1,169,206			1,642,950

Fixed assets, net		59,849			65,774

Construction in progress		2,160,203			1,814,291

Land use right, net of current portion		380,886			366,597
Total Long-term Assets		2,600,938			2,246,662

TOTAL ASSETS	$	3,770,144		$	3,889,612

LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
Accrued expenses and other payables	$	159,328		$	121,270
Due to related party		61,233			-
Payable to contractors		132,073			124,017
Total current liabilities		352,634			245,287

Commitments and contingencies

SHAREHOLDERS’ EQUITY
Preferred stock, $0.001 par value, 5,000,000 shares authorized, 4,000,000 shares issued and outstanding		4,000			4,000
Common stock, $0.001 par value, 100,000,000 shares authorized, 34, 587,676 and 34,357,676 shares issued and outstanding, respectively		34,588			34,358
Additional paid-in capital		10,920,612			10,349,611
Preferred stock dividend		137,000			137,000
Subscription receivable		(265,035	)		(20	)
Stock to be issued, 393,334 and 50,000 shares, respectively		393			50
Accumulated other comprehensive gain		361,015			221,358
Deficit accumulated during the development stage		(7,775,063	)		(7,102,032	)

Total Shareholders’ Equity		3,417,510			3,644,325

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	3,770,144		$	3,889,612

See accompanying notes to the condensed consolidated financial statements.

BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2008

AND FOR THE PERIOD FROM FEBRUARY 11, 2002 (INCEPTION) THROUGH JUNE 30, 2008

	Three Months Ended June 30,						Six Months Ended June 30,						For The Period From February 11, 2002 (Inception) Through June 30, 2008
	2008			2007			2008			2007
REVENUE	$	5,142		$	333		$	7,427		$	690		$	12,174
COST OF GOODS SOLD		(1,957	)		(178	)		(2,848	)		(405	)		(5,656	)
GROSS PROFIT		3,185			155			4,579			285			6,518

Research and development cost		(20,467	)		(38,355	)		(56,873	)		(82,050	)		(529,214	)
Selling and distribution expenses		(21,281	)		(10,838	)		(33,610	)		(16,311	)		(121,891	)
General and administrative expenses		(243,031	)		(419,374	)		(448,875	)		(718,600	)		(5,151,363	)

LOSS FROM OPERATIONS		(281,594	)		(468,412	)		(534,779	)		(816,676	)		(5,795,950	)

Interest (expense) income		(1,521	)		396			(1,671	)		3,803			15,318

Unrealized loss on trading securities		(519	)		(85,360	)		(71,381	)		(108,426	)		(443,573	)

Income on sale of trading securities		64,916			-			55,150			-			52,332

Dividend income		13,533			38,556			59,650			48,001			187,130

NET LOSS		(205,185	)		(514,820	)		(493,031	)		(873,298	)		(5,984,743	)

DEEMED PREFERRED STOCK DIVIDEND		-			-			-			(1,293,320	)		(1,293,320	)

PREFERRED STOCK DIVIDENDS		(90,000	)		(90,000	)		(180,000	)		(137,000	)		(497,000	)

NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS	$	(295,185	)	$	(604,820	)	$	(673,031	)	$	(2,303,618	)	$	(7,775,063	)

LOSS PER SHARE, attributable to common shareholders, basic and diluted	$	(0.01	)	$	(0.02	)	$	(0.02	)	$	(0.07	)

WEIGHTED AVERAGE SHARES OUTSTANDING, basic and diluted		34,516,907			33,785,874			34,249,109			33,720,633

See accompanying notes to the condensed consolidated financial statements.

BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES

IN SHAREHOLDERS' EQUITY AND COMPREHENSIVE INCOME

FOR THE PERIOD FROM FEBRUARY 11, 2002 (INCEPTION) THROUGH JUNE 30, 2008

					Additional						Common Stock		Accumulated Other			Deficit Accumulated During the
	Common Stock				Paid-in			Deferred			To be		Comprehensive			Development
	Shares		Amount		Capital			Compensation			Issued		Gain (Loss)			Stage			Total

Issuance of 13,750,000 shares at $0.00004		13,750,000	$	13,750	$	(13,200	)	$	-		$	-	$	-		$	-		$	550

Issuance of 7,461,090 shares at $0.0468		7,461,090		7,461		341,719			-			-		-			-			349,180

Issuance of 1,875,000 shares at $0.12		1,875,000		1,875		223,125			-			-		-			-			225,000

Foreign currency translation loss		-		-		-			-			-		(499	)		-			(499	)

Net loss		-		-		-			-			-		-			(114,476	)		(114,476	)

BALANCE DECEMBER 31, 2002		23,086,090		23,086		551,644			-			-		(499	)		(114,476	)		459,755

Issuance of 3,508,425 shares at $0.12		3,508,425		3,509		417,502			-			-		-			-			421,011

Issuance of 201,200 shares at $0.32		201,200		201		64,186			-			-		-			-			64,387

Foreign currency translation loss		-		-		-			-			-		(644	)		-			(644	)

Net loss		-		-		-			-			-		-			(255,020	)		(255,020	)

BALANCE DECEMBER 31, 2003		26,795,715		26,796		1,033,332			-			-		(1,143	)		(369,496	)		689,489

Issuance of 434,600 shares at $0.12		434,600		435		51,715			-			-		-			-			52,150

Issuance of 1,125,275 shares at $0.32		1,125,275		1,125		358,961			-			-		-			-			360,086

Issuance of 1,616,000 shares at $0.50		1,616,000		1,616		806,382			-			-		-			-			807,998

Fair market value of Stock options granted for services		-		-		695,052			-			-		-			-			695,052

Fair value of shares issued for services		100,000		100		49,900			-			-		-			-			50,000

Exercise of options		200,000		200		-			-			-		-			-			200

Deferred consulting expenses		-		-		-			(390,890	)		-		-			-			(390,890	)

Foreign currency translation loss		-		-		-			-			-		(457	)		-			(457	)

Net loss		-		-		-			-			-		-			(944,437	)		(944,437	)

BALANCE DECEMBER 31, 2004		30,271,590	$	30,272	$	2,995,342		$	(390,890	)	$	-	$	(1,600	)	$	(1,313,933	)	$	1,319,191

(continued)

BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES

IN SHAREHOLDERS’ EQUITY AND COMPREHENSIVE INCOME (continued)

FOR THE PERIOD FROM FEBRUARY 11, 2002 (INCEPTION) THROUGH JUNE 30, 2008

					Additional						Common Stock		Accumulated Other			Deficit Accumulated During the
	Common Stock				Paid-in			Deferred			To be		Comprehensive			Development
	Shares		Amount		Capital			Compensation			Issued		Gain (Loss)			Stage			Total

BALANCE DECEMBER 31, 2004		30,271,590	$	30,272	$	2,995,342		$	(390,890	)	$	-	$	(1,600	)	$	(1,313,933	)	$	1,319,191

Issuance of 2,179,947 shares at $0.50		2,179,947		2,180		1,087,794			-			-		-			-			1,089,974

Stock options issued for services		-		-		34,935			(34,935	)		-		-			-			-

Stock options granted to employees and officers		-		-		680,604			(680,604	)		-		-			-			-

Amortization of deferred compensation expenses		-		-		-			458,127			-		-			-			458,127

Return of options		-		-		(139,604	)		139,604			-		-			-			-

Exercise of options		-		-		(328	)		-			328		-			-			-

Foreign currency translation loss		-		-		-			-			-		26,882			-			26,882

Net loss		-		-		-			-			-		-			(1,253,093	)		(1,253,093	)
BALANCE DECEMBER 31, 2005		32,451,537	$	32,452	$	4,658,743		$	(508,698	)	$	328	$	25,282		$	(2,567,026	)	$	1,641,081

(continued)

BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES

IN SHAREHOLDERS’ EQUITY AND COMPREHENSIVE INCOME (continued)

FOR THE PERIOD FROM FEBRUARY 11, 2002 (INCEPTION) THROUGH JUNE 30, 2008

	Common		Stock		Additional Paid-in			Deferred			Common Stock to be			Accumulated Other Comprehensive		Subscription			Deficit Accumulated During the Development
	Shares		Amount		Capital			Compensation			Issued			Gain (Loss)		Receivable			Stage			Total

BALANCE DECEMBER 31, 2005		32,451,537	$	32,452	$	4,658,743		$	(508,698	)	$	328		$	25,282	$	-		$	(2,567,026	)	$	1,641,081

Reclassification of deferred compensation balance to additional-paid-in-capital		-		-		(508,698	)		508,698			-			-		-			-			-

Issuance of shares for previously exercised stock option		328,116		328		-			-			(328	)		-		-			-			-

Sales of shares at $0.75 to $1.2 per share for cash, net of issuance costs		540,348		540		872,637			-			240			-		(25,091	)		-			848,326

Compensatory shares issued to consultant		122,000		122		223,773			-			-			-		-			-			223,895

Employee stock options		-		-		174,670			-			-			-		-			-			174,670

Consultant stock option		-		-		48,277			-			-			-		-			-			48,277

Exercise of options		50,000		50		-			-			-			-		-			-			50

Foreign currency translation loss		-		-		-			-			-			55,121		-			-			55,121

Net loss 1/1/06 to 12/31/06		-		-		-			-			-			-		-			(1,323,894	)		(1,324,364	)
BALANCE DECEMBER 31, 2006		33,492,001	$	33,492	$	5,469,402		$	-		$	240		$	80,403	$	(25,091	)	$	(3,890,920	)	$	1,667,526

(continued)

BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES

IN SHAREHOLDERS’ EQUITY AND COMPREHENSIVE INCOME (continued)

FOR THE PERIOD FROM FEBRUARY 11, 2002 (INCEPTION) THROUGH JUNE 30, 2008

	Common Stock				Preferred stock				Preferred stock dividend payable in common			Additional Paid-in		Common Stock To be		Accumulated Other Comprehensive		Subscriptions			Deficit Developed During the Development
	Shares		Amount		Shares		Amount		stock			Capital		Issued		Gain (loss)		Receivable			Stage			Total

BALANCE DECEMBER 31, 2006		33,492,001	$	33,492								$	5,469,402	$	240	$	80,403	$	(25,091	)	$	(3,890,920	)	$	1,667,526

Issuance of common stock at $0.75 per share for cash, net of issuance costs		-		-		-		-		-			22,470		30		-		-			-			22,500

