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 9, 2004 (March 26, 2004)

                               SONIC MEDIA, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

              Nevada                                            680507505
-------------------------------      ------------           -------------------
(State or other jurisdiction of      (Commission              (IRS Employer
 Incorporation or organization)      File Number)           Identification No.)

                   23091 Timberline Way, Lake Forest, CA 92630
               (Address of principal executive office) (Zip Code)

       Registrant's telephone number, including area code: (949) 455-9412

          (Former name or former address, if changed since last report)

<PAGE>

ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

On February 10, 2004, Sonic Media, Inc. announced its intention to acquire all
of the issued and outstanding shares of Global Botanics, Inc., a corporation
organized under the laws of Niue ("GBI"). On March 26, 2004, Sonic Media, Inc.
executed a stock purchase agreement with the stockholders of GBI ("Stock
Purchase Agreement").

GBI owns U.S. Patents 5,837,252; 5,945,106; 6,004,559 and 6,039,955. These
patents relate to the production and use of proprietary extracts from the North
American plant species, Larrea tridentata. The current patented technology
covers extraction and purification technologies as well as utility of extracts
as antiviral, anti-inflammatory, antimicrobial and antioxidant agents. Specific
claims allowed in the issued patents include: a method of treating herpes
lesions and herpes viruses in humans using an effective amount of an extract of
Larrea tridentata; a method of treating herpes viruses and symptomatic herpes
virus lesions of the group: herpes simplex 1 (cold sores), herpes simplex 2
(genital herpes), varicella-zoster virus (chickenpox and shingles), human herpes
virus 4 (Epstein-Barr virus, mononucleosis), human herpes virus 5
(cytomegalovirus), human herpes viruses 6 and 7 (roseoloviruses), and herpes
virus 8 (Kaposi's sarcoma); stimulation of human immune system function; a
herpes treatment agent comprising a formulation of Larrea tridentata; and an
agent for treatment of inflammation and inflammatory disease comprising a
formulation of Larrea tridentata. In addition to the existing patents, GBI will
aggressively prosecute pending patent applications to secure final issuance of
multiple U.S. and international patents, which expand on the already patented
technologies. The patents are currently licensed on a non-exclusive basis to
Larrearx, Inc. for medically related consumer products.

The terms of the Stock Purchase Agreement require Sonic Media, Inc. to issue
three million five hundred thousand (3,500,000) shares of restricted common
stock on a pro-rata basis to the shareholders of GBI. The value of the shares of
GBI were based on current and projected sales by the current technology
licensee, projected by GBI to result in profits of $5.2 million in year 1, $10.5
million in year 2, and $19.3 million in year 3. Also, based on the current
portfolio of marketing license agreements, management believes that GBI's
revenue growth will approximate 50% in the next 3 years.

There are no material relationships between Sonic Media, Inc., its officers,
directors or affiliates and GBI.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

Listed below are the financial statements, pro forma financial information and
exhibits, if any, filed as a part of this report.

(a) Financial Statements of the Business Acquired.

Any required financial statements will be filed by amendment to this Form 8-K by
no later than June 4, 2004.

(b) Pro Forma Financial Information.

Any required pro forma financial information will be filed by amendment to this
Form 8-K not later than May 30, 2004.

(c) Exhibits

       2.1    Stock Purchase Agreement dated as of March 26, 2004, between the
              Company and the stockholders of GBI, Inc.

<PAGE>

                                    SIGNATURE

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.

SONIC MEDIA, INC.

By: /s/ David Kalenuik
--------------------------
David Kalenuik, President

Dated: April 9, 2004

<PAGE>


                              GLOBAL BOTANICS INC.

                              FINANCIAL STATEMENTS

                                 APRIL 30, 2004

<PAGE>

GLOBAL BOTANICS INC.
CONTENTS

APRIL 30, 2004

                                                                          PAGE
                                                                          ----

AUDITORS' REPORT                                                            1

FINANCIAL STATEMENTS
    Balance Sheet                                                           2
    Statement of Operations                                                 3
    Statement of Stockholders' Equity                                       4
    Statement of Cash Flows                                                 5
    Notes to the Financial Statements                                     6 - 8

<PAGE>

AUDITORS' REPORT

To the Directors of:
Global Botanics Inc.

