10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2008

q TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______________ to _____________

Commission file number 005-82677

IMMUNOSYN CORPORATION

(Exact name of Registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization) 20-5322896 (IRS Employer Identification No.)

4225 Executive Square, Suite 260, La Jolla, CA92037

(Address of principal executive offices) (Zip Code)

(858)200-2320

(Registrant’s telephone number, including area code)

Indicate by checkmark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes [X] No q

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.  See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act). (Check one):

Large Accelerated Filer [   ] Accelerated Filer [   ] Non-Accelerated Filer [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes x No [  ]

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:  As of November 10, 2008, the Company had 272,176,814 issued and outstanding shares of common stock.

*Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.  See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act). (Check one):

Large accelerated filer	[   ]	Accelerated filer	[   ]
Non-accelerated filer	[   ]	Smaller reporting company	[X]

(Do not check if a smaller reporting company)

1

PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements.

Immunosyn Corporation

(A Development Stage Company)

Balance Sheets

(unaudited)

	September 30, 2008		December 31, 2007
ASSETS
Current Assets
Cash	$	309		24,115
Prepaid Expenses		9,100		51,480
Total Current Assets		9,409		75,595
Property and equipment		4,289		5,254
License rights		400,000		400,000
Deposits		6,303		4,642
Total Assets	$	420,001		485,491
LIABILITIES AND SHAREHOLDERS’ DEFICIT
Current Liabilities
Accounts payable	$	276,702		151,693
AC – IL Unemployment Tax		768		-
Accrued expense		6,800		16,717
Advances from affiliates		858,174		640,708
Total Current Liabilities		1,142,444		809,118
Shareholders’ Deficit
Common stock, $0.0001 par value, 425,000,000 shares authorized, 272,176,814 and                       272,000,000 shares issued and outstanding, respectively		27,218		27,200
Additional paid-in capital		1,070,230		477,773
Deficit accumulated during the development stage		(1,819,891)		(828,600)
Total Shareholders’ Deficit		(722,443)		(323,627)
Total Liabilities and Shareholders’ Deficit	$	420,001		485,491

See notes to unaudited financial statements

2

Immunosyn Corporation

(A Development Stage Company)

Statements of Expenses

(unaudited)

	Three Months Ended September 30, 2008		Three Months Ended September 30, 2007		Nine Months Ended September 30, 2008		Nine Months Ended September 30, 2007		August 3, 2006 (inception) Through September 30, 2008
EXPENSES
General & administrative	$	141,051	$	112,850	$	946,567		346,588	$	1,749,107
Interest expense		16,034		6,731		44,724		15,255		70,784
NET LOSS	$	(157,085)	$	(119,581)	$	(991,291)		(361,843)	$	(1,819,891)
Net loss per share, basic and diluted	$	(0.00)	$	(0.00)	$	(0.00)	$	(0.00)	$	N/A
Weighted average number of common shares outstanding		272,164,837		272,000,000		272,033,560		272,000,000		N/A

See notes to unaudited financial statements

3

Immunosyn Corporation

(A Development Stage Company)

Statements of Cash Flows

(unaudited)

	Nine Months Ended September 30, 2008		Nine Months Ended September 30, 2007		August 3, 2006 (inception) Through September 30, 2008
Cash flows from operating activities:
Net loss	$	(991,291)	$	(361,843)	$	(1,819,891)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		964		858		2,144
Imputed interest on advances from affiliates		44,725		15,255		70,785
Services rendered for stock		547,751				614,163
Changes in:
Prepaid expenses		42,380		(528)		(9,100)
Deposits		(1,661)				(6,303)
Accounts payable		116,317		7,107		(268,010)
Accrued expenses		(9,149)				7,568
Net cash used in operating activities		(249,964)		(339,151)		(872,624)
Cash flows from investing activities:
Purchase of property and equipment				(6,433)		(6,433)
Net cash used in investing activities:		-		(6,433)		(6,433)
Cash flows from financing activities:
Advances from affiliates		226,158		347,487		866,866
Sale of common stock		-		-		12,500
Net cash provided by financing activities		226,158		347,487		879,366
Net change in cash		(23,806)		1,903		309
Cash at beginning of period		24,115		9,232		-
Cash at end of period	$	309	$	11,135	$	309
Supplemental Disclosures
Cash paid for interest	$	-	$	-	$	-
Cash paid for income taxes	$	-	$	-	$	-
Non-Cash Investing and Financing Activities
Stock issued for license rights	$	-	$	-	$	400,000