Issuance of preferred shares at $0.75 per share for cash, net of issuance costs		-		-		4,000,000		4,000		-			2,996,000		-		-		-			-			3,000,000

Deemed dividend related to beneficial conversion feature of convertible preferred stock		-		-		-		-		-			1,293,320		-		-		-			(1,293,320	)		-

Accrual of preferred stock dividend		-		-		-		-		317,000			-		-		-		-			(317,000	)		-

Payment of preferred stock dividend		180,000		180		-		-		(180,000	)		179,820		-		-		-			-			-

Compensatory shares issued to consultant		30,000		30		-		-		-			67,694		20		-		-			-			67,744

Fair value of vested employee stock options		-		-		-		-		-			173,715		-		-		-			-			173,715

(continued)

BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES

IN SHAREHOLDERS’ EQUITY AND COMPREHENSIVE INCOME (continued)

FOR THE PERIOD FROM FEBRUARY 11, 2002 (INCEPTION) THROUGH JUNE 30, 2008

	Common Stock			Preferred stock				Preferred stock dividend payable in common		Additional Paid-in		Common Stock to Be			Accumulated Other Comprehensive		Subscriptions			Deficit Developed During the Development
	Shares		Amount	Shares		Amount		stock		Capital		Issued			Gain (loss)		Receivable			Stage			Total

Fair value of consultant stock options	-		-	-		-		-		147,190		-			-		-			-			147,190

Issuance of shares for previously exercised stock option	240,000		240	-		-		-		-		(240	)		-		-			-			-

Proceeds from previously issued stock	-		-	-		-		-		-		-			-		25,071			-			25,071

Exercise of options	415,675		416	-		-		-		-		-			-		-			-			416

Foreign currency translation loss	-		-	-		-		-		-		-			140,955		-			-			140,955

Net loss	-		-	-		-		-		-		-			-		-			(1,600,792	)		(1,600,792	)
BALANCE DECEMBER 31, 2007	34,357,676	$	34,358	4,000,000	$	4,000	$	137,000	$	10,349,611	$	50		$	221,358	$	(20	)	$	(7,102,032	)	$	3,644,325

(continued)

BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES

IN SHAREHOLDERS’ EQUITY AND COMPREHENSIVE INCOME (continued)

FOR THE PERIOD FROM FEBRUARY 11, 2002(INCEPTION) THROUGH JUNE 30, 2008

	Common Stock				Preferred Stock				Preferred stock dividend payable in common			Additional paid-in		Accumulated other comprehensive		Common stock to be			Subscriptions			Deficit accumulated during the development
	Shares		Amount		Shares		Amount		stock			capital		gain (loss)		issued			receivable			stage			Total
BALANCE DECEMBER 31, 2007		34,357,676	$	34,358		4,000,000	$	4,000	$	137,000		$	10,349,611	$	221,358	$	50		$	(20	)	$	(7,102,032	)	$	3,644,325

Sale of 393,334 shares of common stock at $0.75 per share for cash, to be issued		-		-		-		-		-			294,607		-		393			(265,015	)		-			29,985

Fair value of warrants issued to directors		-		-		-		-		-			11,507		-		-			-			-			11,507

Fair value of vested employee stock options		-		-		-		-		-			85,066		-		-			-			-			85,066

Accrual of preferred stock dividend		-		-		-		-		180,000			-		-		-			-			(180,000	)		-

Payment of preferred stock dividend		180,000		180		-		-		(180,000	)		179,820		-		-			-			-			-

Issuance of shares		50,000		50		-		-		-			-		-		(50	)		-			-			-

Foreign currency translation gain		-		-		-		-		-			-		139,658		-			-			-			139,658

Net loss		-		-		-		-		-			-		-		-			-			(493,031	)		(493,031	)
BALANCE JUNE 30, 2008		34,587,676	$	34,588		4,000,000	$	4,000	$	137,000		$	10,920,611	$	361,016	$	393		$	(265,035	)	$	(7,775,063	)	$	3,417,510

See accompanying notes to the condensed consolidated financial statements.

BIO-BRIDGE SCIENCE INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW

FOR THE SIX MONTHS ENDED JUNE 30, 2008

AND FOR THE PERIOD FROM FEBRUARY 11, 2002 (INCEPTION)

THROUGH JUNE 30, 2008

	For Six Months Ended June 30, 2008						For the Period From February 11, 2002 (Inception) Through June 30, 2008
	2008			2007
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(493,031	)	$	(873,298	)	$	(5,984,743	)
Adjustments to reconcile net loss to net cash used in operating activities:		-
Depreciation		10,133			9,408			54,329
Amortization of land use right		9,222			8,469			82,546
Non cash stock compensation expense		96,573			281,487			1,744,355
Write off for notes receivable		-			-			40,000
Unrealized loss on trading securities		71,381			108,426			443,573
Income on sale of trading securities		(55,150	)		-			(52,332	)
Loss on sale of investment		-			-			2,107
Change in operating assets and liabilities:								-
(Increase) decrease in prepaid expense and other assets		(14,849	)		633			(43,511	)
Decrease (increase) payable to contractors		-			(355,631	)		124,017
Increase (decrease) in accrued expenses and other payable		38,058			(12,010	)		159,328
Net Cash Used In Operating Activities		(337,663	)		(832,516	)		(3,430,331	)

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of land use right					-			(394,559	)
Increase in construction in progress		(220,900	)		(3,951	)		(1,918,836	)
Purchase of fixed assets		(593	)		(720	)		(106,833	)
Purchase of investment		-			-			(40,000	)
Purchase of trading securities		-			(2,000,000	)		(1,984,924	)
Proceeds from sale of trading securities		1,300,010			102,816			1,400,008
Net Cash Provided By (Used In) Investing Activities		1,078,517			(1,901,855	)		(3,045,144	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock		29,985			22,500			4,295,890
Proceeds from issuance of preferred stock		-			3,000,000			3,000,000
Proceeds from issuance of previously issued stocks		-			10,071			-
Proceeds from exercise of stock option		-			416			994
Advances from related party		61,233			(18,885	)		61,233
Net Cash Provided By Financing Activities		91,218			3,014,102			7,358,117

NET INCREASE IN CASH AND CASH EQUIVALENTS		832,072			279,731			882,642

Effect of exchange rate changes on cash		(4,424	)		(3,160	)		49,378
Cash and cash equivalents, beginning of period		104,372			149,613			-

CASH AND CASH EQUIVALENTS, END OF PERIOD	$	932,020		$	426,184		$	932,020

See accompanying notes to the condensed consolidated financial statements.

	For Six Months Ended June 30, 2008		For Six Months Ended June 30, 2007		For the Period From February 11, 2002 (Inception) Through June 30, 2008
Supplemental cash flow information
Interest Paid	$	-	$	-	$	-
Income taxes Paid	$	-	$	-	$	-
Supplemental non-cash investing and financing activities
Deemed dividend related to beneficial conversion feature of convertible preferred stock	$	-	$	1,293,320	$	1,293,320
Accrual of preferred stock dividend	$	180,000	$	137,000	$	497,000

See accompanying notes to the condensed consolidated financial statements.

BIO-BRIDGE SCIENCE, INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL

STATEMENTS AS OF JUNE 30, 2008

NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements of Bio Bridge Science Inc. (the "Company") have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Regulation S-K for scaled disclosures for smaller reporting companies. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in United States of America for complete financial statements. However, such information reflects all adjustments (consisting solely of normal recurring adjustments), which are, in the opinion of management, necessary for the fair presentation of the consolidated financial position and the consolidated results of operations. Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year.

The condensed consolidated balance sheet information as of December 31, 2007 was derived from the audited consolidated financial statements included in the Company's Annual Report on Form 10-KSB filed with the SEC on March 31, 2008. These interim financial statements should be read in conjunction with that report.

NOTE 2 - ORGANIZATION AND PRINCIPAL ACTIVITIES

Bio-Bridge Science, Inc. (a development stage company) ("the Company") was incorporated in the State of Delaware on October 26, 2004. The Company is a development stage enterprise as defined by Statement of Financial Accounting Standards (SFAS) No. 7, "Accounting and Reporting by Development Stage Enterprises." All losses accumulated since the inception of the Company will be considered as part of the Company's development stage activities. The Company has generated insignificant revenue. The Company's fiscal year end is December 31.

On December 1, 2004, the Company acquired all of the outstanding shares of Bio-Bridge Science Corporation ("BBSC"), a Cayman Islands corporation, in exchange for 29,971,590 shares of its common stock, and as a result, BBSC became a wholly owned subsidiary of Bio-Bridge Science, Inc. The acquisition was accounted for as a reverse merger (recapitalization) with BBSC deemed to be the accounting acquirer, and the Company the legal acquirer. Accordingly, the historical financial information presented in the financial statements is that of BBSC as adjusted to give effect to any difference in the par value of the issuer’s and the accounting acquirer stock with an offset to capital in excess of par value. The basis of the assets, liabilities and retained earnings of BBSC, the accounting acquirer, have been carried over in the recapitalization.

BBSC was incorporated in the Cayman Islands on February 11, 2002. At the time of the exchange, BBSC held a 100% interest in Bio-Bridge Science (Beijing) Corp. ("BBS Beijing") , a wholly-foreign funded enterprise of the People's Republic of China ("PRC") which was established on May 20, 2002. BBS Beijing is currently engaged in the development and commercialization of several vaccine candidates, such as HIV-PV vaccine I, cervical cancer vaccine, colon cancer vaccine, in mainland China.

History of losses and negative cash flows

The accompanying consolidated financial statements have been prepared on the basis that the Company will continue as a going concern which assumes the realization of assets and settlement of liabilities in the normal course of business. Since its inception, the Company has been engaged in organizational and pre-operating activities. The Company has generated insignificant revenues and has incurred accumulated losses and negative operating cash flows of $5,984,743 and $3,430,331, respectively, from February 11, 2002 (inception) through June 30, 2008. We incurred a net loss of $493,031 for the six months ended June 30, 2008. On February 12, 2007, the Company raised $3,000,000 in a private placement in the form of a sale of shares of Series A convertible preferred stock and warrants to purchase common stock (See Note 4). Our capital requirements for the next 12 months, as they relate to further research and development relating to our product candidates have been and will continue to be significant. As of June 30, 2008, we have funded our operations through equity offerings whereby we raised an aggregate $7,358,117 since inception.