We have audited the balance  sheet of Global  Botanics Inc. as at April 30, 2004
and the  statement of  operations,  stockholders'  equity and cash flows for the
period  from date of  incorporation,  May 16,  2003,  to April 30,  2004.  These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform an audit to obtain reasonable assurance whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management,  as well as  evaluating  the  overall  financial
statement  presentation.  We believe that our audit provides a reasonable  basis
for our opinion.

In our opinion,  based on our audit, these financial  statements present fairly,
in all material respects,  the financial position of the Company as at April 30,
2004 and the results of its  operations  and cash flows for the period from date
of incorporation,  May 16, 2003, to April 30, 2004 in conformity with accounting
standards generally accepted in the United States of America.

Chartered Accountants
Langley, British Columbia, Canada
September 21, 2004


                                                                              1.
<PAGE>

GLOBAL BOTANICS INC.
BALANCE SHEET

--------------------------------------------------------------------------------
AS AT APRIL 30,                                                         2004
--------------------------------------------------------------------------------

ASSETS
CURRENT
    Cash                                                            $     4,500
    Accounts receivable                                                  59,000
--------------------------------------------------------------------------------
                                                                         63,500
PATENTS (Note 4)                                                        986,111
--------------------------------------------------------------------------------
                                                                    $ 1,049,611
================================================================================

LIABILITIES

CURRENT
    Accounts payable and accrued liabilities                        $    67,800
--------------------------------------------------------------------------------

STOCKHOLDERS' EQUITY
    Common stock, $1.00 par value:
        Authorized: 50,000 shares
        Issued: 50,000 shares                                            50,000
    Additional paid-in capital                                        1,150,000
    Deficit                                                            (218,189)
--------------------------------------------------------------------------------
                                                                        981,811
--------------------------------------------------------------------------------
                                                                    $ 1,049,611
================================================================================

CONTINGENT LIABILITY (Note 8)

APPROVED BY THE DIRECTORS:

___________  Director
___________  Director


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

                                                                              2.
<PAGE>

GLOBAL BOTANICS INC.
STATEMENT OF OPERATIONS

--------------------------------------------------------------------------------
FOR THE PERIOD FROM DATE OF INCORPORATION, MAY 16, 2003, TO APRIL 30,    2004
--------------------------------------------------------------------------------

SALES                                                                $  152,000
COST OF SALES                                                           126,000
--------------------------------------------------------------------------------
GROSS PROFIT                                                             26,000
--------------------------------------------------------------------------------

GENERAL EXPENSES
    Amortization of patents                                              13,889
    Consulting fees                                                      20,000
    Bank charges                                                            300
    Professional fees                                                    10,000
--------------------------------------------------------------------------------
                                                                         44,189
--------------------------------------------------------------------------------
LOSS FROM OPERATIONS                                                    (18,189)
LOSS ON DEBT SETTLEMENT (Note 5)                                       (200,000)
--------------------------------------------------------------------------------
NET LOSS, BEING DEFICIT                                              $ (218,189)
================================================================================


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

                                                                              3.
<PAGE>

GLOBAL BOTANICS INC.
STATEMENT OF STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------
FOR THE PERIOD FROM DATE OF INCORPORATION, MAY 16, 2003, TO APRIL 30, 2004
------------------------------------------------------------------------------------------------------

                                         Common Stock
                                     -------------------    Additional                       Total
                                       Number                Paid-In                     Stockholders'
                                     of Shares   Amount      Capital         Deficit         Equity
------------------------------------------------------------------------------------------------------
<S>                                    <C>     <C>         <C>            <C>           <C>
Issue of common stock for debt
  assumption on organization of
  the Company                          50,000  $  50,000   $ 1,150,000    $        --   $  1,200,000
Net loss for the period                    --         --            --       (218,189)      (218,189)
------------------------------------------------------------------------------------------------------
Balance April 30, 2004                 50,000  $  50,000   $ 1,150,000    $  (218,189)  $    981,811
======================================================================================================
</TABLE>


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

                                                                              4.