See notes to unaudited financial statements

4

Immunosyn Corporation

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

(unaudited)

NOTE 1 – BASIS OF PRESENTATION

The accompanying unaudited interim financial statements of Immunosyn Corporation have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with Immunosyn’s audited 2007 year end financial statements and notes thereto contained in Immunosyn’s Annual Report on Form 10-KSB filed with the Securities and Exchange Commission.  In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period have been reflected herein.  The results of operations for interim periods are, however, not necessarily indicative of the results to be expected for the full year.  Notes to the financial statements which substantially duplicate the disclosure contained in the audited financial statements for fiscal 2007 as reported in the Company’s Annual Report on Form 10-KSB have been omitted.

NOTE 2 – GOING CONCERN

During the nine months ended September 30, 2008 and since inception, Immunosyn has been unable to generate cash flows sufficient to support its operations and has been dependent on advances from its affiliates.  Advances from affiliates have not been sufficient to cover the Company’s expenses including the salary of its Chief Executive Officer which the Company has been unable to pay since August 2008.  In addition to negative cash flow from operations, Immunosyn has experienced recurring net losses, and has a negative working capital.

These factors raise substantial doubt about Immunosyn’s ability to continue as a going concern.  The financial statements do not include any adjustments that might be necessary if Immunosyn is unable to continue as a going concern.

NOTE 3 – ADVANCES FROM AFFILIATES

Since inception, Immunosyn has borrowed $849,615 from Argyll Equities, LLC and Argyll Biotechnologies, LLC who together own approximately 60% of Immunosyn’s common stock.  These advances are unsecured and are to be repaid on demand.  Interest expense in the amount of $44,724 was imputed using an interest rate of 7.5% for the nine months ended September 30, 2008 and is included in additional paid in capital.  Advances from Stephen D. Ferrone, CEO and President of Immunosyn, in the amount of $8,559 are due and payable on demand.  These advances are unsecured and carry no interest rate.

NOTE 4 – COMMON STOCK

During the nine months ended September 30, 2008, Immunosyn issued 6,814 shares of restricted common stock to The Blaine Group pursuant to a contract entered into on October 12, 2007 for The Blaine Group to provide financial relations and investor relations services to Immunosyn.  The total value of such shares is $13,501.

Immunosyn issued 150,000 shares of restricted common stock on August 14, 2008 to First Montauk Securities Corp. or its designated affiliates pursuant to an advisory agreement entered into on April 23, 2008 for First Montauk to provide financial advisory services to Immunosyn.  The total value of such shares is $524,750.

On September 29, 2008, Immunosyn entered into an agreement with Bear Creek Advisors, LLC to receive services in exchange for 10,000 shares of restricted common stock.  These total value of such shares is $9,500.

NOTE 5 – COMMITMENTS AND CONTINGENT LIABILITIES

On October 12, 2007, Immunosyn agreed to a 12 month contract with The Blaine Group, Inc. (TBG) for TBG to undertake a national financial public relations and investors relations campaign for Immunosyn.  As part of this contract, TBG agreed to handle all public relations matters, as agreed upon, for Immunosyn.  This contract shall continue until terminated by either party with thirty days written notice.  Immunosyn agreed to pay TBG $10,000 as a monthly retainer fee.  $8,500 of this retainer is payable in cash and $1,500 in restricted stock to be valued at current market value on the date of issue.

5

Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Overview

Immunosyn Corporation (“Immunosyn” or the “Company”) is a development stage company that was formed in August 2006 and is headquartered in La Jolla, California.  In September 2006, it executed an exclusive license agreement with an affiliated company, Argyll Biotechnologies, LLC (“Argyll Biotech”), in exchange for 147,000,000 shares of its Common Stock or approximately 53.44% of the outstanding shares of the Company’s Common Stock.  The license agreement was amended and restated in October 2007.  Pursuant to the terms of the license agreement, as amended, the Company has an exclusive worldwide license to market, distribute and sell a biopharmaceutical drug product, currently referred to as SF-1019, for multiple uses including the treatment of a variety of diseases, subject to the receipt of appropriate regulatory approval in each jurisdiction where SF-1019 will be marketed.  Under the terms of its exclusive license, Immunosyn also has a right of first offer to extend its exclusive license to include variants of SF-1019 that may be approved by various regulatory authorities for treatment of other diseases and pathologies.  Argyll Biotech is responsible for all research and product development, clinical testing, regulatory approvals, production and product support.  In accordance with the amended license agreement, the parties agreed that the cost of SF-1019 to the Company will be 40% of the gross sales price of SF-1019 as sold to a third party customer by the Company.