Based on our current operating plan, we believe that we have sufficient cash and cash equivalents to last approximately through December 2009. We will need to obtain additional financing in addition to the funds already raised through the sale of equity securities to fund our cash needs and continue our operations beyond December 2009. Additional financing, whether through public or private equity or debt financing, arrangements with stockholders or other sources to fund operations, may not be available, or if available, may be on terms unacceptable to us. Our ability to maintain sufficient liquidity is dependent on our ability to raise additional capital. If we issue additional equity securities to raise funds, the ownership percentage of our existing stockholders would be reduced. New investors may demand rights, preferences or privileges senior to those of existing holders of our common stock. Debt incurred by us would be senior to equity in the ability of debt holders to make claims on our assets. The terms of any debt issued could impose restrictions on our operations. If adequate funds are not available to satisfy either medium or long-term capital requirements, our operations and liquidity could be materially adversely affected and we could be forced to cut back our operations.

NOTE 3 - SUMMARY OF PRINCIPAL ACCOUNTING POLICIES

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of Bio-Bridge Science Inc. and its wholly owned subsidiaries, Bio-Bridge Science Corp., Bio-Bridge Science (Beijing) Corp, Bio-Bridge Science Holding Co. and Bio Bridge Science (HK), Co. Inter-company accounts and transactions have been eliminated in consolidation.

Economic and Political Risks

The Company faces a number of risks and challenges since its operation is in PRC and its primary market is in the PRC. We have operations in China where we are currently engaged in pre-clinical testing of our vaccine candidates and other related activities. Our business operations may be adversely affected by the political environment in the PRC. The PRC has operated as a socialist state since 1949 and is controlled by the Communist Party of China. In recent years, however, the government has introduced reforms aimed at creating a "socialist market economy" and policies have been implemented to allow business enterprises greater autonomy in their operations. Changes in the political leadership of the PRC may have a significant effect on laws and policies related to the current economic reforms program, other policies affecting business and the general political, economic and social environment in the PRC, including the introduction of measures to control inflation, changes in the rate or method of taxation, the imposition of additional restrictions on currency conversion and remittances abroad, and foreign investment. These effects could substantially impair our business, profits or prospects in China. Moreover, economic reforms and growth in the PRC have been more successful in certain provinces than in others, and the continuation or increases of such disparities could affect the political or social stability of the PRC.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Management makes these estimates using the best information available and the best judgment at the time the estimates are made, however actual results could differ materially from those estimates.

Cash and Cash Equivalents

For financial reporting purpose, the Company considers all highly liquid investments purchased with original maturity of three months or less to be cash equivalents. Cash of the Bio-Bridge Science (Beijing) Corporation, a subsidiary of the Company, is held in accounts at financial institutions, which are located in the PRC. The Company and subsidiaries have not experienced any losses in such accounts and do not believe that cash is exposed to any significant credit risk. All of BBS Beijing’s cash on hand and certain bank deposits are denominated in Renminbi ("RMB") and translated at the exchange rate at the end of the period.

Trading Securities

The Company accounts for trading securities using the guidance of SFAS No. 115, “Accounting for Certain Investments in Debt and Equity Securities”. The Company’s investment in trading securities is comprised of its investment in a Van Kampen unit investment fund. Trading securities are reported at fair value, with any changes in fair value during a period recorded as a charge or credit to net income (loss). Gains or losses realized upon sale of all securities are recognized at the time of sale. Cash received in excess of cumulative dividends is considered a return of principal.

Financial Assets and Liabilities Measured at Fair Value

Effective January 1, 2008, the Company adopted Statement of Financial Accounting Standards (SFAS) No. 157, Fair Value Measurements. This Statement defines fair value for certain financial and nonfinancial assets and liabilities that are recorded at fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. This guidance applies to other accounting pronouncements that require or permit fair value measurements. On February 12, 2008, the FASB finalized FASB Staff Position (FSP) No. 157-2, Effective Date of FASB Statement No. 157. This Staff Position delays the effective date of SFAS No. 157 for nonfinancial assets and liabilities to fiscal years beginning after November 15, 2008 and interim periods within those fiscal years, except for those items that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). The adoption of SFAS No. 157 had no effect on the Company’s consolidated financial position or results of operations.

SFAS No. 157 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value into three broad levels, considering the relative reliability of the inputs. The fair value hierarchy assigns the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). A financial instrument's categorization within the fair value hierarchy is based upon the lowest level of an input to the valuation that is significant to the fair value measurement. The three levels of inputs within the fair value hierarchy are defined as follows:

Level 1 uses quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level 2 uses inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3 uses unobservable inputs for the asset or liability. Valuation is modeled using significant inputs that are unobservable in the market. These unobservable inputs reflect the Company's own estimates of assumptions that market participants would use in pricing the asset or liability.

At June 30, 2008, the Company’s financial assets and liabilities that were measured at fair value include its investment in trading securities which have a cost of $194,193, a gross unrealized loss of $519, and a fair value of $193,675. The Company estimates the fair value of its trading securities based on unadjusted quoted prices in active markets of identical assets. In accordance with SFAS No. 157, this is a Level 1 valuation.

Foreign Currency Translation

The Company’s financial information is presented in US dollars. The functional currency Renminbi (RMB) of the Company is translated into United States dollars from RMB at quarter / year-end exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses. Capital accounts are translated at their historical exchange rates when the capital transactions occurred.

	As of and for the six months ended June 30, 2008		As of and for the six months ended June 30, 2007
Period end RMB : US$ exchange rate		6.8591		7.6155

Average period RMB : US$ exchange rate		7.0819		7.6749

The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into US dollars at the rates used in translation.

In 2007 the RMB appreciated against the US dollar by approximately 6.9%. The Chinese government manifested that it would adopt a more flexible exchange rate system. Therefore, it is expected that the RMB will appreciate gradually against major currencies in the future.

Income Taxes

The Company accounts for income tax using the liability method that allows for recognition of deferred tax benefits in future years. Under the liability method, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future utilization is uncertain.

Effective January 1, 2007, the Company adopted Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes (“FIN 48”) —an interpretation of FASB Statement No. 109, Accounting for Income Taxes. The Interpretation addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under FIN 48, we may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. FIN 48 also provides guidance on derecognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. At the date of adoption, and as of June 30, 2008, the Company does not have a liability for unrecognized tax benefits.

The Company files income tax returns in the U.S. federal jurisdiction and various states. The Company is subject to U.S. federal or state income tax examinations by tax authorities for years after 2002. During the periods open to examination, the Company has net operating loss and tax credit carry forwards for U.S. federal and state tax purposes that have attributes from closed periods. Since these NOLs and tax credit carry forwards may be utilized in future periods, they remain subject to examination.

The Company also files tax returns with other jurisdictions, including the PRC. These returns are subject to audit by the taxing authorities. The Company believes it files all returns properly. In accordance with the relevant tax laws and regulations of PRC, the applicable corporation income tax rate for the subsidiary was 15%. The Company is entitled to full exemption from CIT for the first two years and a 50% reduction in CIT for the next three years, commencing from the first profitable year after offsetting all tax losses carried forward from the previous five years. From January 2008, China implemented new CIT, in which local and foreign enterprises are subject to CIT of 25%, unless the enterprise is a high tech enterprise. We are able to enjoy the grandfathering treatment for our tax holiday, in which we are exempt from paying taxes in 2008 and 2009, and CIT rate is 12.5% from 2010-2012. The State Administration of Taxation of China has issued a circular recently that companies in the eight high tech encouraging industries are able to enjoy CIT deductions if approved after application. The Company believes it belongs to the eight industries, and expects to be able to enjoy 15% CIT after 2013 if qualified as a high-tech enterprise.

The Company’s policy is to record interest and penalties on uncertain tax provisions as income tax expense. As of June 30, 2008, the Company has no accrued interest or penalties related to uncertain tax positions.

Comprehensive Income

Comprehensive income is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. The Company’s current components of comprehensive income consist of foreign currency translation adjustments.

Loss Per Share

Basic loss per share has been computed using the weighted average number of common shares outstanding during the period. Diluted loss per share is computed based on the weighted average number of common shares and all common equivalent shares outstanding during the period in which they are dilutive. Common equivalent shares consist of shares issuable upon the exercise of stock options or warrants. As of June 30, 2008 common stock equivalents composed of options convertible into 2,297,000 shares of the Company's common stock and warrants convertible into 3,366,666 shares of the Company's common stock. For the three and six month periods ended June 30, 2008 and 2007, common equivalent shares have been excluded from the calculation of loss per share as their effect is anti-dilutive.

Stock-Based Compensation

The Company periodically issues stock options and warrants to employees and non-employees in capital raising transactions, for services and for financing costs. The Company adopted SFAS No. 123R effective January 1, 2006, and is using the modified prospective method in which compensation cost is recognized beginning with the effective date (a) based on the requirements of SFAS No. 123R for all share-based payments granted after the effective date and (b) based on the requirements of SFAS No. 123R for all awards granted to employees prior to the effective date of SFAS No. 123R that remain unvested on the effective date. The Company accounts for stock option and warrant grants issued and vesting to non-employees in accordance with EITF No. 96-18: “Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Services” and EITF No. 00-18 “Accounting Recognition for Certain Transactions involving Equity Instruments Granted to Other Than Employees” whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete.

Recent Accounting Pronouncements

In December 2007, the FASB issued FASB Statement No. 141 (R), “Business Combinations” (FAS 141(R)), which establishes accounting principles and disclosure requirements for all transactions in which a company obtains control over another business. Statement 141 (R) applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. Earlier adoption is prohibited.

In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial Statements, an amendment of ARB No. 51”. SFAS No. 160 establishes accounting and reporting standards that require that the ownership interests in subsidiaries held by parties other than the parent be clearly identified, labeled, and presented in the consolidated statement of financial position within equity, but separate from the parent’s equity; the amount of consolidated net income attributable to the parent and to the noncontrolling interest be clearly identified and presented on the face of the consolidated statement of income; and changes in a parent’s ownership interest while the parent retains its controlling financial interest in its subsidiary be accounted for consistently. SFAS No. 160 also requires that any retained noncontrolling equity investment in the former subsidiary be initially measured at fair value when a subsidiary is deconsolidated. SFAS No. 160 also sets forth the disclosure requirements to identify and distinguish between the interests of the parent and the interests of the noncontrolling owners. SFAS No. 160 applies to all entities that prepare consolidated financial statements, except not-for-profit organizations, but will affect only those entities that have an outstanding noncontrolling interest in one or more subsidiaries or that deconsolidate a subsidiary. SFAS No. 160 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008. Earlier adoption is prohibited. SFAS No. 160 must be applied prospectively as of the beginning of the fiscal year in which it is initially applied, except for the presentation and disclosure requirements. The presentation and disclosure requirements are applied retrospectively for all periods presented.