<PAGE>

GLOBAL BOTANICS INC.
STATEMENT OF CASH FLOWS

--------------------------------------------------------------------------------
FOR THE PERIOD FROM DATE OF INCORPORATION, MAY 16, 2003, TO APRIL 30,   2004
--------------------------------------------------------------------------------

CASH FLOWS (USED IN) PROVIDED BY:
OPERATING ACTIVITIES
    Net loss                                                        $  (218,189)
    Adjustments for items not affecting cash:
        Amortization of patents                                          13,889
        Loss on debt settlement                                         200,000
    Changes in non-cash working capital balances:
        Accounts receivable                                             (59,000)
        Accounts payable and accrued liabilities                         67,800
--------------------------------------------------------------------------------
INCREASE IN CASH, BEING CASH ENDING                                 $     4,500
================================================================================

SUPPLEMENTAL INFORMATION
Cash paid during the to:
    Interest                                                        $        --
    Income taxes                                                    $        --

NON-CASH TRANSACTIONS
    Common stock issued to settle debt                              $ 1,200,000
    Acquisition of patents for debt                                 $ 1,000,000



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

                                                                              5.

<PAGE>

GLOBAL BOTANICS INC.
NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2004
--------------------------------------------------------------------------------

1.       NATURE OF BUSINESS

         The Company was incorporated May 16, 2003 under the laws of the country
         of Niue as an  international  business  company.  The Company is in the
         business of  harvesting,  producing  and licensing  Virastatin  (TM), a
         multifunctional  ingredient  produced according to patented  extraction
         and purification technologies.

2.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         The  financial   statements  of  the  Company  have  been  prepared  in
         accordance with accounting  principles generally accepted in the United
         States.  Because a precise determination of many assets and liabilities
         is  dependent  upon  future  events,   the   preparation  of  financial
         statements for a period necessarily involves the use of estimates which
         have been made using careful judgement.

         The financial statements have, in management's  opinion,  been properly
         prepared  within  reasonable  limits  of  materiality  and  within  the
         framework of the accounting policies summarized below:

         (a)      Revenue  recognition  Revenue  is  recognized  on the sale and
                  transfer of goods and services.

         (b)      Foreign currencies

                  The  functional  currency of the Company is the United  States
                  dollar. Transactions in foreign currencies are translated into
                  United   States   dollars  at  the  rates  in  effect  on  the
                  transaction   date.   Exchange  gains  or  losses  arising  on
                  translation  or  settlement  of foreign  currency  denominated
                  monetary items are included in the statement of operations.

         (c)      Financial instruments

                  The Company's financial  instruments consist of cash, accounts
                  receivable and accounts payable and accrued liabilities.

                  Management  is of the opinion  that the Company is not subject
                  to  significant  interest,  currency  or  credit  risks on the
                  financial  instruments included in these financial statements,
                  except as noted.  The fair  market  values of these  financial
                  instruments approximate their carrying values.

         (d)      Income taxes

                  The  Company  follows  the  asset  and  liability   method  of
                  accounting for income taxes. Under this method,  current taxes
                  are recognized for the estimated  income taxes payable for the
                  current period.

                  Deferred  income  taxes are  provided  based on the  estimated
                  future tax effects of temporary  differences between financial
                  statement carrying amounts of assets and liabilities and their
                  respective  tax  bases  as  well  as  the  benefit  of  losses
                  available  to be  carried  forward  to  future  years  for tax
                  purposes.

                  Deferred tax assets and liabilities are measured using enacted
                  tax rates that are expected to apply to taxable  income in the
                  years in which those temporary  differences are expected to be
                  covered  or  settled.  The effect on  deferred  tax assets and
                  liabilities  of  a  change  in  tax  rates  is  recognized  in
                  operations in the period that  includes the enactment  date. A
                  valuation  allowance  is recorded for deferred tax assets when
                  it is more likely than not that such  deferred tax assets will
                  not be recognized.

         (e)      Cash and cash equivalents

                  The Company  considers all short-term  investments,  including
                  investments in certificates  of deposit,  with a maturity date
                  at  date  of  purchase  of  three  months  or  less to be cash
                  equivalents.

                                                                              6.
<PAGE>

GLOBAL BOTANICS INC.
NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2004
--------------------------------------------------------------------------------

2.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED

         (f)      Patents

                  The Company  amortizes  the cost of acquired  patents over the
                  lesser of the life of the  patent or the  estimated  period of
                  benefit. The patents are being amortized over twelve years.