As a sales, marketing, and distribution channel for SF-1019, Immunosyn’s primary business strategy is to build a sales and marketing force and related resources so that if SF-1019 is approved for human use it can be sold; and secondly, to increase awareness and acceptance of SF-1019 in the medical community.

As of the date of this report, we have no revenue and limited operations.  Our ability to obtain additional funding will determine our ability to continue as a going concern.  We have one principal asset, our exclusive license from Argyll Biotech, and one full-time employee – a Chief Executive Officer hired in October 2007 -- and one part-time employee -- a Chief Financial and Accounting Officer.  We have not had sufficient cash to pay our Chief Executive Officer since August 2008.  We do not expect to commence full scale operations or generate revenues unless and until Argyll Biotech completes development and obtains regulatory approval for SF-1019.  Since incorporation, we have not made any significant purchases or sale of assets, nor have we been involved in any mergers, acquisitions or consolidations.

Plan of Operation

At September 30, 2008, the Company had an accumulated deficit of $1,819,891 and a working capital deficit of $(1,133,035).  Based on its current cash balance, management believes the Company cannot build its operations.  Currently, an affiliated company provides general support services to the Company, without charge.  In addition, since inception, the Company has borrowed $858,174 from Argyll Equities LLC and Argyll Biotech who together own approximately 60% of the Company’s Common Stock.  These advances are unsecured and will be repaid on demand.  See Note 3 of Notes to Financial Statements.  In October 2007, the Company hired both a Chief Executive Officer and a Chief Financial Officer (who has since left the Company).  The Company has advances from the CEO as well which are due and payable.  In addition, the Company owes the CEO for salary since August 2008.  See Note 3 of Notes to Financial Statements.  The Company needs additional financing to continue its operations and may raise funds in the future privately or publicly.  This may be difficult to accomplish in the current economic climate.  The Company has listed its Common Stock on the OTC Bulletin Board and trading commenced on October 26, 2007.

The Company intends to raise working capital through one or more financings to meet the following requirements:

· paying current administrative staff;

· hiring staff, a full-time controller and five sales and marketing personnel;

· purchasing capital equipment, including securing its principal offices, both executive and sales, and distribution facilities;

· monitoring the progress of the research and development effort conducted by Argyll Biotech;

· developing a marketing plan for the sale and distribution of SF-1019;

· hiring industry consultants to assist in developing a channel strategy for sales and marketing of SF-1019, including direct sales, third party distributors, and strategic partnerships;

· developing market awareness in the patient and medical community and educating those effected with various diseases including CIDP, diabetic neuropathy and diabetic ulcers and other diseases; and

· selecting and compensating board members.

6

The Company requires substantial future sources of capital in order to meet such anticipated expenditures and to continue its operations during the period Argyll Biotech seeks regulatory approval from the United States Food and Drug Administration (the “FDA”) and foreign regulatory authorities.  The Company currently anticipates this process to be between three and five years and the amount of funds required to be between $14 million and $24 million.

The Company believes that significant funding will be required to provide adequate sources of working capital during that period.  There can be no assurance that the Company will be able to raise any or all the capital required for its operations.  Failure to obtain future financing will require the Company to delay or substantially curtail its operations or close its business, resulting in a material adverse effect on the Company.

Off Balance Sheet Arrangements

None.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

Item 4T.  Controls and Procedures.

Controls and Procedures

The Company’s management is responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended) that are designed to ensure that information required to be disclosed by the Company in reports it files or submits under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to the Company’s management, including the Company’s Chief Executive Officer and Chief Financial and Accounting Officer, as appropriate, to allow timely decisions regarding required disclosures.  In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.  As of the end of the period covered by this report, and under the supervision and with the participation of management, including its Chief Executive Officer and Chief Financial and Accounting Officer, who are responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act, management evaluated the effectiveness of the design and operation of these disclosure controls and procedures.  Based on this evaluation and subject to the foregoing, the Company’s Chief Executive Officer and Chief Financial and Accounting Officer concluded that the Company’s disclosure controls and procedures are not effective because there are material weaknesses in the Company’s internal control over financial reporting.  A material weakness is a deficiency, or a combination of control deficiencies, in internal control over reporting such that there is a reasonable possibility that a material misstatement of Immunosyn’s annual or interim financial statements will not be prevented or detected on a timely basis.