In March 2008, the FASB issued SFAS No. 161, “Disclosures about Derivative Instruments and Hedging Activities—an amendment of FASB Statement No. 133,” (SFAS No.161). SFAS No.161 requires enhanced disclosures about an entity’s derivative and hedging activities, including (i) how and why an entity uses derivative instruments, (ii) how derivative instruments and related hedged items are accounted for under SFAS No. 133, and (iii) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. This standard becomes effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008. Earlier adoption of SFAS 161 and, separately, comparative disclosures for earlier periods at initial adoption are encouraged. As SFAS No.161 only requires enhanced disclosures, this standard will have no impact on the Financial Statements

The Company does not believe that the adoption of the above recent pronouncements will have a material effect on the Company’s consolidated results of operations, financial position, or cash flows.

NOTE 4 - SHAREHOLDER'S EQUITY

Preferred Stock

On December 31, 2006, the Company amended its certificate of incorporation to provide for 5,000,000 shares of Series A preferred stock. Pursuant to the Company's certificate of incorporation, its board of directors has the authority, without further action by the stockholders, to issue up to 5,000,000 shares of undesignated preferred stock, par value $0.001 per share. The Company's board also has the authority, without the approval of the stockholders, to fix the designations, powers, preferences, privileges and relative, participating, optional or special rights and the qualifications, limitations or restrictions of any preferred stock issued, including dividend rights, conversion rights, voting rights, terms of redemption and liquidation preferences, any or all of which may be greater than the rights of the common stock. Preferred stock could thus be issued with terms that could delay or prevent a change in control of our company or make removal of management more difficult. In addition, the issuance of preferred stock may decrease the market price of the common stock and may adversely affect the voting and other rights of the holders of common stock.

Issuance of 4,000,000 preferred shares at $ 0.75 per share for total consideration of $3,000,000

On January 30, 2007, the Company entered into a Securities Purchase Agreement with three individuals, whereby the Company agreed to sell 4,000,000 shares of Series A Convertible Preferred Stock and warrants to purchase 3,000,000 shares of common stock at $1.00 per share. On February 12, 2007, the preferred stock and warrants were issued for $0.75 per unit, or $3,000,000 in aggregate.

The preferred stock earns dividends at a rate of 12% annually; dividends are paid in common shares of the Company valued at $1.00 per share, semiannually in arrears. The preferred stock dividend is cumulative and non-participating. The preferred stock has a liquidation preference of $0.75 per share and no voting rights. The preferred shares contain certain anti-dilution protection. The warrants are exercisable through January 30, 2010 into 3,000,000 shares of the Company’s common stock for $1.00 per share.

At the holder’s option, the preferred stock is convertible into the Company’s common stock on a one-for-one basis anytime up to January 30, 2010. The conversion price is initially set at $0.75 per share, subject to reset adjustments, but in no event can the reset conversion price drop below $0.50 per share. At the Company’s option, the preferred stock will be convertible into the Company’s common stock (at the conversion price initially set at $0.75 per share) when the average closing price of the common stock for any 20 consecutive trading days is at least $2.00. On January 30, 2010, the Company shall have the right to convert all the preferred stock then outstanding into shares of common stock.

The $3,000,000 proceeds were allocated to the preferred stock and warrants based on their relative fair values. The Company determined the fair value of the warrants to be $693,177 using a Black-Scholes option pricing model with the following assumptions: expected volatility of 50%, a risk-free interest rate of 3.40%, an expected term of 3 years, and 0% dividend yield. The Company determined the warrants are properly classified as an equity instrument and no value was recorded for the warrants as any value assigned would result in an increase and decrease to additional-paid-in-capital in the same amount. The conversion terms of the preferred stock resulted in a beneficial conversion feature valued at $1,293,320. The Company recorded a charge to retained earnings for $1,293,320 representing a deemed dividend to the preferred stockholders with the offset recorded in additional paid in capital.

Certain registration payment arrangements were included with a private placement of the Company’s preferred stock. Among these, the Company was required to file a registration statement within 60 days of the February 12, 2007 closing of the private placement. The Company has not recorded any liability related to these registration rights because the Company and preferred shareholders agreed there would be no monetary damages if the Company did not meet its obligations under the registration rights agreement.

Two investors in the Series A preferred stock private placement were appointed as directors of the Company in 2007.

Common stock

Issuance of common stock for cash

The following represents transactions involving the purchases of the Company's common stock for cash categorized by period (for the period from the date of inception to June 30, 2008):

Issuance of common stock during 2002

Issuance of 13,750,000 shares at inception at $0.00004 per share for total consideration of $550

Issuance of 7,461,090 shares at $0.0468 per share for total consideration of $349,180

Issuance of 1,875,000 shares at $0.12 per share for total consideration of $225,000

Issuance of common stock during 2003

Issuance of 3,508,425 shares at $0.12 per share for total consideration of $421,011

Issuance of 201,200 shares at $0.32 per share for total consideration of $64,387

Issuance of common stock during 2004

Issuance of 434,600 shares at $0.12 per share for total consideration of $52,150

Issuance of 1,125,275 shares at $0.32 per share for total consideration of $360,086

Issuance of 1,616,000 shares at $0.50 per share for total consideration of $807,998

Issuance of common stock during 2005

Issuance of 2,179,947 shares at $0.50 per share for total consideration of $1,089,974

Issuance of common stock during 2006

Issuance of 540,348 shares at $1.20 per share for total consideration of $648,417

Sale of 100,000 shares at $1.20 per share for total consideration of $120,000. The shares were issued in 2007.

Sale of 140,000 shares at $0.75 per share for total consideration of $105,000. The shares were issued in 2007.

Issuance of common stock during 2007

Sale of 30,000 shares at $0.75 per share for total consideration of $22,500.

Issuance of common stock in 2008

Sale of 26,666 shares at $0.75 per share for total consideration of $20,000. At June 30, 2008, the $20,000 has not been received and is included in subscription receivable.

Sale of 366,667 investment units with a unit price at $0.75 for a total consideration of $275,000. Each unit includes one share of common stock, a three-year warrant to purchase one-half share of common stock at $0.75 and a five-year warrant to purchase one-half share of common stock at $1.20 (an aggregate of 366,667 warrants). Two directors of the Company each purchased 20,000 investment units in the offering and the 20,000 warrants acquired were considered additional compensation expense (See Note 5). At June 30, 2008, $29,985 of the total consideration of $275,000 had been received and the balance of $245,015 is included in subscription receivable.

Issuance of common stock for services

On December 1, 2004, the Company issued 100,000 shares of its common stock to Richardson & Patel, LLC in consideration for legal services. The fair value of 100,000 shares was determined to be $50,000, based on the closing price of the shares when granted, and was recorded as legal expense in 2004.

On February 9, 2006, the Company agreed to issue CEOcast, Inc. 72,000 shares of common stock for investor relations services. 36,000 shares of common stock were granted on February 9, 2006 and an additional 36,000 shares were granted on May 9, 2006. The fair value of the 72,000 shares was determined to be $140,400 based on the closing price of the Company’s common stock on the dates the shares were granted, and was recorded as consulting expense in 2006.

On March 6, 2006, the Company agreed to issue CH Capital LLC 50,000 shares for financial consulting services. 25,000 shares were granted on March 6, 2006 and an additional 25,000 shares were granted on September 6, 2006. The fair value of the 50,000 shares was determined to be $101,250 based on the closing price of the Company’s common stock on the date the shares were granted. The Company amortized $83,506 of expense in 2006 and $17,744 in 2007.

On March 23, 2007, the Company granted three directors 10,000 shares each of restricted common stock for one year of board service. The fair value of 30,000 shares was determined to be $30,000, based on the closing price of the shares when granted, and was recorded as compensation cost when the shares were granted.

On July 1, 2007, the Company granted two scientific board advisors 10,000 shares each of restricted common stock for one year of scientific board service. The fair value of 20,000 shares was determined to be $20,000, based on the closing price of the shares when granted, and was recorded as compensation cost when the shares were granted.

NOTE 5 - STOCK OPTION AND WARRANTS

On December 1, 2004, the Company’s shareholders approved the 2004 Stock Incentive Plan. The 2004 Stock Incentive Plan provides for the grant of incentive stock options to our employees, and for the grant of non-statutory stock options, restricted stock, stock appreciation rights and performance shares to our employees, directors and consultants. The Company has reserved a total of 2,000,000 shares of its common stock for issuance pursuant to the 2004 Stock Incentive Plan. The 2004 Stock Incentive Plan does not provide for automatic annual increases in the number of shares available for issuance under the plan. As of June 30, 2008, 1,877,000 options had been granted under this plan.

The administrator determines the exercise price of options granted under our 2004 Stock Incentive Plan, but the exercise price must not be less than 85% of the fair market value of our common stock on the date of grant. In the event the participant owns 10% or more of the voting power of all classes of our stock, the exercise price must not be less than 110% of the fair market value per share of our common stock on the date of grant. With respect to all incentive stock options, the exercise price must at least be equal to the fair market value of our common stock on the date of grant. The term of an incentive stock option may not exceed 10 years, except with respect to any participant who owns 10% of the voting power of all classes of our outstanding stock or the outstanding stock of any parent or subsidiary of ours, which the term must not exceed five years and the exercise price must equal at least 110% of the fair market value on the grant date. The administrator determines the term of all other options; however, no option will have a term in excess of 10 years from the date of grant.