         (g)      Deferred charges

                  Deferred  charges  include debt  discount  and issue  expenses
                  which  are  amortized  on  a  straight-line   basis  over  the
                  applicable period.

         (h)      Impairment of assets

                  The Company  evaluates the  recoverability of patents whenever
                  events or changes in circumstances  indicate that the carrying
                  value  may  not be  recoverable.  The  Company  recognizes  an
                  impairment   loss   related  to   patents  if  the   projected
                  undiscounted  future  cash  flows is less  than  the  carrying
                  amounts.  The  amount of the  impairment  charge,  if any,  is
                  measured  equal to the excess of the  carrying  value over the
                  asset's  fair  value,  generally  determined  using the future
                  operating cash flows discounted at the Company's  average rate
                  of cost of funds.  The  assessment  of the  recoverability  of
                  patents will be impacted if estimated future cash flows differ
                  from those estimates.

3.       COMMON STOCK

         During the current year,  50,000 shares were issued to the shareholders
         in exchange for their assuming the $1,200,000 debt obligation  relating
         to the purchase of patents (see Note 4).

4.       PATENTS

                                                ACCUMULATED            NET
                             COST               AMORTIZATION          2004
--------------------------------------------------------------------------------
         Patents          $1,000,000              $ 13,889        $  986,111
================================================================================

         During  the  year,  the  Company  entered  into a  technology  purchase
         agreement  (the  "agreement")  with Larrea  Corp.,  Ltd.  ("Larrea") to
         purchase four patents  relating to  pharmaceutical,  nutriceutical  and
         cosmetic products derived from extract of Larrea Tridentata.

         The purchase price per the agreement is $1,200,000,  payable in monthly
         amounts as per the payment schedule beginning  September 1, 2004 and is
         without  interest.  The purchase price will be reduced to $1,000,000 if
         paid in full by August 1, 2005. As a result of this clause, the patents
         have been valued at $1,000,000  and the Company has recorded a $200,000
         deferred charge relating to imputed interest on the purchase price.

         Under the terms of the agreement,  the patent assignment  documents are
         held in escrow by Larrea's patent attorney until the time that one-half
         of the total amount due to Larrea has been paid.  Upon receipt of funds
         totaling  $600,000,  the  assignment  documents  will be filed with the
         United States Patent and Trademark Office.

                                                                              7.
<PAGE>

GLOBAL BOTANICS INC.
NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2004
--------------------------------------------------------------------------------

5.       LOSS ON DEBT SETTLEMENT
                                                                        2004
--------------------------------------------------------------------------------
         Debt arising on purchase of patents (Note 4)              $  1,200,000
         Less: imputed interest included in debt                        200,000
--------------------------------------------------------------------------------
                                                                      1,000,000
         Common stock issued to settle debt                           1,200,000
--------------------------------------------------------------------------------
         Loss on debt settlement                                   $   (200,000)
================================================================================

6.       SUBSEQUENT EVENTS

         Subsequent to year end all of the issued and outstanding  capital stock
         of  the  Company  were   transferred  by  the  shareholders  to  Larrea
         Biosciences  Corporation.   In  exchange,  the  Company's  shareholders
         received  3,500,000  restricted  common  shares of  Larrea  Biosciences
         Corporation.  A  director  of  Larrea  Biosciences  Corporation  is the
         inventor of the patents acquired as set out in Note 4.

7.       ECONOMIC DEPENDENCE

         All of  the  Company's  sales  are to one  customer  and  all of  their
         purchases are made from one supplier.

8.       CONTINGENT LIABILITY

         The  shareholders  of the Company agreed to assume the $1,200,000  debt
         relating to the purchase of the patents in the current year (Note 4) in
         exchange for 50,000 shares of the Company.  If the shareholders fail to
         meet  the  debt  repayment   schedule  as  per  the  original  purchase
         agreement, the Company may be liable for the outstanding balance of the
         debt.

         The technology  purchase  agreement (Note 4) provides that in the event
         Global  Botanics Inc.  ("GBI")  defaults in the payment of the purchase
         price, including any installment payment when due, Larrea shall provide
         GBI with written  notice of such default and GBI shall have thirty days
         to cure such default. In the event GBI does not cure the default within
         the thirty day cure  period,  Larrea will have the right to declare the
         agreement  in  default  and  pursue  all legal  remedies  available  to
         creditors, including, without limitation, the right to demand immediate
         payment in full of the  purchase  price or any part  thereof  remaining
         unpaid.

