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

                             -----------------------

                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported): April 13, 2006

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

           Delaware                      000-09489               98-0355519
           --------                      ---------               ----------
(State or other jurisdiction of   (Commission File Number)     (IRS Employer
        incorporation)                                       Identification No.)

                           53 Yonge Street, 3rd Floor
                        Toronto, Ontario, Canada M5E 1JE
          (Address of principal executive offices, including zip code)

       Registrant's telephone number, including area code: (416) 868-0202

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
      240.14a-12)

|_|   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

|_|   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR 240.13e-4(c))

<PAGE>

                           FORWARD LOOKING STATEMENTS

      This Form 8-K and other reports filed by Swiss Medica, Inc. (the
"Registrant") from time to time with the Securities and Exchange Commission
(collectively the "Filings") contain or may contain forward looking statements
and information that are based upon beliefs of, and information currently
available to, Registrant's management as well as estimates and assumptions made
by Registrant's management. When used in the Filings the words "anticipate,
"believe", "estimate", "expect", "future", "intend", "plan" or the negative of
these terms and similar expressions as they relate to Registrant or Registrant's
management identify forward looking statements. Such statements reflect the
current view of Registrant with respect to future events and are subject to
risks, uncertainties, assumptions and other factors relating to Registrant's
industry, Registrant's operations and results of operations and any businesses
that may be acquired by Registrant. Should one or more of these risks or
uncertainties materialize, or should the underlying assumptions prove incorrect,
actual results may differ significantly from those anticipated, believed,
estimated, expected, intended or planned.

      Although Registrant believes that the expectations reflected in the
forward looking statements are reasonable, Registrant cannot guarantee future
results, levels of activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States, Registrant
does not intend to update any of the forward-looking statements to conform these
statements to actual results.

<PAGE>

FOR INSERTION INTO FORM 8-K CURRENT REPORT IN RE MONTGOMERY EQUITY PARTNERS,
LTD. FINANCING - REVISED ITEM 1.01:

ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

      On April 13, 2006 (the "First Closing Date"), the Registrant closed a
financing transaction in which it sold secured convertible redeemable debentures
(the "Convertible Redeemable Debentures") to Montgomery Equity Partners, Ltd.
("Montgomery") to raise $2,000,000 pursuant to a Securities Purchase Agreement
dated April 11, 2006 (the "Securities Purchase Agreement"). The Registrant
received $1,300,000 on the First Closing Date, and will receive the balance of
$700,000 on the date the registration statement is filed (the "Second Closing
Date") pursuant to Investors Registration Rights Agreement dated April 11, 2006
between the Registrant and Montgomery (the "Registration Rights Agreement").

      The Registrant granted Montgomery a secured convertible redeemable
debenture (the "Debenture") in the amount of $1,300,000 dated April 11, 2006.
Montgomery cannot convert the Debenture into shares of the Registrant's common
stock (the "Common Stock"), in whole or in part, until one hundred fifty (150)
calendar days after April 11, 2006 (the "Conversion Date"). If converted, the
price per share shall equal the lesser of (a) $0.175 (the "Fixed Conversion
Price"), or (b) eighty percent (80%) of the lowest closing Bid Price of the
Common Stock during the five (5) trading days immediately preceding the
Conversion Date as quoted by Bloomberg, LP. However, Montgomery may not convert
the Debenture or exercise the Warrant (as defined below) if such conversion or
exercise would result in Montgomery, together with any affiliate thereof,
beneficially owning (as determined in accordance with Section 13(d) of the
Securities Exchange Act of 1933 and the rules promulgated thereunder) in excess
of 4.99% of the then issued and outstanding shares of the Registrant's common
stock. The interest rate of the Debenture is twelve percent (12%) per annum for
the first one hundred fifty (150) days from April 11, 2006 and, thereafter,
interest shall accrue on the outstanding principal balance at an annual rate
equal to eight percent (8%). The Debenture matures on December 7, 2007 (the
"Maturity Date").

