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

Lifevantage Corporation

(Exact name of registrant as specified in its charter)

Colorado		000-30489		90-0224471
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

6400 South Fiddler’s Green Circle, Suite 1970, Greenwood Village, CO 80111
(Address of principal executive offices)     (Zip Code)

Registrant’s telephone number, including area code: (720) 488-1711

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

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 (see General Instruction A.2. below):

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

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

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

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

 

 

Item 2.02 Results of Operations and Financial Conditions

     On May 14, 2007, Lifevantage Corporation issued a press release entitled, “Lifevantage Corporation Announces 3Q FY2007 Financial and Operating Results.” The press release is attached as Exhibit 99.1 hereto, which is furnished under Item 2.02 of this report and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

Item 7.01 Regulation FD Disclosure

     On May 14, 2007, Lifevantage Corporation issued a press release entitled, “Lifevantage Corporation Announces 3Q FY2007 Financial and Operating Results.” The press release is attached as Exhibit 99.1 hereto, which is furnished under Item 7.01 of this report and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01 Exhibits

(d)  Exhibits

       99.1 Press release, dated May 14, 2007, entitled, “Lifevantage Corporation Announces 3Q FY2007 Financial and Operating Results”.

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 thereunto duly authorized.

Date: May 14, 2007

Exhibit Index

Exhibit		Description
99.1		Press release, dated May 14, 2007, entitled, “Lifevantage Corporation Announces 3Q FY2007 Financial and Operating Results”.

Exhibit 99.1

FOR IMMEDIATE RELEASE		NEWS
May 14, 2007		OTCBB: LFVN

LIFEVANTAGE CORPORATION ANNOUNCES
3Q FY2007 FINANCIAL AND OPERATING RESULTS

GREENWOOD VILLAGE, Colorado — LifeVantage Corporation (OTCBB: LFVN), formerly Lifeline Therapeutics, Inc., maker of Protandim^®, today announced results for its third quarter ended March 31, 2007. For the three months ended March 31, 2007, the Company recorded net revenues of $1.0 million and a loss of $(0.6 million), or $(0.03) per share. For the three months ended December 31, 2006, the Company recorded net revenues of $1.1 million and a loss of $(1.8 million) or $(0.08) per share. For the three months ended March 31, 2006, the Company recorded net revenues of $1.4 million and a loss of $(0.7 million), or $(0.03) per share.

“We are beginning to realize the positive effects of the cost savings initiatives in the third fiscal quarter”, commented James J. Krejci, CEO. “While we continue to focus on sales, distribution and science, the cost cutting measures are expected to improve our bottom line”, he continued, “and we believe that we can effectively and efficiently operate at this reduced level of expenditure”.

The Company will hold a conference call to discuss the quarter on Tuesday, May 15, 2007 at 2:30 p.m. MT (4:30 p.m. ET). Interested parties may participate in the call by dialing 800-867-1054. A replay of the call will be available by telephone until May 22, 2007 at 800-405-2236 passcode 11089720#.

About Protandim^®

Protandim^® is a unique approach to antioxidant therapy. The patent-pending dietary supplement increases the body’s natural antioxidant protection by inducing naturally occurring protective enzymes, including superoxide dismutase (SOD) and catalase (CAT). Oxidative stress occurs as a person ages, when subjected to environmental stresses, or as an associated factor in certain illnesses. TBARS are laboratory markers for oxidative stress in the body. Data from a scientific study in men and women, sponsored by LifeVantage, show that after 30 days of taking Protandim^®, the level of circulating TBARS decreased an average of 40 percent. With continued use, the decrease was maintained at 120 days. For more information, please visit www.protandim.com.

About LifeVantage Corporation

LifeVantage Corporation is committed to helping people achieve health and wellness for life. For more information, please visit the Company’s web site at www.LifeVantage.com.