         The payment due September 1, 2004 has not been made.

                                                                              8.
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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 9, 2004 (March 26, 2004)

                               SONIC MEDIA, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

              Nevada                                            680507505
-------------------------------      ------------           -------------------
(State or other jurisdiction of      (Commission              (IRS Employer
 Incorporation or organization)      File Number)           Identification No.)

                   23091 Timberline Way, Lake Forest, CA 92630
               (Address of principal executive office) (Zip Code)

       Registrant's telephone number, including area code: (949) 455-9412

          (Former name or former address, if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

On February 10, 2004, Sonic Media, Inc. announced its intention to acquire all
of the issued and outstanding shares of Global Botanics, Inc., a corporation
organized under the laws of Niue ("GBI"). On March 26, 2004, Sonic Media, Inc.
executed a stock purchase agreement with the stockholders of GBI ("Stock
Purchase Agreement").

GBI owns U.S. Patents 5,837,252; 5,945,106; 6,004,559 and 6,039,955. These
patents relate to the production and use of proprietary extracts from the North
American plant species, Larrea tridentata. The current patented technology
covers extraction and purification technologies as well as utility of extracts
as antiviral, anti-inflammatory, antimicrobial and antioxidant agents. Specific
claims allowed in the issued patents include: a method of treating herpes
lesions and herpes viruses in humans using an effective amount of an extract of
Larrea tridentata; a method of treating herpes viruses and symptomatic herpes
virus lesions of the group: herpes simplex 1 (cold sores), herpes simplex 2
(genital herpes), varicella-zoster virus (chickenpox and shingles), human herpes
virus 4 (Epstein-Barr virus, mononucleosis), human herpes virus 5
(cytomegalovirus), human herpes viruses 6 and 7 (roseoloviruses), and herpes
virus 8 (Kaposi's sarcoma); stimulation of human immune system function; a
herpes treatment agent comprising a formulation of Larrea tridentata; and an
agent for treatment of inflammation and inflammatory disease comprising a
formulation of Larrea tridentata. In addition to the existing patents, GBI will
aggressively prosecute pending patent applications to secure final issuance of
multiple U.S. and international patents, which expand on the already patented
technologies. The patents are currently licensed on a non-exclusive basis to
Larrearx, Inc. for medically related consumer products.

The terms of the Stock Purchase Agreement require Sonic Media, Inc. to issue
three million five hundred thousand (3,500,000) shares of restricted common
stock on a pro-rata basis to the shareholders of GBI. The value of the shares of
GBI were based on current and projected sales by the current technology
licensee, projected by GBI to result in profits of $5.2 million in year 1, $10.5
million in year 2, and $19.3 million in year 3. Also, based on the current
portfolio of marketing license agreements, management believes that GBI's
revenue growth will approximate 50% in the next 3 years.

There are no material relationships between Sonic Media, Inc., its officers,
directors or affiliates and GBI.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

Listed below are the financial statements, pro forma financial information and
exhibits, if any, filed as a part of this report.

(a) Financial Statements of the Business Acquired.

Any required financial statements will be filed by amendment to this Form 8-K by
no later than June 4, 2004.

(b) Pro Forma Financial Information.

Any required pro forma financial information will be filed by amendment to this
Form 8-K not later than May 30, 2004.

(c) Exhibits

       2.1    Stock Purchase Agreement dated as of March 26, 2004, between the
              Company and the stockholders of GBI, Inc.
SIGNATURE

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.

SONIC MEDIA, INC.

By: /s/ David Kalenuik
--------------------------
David Kalenuik, President

Dated: April 9, 2004
GLOBAL BOTANICS INC.

                              FINANCIAL STATEMENTS

                                 APRIL 30, 2004
GLOBAL BOTANICS INC.
CONTENTS

APRIL 30, 2004

                                                                          PAGE
                                                                          ----

AUDITORS' REPORT                                                            1

FINANCIAL STATEMENTS
    Balance Sheet                                                           2
    Statement of Operations                                                 3
    Statement of Stockholders' Equity                                       4
    Statement of Cash Flows                                                 5
    Notes to the Financial Statements                                     6 - 8
AUDITORS' REPORT

To the Directors of:
Global Botanics Inc.