      The Registrant has a right, with three (3) business days advance written
notice (the "Notice of Redemption"), to redeem a portion or all of the amounts
outstanding under the Debenture prior to the Maturity Date, with the Registrant
being obliged to pay an amount equal to the principal amount being redeemed plus
a redemption premium equal to twenty percent (20%) of the principal amount being
redeemed, and accrued interest, if such redemption right is exercised. However,
commencing one hundred eighty (180) calendar days after April 11, 2006, the
Registrant, at its option, shall only have the right to redeem a portion or all
amounts outstanding under the Debenture prior to the Maturity Date provided that
the price per share in the last reported trade of the Registrant's Common Stock
on the OTC or on the exchange which the Common Stock is then listed as quoted by
Bloomberg, LP, is less than the Fixed Conversion Price at the time of the Notice
of Redemption.

<PAGE>

      The Registrant granted Montgomery a security interest in certain of its
assets pursuant to a Security Agreement dated April 11, 2006 between the
Registrant and Montgomery in addition to the Debenture dated April 11, 2006
between the Registrant and Montgomery (collectively, the "Security Agreements").
The Registrant also entered into a Pledge and Escrow Agreement with Montgomery,
dated April 11, 2006 (the "Pledge Agreement") whereby the Registrant agreed to
reserve for issuance 27,586,207 shares of its common stock with the transfer
agent(the "Pledged Shares") until such time all obligations under the
Convertible Redeemable Debentures have been satisfied. Pursuant to the Pledge
Agreement, the Registrant instructed its transfer agent to reserve the Pledged
Shares, and to hold them in reserve until the full payment of all amounts due to
Montgomery under the Convertible Redeemable Debentures and through repayment in
accordance with the terms of the Convertible Redeemable Debentures, or the
termination or expiration of the Pledge Agreement. The Pledged Shares have been
reserved but have not actually been issued and such shares will not be issued if
the Registrant pays all amounts it owes under, and makes such payment in
accordance with the terms of, the Convertible Redeemable Debentures. The
Registrant paid Yorkville Advisors, LLC a structuring fee of $12,500 and also
paid a commitment fee equal to 10% of the total purchase price of the
Convertible Redeemable Debentures of which $130,000 was paid on April 13, 2006
upon the funding of $1,300,000 of the Convertible Redeemable Debentures.

      Montgomery also received a three-year warrant to purchase 2,000,000 shares
of common stock (the "Warrant Shares") at an exercise price of $0.20 per share
(the "Warrant"). If at anytime the Registrant redeems all or a portion of the
Convertible Redeemable Debentures issued pursuant to the Securities Purchase
Agreement, then the Registrant shall redeem a pro rata portion of the Warrant to
the amount of the Convertible Redeemable Debentures redeemed. The redemption
price ("Redemption Price") varies depending on when the Debentures are redeemed.
If such redemption occurs within one hundred eighty (180) calendar days from
April 11, 2006 (the "Date of Issuance"), then the redemption price (the
"Redemption Price") shall be equal to $0.075 per share. If such redemption
occurs more than one hundred eighty (180) calendar days but less than two
hundred ten (210) calendar days from the Date of Issuance, then the Redemption
Price shall be $0.125 per share. If such redemption occurs more than two hundred
ten (210) calendar days but less than two hundred forty (240) calendar days from
the Date of Issuance, then the Redemption Price shall be $0.15 per share. If
such redemption occurs more than two hundred forty (240) calendar days from the
Date of Issuance, then the Redemption Price shall be $0.20 per share. The
Warrant's expiration date is three years from the Date of Issuance or, if such
date falls on a Saturday, Sunday or other day on which banks are required or
authorized to be closed in the City of New York or the State of New York or on
which trading does not take place on the Principal Exchange or automated
quotation system on which the Common Stock is traded (a "Holiday"), the next
date that is not a Holiday.

<PAGE>

      Montgomery also has the right, commencing one hundred fifty (150) calendar
days from the Date of Issuance, with three (3) business days advance written
notice to the Registrant (the "Redemption Notice"), to force the Registrant to
redeem up to twenty percent (20%) of the aggregate number of shares of Common
Stock issuable under the Warrant at a redemption price (the "Redemption Price")
equal to $0.075 per share. The Registrant shall deliver to Montgomery the
Redemption Price on the third (3rd) business day after the Redemption Notice.
Commencing one hundred eighty (180) calendar days from the Date of Issuance, the
Redemption Price shall increase to $0.125 per share. Commencing two hundred ten
(210) calendar days from the Date of Issuance, the Redemption Price shall
increase to $0.15 per share. Commencing two hundred forty (240) calendar days
from the Date of Issuance, the Redemption Price shall increase to $0.20 per
share. At the option of the Registrant, the amount redeemed maybe paid in either
cash or fully registered and free trading shares of the Registrant's Common
Stock in an amount equal to the amount redeemed.