The material weakness relates to the monitoring and review of work preformed by Immunosyn’s Chief Financial and Accounting Officer in the preparation of audit and financial statements, footnotes and financial data provided to Immunosyn’s registered public accounting firm in connection with the annual audit.  All of Immunosyn’s accounting functions including financial reporting are carried out by our Chief Financial and Accounting Officer with review functions provided by our Chief Executive Officer and we do not have an audit committee at this time.  The lack of accounting staff results in a lack of segregation of duties and technical accounting experience necessary for an effective internal control system.

Immunosyn recognizes the importance of internal controls.  As Immunosyn is currently a development stage company with limited ongoing financial operations, management is making an effort to mitigate this material weakness to the fullest extent possible.  At present this is done by having the Chief Executive Officer review Immunosyn’s financial statements, account reconciliations and accounts payable reports that have been prepared by Chief Financial and Accounting Officer for reasonableness.  All unexpected results are investigated.  At any time, if it appears that any control can be implemented to continue to mitigate such weakness, it will be immediately implemented.  As Immunosyn grows in size and as its finances allow, management will hire sufficient accounting staff and implement appropriate procedures for monitoring and review of work performed by our Chief Financial and Accounting Officer.

Changes in Internal Controls

During the quarter ended September 30, 2008, there have not been any changes in the Company’s internal controls that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.  However, please note the discussion above.

7

PART II – OTHER INFORMATION

Item 1.  Legal Proceedings.

Pursuant to a subpoena dated January 20, 2006 issued by the Securities and Exchange Commission to an affiliate of Argyll Biotech in proceedings captioned In the Matter of Directors Financial Group, Ltd. and In The Matter of Prime Bank Securities, and pursuant to subpoenas issued by the SEC to affiliates of Argyll Biotech on March 30, 2006 and to Immunosyn on December 15, 2006 in a proceeding captioned In The Matter of The Argyll Group, LLC, Immunosyn and its affiliates have been asked to produce all documents concerning a wide variety of topics including many related directly to Immunosyn. Immunosyn and Argyll Biotech’s affiliates actively cooperated with the SEC and produced documents responsive to these subpoenas, completing their responses in early August 2007.  The Directors Financial Group matter was resolved in June 2006 through a settlement between the SEC and the parties to the proceeding, and, accordingly, Immunosyn will not be required to respond further to that subpoena.  Immunosyn has had no further communication with the SEC regarding the remaining subpoenas since January 2007.

On December 19, 2007, a shareholder of Immunosyn, Leon S. Segen, commenced an action in the Southern District of New York derivatively on behalf of Immunosyn to recover alleged short-swing profits from several alleged statutory insiders of Immunosyn, including Immunosyn officer and director Douglas A. McClain Jr. This action is in the discovery phase.  The action includes Immunosyn as a nominal defendant only and does not allege any claims of liability against Immunosyn.

On March 19, 2008, a shareholder of the Company, Deborah Donoghue, commenced two actions - -- one in the U.S. District Court for the Southern District of California and the other in the U.S. District Court for the Southern District of New York – derivatively on behalf of the Company to recover alleged short-swing profits from several alleged statutory insiders of the Company, including Company officer and director Douglas A. McClain Jr.  The actions include the Company as a nominal defendant only and do not allege any claims of liability against the Company.  Donoghue withdrew the New York action in April 2008 and the California action has been stayed pending resolution of the related earlier-filed action by shareholder Leon Segen currently pending in the Southern District of New York.

On or about July 27, 2006, Daval International Limited filed suit in the High Court of Justice, Chancery Division in London, England against Argyll Biotech and seven of Argyll Biotech’s research scientists and others, including Douglas McClain, Sr., seeking an injunction and damages or an account of profits based on allegations of breach by the scientists and Mr. McClain of confidentiality agreements with Daval, breaches by such persons of their fiduciary duties and conspiracy by Argyll Biotech and certain of its shareholders to wrongfully disclose and use Daval’s alleged trade secrets. Argyll Biotech has filed its defenses and continues to investigate the merits of the suit and the basis of its defenses including, among other grounds, that one of the active ingredients in SF-1019 disclosed in Argyll Biotech’s 603 Application is based on independent research by Argyll Biotech’s research scientists, and the method of producing SF-1019 is materially different from Daval’s process. The action is listed for trial in the UK in January 2009. Immunosyn is not involved in this litigation.

Item 1A.  Risk Factors.