We have audited the balance  sheet of Global  Botanics Inc. as at April 30, 2004
and the  statement of  operations,  stockholders'  equity and cash flows for the
period  from date of  incorporation,  May 16,  2003,  to April 30,  2004.  These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform an audit to obtain reasonable assurance whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management,  as well as  evaluating  the  overall  financial
statement  presentation.  We believe that our audit provides a reasonable  basis
for our opinion.

In our opinion,  based on our audit, these financial  statements present fairly,
in all material respects,  the financial position of the Company as at April 30,
2004 and the results of its  operations  and cash flows for the period from date
of incorporation,  May 16, 2003, to April 30, 2004 in conformity with accounting
standards generally accepted in the United States of America.

Chartered Accountants
Langley, British Columbia, Canada
September 21, 2004

                                                                              1.
GLOBAL BOTANICS INC.
BALANCE SHEET

--------------------------------------------------------------------------------
AS AT APRIL 30,                                                         2004
--------------------------------------------------------------------------------

ASSETS
CURRENT
    Cash                                                            $     4,500
    Accounts receivable                                                  59,000
--------------------------------------------------------------------------------
                                                                         63,500
PATENTS (Note 4)                                                        986,111
--------------------------------------------------------------------------------
                                                                    $ 1,049,611
================================================================================

LIABILITIES

CURRENT
    Accounts payable and accrued liabilities                        $    67,800
--------------------------------------------------------------------------------

STOCKHOLDERS' EQUITY
    Common stock, $1.00 par value:
        Authorized: 50,000 shares
        Issued: 50,000 shares                                            50,000
    Additional paid-in capital                                        1,150,000
    Deficit                                                            (218,189)
--------------------------------------------------------------------------------
                                                                        981,811
--------------------------------------------------------------------------------
                                                                    $ 1,049,611
================================================================================

CONTINGENT LIABILITY (Note 8)

APPROVED BY THE DIRECTORS:

___________  Director
___________  Director

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

                                                                              2.
GLOBAL BOTANICS INC.
STATEMENT OF OPERATIONS

--------------------------------------------------------------------------------
FOR THE PERIOD FROM DATE OF INCORPORATION, MAY 16, 2003, TO APRIL 30,    2004
--------------------------------------------------------------------------------

SALES                                                                $  152,000
COST OF SALES                                                           126,000
--------------------------------------------------------------------------------
GROSS PROFIT                                                             26,000
--------------------------------------------------------------------------------

GENERAL EXPENSES
    Amortization of patents                                              13,889
    Consulting fees                                                      20,000
    Bank charges                                                            300
    Professional fees                                                    10,000
--------------------------------------------------------------------------------
                                                                         44,189
--------------------------------------------------------------------------------
LOSS FROM OPERATIONS                                                    (18,189)
LOSS ON DEBT SETTLEMENT (Note 5)                                       (200,000)
--------------------------------------------------------------------------------
NET LOSS, BEING DEFICIT                                              $ (218,189)
================================================================================

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

                                                                              3.
GLOBAL BOTANICS INC.
STATEMENT OF STOCKHOLDERS' EQUITY
------------------------------------------------------------------------------------------------------
FOR THE PERIOD FROM DATE OF INCORPORATION, MAY 16, 2003, TO APRIL 30, 2004
------------------------------------------------------------------------------------------------------

                                         Common Stock
                                     -------------------    Additional                       Total
                                       Number                Paid-In                     Stockholders'
                                     of Shares   Amount      Capital         Deficit         Equity
------------------------------------------------------------------------------------------------------
Issue of common stock for debt
  assumption on organization of
  the Company                          50,000  $  50,000   $ 1,150,000    $        --   $  1,200,000
Net loss for the period                    --         --            --       (218,189)      (218,189)
------------------------------------------------------------------------------------------------------
Balance April 30, 2004                 50,000  $  50,000   $ 1,150,000    $  (218,189)  $    981,811
======================================================================================================
The accompanying notes are an integral part of these financial statements.

                                                                              4.
GLOBAL BOTANICS INC.
STATEMENT OF CASH FLOWS

--------------------------------------------------------------------------------
FOR THE PERIOD FROM DATE OF INCORPORATION, MAY 16, 2003, TO APRIL 30,   2004
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CASH FLOWS (USED IN) PROVIDED BY:
OPERATING ACTIVITIES
    Net loss                                                        $  (218,189)
    Adjustments for items not affecting cash:
        Amortization of patents                                          13,889
        Loss on debt settlement                                         200,000
    Changes in non-cash working capital balances:
        Accounts receivable                                             (59,000)
        Accounts payable and accrued liabilities                         67,800
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INCREASE IN CASH, BEING CASH ENDING                                 $     4,500
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SUPPLEMENTAL INFORMATION
Cash paid during the to:
    Interest                                                        $        --
    Income taxes                                                    $        --

NON-CASH TRANSACTIONS
    Common stock issued to settle debt                              $ 1,200,000
    Acquisition of patents for debt                                 $ 1,000,000

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

                                                                              5.
GLOBAL BOTANICS INC.
NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2004
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1.       NATURE OF BUSINESS

         The Company was incorporated May 16, 2003 under the laws of the country
         of Niue as an  international  business  company.  The Company is in the
         business of  harvesting,  producing  and licensing  Virastatin  (TM), a
         multifunctional  ingredient  produced according to patented  extraction
         and purification technologies.

2.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         The  financial   statements  of  the  Company  have  been  prepared  in
         accordance with accounting  principles generally accepted in the United
         States.  Because a precise determination of many assets and liabilities
         is  dependent  upon  future  events,   the   preparation  of  financial
         statements for a period necessarily involves the use of estimates which
         have been made using careful judgement.

         The financial statements have, in management's  opinion,  been properly
         prepared  within  reasonable  limits  of  materiality  and  within  the
         framework of the accounting policies summarized below:

         (a)      Revenue  recognition  Revenue  is  recognized  on the sale and
                  transfer of goods and services.

         (b)      Foreign currencies

                  The  functional  currency of the Company is the United  States
                  dollar. Transactions in foreign currencies are translated into
                  United   States   dollars  at  the  rates  in  effect  on  the
                  transaction   date.   Exchange  gains  or  losses  arising  on
                  translation  or  settlement  of foreign  currency  denominated
                  monetary items are included in the statement of operations.

         (c)      Financial instruments

                  The Company's financial  instruments consist of cash, accounts
                  receivable and accounts payable and accrued liabilities.

                  Management  is of the opinion  that the Company is not subject
                  to  significant  interest,  currency  or  credit  risks on the
                  financial  instruments included in these financial statements,
                  except as noted.  The fair  market  values of these  financial
                  instruments approximate their carrying values.

         (d)      Income taxes

                  The  Company  follows  the  asset  and  liability   method  of
                  accounting for income taxes. Under this method,  current taxes
                  are recognized for the estimated  income taxes payable for the
                  current period.

                  Deferred  income  taxes are  provided  based on the  estimated
                  future tax effects of temporary  differences between financial
                  statement carrying amounts of assets and liabilities and their
                  respective  tax  bases  as  well  as  the  benefit  of  losses
                  available  to be  carried  forward  to  future  years  for tax
                  purposes.

                  Deferred tax assets and liabilities are measured using enacted
                  tax rates that are expected to apply to taxable  income in the
                  years in which those temporary  differences are expected to be
                  covered  or  settled.  The effect on  deferred  tax assets and
                  liabilities  of  a  change  in  tax  rates  is  recognized  in
                  operations in the period that  includes the enactment  date. A
                  valuation  allowance  is recorded for deferred tax assets when
                  it is more likely than not that such  deferred tax assets will
                  not be recognized.

         (e)      Cash and cash equivalents

                  The Company  considers all short-term  investments,  including
                  investments in certificates  of deposit,  with a maturity date
                  at  date  of  purchase  of  three  months  or  less to be cash
                  equivalents.

                                                                              6.
GLOBAL BOTANICS INC.
NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2004
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2.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED

         (f)      Patents

                  The Company  amortizes  the cost of acquired  patents over the
                  lesser of the life of the  patent or the  estimated  period of
                  benefit. The patents are being amortized over twelve years.

         (g)      Deferred charges

                  Deferred  charges  include debt  discount  and issue  expenses
                  which  are  amortized  on  a  straight-line   basis  over  the
                  applicable period.

         (h)      Impairment of assets

                  The Company  evaluates the  recoverability of patents whenever
                  events or changes in circumstances  indicate that the carrying
                  value  may  not be  recoverable.  The  Company  recognizes  an
                  impairment   loss   related  to   patents  if  the   projected
                  undiscounted  future  cash  flows is less  than  the  carrying
                  amounts.  The  amount of the  impairment  charge,  if any,  is
                  measured  equal to the excess of the  carrying  value over the
                  asset's  fair  value,  generally  determined  using the future
                  operating cash flows discounted at the Company's  average rate
                  of cost of funds.  The  assessment  of the  recoverability  of
                  patents will be impacted if estimated future cash flows differ
                  from those estimates.

3.       COMMON STOCK

         During the current year,  50,000 shares were issued to the shareholders
         in exchange for their assuming the $1,200,000 debt obligation  relating
         to the purchase of patents (see Note 4).

4.       PATENTS

                                                ACCUMULATED            NET
                             COST               AMORTIZATION          2004
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         Patents          $1,000,000              $ 13,889        $  986,111
================================================================================

         During  the  year,  the  Company  entered  into a  technology  purchase
         agreement  (the  "agreement")  with Larrea  Corp.,  Ltd.  ("Larrea") to
         purchase four patents  relating to  pharmaceutical,  nutriceutical  and
         cosmetic products derived from extract of Larrea Tridentata.

         The purchase price per the agreement is $1,200,000,  payable in monthly
         amounts as per the payment schedule beginning  September 1, 2004 and is
         without  interest.  The purchase price will be reduced to $1,000,000 if
         paid in full by August 1, 2005. As a result of this clause, the patents
         have been valued at $1,000,000  and the Company has recorded a $200,000
         deferred charge relating to imputed interest on the purchase price.

         Under the terms of the agreement,  the patent assignment  documents are
         held in escrow by Larrea's patent attorney until the time that one-half
         of the total amount due to Larrea has been paid.  Upon receipt of funds
         totaling  $600,000,  the  assignment  documents  will be filed with the
         United States Patent and Trademark Office.

                                                                              7.
GLOBAL BOTANICS INC.
NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2004
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5.       LOSS ON DEBT SETTLEMENT
                                                                        2004
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         Debt arising on purchase of patents (Note 4)              $  1,200,000
         Less: imputed interest included in debt                        200,000
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                                                                      1,000,000
         Common stock issued to settle debt                           1,200,000
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         Loss on debt settlement                                   $   (200,000)
================================================================================

6.       SUBSEQUENT EVENTS

         Subsequent to year end all of the issued and outstanding  capital stock
         of  the  Company  were   transferred  by  the  shareholders  to  Larrea
         Biosciences  Corporation.   In  exchange,  the  Company's  shareholders
         received  3,500,000  restricted  common  shares of  Larrea  Biosciences
         Corporation.  A  director  of  Larrea  Biosciences  Corporation  is the
         inventor of the patents acquired as set out in Note 4.

7.       ECONOMIC DEPENDENCE

         All of  the  Company's  sales  are to one  customer  and  all of  their
         purchases are made from one supplier.

8.       CONTINGENT LIABILITY

         The  shareholders  of the Company agreed to assume the $1,200,000  debt
         relating to the purchase of the patents in the current year (Note 4) in
         exchange for 50,000 shares of the Company.  If the shareholders fail to
         meet  the  debt  repayment   schedule  as  per  the  original  purchase
         agreement, the Company may be liable for the outstanding balance of the
         debt.

         The technology  purchase  agreement (Note 4) provides that in the event
         Global  Botanics Inc.  ("GBI")  defaults in the payment of the purchase
         price, including any installment payment when due, Larrea shall provide
         GBI with written  notice of such default and GBI shall have thirty days
         to cure such default. In the event GBI does not cure the default within
         the thirty day cure  period,  Larrea will have the right to declare the
         agreement  in  default  and  pursue  all legal  remedies  available  to
         creditors, including, without limitation, the right to demand immediate
         payment in full of the  purchase  price or any part  thereof  remaining
         unpaid.

         The payment due September 1, 2004 has not been made.

                                                                              8.