Issuance of stock options

In 2004, the Company issued to Columbia China Capital Group, Inc. (“Columbia China”) an option to purchase 1,342,675 shares of common stock at $.001 per share to be exercised within a three-year period in consideration for financial consulting services to be provided over a two-year period. The fair value of the options was $670,098 at the date of grant, which was determined by the Black-Scholes valuation method using the following assumptions: no expected dividend yield; risk-free interest rates of 3.4%; expected life of 3 years; and estimated volatility of 85% based on recent history of the stock price in the industry. The Company revalued the fair value of the options at the end of each reporting period in accordance with EITF 96-18 and determined there was no significant change to the initial valuation. The Company amortized the value of the options over the two- year term of the service agreement. Amortization was $279,208 in 2004 and $251,287 in 2005. On December 1, 2004 and October 17, 2005, 200,000 and 300,000 options, respectively, were exercised. On October 18, 2005, Columbia China forfeited 350,000 options. The unamortized balance of deferred compensation of $139,604 was reclassified into additional paid-in capital in 2005. On January 9, 2006 and March 2, 2007, Columbia China forfeited a total of 97,000 additional options. In February 2007, Columbia China exercised 395,675 options and no longer owns any options.

On December 1, 2004, the Company issued 100,000 shares of its common stock and an option to purchase an additional 50,000 shares of its common stock at $0.001 per share to Richardson & Patel, LLC in consideration for past legal services. The shares issued were valued at $50,000, their fair value at the date of issuance. The options granted were valued at $24,954 at the date of grant, which was determined by the Black-Scholes valuation method, using the following assumptions: no expected dividend yield; risk-free interest rates of 3.4%; expected lives of 3 years; and estimated volatility of 85 percent based on recent history of the stock price in the industry. The value of the options $24,954 was reflected as a consulting expense in 2004.

On July 1, 2005, the Company issued to two individual consultants an option to purchase 20,000 shares of common stock at $.001 per share to be exercised within a three-year period in consideration for scientific advisory service to be provided over a one-year period, and all of these shares were exercised at the time when they were granted. The options granted were valued at $9,982 at the date of grant, which was determined by the Black-Scholes valuation method, using the following assumptions: no expected dividend yield; risk-free interest rates of 3.4%; expected lives of 3 years; and estimated volatility of 70 percent based on recent history of the stock price in the industry. The Company revalued the fair value of the options at the end of each reporting period in accordance with EITF 96-18 and determined there was no significant change to the initial valuation. The value of the options issued was reflected as deferred compensation and is being amortized over the one- year term of the service agreement. The consulting expense had been completely amortized in 2005 and 2006.

On October 14, 2005, the Company issued to Mr. Liang Qiao, MD, the Company's chief executive officer, an option to purchase 600,000 shares of common stock at $0.55 per share to be exercised with a ten-year (10) period. The options granted were valued at $157,770 at the date of grant, which was determined by the Black-Scholes valuation method, using the following assumptions: no expected dividend yield; risk-free interest rates of 3.4%; expected lives of four years; and estimated volatility of 70 percent based on recent history of the stock price in the industry. The value of the options will be amortized over the three year vesting period. For quarter ended June 30, 2008, $13,150 has been amortized and included in the accompanying statement of operations.

On October 14, 2005, the Company issued to 25 employees options to purchase 1,345,000 shares of common stock at $0.5 per share to be exercised with a ten-year (10) period. The options granted were valued at $369,045 at the date of grant, which was determined by the Black-Scholes valuation method, using the following assumptions: no expected dividend yield; risk-free interest rates of 3.4%; expected lives of 4 years; and estimated volatility of 70 percent based on recent history of the stock price in the industry. The value of the options will be amortized over the three year vesting period. For quarter ended June 30, 2008, $29,155 has been amortized and included in the accompanying consolidated statement of operations.

On November 2, 2005, the Company issued to Mr. Wenhui Qiao (the Company's director and president) and Mr. Chuen Huei (Kevin) Lee (the Company's CFO) an option to purchase 300,000 shares of common stock at $0.001 per share. The options granted were valued at $149,738 at the date of grant, which was determined by the Black-Scholes valuation method, using the following assumptions: no expected dividend yield; risk-free interest rates of 3.4%; expected lives of 4 years; and estimated volatility of 70 percent based on recent history of the stock price in the industry. The value of the stock options of $149,738 was reflected as consulting expense in 2005.

On November 2, 2005, the Company issued to Adam Friedman Associates, LLC, the Company's investor relations consultant, an option to purchase 50,000 shares of common stock at $0.001 per share to be exercised within a one-year period in consideration for financial consulting service to be provided over a one-year period. The options were exercised in the second quarter of 2006 The options granted were valued at $24,952 at the date of grant, which was determined by the Black-Scholes valuation method, using the following assumptions: no expected dividend yield; risk-free interest rates of 3.4%; expected lives of 1.5 years; and estimated volatility of 70 percent based on recent history of the stock price in the industry. The value of the options was amortized over the one- year term of the service agreement.

On November 2, 2005, the Company issued to Ms. Ma Suifang, the Company's financial consultant, an option to purchase 8,116 shares of common stock at $.001 per share. The options granted were valued at $4,051 at the date of grant, which was determined by the Black-Scholes valuation method, using the following assumptions: no expected dividend yield; risk-free interest rates of 3.4%; expected lives of 3 years; and estimated volatility of 70 percent based on recent history of the stock price in the industry. The value of the stock options of $4,051 was reflected as consulting expense in 2005.

On July 1, 2006, the Company issued options to two consultants to purchase 10,000 shares of common stock, individually. The fair value of the options was $44,982 at the date of grant, which was determined by the Black-Scholes valuation method, using the following assumptions: no expected dividend yield; risk-free interest rates of 3.4%; expected lives of 3 years; and estimated volatility of 49 percent based on recent history of the stock price in the industry. For the years ended December 31, 2007 and 2006, $22,491 and $22,491 was amortized and included as consulting expense respectively.

On April 1, 2007, the Company granted Mr. Larry E. Henneman, Jr. an option to purchase 20,000 shares of commons stock for legal services in connection with our patent application in the United States. The exercise price is $0.001 and the expiration date is five years from the grant date. The fair value of the options was $20,783 at the date of grant, which was determined using the Black-Scholes valuation method, using the following assumptions: no expected dividend yield; a risk-free interest rate of 3.4%; an expected life of 5 years; and an estimated volatility of 52 percent based on recent history of the stock price in the industry. The total of $20,783 was charged to consulting expense at the date the options were granted.

On April 1, 2007, the Company granted Seven Star International Corp. an option to purchase 100,000 shares of common stock for 2 years of consulting service. The exercise price is $0.001 and the expiration date is five years from the grant date. The fair value of the options was $103,916 at the date of grant, which was determined by the Black-Scholes valuation method, using the following assumptions: no expected dividend yield; risk-free interest rates of 3.4%; expected lives of 5 years; and estimated volatility of 52 percent based on recent history of the stock price in the industry. The total of $103,916 was charged to consulting expense at the date the options were granted.

The following table summarizes the stock option activity under the plan and outside- the- plan issuances:

	Options Granted			Weighted Average Exercise Price
Outstanding at Janua ry 1, 2008		2,317,000		$	0.42

Granted		0			0
Exercised		0		$	0
Withdrawn		(20,000	)	$	0.001

Outstanding at June 30, 2008		2,297,000		$	0.42

Exercisable at June 30, 2008		2,140,751		$	0.42

The following table summarizes information about stock options outstanding as of June 30, 2008:

	Options Outstanding				Options Exercisable
Range of Exercise Prices	Number of Shares		Weighted Average Exercise Price	Weighted Average Remaining Contractual Life (in years)	Number of Shares		Weighted Average Exercise Price
$0.001 to $0.55	2,297,000	$	0.42	7.08	2,140,751	$	0.42
	2,297,000				2,140,751

T he aggregate intrinsic value of the 2,297,000 options outstanding and 1,984,501 options exercisable as of June 30, 2008 was $3,055,010 and $2,847,199 respectively. The aggregate intrinsic value for the options is calculated as the difference between the price of the underlying awards and quoted price of the Company's common shares for the options that were in-the-money as of June 30, 2008.

A summary of the status of nonvested shares as of June 30, 2008 are as follows:

	Number of Shares
Nonvested at January 1, 2008		473,750
Granted		—
Vested		(314,167)	)
Withdrawn		(3,334	)
Nonvested at June 30, 2008		156,249

The total deferred compensation expense for the outstanding value of unvested stock options was $42,305 as of June 30, 2008 .

Common stock warrants

In November 2006, the Company issued a warrant to purchase 50,000 shares of common stock at $1.20 per share with a term of three years to an investor who purchased 33,333 shares of common stock in 2006 at $0.75 per share. The Company determined the warrants are properly classified as an equity instrument and no value was recorded for the warrants as any value assigned would result in an increase and decrease to additional-paid-in-capital in the same amount.

On January 30, 2007, the Company issued warrants to purchase 3,000,000 shares of common stock at $1.00 per share with a term of three years to three individuals who also agreed to purchase 4,000,000 shares of Series A Convertible Preferred Stock at $0.75 per share (see discussion above). The Company determined the warrants are properly classified as an equity instrument and no value was recorded for the warrants as any value assigned would result in an increase and decrease to additional-paid-in-capital in the same amount.

On June 4, 2008 and June 18, 2008, the Company issued two series of warrants to four investors to purchase 183,334 shares of common stock at $0.75 per share with a term of three years and to purchase 183,333 shares of common stock at $1.20 per share with a term of four years (366,667 warrants in the aggregate). Since two of the investors are our directors, we recorded the issuance of 20,000 warrants included in the sale units valued at $11,507 as compensation costs. The fair value of three-year warrant and four-year warrant issued to our directors was $5,898 and $5,609, respectively, at the grant date, which was determined using the Black-Scholes valuation method, using the following assumptions: no expected dividend yield; a risk-free interest rate of 2.4%; an expected life of 3 and 5 years respectively; and an estimated volatility of 56 percent based on recent history of the stock price in the industry. The total of $11,507 was charged to compensation cost at the date the options were granted.