      The securities issued in this private placement have not been registered
under the Securities Act of 1933, as amended, and until so registered the
securities may not be offered or sold in the United States absent registration
or availability of an applicable exemption from registration. The offering
requires the Registrant, no later than 60 days after the First Closing Date (the
"Scheduled Filing Deadline"), to prepare and file with the Commission a
registration statement for the purpose of registering under the Securities Act
of 1933 all of the shares of the Registrant's common stock issuable upon
exercise of the Convertible Redeemable Debentures and the Warrant pursuant to
the Registration Rights Agreement. The Registration Rights Agreement also
requires the Registrant to use its best efforts to have the registration
statement declared effective no later than 120 days from the First Closing Date
and to insure that the registration statement and any subsequent registration
statement remains in effect until the earlier of (i) all of the shares of Common
Stock issuable to Montgomery upon conversion of the Convertible Redeemable
Debentures pursuant to the Securities Purchase Agreement and the Warrant Shares
have been sold, subject to the terms and conditions of Registration Rights
Agreement, or (ii) the shares of common stock issuable to the Montgomery upon
conversion of the Convertible Redeemable Debentures shall be eligible for resale
pursuant to Rule 144(k).

      The sale of the Convertible Redeemable Debentures and the Warrant are
exempt from registration under federal securities laws pursuant to Section 4(2)
of the Securities Act of 1933, as amended. This announcement is not an offer to
sell securities of Swiss Medica, Inc. and any opportunity to participate in the
private placement was available to a very limited group of accredited investor.

      The foregoing description of this private placement does not purport to be
complete and is qualified in its entirety by reference to the Securities
Purchase Agreement, the Debentures, the Warrant, the Registration Rights
Agreement, the Pledge Agreement, the Irrevocable Transfer Agent Instruction
Letter and the Security Agreements.

<PAGE>

Item 3.02 Unregistered Sales of Equity Securities.

      The information called for by this item is contained in Item 1.01, which
is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

      Ex. 10.1 -  Securities Purchase Agreement, dated as of April 11, 2006,
                  between the Registrant and Montgomery Equity Partners, Ltd.

      Ex. 10.2 -  Secured Convertible Debenture, dated as of April 11, 2006,
                  between the Registrant and Montgomery Equity Partners, Ltd.

      Ex. 10.3 -  Security Agreement, dated as of April 11, 2006, between the
                  Registrant and Montgomery Equity Partners, Ltd.

      Ex. 10.4 -  Warrant to Purchase Common Stock, dated as of April 11, 2006,
                  between the Registrant and Montgomery Equity Partners, Ltd.

      Ex. 10.5 -  Investor Registration Rights Agreement, dated as of April 11,
                  2006, between the Registrant and Montgomery Equity Partners,
                  Ltd.

      Ex. 10.6 -  Pledge and Escrow Agreement, dated as of April 11, 2006,
                  between the Registrant and Montgomery Equity Partners, Ltd.

      Ex. 10.7 -  Irrevocable Transfer Agent Instructions Letter, dated April
                  11, 2006, by and amongst the Registrant, Montgomery Equity
                  Partners, Ltd, David Gonzalez and Atlas Stock Transfer
                  Company.

                            [SIGNATURES PAGE FOLLOWS]

<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

Dated: April __, 2006                   SWISS MEDICA, INC.
                                        (Registrant)


                                        By:
                                               ---------------------------------
                                        Name:  Raghunath Kilambi
                                        Title: Chief Executive Officer
{"company-data": {"conformed-name": "SWISS MEDICA INC", "cik": "0000318245", "assigned-sic": "2834", "irs-number": "980355519", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-09489", "film-number": "06770543"}, "business-address": {"street1": "53 YONGE STREET, 3RD FLOOR", "street2": "TORONTO", "city": "ONTARIO, CANADA", "state": "A1", "zip": "M5E 1J3", "phone": "416-657-4134"}, "mail-address": {"street1": "53 YONGE STREET, 3RD FLOOR", "street2": "TORONTO", "city": "ONTARIO, CANADA", "state": "A1", "zip": "M5E 1J3"}, "former-company": [{"former-conformed-name": "SWISS MEDIA INC", "date-changed": "20030702"}, {"former-conformed-name": "GLOBAL PATH INC", "date-changed": "20010814"}, {"former-conformed-name": "YOURNET INC/", "date-changed": "19991108"}]}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                             -----------------------

                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported): April 13, 2006

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

           Delaware                      000-09489               98-0355519
           --------                      ---------               ----------
(State or other jurisdiction of   (Commission File Number)     (IRS Employer
        incorporation)                                       Identification No.)

                           53 Yonge Street, 3rd Floor
                        Toronto, Ontario, Canada M5E 1JE
          (Address of principal executive offices, including zip code)

       Registrant's telephone number, including area code: (416) 868-0202

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
      240.14a-12)

|_|   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

|_|   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR 240.13e-4(c))
FORWARD LOOKING STATEMENTS

      This Form 8-K and other reports filed by Swiss Medica, Inc. (the
"Registrant") from time to time with the Securities and Exchange Commission
(collectively the "Filings") contain or may contain forward looking statements
and information that are based upon beliefs of, and information currently
available to, Registrant's management as well as estimates and assumptions made
by Registrant's management. When used in the Filings the words "anticipate,
"believe", "estimate", "expect", "future", "intend", "plan" or the negative of
these terms and similar expressions as they relate to Registrant or Registrant's
management identify forward looking statements. Such statements reflect the
current view of Registrant with respect to future events and are subject to
risks, uncertainties, assumptions and other factors relating to Registrant's
industry, Registrant's operations and results of operations and any businesses
that may be acquired by Registrant. Should one or more of these risks or
uncertainties materialize, or should the underlying assumptions prove incorrect,
actual results may differ significantly from those anticipated, believed,
estimated, expected, intended or planned.

      Although Registrant believes that the expectations reflected in the
forward looking statements are reasonable, Registrant cannot guarantee future
results, levels of activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States, Registrant
does not intend to update any of the forward-looking statements to conform these
statements to actual results.
FOR INSERTION INTO FORM 8-K CURRENT REPORT IN RE MONTGOMERY EQUITY PARTNERS,
LTD. FINANCING - REVISED ITEM 1.01:

ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

      On April 13, 2006 (the "First Closing Date"), the Registrant closed a
financing transaction in which it sold secured convertible redeemable debentures
(the "Convertible Redeemable Debentures") to Montgomery Equity Partners, Ltd.
("Montgomery") to raise $2,000,000 pursuant to a Securities Purchase Agreement
dated April 11, 2006 (the "Securities Purchase Agreement"). The Registrant
received $1,300,000 on the First Closing Date, and will receive the balance of
$700,000 on the date the registration statement is filed (the "Second Closing
Date") pursuant to Investors Registration Rights Agreement dated April 11, 2006
between the Registrant and Montgomery (the "Registration Rights Agreement").

      The Registrant granted Montgomery a secured convertible redeemable
debenture (the "Debenture") in the amount of $1,300,000 dated April 11, 2006.
Montgomery cannot convert the Debenture into shares of the Registrant's common
stock (the "Common Stock"), in whole or in part, until one hundred fifty (150)
calendar days after April 11, 2006 (the "Conversion Date"). If converted, the
price per share shall equal the lesser of (a) $0.175 (the "Fixed Conversion
Price"), or (b) eighty percent (80%) of the lowest closing Bid Price of the
Common Stock during the five (5) trading days immediately preceding the
Conversion Date as quoted by Bloomberg, LP. However, Montgomery may not convert
the Debenture or exercise the Warrant (as defined below) if such conversion or
exercise would result in Montgomery, together with any affiliate thereof,
beneficially owning (as determined in accordance with Section 13(d) of the
Securities Exchange Act of 1933 and the rules promulgated thereunder) in excess
of 4.99% of the then issued and outstanding shares of the Registrant's common
stock. The interest rate of the Debenture is twelve percent (12%) per annum for
the first one hundred fifty (150) days from April 11, 2006 and, thereafter,
interest shall accrue on the outstanding principal balance at an annual rate
equal to eight percent (8%). The Debenture matures on December 7, 2007 (the
"Maturity Date").

      The Registrant has a right, with three (3) business days advance written
notice (the "Notice of Redemption"), to redeem a portion or all of the amounts
outstanding under the Debenture prior to the Maturity Date, with the Registrant
being obliged to pay an amount equal to the principal amount being redeemed plus
a redemption premium equal to twenty percent (20%) of the principal amount being
redeemed, and accrued interest, if such redemption right is exercised. However,
commencing one hundred eighty (180) calendar days after April 11, 2006, the
Registrant, at its option, shall only have the right to redeem a portion or all
amounts outstanding under the Debenture prior to the Maturity Date provided that
the price per share in the last reported trade of the Registrant's Common Stock
on the OTC or on the exchange which the Common Stock is then listed as quoted by
Bloomberg, LP, is less than the Fixed Conversion Price at the time of the Notice
of Redemption.
The Registrant granted Montgomery a security interest in certain of its
assets pursuant to a Security Agreement dated April 11, 2006 between the
Registrant and Montgomery in addition to the Debenture dated April 11, 2006
between the Registrant and Montgomery (collectively, the "Security Agreements").
The Registrant also entered into a Pledge and Escrow Agreement with Montgomery,
dated April 11, 2006 (the "Pledge Agreement") whereby the Registrant agreed to
reserve for issuance 27,586,207 shares of its common stock with the transfer
agent(the "Pledged Shares") until such time all obligations under the
Convertible Redeemable Debentures have been satisfied. Pursuant to the Pledge
Agreement, the Registrant instructed its transfer agent to reserve the Pledged
Shares, and to hold them in reserve until the full payment of all amounts due to
Montgomery under the Convertible Redeemable Debentures and through repayment in
accordance with the terms of the Convertible Redeemable Debentures, or the
termination or expiration of the Pledge Agreement. The Pledged Shares have been
reserved but have not actually been issued and such shares will not be issued if
the Registrant pays all amounts it owes under, and makes such payment in
accordance with the terms of, the Convertible Redeemable Debentures. The
Registrant paid Yorkville Advisors, LLC a structuring fee of $12,500 and also
paid a commitment fee equal to 10% of the total purchase price of the
Convertible Redeemable Debentures of which $130,000 was paid on April 13, 2006
upon the funding of $1,300,000 of the Convertible Redeemable Debentures.

      Montgomery also received a three-year warrant to purchase 2,000,000 shares
of common stock (the "Warrant Shares") at an exercise price of $0.20 per share
(the "Warrant"). If at anytime the Registrant redeems all or a portion of the
Convertible Redeemable Debentures issued pursuant to the Securities Purchase
Agreement, then the Registrant shall redeem a pro rata portion of the Warrant to
the amount of the Convertible Redeemable Debentures redeemed. The redemption
price ("Redemption Price") varies depending on when the Debentures are redeemed.
If such redemption occurs within one hundred eighty (180) calendar days from
April 11, 2006 (the "Date of Issuance"), then the redemption price (the
"Redemption Price") shall be equal to $0.075 per share. If such redemption
occurs more than one hundred eighty (180) calendar days but less than two
hundred ten (210) calendar days from the Date of Issuance, then the Redemption
Price shall be $0.125 per share. If such redemption occurs more than two hundred
ten (210) calendar days but less than two hundred forty (240) calendar days from
the Date of Issuance, then the Redemption Price shall be $0.15 per share. If
such redemption occurs more than two hundred forty (240) calendar days from the
Date of Issuance, then the Redemption Price shall be $0.20 per share. The
Warrant's expiration date is three years from the Date of Issuance or, if such
date falls on a Saturday, Sunday or other day on which banks are required or
authorized to be closed in the City of New York or the State of New York or on
which trading does not take place on the Principal Exchange or automated
quotation system on which the Common Stock is traded (a "Holiday"), the next
date that is not a Holiday.
Montgomery also has the right, commencing one hundred fifty (150) calendar
days from the Date of Issuance, with three (3) business days advance written
notice to the Registrant (the "Redemption Notice"), to force the Registrant to
redeem up to twenty percent (20%) of the aggregate number of shares of Common
Stock issuable under the Warrant at a redemption price (the "Redemption Price")
equal to $0.075 per share. The Registrant shall deliver to Montgomery the
Redemption Price on the third (3rd) business day after the Redemption Notice.
Commencing one hundred eighty (180) calendar days from the Date of Issuance, the
Redemption Price shall increase to $0.125 per share. Commencing two hundred ten
(210) calendar days from the Date of Issuance, the Redemption Price shall
increase to $0.15 per share. Commencing two hundred forty (240) calendar days
from the Date of Issuance, the Redemption Price shall increase to $0.20 per
share. At the option of the Registrant, the amount redeemed maybe paid in either
cash or fully registered and free trading shares of the Registrant's Common
Stock in an amount equal to the amount redeemed.

      The securities issued in this private placement have not been registered
under the Securities Act of 1933, as amended, and until so registered the
securities may not be offered or sold in the United States absent registration
or availability of an applicable exemption from registration. The offering
requires the Registrant, no later than 60 days after the First Closing Date (the
"Scheduled Filing Deadline"), to prepare and file with the Commission a
registration statement for the purpose of registering under the Securities Act
of 1933 all of the shares of the Registrant's common stock issuable upon
exercise of the Convertible Redeemable Debentures and the Warrant pursuant to
the Registration Rights Agreement. The Registration Rights Agreement also
requires the Registrant to use its best efforts to have the registration
statement declared effective no later than 120 days from the First Closing Date
and to insure that the registration statement and any subsequent registration
statement remains in effect until the earlier of (i) all of the shares of Common
Stock issuable to Montgomery upon conversion of the Convertible Redeemable
Debentures pursuant to the Securities Purchase Agreement and the Warrant Shares
have been sold, subject to the terms and conditions of Registration Rights
Agreement, or (ii) the shares of common stock issuable to the Montgomery upon
conversion of the Convertible Redeemable Debentures shall be eligible for resale
pursuant to Rule 144(k).

      The sale of the Convertible Redeemable Debentures and the Warrant are
exempt from registration under federal securities laws pursuant to Section 4(2)
of the Securities Act of 1933, as amended. This announcement is not an offer to
sell securities of Swiss Medica, Inc. and any opportunity to participate in the
private placement was available to a very limited group of accredited investor.

      The foregoing description of this private placement does not purport to be
complete and is qualified in its entirety by reference to the Securities
Purchase Agreement, the Debentures, the Warrant, the Registration Rights
Agreement, the Pledge Agreement, the Irrevocable Transfer Agent Instruction
Letter and the Security Agreements.
Item 3.02 Unregistered Sales of Equity Securities.

      The information called for by this item is contained in Item 1.01, which
is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

      Ex. 10.1 -  Securities Purchase Agreement, dated as of April 11, 2006,
                  between the Registrant and Montgomery Equity Partners, Ltd.

      Ex. 10.2 -  Secured Convertible Debenture, dated as of April 11, 2006,
                  between the Registrant and Montgomery Equity Partners, Ltd.

      Ex. 10.3 -  Security Agreement, dated as of April 11, 2006, between the
                  Registrant and Montgomery Equity Partners, Ltd.

      Ex. 10.4 -  Warrant to Purchase Common Stock, dated as of April 11, 2006,
                  between the Registrant and Montgomery Equity Partners, Ltd.

      Ex. 10.5 -  Investor Registration Rights Agreement, dated as of April 11,
                  2006, between the Registrant and Montgomery Equity Partners,
                  Ltd.

      Ex. 10.6 -  Pledge and Escrow Agreement, dated as of April 11, 2006,
                  between the Registrant and Montgomery Equity Partners, Ltd.

      Ex. 10.7 -  Irrevocable Transfer Agent Instructions Letter, dated April
                  11, 2006, by and amongst the Registrant, Montgomery Equity
                  Partners, Ltd, David Gonzalez and Atlas Stock Transfer
                  Company.

                            [SIGNATURES PAGE FOLLOWS]
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

Dated: April __, 2006                   SWISS MEDICA, INC.
                                        (Registrant)

                                        By:
                                               ---------------------------------
                                        Name:  Raghunath Kilambi
                                        Title: Chief Executive Officer