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): February 14, 2008

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 February 14, 2008, Lifevantage Corporation issued a press release entitled, “Lifevantage Corporation Announces 2Q FY 2008 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, as amended (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, as amended (the “Securities Act”) or the Exchange Act, regardless of any general incorporation language in such filing.

Item 7.01 Regulation FD Disclosure

     On February 14, 2008, Lifevantage Corporation issued a press release entitled, “Lifevantage Corporation Announces 2Q FY 2008 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 or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01 Exhibits

     99.1 Press release, dated February 14, 2008, entitled, “Lifevantage Corporation Announces 2Q FY 2008 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: February 14, 2008

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press release, dated February 14, 2008, entitled, “Lifevantage Corporation Announces 2Q FY 2008 Financial and Operating Results”.

Exhibit 99.1

FOR IMMEDIATE RELEASE		NEWS

February 14, 2008		OTCBB: LFVN

LIFEVANTAGE CORPORATION ANNOUNCES
2Q FY 2008 FINANCIAL AND OPERATING RESULTS

GREENWOOD VILLAGE, Colorado — LifeVantage Corporation (OTCBB: LFVN) http://www.lifevantage.com, maker of Protandim^®, today announced results for its second quarter ended December 31, 2007. For the three month period ended December 31, 2007, the Company recorded net revenues of $0.8 million and a loss of $(0.4) million, or $(0.02) per share. For the three month period 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 six month period ended December 31, 2007, the Company recorded net revenues of $1.6 million and a loss of $(0.7) million, or $(0.03) per share comparing to net revenues of $3.2 million and a loss of $(2.6) million, or $(0.12) per share for the six month period ended December 31, 2006.

LifeVantage President and CEO, David W. Brown, commented, “The cost containment programs implemented during the prior fiscal year have significantly improved the Company’s bottom line. The Company experienced positive cash flow from operations during both the three and six month periods ended December 31, 2007. This is the first time the Company had positive cash flow from operations in two years, since the Company’s second quarter ended December 31, 2005.” Mr. Brown added, “Our effort can now be directed to growing sales, enhancing distribution channels, and developing investor relations to enhance shareholder value.”

The Company’s Treasurer, Bradford Amman, continued, “In addition to the increase in cash flow from operations as a result of dramatic cost savings, the proceeds received from the issuance of convertible debentures in September and October 2007 provide LifeVantage with working capital to build sales and position the Company to achieve its goals.”

About Protandim^®

Protandim^® is a unique approach to fighting the effects of cell-damaging free radical molecules which advance the aging process, including many of the diseases of aging. The patented dietary supplement increases the body’s natural antioxidant protection by inducing the cells of the body to produce naturally occurring protective antioxidant enzymes, a process which is thousands of times more effective than traditional vitamin-mineral supplements. Free radical damage occurs when a person is subjected to environmental stresses and generally increases with age. Data from a peer-reviewed scientific study in men and women, sponsored by LifeVantage, show that after 30 days of taking Protandim^®, the level of circulating toxins produced by free radicals decreased an average of 40 percent, slowing the progressive aging factors to the level of a 20 year old. With continued use, the decrease was maintained at 120 days. For more information, please visit the Protandim^® product web site at www.protandim.com or contact Jan Strode at 619.890.4040.

About LifeVantage Corporation

LifeVantage Corporation is a publicly traded (OTCBB: LFVN), science based, natural products company, dedicated to helping people reach their health and wellness goals through science-based solutions to oxidative stress. Founded in 2003 and based in Colorado, LifeVantage develops nutraceutical products, including Protandim, that leverage the company’s expertise and that are intended to deliver significant health benefits to consumers. For more information, visit www.protandim.com or contact Jan Strode at (619) 890-4040.

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
Jan Strode, Investor Relations		Telephone: (619) 890-4040
Bradford Amman, Treasurer		Telephone: (720) 488-1711

LIFEVANTAGE CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS

		(Unaudited)				(Audited)
		December 31, 2007				June 30, 2007
ASSETS
Current assets
Cash and cash equivalents		$	142,036			$	160,760
Marketable securities, available for sale			1,475,000				—
Accounts receivable, net			151,567				398,463
Inventory			34,943				27,834
Deferred expenses			71,025				117,807
Deposit with manufacturer			329,236				388,791
Prepaid expenses			95,019				60,175
Total current assets			2,298,826				1,153,830
Property and equipment, net			80,036				108,915
Intangible assets, net			2,295,109				2,311,110
Deferred debt offering costs, net			236,089				—
Deposits			93,588				340,440
TOTAL ASSETS		$	5,003,648			$	3,914,295
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable		$	187,778			$	148,699
Accrued expenses			488,887				230,811
Deferred revenue			507,450				818,250
Capital lease obligations, current portion			2,037				2,301
Total current liabilities			1,186,152				1,200,061
Long-term liabilities
Capital lease obligations, net of current portion			—				846
Convertible debt			221,193				—
Total liabilities			1,407,345				1,200,907
Commitments and Contingencies			—				—
Stockholders’ equity
Preferred stock, par value $.001, 50,000,000 shares authorized; no shares issued or outstanding			—				—
Common stock, par value $.001, 250,000,000 shares authorized; 22,378,034 and 22,268,034 issued and outstanding as of December 31, 2007 and June 30, 2007, respectively			22,378				22,268
Additional paid-in capital			16,978,325				15,395,037
Accumulated (deficit)			(13,404,400	)			(12,703,917	)
Total stockholders’ equity			3,596,303				2,713,388
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	5,003,648			$	3,914,295

LIFEVANTAGE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

		For the three months ended								For the six months ended
		December 31,								December 31,
		2007				2006				2007				2006
Sales, net		$	796,409			$	1,136,763			$	1,603,733			$	3,212,244
Cost of sales			186,019				249,164				363,322				624,715
Gross profit			610,390				887,599				1,240,411				2,587,529
Operating expenses:
Marketing and customer service			388,673				1,068,185				663,121				2,101,000
General and administrative			478,982				1,392,320				904,522				2,799,946
Research and development			28,259				72,653				218,889				138,336
Depreciation and amortization			59,394				30,582				98,885				60,014
Loss on disposal of assets			—				93,854				—				93,854
Total operating expenses			955,308				2,657,594				1,885,417				5,193,150
Operating loss			(344,918	)			(1,769,995	)			(645,006	)			(2,605,621	)
Other income and (expense):
Interest income (expense), net			(56,861	)			5,155				(55,477	)			30,707
Other			—				(166	)			—				(10,301	)
Net other income (expense)			(56,861	)			4,989				(55,477	)			20,406
Net loss		$	(401,779	)		$	(1,765,006	)		$	(700,483	)		$	(2,585,215	)
Net loss per share, basic and diluted			($0.02	)			($0.08	)			($0.03	)			($0.12	)
Weighted average shares outstanding, basic and fully diluted			22,316,893				22,118,034				22,292,463				22,118,034