At June 30, 2008, warrants outstanding were as follows:

	Number of Shares under Warrants		Weighted Average Exercise Price

Warrants outstanding at January 1, 2008		3,050,000	$	1.01
Warrants granted		366,667		.97
Warrants expired		-		-

Warrants outstanding at June 30, 2008		3,416,667	$	1.00

The following table summarizes information about warrants outstanding at June 30, 2008:

Warrants Outstanding and Exercisable

Number of Shares Under Warrants	Exercise Price		Expiration Date		Weighted Average Exercise Price

50,000	$	1.20		November 20, 2009	$	1.20
3,000,000	$	1.00		January 20, 2010	$	1.00
183,334	$	0.75		June 4, 2011	$	0.75
183,333	$	1.20		June 4, 2012	$	1.20


3,416,667	$	0.75-$1.20			$	1.00

NOTE 6 - COMMITMENTS AND CONTINGENCIES

Construction in progress

In May 2003, the Company acquired a land use right for approximately 2.8 acres of land in the Tianzhu Export Processing Zone, Shunyi District, Beijing, China, which the Company plans to develop into a laboratory and bio-manufacturing facility in compliance with Good Manufacturing Practices, or GMP, regulations primarily for clinical trials of HIV-PV Vaccine I. As of December 31, 2005, the Company had received all necessary permits and approvals. The general plans for development include the construction of a laboratory facility (“Phase One”) and construction of an administrative office building (“Phase Two”). The Company estimates the total project costs for Phase One will be approximately $2,730,000. At June 30, 2008, the Phase One construction and internal clean room decoration costing a total of approximately $1,900,000 is awaiting permanent electrical equipment to be installed, and is recorded as construction in progress. At June 30, 2008, $132,073 is due to the contractors of Phase One for the completed construction and internal clean room decoration and this obligation is recorded as due to contractors.

The Company estimates that the remaining costs associated with completion of Phase One project will be approximately $567,000, primarily for permanent electrical equipment to be installed and related works to be finished. As of June 30, 2008, the Company had signed agreements with various contractors and vendors to finish the electricity project. The Company estimates the purchase and installation of the electrical and steam equipment will be completed in the third quarter of 2008. In addition, the Company estimates the cost of laboratory equipment it needs before Phase One is fully operational will be approximately $1,000,000. At June 30, 2008, the Company had not negotiated any contracts for the purchase of any of the laboratory equipment. The Company estimates the purchase and installation of the laboratory equipment will be completed by the end of 2008. At June 30, 2008, Phase Two was still in the design stage. The Company estimates total project costs for Phase Two will be approximately $1,200,000. The Company estimates that construction may begin on Phase Two in 2010 or later, but currently has no plans for Phase Two construction.

Lease commitment

As of June 30, 2008, the Company had remaining outstanding commitments with respect to its non-cancelable operating lease for its office in Oak Brook, IL, of which $27,396 is due within one year, $28,041is due in 2009 and $4,751 is due in 2010, and for its office in Beijing, PRC (which is leased from Mr. Wenhui Qiao, the Company's director and president), of which $22,744 is due within one year.

Research and Development Agreements

On May 6, 2004, Beijing Institute of Radiation Medicine and the Company entered into agreements for conducted biodistribution and integration studies for HIV-PV Vaccine I. The aggregate amount for the testing is $28,494 and as of June 30, 2008, the remaining commitment was $5,832. On April 1, 2007, we entered into a biosample inspection for vaccine development research agreement with Beijing Xingde Biomedicine Research Institute. The aggregate amount paid for the testing is $22,452 and the remaining commitment was $23,910 as of June 30, 2008. On March 1, 2008, we signed an agreement with Changchun Wandi Biotechnology Co. Ltd, to conduct SF9 cell culture and stability study. The payment will be on a monthly basis and the remaining commitment is $21,431 as of June 30, 2008.

Royalty and License Arrangements

Mr. Liang Qiao, M.D., the Company's co-founder and chief executive officer, is one of the co-inventors of the Company's core technology that was assigned to Loyola University Chicago in April 2001. Under the agreement with Loyola University Chicago, the Company has obtained exclusive rights to this technology for use in its future products within the United States, Japan and the People's Republic of China, including mainland China, Hong Kong, Taiwan and Macau. The license continues perpetually or for the maximum period of time permitted by law, unless terminated earlier under the terms of the agreement. Pursuant to this agreement, Loyola receives a royalty of 4% from the net profit for all uses of the licensed technology, including uses under sublicenses. As of June 30, 2008, the Company had not generated any revenues from the sale of any products under development, nor had the Company received any revenues from sublicenses.

Distribution Agreement

On November 21, 2005, we entered into an exclusive distribution agreement with Xinhua Surgical Instruments Co. Ltd., (“Xinhua”) located in Shandong, China. Under this agreement, we have been granted exclusive distribution rights for all Xinhua surgical instruments in the United States, which are subject to FDA approval. The Company is responsible for advertising and marketing expenses in connection with distribution of Xinhua surgical instruments in the United States. Sales were $2,979 in 2007 and $1,768 in 2006. Minimum sales per the agreement are $50,000 in 2007, $60,000 in 2008, and increases 10% annually thereafter. Although we did not reach the minimum sales requirement in 2007, Xinhua indicated that we still have the exclusive distribution right in 2008.

On March 17, 2008, the Company entered into an exclusive agency agreement with Xinhua. Under the renewed Agreement, the Company has been granted exclusive distribution rights for all Xinhua surgical instruments in the United States, Australia, and New Zealand. The Company’s minimum annual sale requirement for these three areas for a whole year from the date of signing the agreement will be $55,000 and increases 10% annually thereafter. The Company is responsible for advertising and marketing expenses in connection with distribution of Xinhua surgical instruments in these three areas. Subject to minimum sale requirements, the Company's exclusivity rights in these three areas will be extended. The new agreement supersedes the previous agreement signed on November 21, 2005. Sales in 2008 as of June 30, 2008 were $7,427.

On December 6, 2005, we received confirmation from the FDA of our registration as a medical device establishment, which enables us to perform initial distributor and repackager operations. This confirmation is not a FDA approval of any product or any of our activities. It is neither a license, nor a certification. We market Xinhua surgical instruments that meet the criteria for Class I medical devices under FDA rules, which do not require pre-market notification to the FDA.

NOTE 6 - SUBSEQUENT EVENTS

On July 2, the Company entered into a securities purchase agreement with NFR International Pty Limited (“NFR”) and China Diamond Limited (“China Diamond”), two companies controlled by a member of our Board of Directors, Mr. Trevor Roy, and his wife, in which NFR and China Diamond agreed to purchase a total of 3,448,276 investment units from BGES at $0.725 per unit. Each unit consists of one share of common stock, a four-year warrant to purchase 0.5 share of common stock at $0.725 and a five-year warrant to purchase 0.5 share of common stock at $1.10. The total investment of China Diamond and NFR is $2.5 million. $125,000 of this total was paid upon execution of the equity purchase agreement and the balance will be paid in ten monthly equal amounts until May 1, 2009.

On July 9, the Company entered into a securities purchase agreement with Cheung Hin Shun Anthony, a member of our Board Directors, in which Mr. Cheung agreed to purchase a total of 2,000,000 investment units from BGES at $0.725 per unit. Each unit consists of one share of common stock, a four-year warrant to purchase 0.5 share of common stock at $0.725 and a five-year warrant to purchase 0.5 share of common stock at $1.10. The total investment is $1.45 million. $120,000 of this total was paid upon execution of the equity purchase agreement and the balance will be paid in ten equal installments until May 31, 2009.

On April 30, 2008, the Company entered into an equity sale and purchase agreement with Huhhot Xinheng Baide Biotechnology Co. Ltd., (“HXBD”), pursuant to which we agreed to purchase newly issued shares of HXBD. The equity sale and purchase agreement was completed on July 31, 2008, and the Company purchased 51% of the outstanding capital interest of HXBD for RMB 6 million (approximately US$ 881,000). HXBD is located in the city of Huhhot in Inner Mongolia of the PRC and is organized under the laws of the PRC. HXBD manufactures and distributes bovine serum products, which is used in research, the production of pharmaceuticals, and production of veterinary medicines. The acquisition will be accounted for as a purchase in accordance with Statement of Financial Accounting Standards No. 141 “Business Combinations.” The assets acquired and liabilities assumed will be recorded at their fair values at the date of acquisition.

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

Some of the statements made by us in this Quarterly Report on Form 10-Q are forward-looking in nature, including but not limited to, statements relating to our future revenue and expenses, product development, future market acceptance, levels of research and development, our management's plans and objectives for our current and future operations, and other statements that are not historical facts. Forward-looking statements include, but are not limited to, statements that are not historical facts, and statements including forms of the words "intend", "believe", "will", "may", "could", "expect", "anticipate", "plan", "possible", and similar terms. Actual results could differ materially from the results implied by the forward looking statements due to a variety of factors, many of which are discussed throughout this Quarterly Report and in our SEC filings. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly release any revisions to these forward-looking statements that may reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, unless required by law. Factors that could cause actual results to differ materially from those expressed in any forward-looking statement made by us include, but are not limited to:

·	our ability to finance our activities and maintain our financial liquidity;

·	our ability to attract and retain qualified, knowledgeable employees;

·	our ability to complete product development;

·	our ability to obtain regulatory approvals to conduct clinical trials;

·	our ability to design and market new products successfully;

·	our failure to acquire new customers in the future;

·	deterioration of business and economic conditions in our markets;

·	intensely competitive industry conditions.

In this document, the words "we," "our," "ours," and "us" refers to Bio-Bridge Science, Inc. and our wholly owned subsidiaries, including Bio-Bridge Science (Beijing) Co. Ltd., a Wholly-Foreign Owned Enterprise of the People's Republic of China ("Bio-Bridge (Beijing)") , Bio-Bridge Science Corporation, a Cayman Islands corporation, Bio-Bridge Science Holding Co. Ltd, a Cayman Islands corporation, and Bio-Bridge Science(HK) CO. Ltd, a Hong Kong company.

OVERVIEW

Bio-Bridge Science, Inc. is a development stage company whose subsidiaries are focused on the commercial development of HIV-PV Vaccine I, HPV vaccine, colon cancer vaccine, mucosal adjuvant. The pre-clinical testing of HIV-PV Vaccine I on laboratory animals in Beijing, China was completed in June 2006. After the lab equipment is installed and we are able to produce vaccine candidate samples, we will apply to China's State Food and Drug Administration for approval to conduct clinical trials of HIV-PV Vaccine I. As of December 31, 2005, we had completed the construction of the outside body of our laboratory and bio-manufacturing facility in Beijing, China. The internal clean room installation project has been substantially completed as of end of 2006.