Reference is made to Item 1A (the Risk Factors section) in the Company’s Annual Report on Form 10-KSB for the fiscal year ended December 31, 2007 previously filed with the Securities and Exchange Commission.

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

(a)           The Company did not sell any unregistered equity securities during the three months ended September 30, 2008.  As previously reported, the Company has agreed to pay The Blaine Group $1,500 per month in restricted common stock of the Company, Basic Investors, Inc. up to 10,000 shares of restricted common stock of the Company, First Montauk Securities Corp. 150,000 shares of restricted common stock of the Company and Bear Creek Advisors, LLC 10,000 shares of restricted common stock and the Company accrued a liability for such shares due to The Blaine Group, Basic Investors, First Montauk Securities and Bear Creek Advisors during the three months ended September 30, 2008.  See Note 4 of Notes to Financial Statements.

(b)           Not Applicable

(c)           Not Applicable

Item 3.  Defaults Upon Senior Securities.

None.

8

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

None.

Item 5.  Other Information.

(a)           A Physician Sponsored IND Application to the Food and Drug Administration in the U.S. for a Phase II Clinical Trial for Multiple Sclorosis utilizing SF-1019 has been submitted.  If the submitting doctor is successful in gaining approval for his Clinical Trial, Argyll Biotech intends to supply SF-1019 at no cost to the physician for use in the trial. The FDA response timeline guidance would suggest that it would take approximately three to six months from the date of submission until approval and commencement of a trial for MS.

(b)           Not applicable.

Item 6.  Exhibits.

The following exhibits are filed with, or incorporated by reference into, this Report.

Exhibit Number	Description	Page No.
31.1*	Certification of Stephen D. Ferrone, Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Douglas A. McClain Jr., Chief Financial and Accounting Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Certification of Stephen D. Ferrone, Chief Executive Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Certification of Douglas A. McClain Jr., Chief Financial and Accounting Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*           Exhibit filed with this Report.

9

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.

Dated:  November 14, 2008

IMMUNOSYN CORPORATION
By:	/s/ Douglas A. McClain Jr.
	Douglas A. McClain Jr. Chief Financial and Accounting Officer

10

EXHIBIT INDEX

Exhibit Number	Description	Page No.
31.1*	Certification of Stephen D. Ferrone, Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Douglas A. McClain Jr., Chief Financial and Accounting Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Certification of Stephen D. Ferrone, Chief Executive Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Certification of Douglas A. McClain Jr., Chief Financial and Accounting Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

11

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Stephen D. Ferrone, Chief Executive Officer, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Immunosyn Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the consolidated financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a 15(e) and 15d-15(e)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  November 14, 2008 /s/ Stephen D. Ferrone

Stephen D. Ferrone

Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Douglas A. McClain Jr., Chief Financial Officer, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Immunosyn Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the consolidated financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a 15(e) and 15d-15(e)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  November 14, 2008 /s/ Douglas A. McClain Jr.

Douglas A. McClain Jr.

Chief Financial and Accounting Officer

EX-32.1

Exhibit 32.1

IMMUNOSYN CORPORATION

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with this quarterly report of Immunosyn Corporation (the “Company”) on Form 10-Q for the quarter ended September 30, 2008 (the “Report”), I, Stephen D. Ferrone, Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter 63, Section 1350 of the United States Code, that to the best of my knowledge:

(1)           The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable,of the Securities Exchange Act of 1934, and

(2)           The information contained in the Report fairly presents, in all material respects, the consolidated financial condition and results of operations of the Company at the dates and for the periods indicated.

This Certification has not been, and shall not be deemed, “filed” with the Securities and Exchange Commission.

Date:  November 14, 2008 /s/ Stephen D. Ferrone

Stephen D. Ferrone

Chief Executive Officer

EX-32.2

Exhibit 32.2

IMMUNOSYN CORPORATION

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with this quarterly report of Immunosyn Corporation (the “Company”) on Form 10-Q for the quarter ended September 30, 2008 (the “Report”), I, Douglas A. McClain Jr., Chief Financial and Accounting Officer of the Company, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter 63, Section 1350 of the United States Code, that to the best of my knowledge:

(1)           The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable,of the Securities Exchange Act of 1934, and

(2)           The information contained in the Report fairly presents, in all material respects, the consolidated financial condition and results of operations of the Company at the dates and for the periods indicated.

This Certification has not been, and shall not be deemed, “filed” with the Securities and Exchange Commission.

Date:  November 14, 2008 /s/ Douglas A. McClain Jr.

Douglas A. McClain Jr.

Chief Financial and Accounting Officer