     This document contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company uses the words “anticipate,” “believe,” “could,” “should,” “estimate,” “expect,” “intend,” “may,” “predict,” “project,” “plan,” “target” and similar terms and phrases, including references to assumptions, to identify forward-looking statements. These forward-looking statements are based on the Company’s current expectations and beliefs concerning future events affecting the Company and involve known and unknown risks and uncertainties

that may cause the Company’s actual results or outcomes to be materially different from those anticipated and discussed herein. These risks and uncertainties include, among others, the risk that government regulators and regulations could adversely affect our business; future laws or regulations may hinder or prohibit the production or sale of our existing product and any future products; unfavorable publicity could materially hurt our business; and the Company’s ability to protect our intellectual property rights and the value of our product. These and other risk factors are discussed in greater detail in the Company’s Annual Report on Form 10-KSB under the caption “Risk Factors”, and in other documents filed the Company from time to time with the Securities and Exchange Commission. The Company cautions investors not to place undue reliance on the forward-looking statements contained in this document. All forward-looking statements are based on information currently available to the Company on the date hereof, and the Company undertakes no obligation to revise or update these forward-looking statements to reflect events or circumstances after the date of this document, except as required by law.

# # #

CONTACTS:

LifeVantage Corporation
James J. Krejci, CEO		Telephone: 720-488-1711		Fax: 303-565-8700

LIFEVANTAGE CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
March 31, 2007 and June 30, 2006

						(Audited)
		(Unaudited)				June 30, 2006
		March 31, 2007				(Restated)
ASSETS
Current assets
Cash and cash equivalents		$	724,508			$	228,112
Marketable securities, available for sale			—				3,008,573
Accounts receivable, net			389,916				107,892
Inventory			44,056				45,001
Deferred expenses			114,811				152,677
Deposit with manufacturer			414,912				555,301
Prepaid expenses			113,144				316,659
Total current assets			1,801,347				4,414,215
Property and equipment, net			130,626				245,000
Intangible assets, net			2,298,823				2,162,042
Deposits			320,440				316,621
TOTAL ASSETS		$	4,551,236			$	7,137,878
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable		$	333,404			$	613,833
Accrued expenses			403,916				399,305
Deferred revenue			802,958				1,144,950
Capital lease obligations, current portion			2,217				1,985
Total current liabilities			1,542,495				2,160,073
Long-term liabilities
Capital lease obligations, net of current portion			1,453				3,146
Total liabilities			1,543,948				2,163,219
Stockholders’ equity
Common stock, par value $.001, 250,000,000 shares authorized; 22,118,034 issued and outstanding			22,118				22,118
Additional paid-in capital			15,163,056				14,018,487
Accumulated (deficit)			(12,177,886	)			(9,010,339	)
Unrealized (loss) on securities available for sale			—				(55,607	)
Total stockholders’ equity			3,007,288				4,974,659
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	4,551,236			$	7,137,878

LIFEVANTAGE CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

		For the three months ended								For the nine months ended
		March 31,								March 31,
		2007				2006				2007				2006
Sales, net		$	995,274			$	1,390,623			$	4,207,518			$	6,066,967
Cost of sales			213,529				296,089				838,244				1,255,691
Gross profit			781,745				1,094,534				3,369,274				4,811,276
Operating expenses:
Marketing and customer service			504,616				697,644				2,605,616				2,672,031
General and administrative			806,878				997,339				3,606,824				3,103,982
Research and development			57,318				48,276				195,654				48,276
Depreciation and amortization			16,622				68,526				76,636				238,289
Total operating expenses			1,385,434				1,811,785				6,484,730				6,062,578
Operating (loss)			(603,689	)			(717,251	)			(3,115,456	)			(1,251,302	)
Other income and (expense):
Interest income (expense)			15,403				50,924				46,110				106,172
Loss on disposal of assets			—				—				(95,654	)			—
Other (expense)			5,953				(4,584	)			(2,547	)			(16,512	)
Net other income (expense)			21,356				46,340				(52,091	)			89,660
Net income (loss)		$	(582,333	)		$	(670,911	)		$	(3,167,547	)		$	(1,161,642	)
Net income (loss) per share, basic and diluted			($0.03	)			($0.03	)			($0.14	)			($0.05	)
Weighted average shares outstanding, basic and fully diluted			22,118,034				22,117,992				22,118,034				22,117,992