History of Losses and Negative Cash Flows

Since inception, we have generated few revenues. We incurred net losses of $205,185 and $493,031 for the three and six month periods ended June 30, 2008, respectively. As of June 30, 2008, we had an accumulated deficit of $7,775,063. As of June 30, 2008, we have funded our operations through equity offerings whereby we raised an aggregate $7,295,000 since inception. In the second quarter of 2008, the Company raised $275,000 in a private placement in the form of investment unit priced at $0.75 per unit. A total of 366,337 investment units were sold in the second quarter of 2008. Each unit includes one share of common stock, a three-year warrant to purchase 0.5 share of common stock at $0.75 and a five-year warrant to purchase 0.5 share of common stock at $1.20. Wenhui Qiao and Toshihiro Komoike, who are both our directors, purchased 20,000 investment units in the offering. $210,000 of the purchase price remains to be received as of July 30, 2008. Our capital requirements for the next 12 months, as they relate to further research and development relating to our product candidates, have been and will continue to be significant. We plan to raise more capital in the near future to meet our capital requirement for the development of our product candidates as well as our potential acquisitions and joint ventures in China.

Plan of Operation

Vaccine Development

Our primary corporate focus is on the commercial development of our potential vaccine products through our subsidiaries. Our capital requirements, particularly as they relate to product research and development, have been and will continue to be significant. Our future cash requirements and the adequacy of available funds will depend on many factors, including the pace at which we are able to obtain regulatory approvals of vaccine candidates, whether or not a market develops for our products and, if a market develops, the pace at which it develops, and the pace at which the technology involved in making our products changes.

The pre-clinical testing of HIV-PV Vaccine I on laboratory animals was completed in Beijing Institute of Radiation Medicine and the testing result was issued in June 2006 and showed encouraging results. After the vaccine samples are produced in our GMP facility, we will submit application for clinical trials with the Chinese SFDA. The clinical trial for therapeutic vaccine is expected to last three years. The clinical trial for preventive vaccine will last longer, most likely five to seven years.

We also plan to conduct the pre-clinical trials for colon cancer vaccine and HPV vaccine. We estimate that we will complete the pre-clinical trial of colon cancer vaccine by mid- 2009 and that of HPV vaccine by early 2010. We expect to enter clinical trials of colon cancer vaccine before the end of 2009. As we discussed previously, clinical trial for therapeutic vaccine is expected to last three years. All the technology to make HIV vaccine and colon cancer vaccine is based on the technology co-developed by our CEO, Dr. Liang Qiao. Because we use the same technology to develop our potential vaccine products, we expect to use the same GMP facility in Beijing, China, to produce the HIV vaccine and colon cancer vaccine for pre-clinical and clinical trials.

To date we have funded our operations from funds we raised in private offerings. During the next twelve months, we will need to raise capital through an offering of our securities or from loans to continue research and development of our various vaccine product candidates in China as well as conducting the potential acquisition activities in China. We estimate that our capital requirements for the next twelve months will be as follow:

·	approximately $0.6 million for our laboratory/bio-manufacturing facility’ electricity work for Phase One laboratory manufacturing facility project in Beijing, China;

·	approximately $1.1 million to purchase advanced laboratory equipment and supplies for our vaccine production;

·	approximately $0.6 million for preparatory work for Phase I clinical study;

·	approximately $1.0 million for working capital and general corporate needs; and

·	approximately $0.7 million for pre-clinical trials on colon cancer vaccine and HPV vaccine.

We expect that the therapeutic vaccine can be brought to market in three years and the preventive vaccine can be brought to market in five to seven years, if we are successful in raising funds to complete development of the vaccines. As of June 30, 2008, our cash and cash equivalents and trading securities position was $1,125,695 and we have entered into securities purchase agreements in July, 2008 with several investors that we will get funding of $ 3,950,000. We still need to raise additional funds through the public or private sales of our securities, loans, or a combination of the foregoing to meet the expenses of our planned operations. We cannot guarantee that financing will be available to us, on acceptable terms or at all. We also may borrow from local banks in China given that our land use right and laboratory facility could be used as collateral for borrowing. If we fail to obtain other financing by the end of December 2009, either through an offering of our securities or by obtaining additional loans, we may be unable to develop our planned projects and may be forced to scale back.

Distribution of Xinhua surgical instruments

On November 21, 2005, we entered into an exclusive distribution agreement with Xinhua Surgical Instruments Co. Ltd., (“Xinhua”) located in Shandong, China. Under this agreement, we have been granted exclusive distribution rights for all Xinhua surgical instruments in the United States, which are subject to FDA approval. The Company is responsible for advertising and marketing expenses in connection with distribution of Xinhua surgical instruments in the United States. Sales were $7,427 in the first half of 2008, $2,979 in 2007 and $1,768 in 2006. Minimum sales per the agreement are $50,000 in 2007, $60,000 in 2008, and increases 10% annually thereafter. Although we did not reach the minimum sales requirement in 2007, Xinhua indicated that we still have the exclusive distribution right in 2008.

On March 17, 2008, we entered into an exclusive agency agreement with Xinhua. Under the renewed Agreement, we have been granted exclusive distribution rights for all Xinhua surgical instruments in the United States, Australia, and New Zealand. The Company’s minimum sale requirement for these three areas in 2008 will be $55,000 and increases 10% annually thereafter. The Company is responsible for advertising and marketing expenses in connection with distribution of Xinhua surgical instruments in these three areas. Subject to minimum sale requirements, the Company's exclusivity rights in these three areas will be extended. The new Agreement supersedes the previous agreement signed on November 21, 2005.

Acquisitions of companies complementary to the Company

Another major corporate focus is for the Company to acquire other profitable vaccine companies or vaccine production related companies, such as those producing materials for vaccine production, in China. Such an acquisition may help support our development of our in-house vaccines candidates by providing us with operating cash flows, lower cost for material used in our vaccine production, skillful work force in vaccine production, and a distribution channel. We believe these companies will be complementary to us and make us more competitive.

On April 30, 2008, the Company entered into an equity sale and purchase agreement with Huhhot Xinheng Baide Biotechnology Co. Ltd., (“HXBD”), pursuant to which we agreed to purchase newly issued shares of HXBD. The equity sale and purchase agreement was completed on July 31, 2008, and the Company purchased 51% of the outstanding capital interests of HXBD for RMB 6 million (approximately US$ 881,000). HXBD is located in the city of Huhhot in Inner Mongolia of the PRC and is organized under the laws of the PRC. HXBD manufactures and distributes bovine serum products, which is used in research, the production of vaccine products. The acquisition will be accounted for as a purchase in accordance with Statement of Financial Accounting Standards No. 141 “Business Combinations”. The assets acquired and liabilities assumed will be recorded at their fair values at the date of acquisition.

Potential Joint Venture

We entered into a non-binding memorandum of understanding with JR Scientific, Inc., a Woodland, California based manufacturer of classical and custom cell culture medium and sera products ("JRS”) and Mr. Jan Baker, President and CEO of JRS on April 15, 2008. Under the MOU, the Company will form a joint venture together with JRS and several other investors in China. The joint venture is expected to mainly produce culture medium, serum, and other biomaterial for sale in China and other countries under the brand name of the joint venture. Cell culture medium and serum are used in vaccine production as well as scientific research. JRS and Mr. Baker as part of the MOU, agree to transfer technology and “know-how” to the joint venture. The total investment for the joint venture is planned to be around RMB 10 million (about US$ 1.47 million). We expect to own at least 51% of the new joint venture. The joint venture is expected to be formed in the fourth quarter of 2008. However, the agreement is non-binding and we cannot assure you that a joint venture will be formed.

Results of Operations

Three-month period ended June 30, 2008 and June 30, 2007

During the quarter ended June 30, 2008, we had revenues of $5,142. The cost of revenue was $1,957 which was 38% of the total revenue.

During the quarter ended June 30, 2007, we had revenues of $333. The cost of revenue was $178, which was 53% of the total revenue. The decrease of the percentage of the cost of sales to sales was due to the decrease in costs of the surgical instruments. All these revenues were due to our selling surgical instruments in the United States. Since we entered into this agreement, we have established a sales inventory of Xinhua’s surgical instruments, printed marketing materials such as catalogs and post cards, compiled a list of potential customers, and implemented a strategic marketing plan for selling Xinhua’s instruments. The revenue has been increasing as a result of these efforts and we expect the increasing trend will continue in the near future.

For the quarter ended June 30, 2008, research and development expenses were $20,467, as compared to $38,355 for the quarter ended June 30, 2007. The decrease of $17,888 is due primarily to the decrease of the pre-clinical trial development of our vaccine candidates.

For the quarter ended June 30, 2008, general and administrative expenses were $243,031 as compared to $419,374 for the quarter ended June 30, 2007. The decrease of $176,343 is due primarily to decreases in consulting expense.

For the quarter ended June 30, 2008, selling and distribution expenses were $21,281 as compared to $10,838 for the quarter ended June 30, 2007. The increase of $10,443 is due primarily to increases in shipping and selling expense.

For the quarter ended June 30, 2008, interest expense was $1,521 as compared to interest income of $396 for the quarter ended June 30, 2007. The decrease of $1,917 is due primarily to a decrease in cash balance and borrowing cost.

However, none of these revenues pertain to our core planned principal operation of developing vaccines. Therefore, we believe a separate analysis of these revenues is not as helpful as an analysis of our liquidity and capital resources.

Net loss for the quarter ended June 30, 2008, was $205,185 as compared to $514,820 for the quarter ended June 30, 2007. This decrease of $309,635 in net loss is attributable primarily to the decrease in general and administrative expense and decrease in unrealized loss of trading securities.

Six-month period ended June 30, 2008 and June 30, 2007

During the six months ended June 30, 2008, we had revenues of $7,427. The cost of revenue was $2,848 which was 40% of the total revenue.

During the six months ended June 30, 2007, we had revenues of $690. The cost of revenue was $405, which was 59% of the total revenue. The decrease of the percentage of cost of sales to sales was due to the decrease in costs of the surgical instruments. All these revenues were due to our selling surgical instruments in the United States. Since we entered into this agreement, we have established a sales inventory of Xinhua’s surgical instruments, printed marketing materials such as catalogs and post cards, compiled a list of potential customers, and implemented a strategic marketing plan for selling Xinhua’s instruments. The revenue has been increasing as a result of these efforts and we expect the increasing trend will continue in the near future.

For the six months ended June 30, 2008, research and development expenses were $56,873, as compared to $82,050 for the six months ended June 30, 2007. The decrease of $25,177 is due primarily to the decrease of pre-clinical trial development of our vaccine candidates.

For the six months ended June 30, 2008, general and administrative expenses were $448,875 as compared to $718,600 for the six months ended June 30, 2007. The decrease of $269,725 is due primarily to decreases in consulting expense.

For the six months ended June 30, 2008, selling and distribution expenses were $33,610 as compared to $16,311 for the six months end June 30, 2007. The increase of $17,299 is due primarily to increases in shipping and selling expense.

For the six months ended June 30, 2008, interest expense was $1,671 as compared to interest income of $3,803 for the six months ended June 30, 2007. The decrease of $5,474 is due primarily to a decrease in cash balance and borrowing cost.

Net loss for the six months ended June 30, 2008, was $493,031 as compared to $873,298 for the six months ended June 30, 2007. This decrease of $380,267 in net loss is attributable primarily to the decrease in general and administrative expense and decrease in unrealized loss on trading securities.

Liquidity and Capital Resources

Our principal sources of liquidity are cash and cash equivalent balances, which were $932,020 at June 30, 2008. Also, we had marketable securities valued at $193,675 as of June 30, 2008. These marketable securities were classified as trading securities.

Net cash used in operating activities was $337,662 for the six months ended June 30, 2008 and $832,516 for the six months ended June 30, 2007. The decrease was due primarily to a decrease in payments made to contractors for building our laboratory facilities.

Net cash provided by (used in) investing activities was $1,078,517 for the six months ended June 30, 2008 and ($1,901,855) for the six months ended June 30, 2007. This change was due to the sale in part of our trading securities during the six months ended June 30, 2008.

Net cash provided by financing activities was $91,127 for the six months ended June 30, 2008 compared to $3,014,102 for the six months ended June 30, 2007. This large decrease was mainly due to proceeds from the issuance of preferred stock in 2007.

To date, our operations have been funded through issuances of our common stock and preferred stock whereby we raised an aggregate $7,358,117 from inception through June 30, 2008.

We estimate the total project costs for Phase One will be approximately $2,730,000. As of June 30, 2008, the remaining costs associated with completion of Phase One project will be approximately $567,000, primarily for permanent electrical equipment to be installed and related works to be finished. Also, we plan to use RMB 6 million (approximately $881,000) to acquire Xinheng Baide, a bovine serum manufacturing company in China. We plan to use our cash on hand to acquire the target, and in the meantime, to raise funds through private placements to increase our cash position and further to proceed with our potential joint venture with JRS in Beijing, China. We have signed securities purchase agreement with several board members and investors for investment in our Company in the form of common stock investment plus warrants.

On July 2, 2008 , the Company entered into a securities purchase agreement with NFR International Pty Limited (“NFR”) and China Diamond Limited (“China Diamond”), two companies controlled by a member of our Board of Directors, Mr. Trevor Roy, and his wife, in which NFR and China Diamond agreed to purchase a total of 3,448,276 investments units from BGES at $0.725 per unit. Each unit consists of one share of common stock, a four-year warrant to purchase 0.5 share of common stock at $0.725 and a five-year warrant to purchase 0.5 share of common stock at $1.10. The total investment of China Diamond and NFR is $2.5 million. $125,000 of this total was paid upon execution of the equity purchase agreement and the balance will be paid in ten monthly equal amounts until May 1, 2009.

On July 9, 2008, the Company entered into a securities purchase agreement with Cheung Hin Shun Anthony, a member of our Board of Directors, in which Mr. Cheung agreed to purchase a total of 2,000,000 investment units from BGES at $0.725 per unit. Each unit consists of one share of common stock, a four-year warrant to purchase 0.5 share of common stock at $0.725 and five-year warrant to purchase 0.5 share of common stock at $1.10. The total investment is $1.45 million. $120,000 of this total was paid upon execution of the equity purchase agreement and the balance will be paid in ten equal installments until May 31, 2009.

Critical Accounting Policies

Our discussion and analysis of our financial condition and results of operations are based on our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the U.S. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses for each period. The following represents a summary of our critical accounting policies, defined as those policies that we believe are the most important to the portrayal of our financial condition and results of operations and that require management's most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain.

Stock-Based Compensation

Impairment of Long-Lived Assets

We account for long-lived assets in accordance with SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets, or SFAS No. 144, which was adopted on January 1, 2002. SFAS No. 144 supersedes SFAS No. 121, Accounting for the Impairment of Long-Lived Assets and for Long- Lived Assets To Be Disposed of, or SFAS No. 121. Our long-lived assets consist of land use right, notes, fixed assets, construction in process, and prepaid consulting fees. We regularly evaluate our long-lived assets, including our intangible assets, for indicators of possible impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset and its eventual disposition are less than its carrying amount. Impairment, if any, is measured using discounted cash flows. In the period ended June 30, 2008, we performed an evaluation of our long-lived assets and concluded there was no impairment.

Research and Development Costs

We account for research and development expense under the guidance of SFAS No.2, Accounting for Research and Development Costs, which was adopted in October 1974. Research and development costs are charged to operations as incurred. Our research and development costs include salaries of research and development personnel and contract service expenses for conducting pre-clinical trial studies.

Registration Payment Arrangements

The Company accounts for registration payment arrangements under Financial Accounting Standards Board (FASB) Staff Position EITF 00-19-2, Accounting for Registration Payment Arrangements (“FSP EITF 00-19-2”). FSP EITF 00-19-2 specifies that the contingent obligation to make future payments under a registration payment arrangement should be separately recognized and measured in accordance with SFAS No. 5, Accounting for Contingencies . FSP EITF 00-19-2 was issued in December, 2006. The Company adopted FSP EITF 00-19-2, effective January 1, 2007. Certain registration payment arrangements were included with a private placement of the Company’s preferred stock in the first quarter of 2007. The Company did not record any liability related to these registration payment arrangements because it determined there is a remote chance that the Company will be required to remit any payments for failing to obtain an effective registration statement.

Financial Assets and Liabilities Measured at Fair Value

At June 30, 2008, the Company’s financial assets and liabilities that were measured at fair value include its investment in trading securities which have a cost of $194,194, a gross unrealized loss of $519, and a fair value of $193,675. The Company estimates the fair value of its trading securities based on unadjusted quoted prices in active markets of identical assets.

Recent Accounting Pronouncements

The Company does not believe that the adoption of the above recent pronouncements will have a material effect on the Company’s consolidated results of operations, financial position, or cash flows.

Construction in progress

In May 2003, the Company acquired a land use right for approximately 2.8 acres of land in the Tianzhu Export Processing Zone, Shunyi District, Beijing, China, which the Company plans to develop into a laboratory and bio-manufacturing facility in compliance with Good Manufacturing Practices, or GMP, regulations primarily for clinical trials of HIV-PV Vaccine I. As of December 31, 2005, the Company had received all necessary permits and approvals. The general plans for development include the construction of a laboratory facility (“Phase One”) and construction of an administrative office building (“Phase Two”). The Company estimates the total project costs for Phase One will be approximately $2,730,000. At June 30, 2008, Phase One construction and internal clean room decoration was substantially completed at a cost of approximately $2,160,000, and is recorded as construction in progress. At June 30, 2008, $132,073 is due to the contractors of Phase One for the completed construction and internal clean room decoration and this obligation is recorded as due to contractors.

The Company estimates that the remaining costs associated with completion of Phase One project will be approximately $567,000, primarily for permanent electrical equipment to be installed and related works to be finished. As of June 30, 2008, the Company had signed an agreement with several contractors and vendors to finish the electricity project, and the remaining commitment is $62,306. The Company estimates the purchase and installation of the electrical and steam equipment will be completed in the third quarter of 2008. In addition, the Company estimates the cost of laboratory equipment it needs before Phase One is fully operational will be approximately $1,000,000. At June 30, 2008, the Company had not negotiated any contracts for the purchase of any of the laboratory equipment. The Company estimates the purchase and installation of the laboratory equipment will be completed by the end of 2008. At June 30, 2008, Phase Two was still in the design stage. The Company estimates total project costs for Phase Two will be approximately $1,200,000. The Company estimates that construction may begin on Phase Two in 2010 or later, but currently has no plans for Phase Two construction.

Lease commitment

As of June30, 2008, the Company had remaining outstanding commitments with respect to its non-cancelable operating lease for its office in Oak Brook, IL, of which $27,396 is due within one year, $28,041is due in 2009 and $4,751 is due in 2010, and for its office in Beijing, PRC (which is leased from Mr. Wenhui Qiao, the Company's director and president), of which $22,744 is due within one year.

Research and Development Agreements

Royalty and License Arrangements

Distribution Agreement

Contractual Obligations

Payments due under contractual obligations at June30, 2008 mature as follows:

	Payments due by period ($ in thousands)
Contractual Obligations	Total		Less than 1 year		1 to 3 years
Lease obligation	$	83	$	50	$	33
Payable to contractors		132		132		—
R&D agreement obligation		51		51		—
Total	$	266	$	233	$	33

Item 3. Quantitative and Qualitative Disclosure about Market Risk

The Company is a smaller reporting company and is not required to provide the information required by this.

Item 4. Controls and Procedures

(a) Evaluation of disclosure controls and procedures. As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the applicable period to ensure that the information required to be disclosed by us in reports that we file or submit under the Exchange Act (i) is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms and (ii) is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures.

(b) Changes in internal controls over financial reporting. There was no change in our internal control over financial reporting during our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

Not Applicable.

Item 1A. Risk Factors

There have been no material changes in the risk factors previously disclosed in Form 10-KSB we filed with the SEC on March 31, 2008.

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

Not applicable.

Item 3. Defaults Upon Senior Securities

Not applicable.

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

Not applicable.

Item 5. Other Information

Not applicable.

Item 6. Exhibits

The exhibits listed in the Exhibit Index are filed as part of this report.

SIGNATURES

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

Bio-Bridge Science, Inc.


/s/ Dr. Liang Qiao			Dated: August 14, 2008
By: Dr. Liang Qiao
Chief Executive Officer

EXHIBIT INDEX

3.1(i)*		Certificate of incorporation of the registrant, as currently in effect

3.1(ii)*		Bylaws of the registrant, as currently in effect

3.1(iii)**		Certificate of Designation of Series A Preferred Stock

4.1**		Form of Common Stock Warrant Agreement dated January 2007

4.2**		Registration Rights Agreement dated January 2007

10.1**		Securities Purchase Agreement dated January 2007

31.1		Certification of Chief Executive Officer

31.2		Certification of Chief Financial Officer

32.1		Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer