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, 2011

¨ TRANSITION REPORT PURSUANT TO SECTION 13 0R 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

Commission File Number: 000-51497

BIO-BRIDGE SCIENCE, INC.

(Exact name of registrant as specified in its charter)

Delaware		20-1802936
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

1801 South Meyers Road, Suite 220, Oakbrook Terrace, Illinois, 60181
(Address of principal executive offices, Zip Code)

(630) 613-9687

Check 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 ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ¨ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨

Accelerated filer ¨

Non-accelerated filer ¨

Smaller Reporting Company x

Indicate by check mark whether the registrant is a shell company: Yes ¨ No x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

46,133,245 Shares of Common Stock, Par Value $0.001 Per Share, Outstanding as of September 30, 2011.

BIO-BRIDGE SCIENCE, INC.

FORM 10-Q

For the Three and Nine Months Ended September 30, 2011 And 2010

TABLE OF CONTENTS

		Page
PART I – FINANCIAL INFORMATION

Item 1.	Financial Statements

	Condensed Consolidated Balance Sheets as of September 30, 2011 (Unaudited) and December 31, 2010	3

	Unaudited Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2011 and 2010	4

	Unaudited Condensed Consolidated Statements of Changes in Equity for the nine months ended September 30, 2011	5

	Unaudited Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2011 and 2010	6

	Notes to the Unaudited Condensed Consolidated Financial Statements	7

Item 2.	Management's Discussion and Analysis of Financial Conditions and Results of Operation	12

Item 3.	Quantitative and Qualitative Disclosure About Market Risk	18

Item 4.	Controls and Procedures	18

PART II – OTHER INFORMATION

Item 1.	Legal Proceedings	19

Item 1A.	Risk Factors	19

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	19

Item 3.	Defaults Upon Senior Securities	19

Item 4.	Submission of Matters to a Vote of Security Holders	19

Item 5.	Other Information	19

Item 6.	Exhibits	19

SIGNATURES		19

EXHIBIT INDEX		20

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

BIO-BRIDGE SCIENCE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

	September 30			December 31
	2011			2010
	(Unaudited)
ASSETS
Current Assets
Cash and cash equivalents	$	77,482		$	245,869
Accounts receivable, net		4,619			4,165
Receivable from sale of subsidiary		-			39,231
Inventories, net		73,149			63,282
Prepaid expenses and other current assets		58,150			44,850
Total Current Assets		213,400			397,397

Property and equipment, net		2,678,812			2,824,849
Land use right, net		345,597			347,620

TOTAL ASSETS	$	3,237,809		$	3,569,866

LIABILITIES AND EQUITY
Current Liabilities
Accounts payable	$	83,136		$	16,120
Accrued expenses and other payables		120,048			64,110
Notes payable		148,950			-
Line of credit		99,850			-
Due to related party		128,253			-
Due to directors		33,117			23,757
Derivative liabilities		161,102			170,551
Total Current Liabilities		774,456			274,538

Commitments and contingencies

Equity
Common stock, $0.001 par value, 100,000,000 shares authorized, 46,133,245 and 45,070,245 shares issued and outstanding, respectively		46,113			45,070
Additional paid-in capital		19,407,767			18,987,707
Subscription receivable		(210,725	)		(210,325	)
Stock to be issued, 280,000 and 900,000 shares, respectively		210,000			520,600
Accumulated other comprehensive income		498,381			426,626
Accumulated deficit		(17,435,631	)		(16,576,534	)
Total Bio-Bridge Science, Inc. Shareholders’ Equity		2,515,905			3,193,144

Noncontrolling Interests		(52,552	)		102,184

Total Equity		2,463,353			3,295,328

TOTAL LIABILITIES AND EQUITY	$	3,237,809		$	3,569,866

See accompanying notes to the condensed consolidated financial statements

BIO-BRIDGE SCIENCE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months Ended September 30						Nine Months Ended September 30
	2011			2010			2011			2010

Revenue	$	18,495		$	27,118		$	54,835		$	76,024
Cost of goods sold		10,627			13,195			30,585			37,280
Gross profit		7,868			13,923			24,250			38.744

Research and development costs		40,337			38,898			132,932			171,764
Selling and distribution expenses		10,742			17,747			42,420			58,162
General and administrative expenses		235,420			274,041			817,492			2,531,109

Loss from operations		(278,631	)		(316,763	)		(968,594	)		(2,722,291	)

Other income (expense):
Interest expense		20			(1,885	)		(1,802	)		(4,873	)
Gain on sale trading securities		-			-			-			8,631
Change of fair value of derivative liability		6,985			10,752			(43,437	)		15,665
Dividend income		-			-			-			4,718
Impairment of goodwill		-			(243,248	)		-			(243,248	)

Loss from continuing operations		(271,626	)		(551,144	)		(1,013,833	)		(2,941,398	)

Loss from discontinued operations		-			(15,117	)		-			(88,611	)

Net Loss		(271,626	)		(566,261	)		(1,013,833	)		(3,030,009	)

Loss from continuing operations attributable to noncontrolling interests		54,292			36,088			154,736			98,381

Loss from discontinued operations attributable to noncontrolling interests		-			7,017			-			46,471

Net loss attributable to Bio-Bridge Science, Inc.		(217,334	)		(523,156	)		(859,097	)		(2,885,157	)

Preferred stock dividends		-			-			-			(21,200	)

Net loss attributable to common shareholders	$	(217,334	)	$	(523,156	)	$	(859,097	)	$	(2,906,357	)

Net loss per share, attributable to common shareholders, basic and diluted	$	(0.00	)	$	(0.01	)	$	(0.02	)	$	(0.07	)

Weighted average shares outstanding, basic and diluted		45,906,937			45,070,245			45,350,168			44,582,497

See accompanying notes to the condensed consolidated financial statements

BIO-BRIDGE SCIENCE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For The Nine Months Ended September 30, 2011

(Unaudited)

													Accumulated
					Additional								Other					Non
	Common Stock				Paid-in		Subscription			Stock To			Comprehensive		Accumulated			Controlling
	Shares		Amount		Capital		Receivable			Be Issued			Income		Deficit			Interest			Total
BALANCE December 31, 2010		45,070,245	$	45,070	$	18,987,707	$	(210,325	)	$	520,600		$	426,626	$	(16,576,534	)	$	102,184		$	3,295,328

Fair value of vested options		-		-		57,194		-			-			-		-			-			57,194

Extinguishment of derivative recorded as contribution to capital		-		-		52,886		-			-			-		-			-			52,886

Exercise of 423,000 options at $0.001 per share		-		-		-		(400	)		423			-		-			-			23

Issuance of common shares		1,043,000		1,043		309,980		-			(311,023	)		-		-			-			-

Currency translation		-		-		-		-			-			71,755		-			-			71,755

Net Loss		-		-		-		-			-			-		(859,097	)		(154,736	)		(1,013,833	)

BALANCE September 30, 2011 (Unaudited)		46,113,245	$	46,113	$	19,407,767	$	(210,725	)	$	210,000		$	498,381	$	(17,435,631	)	$	(52,552	)	$	2,463,353

See accompanying notes to the condensed consolidated financial statements

BIO-BRIDGE SCIENCE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	Nine Months Ended September 30
	2011			2010
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(1,013,833	)	$	(3,030,009	)
Adjustments to reconcile net loss to net cash used in operating activities:
Loss from discontinued operations		-			88,611
Depreciation		332,695			264,926
Amortization of land use right		15,072			10,158
Fair value of vested options		57,194			126,621
Fair value of warrants issued to directors		-			1,521,805
Gain on sale of trading securities		-			(8,631	)
Change in fair value of derivative liability		43,437			(15,666	)
Impairment of goodwill		-			243,248
Change in operating assets and liabilities:
Accounts receivable		(454	)		(19,442	)
Inventories		(9,867	)		(59,083	)
Prepaid expense and other assets		(13,300	)		(10,720	)
Accounts payable		67,016			63,862
Accrued expenses and other payables		55,938			1,378
Payable to contractors		-			(42,471	)
Net cash used in operating activities-continuing operations		(466,102	)		(865,413	)
Net cash used in operating activities-discontinued operations		-			(102,638	)
Net cash used in operating activities		(466,102	)		(968,051	)

CASH FLOWS FROM INVESTING ACTIVITIES
Receivable from sale of subsidiary		39,231			-
Purchase of property and equipment		(7,451	)		(249,197	)
Payable for leasehold and equipment purchases		-			(273,558	)
Proceeds from sale of trading securities		-			170,675
Net cash used in investing activities-continuing operations		31,780			(352,080	)
Net cash used in investing activities-discontinued operations		-			(5,671	)
Net cash provided by (used in) investing activities		31,780			(357,751	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from exercise of stock options		23			-
Notes payable		148,950			-
Line of credit		99,850			-
Due to related party		128,253
Advances from directors		-			300,000
Due to director		9,360			7,059
Net cash provided by financing activities		386,436			307,059

NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS		(47,886	)		(1,018,743	)

Effect of exchange rate changes on cash		(120,501	)		105,080
Cash and cash equivalents, beginning of period		245,869			1,481,851

CASH AND CASH EQUIVALENTS, END OF PERIOD	$	77,482		$	568,188

SUPPLEMENTAL NON-CASH INVESTING AND FINANCING ACTIVITIES
Conversion of shares of preferred stock into shares of common stock	$	-		$	4,000
Extinguishment of derivative recorded as contribution to capital	$	52,886		$	176,032
Accrual of preferred stock dividend payable in common stock	$	-		$	21,200
Payment of preferred stock dividend in shares of common stock	$	-		$	95,400

See accompanying notes to the condensed consolidated financial statements

BIO-BRIDGE SCIENCE, INC. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (UNAUDITED)

NOTE 1 – BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements of Bio Bridge Science Inc. and Subsidiaries (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Regulation S-K for scaled disclosures for smaller reporting companies. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. However, such information reflects all adjustments (consisting solely of normal recurring adjustments), which are, in the opinion of management, necessary for the fair presentation of the consolidated financial position and the consolidated results of operations. Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year.

The condensed consolidated balance sheet information as of December 31, 2010 was derived from the audited consolidated financial statements included in the Company's Annual Report on Form 10-K filed with the SEC on April 15, 2011. These interim financial statements should be read in conjunction with that report.

NOTE 2 – ORGANIZATION AND PRINCIPAL ACTIVITIES

Bio-Bridge Science, Inc (the “Company”) was incorporated in the State of Delaware on October 26, 2004. The Company's fiscal year end is December 31. On December 1, 2004, the Company acquired all of the outstanding shares of Bio-Bridge Science Corporation (“BBS”), a Cayman Islands corporation, in exchange for 29,971,590 shares of its common stock, and as a result, BBS became a wholly owned subsidiary of Bio-Bridge Science, Inc. The acquisition was accounted for as a reverse merger (recapitalization) with BBS deemed to be the accounting acquirer, and the Company the legal acquirer.

BBS was incorporated in the Cayman Islands on February 11, 2002. At the time of the exchange, BBS held a 100% interest in Bio-Bridge Science (Beijing) Corp. (“Bio-Bridge Beijing”), a wholly foreign-funded enterprise of the People's Republic of China (“PRC”), which was established on May 20, 2002.

In June of 2009, the Company entered into an equity joint venture contract to purchase 51 percent of Bio-Bridge JRS Biosciences (Beijing) Co., Ltd. (“Bio-Bridge JRS”).

Going Concern

The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. As reflected in the accompanying consolidated financial statements, the Company had a net loss of $1,013,833 and used cash in operations of $466,102 for the nine months ended September 30, 2011, and had an accumulated deficit of $17,435,631 as of September 30, 2011. These factors raise substantial doubt about the Company’s ability to continue as a going concern, which is dependent upon the Company’s ability to raise additional funds to implement its business plan. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Bio-Bridge Beijing originally planned to engage in the development and commercialization of several vaccine candidates in the PRC, including an HIV-PV vaccine I, a cervical cancer vaccine, and a colon cancer vaccine. We are currently maintaining minimum operating activities at BBS Beijing due to low liquidity.

During the nine months ended September 30, 2011, the Company has drawn down on its business line of credit, the balance of which is $99,850 at September 30, 2011. The maximum borrowing amount available under the line of credit is $100,000. BBS Beijing obtained short term loans to sustain its operations. We will need to obtain additional financing to fund our cash needs and continue our operations. Additional financing, whether through public or private equity or debt financing, arrangements with stockholders or other sources to fund operations, may not be available, or if available, may be on terms unacceptable to us. Our ability to continue operations is dependent on our ability to raise additional capital. If we issue additional equity securities to raise funds, the ownership percentage of our existing stockholders would be reduced. New investors may demand rights, preferences or privileges senior to those of existing holders of our common stock. Debt incurred by us would be senior to equity in the ability of debt holders to make claims on our assets. The terms of any debt issued could impose restrictions on our operations.

NOTE 3 – SUMMARY OF PRINCIPAL ACCOUNTING POLICIES

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of Bio-Bridge Science Inc. and our wholly owned subsidiaries, Bio-Bridge Science Corp., Bio-Bridge Beijing, Bio-Bridge Science Holding Co., Bio-Bridge Science (HK), Co. and our 51% owned subsidiary Bio-Bridge JRS. Intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Management makes these estimates using the best information available and the best judgment at the time the estimates are made, however actual results could differ materially from those estimates. These estimates and assumptions include estimates for allowance for doubtful accounts, inventory valuation, impairment considerations, and assumptions used in the valuation of derivative liabilities.

Impairment of Long-Lived Assets

Authoritative guidance issued by the FASB establishes guidelines regarding when impairment losses on long-lived assets, which include property and equipment, should be recognized, and how impairment losses should be measured.

Management regularly reviews property, equipment and other long-lived assets for possible impairment. This review occurs quarterly, or more frequently if events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. If there is indication of impairment, then management prepares an estimate of future cash flows (undiscounted and without interest charges) expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. Management’s assumptions about cash flows and discount rates require significant judgment. Factors we consider important that could trigger an impairment review include significant underperformance relative to historical or projected future operating results, significant changes in the manner of the use of our assets or the strategy for our overall business, and significant negative industry or economic trends. For the nine months ended September 30, 2011, there was no impairment of long-lived assets recorded.

Derivative Financial Instruments

The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the condensed consolidated statements of operations. For stock-based derivative financial instruments, the Company uses the Black-Scholes-Merton option pricing models to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period.

Financial Assets and Liabilities Measured at Fair Value.

The Company reports fair value measurements in accordance with authoritative guidance issued by the FASB. Fair value is defined in the authoritative guidance as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A fair value hierarchy was established, which prioritizes the inputs used in measuring fair value into three broad levels as follows:

Level 1—Quoted prices in active markets for identical assets or liabilities.

Level 2—Inputs, other than the quoted prices in active markets, are observable either directly or indirectly.

Level 3—Unobservable inputs based on the Company's assumptions.

The Company is required to use observable market data if such data is available without undue cost and effort.

The following table presents certain investments and liabilities of the Company’s financial assets measured and recorded at fair value on the Company’s consolidated balance sheets on a recurring basis and their level within the fair value hierarchy as of:

September 30, 2011

	Level 1		Level 2		Level 3		Total
Fair value of options and warrants	$	-	$	-	$	161,102	$	161,102
	$	-	$	-	$	161,102	$	161,102

December 31, 2010:

	Level 1		Level 2		Level 3		Total
Fair value of options and warrants	$	-	$	-	$	170,551	$	170,551
	$	-	$	-	$	170,551	$	170,551

The changes in level 3 liabilities measured at fair value on a recurring basis are summarized as follows:

	Fair value of options and warrants

Balance at January 1, 2011	$	170,551
Gain on extinguishment of derivatives for the nine month period ended September 30, 2011 on conversion and expiration of 183,333 options and warrants		(52,886	))
Fair value adjustment for the nine month period ended September 30, 2011		43,437
Balance at September 30, 2011	$	161,102

Foreign Currency Translation

The accompanying consolidated financial statements are presented in United States dollars. The functional currency of the Company is the Renminbi (RMB). Equity accounts of the consolidated financial statements are translated into United States dollars from RMB at their historical exchange rates when the equity transactions occurred. Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average of the exchange rates at beginning of the financial year and at balance sheet date.

	2011		2010
US$ to RMB exchange rate on January 1,		6.6227		6.8282

US$ to RMB exchange rate on September 30,		6.3780		6.7011

Average US$ to RMB exchange rate for the nine months ended September 30,		6.5004		6.8164

The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into US dollars at the rates used in translation.

Comprehensive Income

Comprehensive income is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. The Company’s current components of comprehensive income consist of foreign currency translation adjustments:

	Three months ended September 30						Nine months ended September 30
	2011			2010			2011			2010
Net loss attributable to Bio-Bridge Science, Inc.	$	(217,334	)	$	(523,156	)	$	(859,097	)	$	(2,885,157	)
Foreign currency translation gain		56,004			74,703			71,755			105,080
Comprehensive loss	$	(161,330	)	$	(448,453	)	$	(787,342	)	$	(2,780,077	)

Loss Per Share

Basic loss per share is computed by dividing net loss attributable to Bio-Bridge Science, Inc.’s common shareholders by the weighted average number of common shares outstanding during the period. The diluted earnings per share calculation gives effect to all potentially dilutive common shares outstanding during the period using the treasury stock method. Common equivalent shares consist of shares issuable upon the exercise of stock options or warrants. As of September 30, 2011, common stock equivalents were composed of options convertible into 2,659,000 shares of the Company's common stock and warrants convertible into 9,251,609 shares of the Company's common stock. For the three and nine months ended September 30, 2011 and 2010, common equivalent shares have been excluded from the calculation of loss per share as their effect is anti-dilutive.

Concentrations

Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of cash and unsecured trade accounts receivable.

Cash denominated in Renminbi (“RMB”) with a US dollar equivalent of $60,467 and $186,978 at September 30, 2011 and December 31, 2010, respectively, was held in accounts at financial institutions located in the PRC. In addition, the Company maintains funds in bank accounts in the US which at times may exceed the federally insured balance of $250,000. The Company and its subsidiaries have not experienced any losses in such accounts and do not believe the cash is exposed to any significant risk.

For the three months ended September 30, 2011, two customers accounted for 48% of total sales (36% and 12%, respectively). For the nine months ended September 30, 2011, two customers accounted for 43% of total sales (31% and 12%, respectively). At September 30, 2011, two customers accounted for 93% of accounts receivable (47% and 46%, respectively).

Recent Accounting Pronouncements

In May 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) No. 2011-04, “Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs”. ASU No. 2011-4 does not require additional fair value measurements and is not intended to establish valuation standards or affect valuation practices outside of financial reporting. The ASU is effective for interim and annual periods beginning after December 15, 2011. The Company will adopt the ASU as required. The ASU will affect the Company’s fair value disclosures, but will not affect the Company’s results of operations, financial condition or liquidity.

In June 2011, the FASB issued ASU No. 2011-05, “Presentation of Comprehensive Income”. The ASU eliminates the option to present the components of other comprehensive income as part of the statement of changes in shareholders’ equity, and instead requires consecutive presentation of the statement of net income and other comprehensive income either in a continuous statement of comprehensive income or in two separate but consecutive statements. ASU No. 2011-5 is effective for interim and annual periods beginning after December 15, 2011. The Company will adopt the ASU as required. It will have no affect on the Company’s results of operations, financial condition or liquidity.

In September 2011, the FASB issued ASU 2011-08, “Testing Goodwill for Impairment”, an update to existing guidance on the assessment of goodwill impairment. This update simplifies the assessment of goodwill for impairment by allowing companies to consider qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount before performing the two step impairment review process. It also amends the examples of events or circumstances that would be considered in a goodwill impairment evaluation. The amendments are effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. Early adoption is permitted. The Company is currently evaluating the affects adoption of ASU 2011-08 may have on its goodwill impairment testing.

Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force) and the Securities Exchange Commission (the "SEC") did not or are not believed by management to have a material impact on the Company's present or future consolidated financial statements.

NOTE 4 – DISCONTINUED OPERATIONS

On July 31, 2008, the Company acquired 51 percent of the outstanding capital interest of Bio-Bridge Xinheng Baide Biotechnology Co., Ltd. (“Bio-Bridge XBB”). On December 11, 2010, we completed the sale of the 51 percent interest in Bio-Bridge XBB. The following table summarizes certain selected components of discontinued operations for the disposed Bio-Bridge XBB for the three and nine months ended September 30, 2010:

	3 Months Ended September 30, 2010			9 Months Ended September 30, 2010
Revenue	$	75,734		$	234,669

Loss from discontinued operations		(15,117	)		(88,611	)
Loss attributable to noncontrolling interests		7,017			46,471
Loss from discontinued operations applicable to Bio-Bridge Science, Inc.	$	(81,00	)	$	(42,140	)

Loss per share from discontinued operations – Basic and Diluted	$	(0.00	)	$	(0.00	)

During the first quarter 2011, we received payment of $39,231 receivable from the sale of Bio-Bridge XBB. As of September 30, 2011, $114,856 due June 2011 from the sale of Bio-Bridge XBB had not been collected and the Company expects to receive this by the end of the fourth quarter 2011.

NOTE 5 – INVENTORIES

Inventories consist of the following at:

	September 30, 2011			December 31, 2010
	(Unaudited)
Raw materials	$	33,464		$	18,207
Finished goods		86,685			92,075
Inventory reserve		(47,000	)		(47,000	)
Inventories, net	$	73,149		$	63,282

NOTE 6 – BORROWINGS

Notes Payable

During the nine months ended September 30, 2011, BBS Beijing borrowed an aggregate of $148,950 (RMB 950,000) from four unrelated third parties. The notes bear 10% annual interest, are unsecured, and mature as follows: $14,640 (RMB 100,000) was due October 18, 2011, $43,920 (RMB 300,000) was due November 9, 2011, and $90,390 (RMB 550,000) is due in February 2012. The Company did not repay the loans due October 18, 2011 or November 9, 2011 on the due dates and is currently negotiating with the lenders to extend the repayment terms.

Line of Credit

The Company has a line of credit with JP Morgan Chase Bank, N.A. At September 30, 2011 and December 31, 2010, the balances outstanding under the line of credit were $99,850 and $0, respectively. The maximum borrowing amount available under the line of credit is $100,000, bears interest at 4% plus prime (3.75% at September 30, 2011), matures February 11, 2012, and is collateralized by the Company’s bank accounts held at JP Morgan Chase Bank, N.A., (totaling $5,120 at September 30, 2011).

Due to Related Party

During the nine months ended September 30, 2011, $128,253 was advanced to Bio-Bridge JRS by its general manager, who is also a director of Bio-Bridge JRS. The advances are non-interest bearing, unsecured, and due on demand.

NOTE 7 – STOCK OPTION AND WARRANTS

At September 30, 2011, stock options outstanding were as follows:

	Number of Options			Weighted Average Exercise Price
Outstanding at December 31, 2010		3,082,000		$	0.37

Granted		-		$	-
Exercised		(423,000	)	$	0.001
Forfeited		-		$	-

Outstanding at September 30, 2011 (unaudited)		2,659,000		$	0.43

The following table summarizes information about stock options outstanding and exercisable as of September 30, 2011:

Options Outstanding					Options Exercisable
Range of Exercise Prices	Number of Shares		Weighted Average Exercise Price		Weighted Average Remaining Life (years)		Number of Shares		Weighted Average Exercise Price
$0.001 to $0.55		2,659,000	$	0.43		5.29		2,659,000	$	0.43

Information relating to stock options at September 30, 2011 summarized by exercise price is as follows:

Exercise price		Number of Shares Outstanding		Remaining life (years)		Number of Shares Exercisable		Weighted average exercise price
$	0.001		400,000		4.58		400,000	$	0.00
$	0.47		390,000		8.05		390,000	$	0.07
$	0.50		897,000		4.50		897,000	$	0.17
$	0.52		240,000		8.05		240,000	$	0.05
$	0.55		600,000		4.58		600,000	$	0.12
$	0.50		132,000		8.50		132,000	$	0.02
$	0.001 to 0.55		2,659,000	4.83 to 8.75			2,659,000	$	0.43

The aggregate intrinsic value of 2,659,000 options outstanding exercisable as of September 30, 2011 was $814,600, respectively. The aggregate intrinsic value for the options is calculated as the difference between the price of the underlying awards and quoted price of the Company’s common shares for the options that were in-the-money as of September 30, 2011.

At September 30, 2011, warrants outstanding were as follows:

	Number of Shares Under Warrants			Weighted Average Exercise Price
Warrants outstanding at December 31, 2010		9,414,942		$	0.94
Warrants granted		-		$	-
Warrants expired		(163,333	)	$	0.75
Warrants outstanding and exercisable at September 30, 2011		9,251,609		$	0.94

The following table summarizes information about warrants outstanding and exercisable at September 30, 2011:

Warrants Outstanding and Exercisable
Number of Shares Under Warrants		Exercise Price		Expiration Date	Weighted Average Exercise Price
	20,000	$	0.75	June 4, 2012	$	0.00
	183,333	$	1.20	June 4, 2013	$	0.02
	1,724,138	$	0.725	July 2, 2012	$	0.14
	1,724,138	$	1.10	July 2, 2013	$	0.20
	1,000,000	$	0.725	July 9, 2012	$	0.08
	1,000,000	$	1.10	July 9, 2013	$	0.12
	3,000,000	$	1.00	January 20, 2015	$	0.32
	300,000	$	0.725	December 15, 2014	$	0.02
	300,000	$	1.00	December 15, 2015	$	0.04
	9,251,609	$	0.75 to 1.20		$	0.94

The aggregate intrinsic value of 9,251,609 warrants outstanding and exercisable as of September 30, 2011 was $75,603, based on the trading price as of the period then ended.

NOTE 8 – DERIVATIVE LIABILITY

The strike price of options and warrants issued by the Company, and the conversion feature in the Company’s preferred stock previously outstanding, are denominated in US dollars, a currency other than the Company’s functional currency, RMB. Under authoritative guidance issued by the FASB these instruments are not considered indexed to the Company’s own stock and therefore the fair value of certain of the Company’s options and warrants, and the conversion feature of the preferred stock previously outstanding, are characterized as derivative liabilities. The FASB’s guidance requires the fair value of these liabilities be re-measured at the end of every reporting period with the change in value reported in the statement of operations.

At September 30, 2011, the Company had 2,659,000 options and 9,251,609 warrants outstanding. The Company determined that, among the outstanding options and warrants, 100,000 of the options and 163,333 of the warrants were subject to the liability accounting.

At September 30, 2011 and December 31, 2010, the derivative liabilities were valued using the Black-Scholes-Merton valuation technique with the following assumptions:

	September 30, 2011 (unaudited)			December 31, 2010
Risk-free interest rate		0.12	%		0.27	%
Expected volatility		182.5	%		202.3	%
Expected life (in years)	0.50 to 1.68			0.4 to 2.4 years
Expected dividend yield		0.00	%		0.00	%

Fair Value:
Options and warrants	$	161,102		$	170,551

The risk-free interest rate is based on the yield available on U.S. Treasury securities. The Company estimates volatility based on the historical volatility if its common stock. The expected life of the options and warrants and conversion feature are based on the expiration date of the related options and warrants and convertible preferred stock. The expected dividend yield was based on the fact that the Company has not paid dividends to common shareholders in the past and does not expect to pay dividends to common shareholders in the future.

During the nine months ended September 30, 2011, 163,333 warrants to purchase the Company’s common stock at $0.75 per share expired; the warrants were previously classified as derivative liabilities and valued at $38,106 at March 31, 2011; the expiration of the warrants was recorded as contribution to capital. During the nine months ended September 30, 2011, an option to purchase 20,000 shares of the Company’s common stock at $0.001 per share was exercised; the option was previously classified as derivative liabilities and valued at $14,708 at March 31, 2011; the exercise of the option was also recorded as a contribution to capital.

For the three and nine months ended September 30, 2011, $6,985 gain and $43,437 loss, respectively, were recorded on change in fair value of derivative liability.

NOTE 9 – COMMITMENTS AND CONTINGENCIES

Liang Qiao, M.D., our co-founder and chief executive officer, is one of the two co-inventors of our core technology that was assigned to Loyola University Chicago in April 2001. Pursuant to this agreement, Loyola receives a royalty of 4% from the net profit for all uses of the licensed technology, including uses under sublicenses. As of September 30, 2011, we had not generated any revenues from the sale of any products under development, nor had we received any revenues from sublicenses.

Bio-Bridge JRS has ordered a large homogenizing blender that is currently being manufactured at an internationally rated facility in Shanghai. Installation of the blender is expected to be completed in the fourth quarter of 2011 or early 2012 at a total cost of $48,291. As of September 30, 2011, we had advanced $9,658 for the blender.

We have an exclusive agency agreement with Xinhua Surgical Instruments Co. Ltd. (“Xinhua”) to distribute its products in the United States, Australia, New Zealand, and Costa Rica. Our minimum order placement requirement for these four areas in the first year calculated from the signing date was originally established as $55,000 and increases by 10% annually thereafter.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation

Some of the statements made by us in this Quarterly Report on Form 10-Q are forward-looking in nature, including but not limited to, statements relating to our future revenue and expenses, product development, future market acceptance, levels of research and development, our management's plans and objectives for our current and future operations, and other statements that are not historical facts. Forward-looking statements include, but are not limited to, statements that are not historical facts, and statements including forms of the words “intend”, “believe”, “will”, “may”, “could”, “expect”, “anticipate”, “plan”, “possible”, and similar terms. Actual results could differ materially from the results implied by the forward looking statements due to a variety of factors, many of which are discussed throughout this Quarterly Report and in our SEC filings. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly release any revisions to these forward-looking statements that may reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, unless required by law. Factors that could cause actual results to differ materially from those expressed in any forward-looking statement made by us include, but are not limited to:

our ability to finance our activities and maintain our financial liquidity;

our ability to attract and retain qualified, knowledgeable employees;

our ability to complete product development;

our ability to obtain regulatory approvals to conduct clinical trials;

our ability to design and market new products successfully;

our ability to acquire new customers in the future;

deterioration of business and economic conditions in our markets; and

intensely competitive industry conditions.

the Company’s independent registered accounting firm has issued a report on the Company’s financial statements for the years ended December 31, 2010 and 2009 which includes a paragraph that the Company has experienced recurring losses since inception and negative cash flows from operations. These matters raise substantial doubt regarding the Company’s ability to continue as a going concern.

As used in this Quarterly Report on Form 10-Q, unless the context requires otherwise, we refer to Bio-Bridge Science, Inc. and subsidiaries, including Bio-Bridge Science Corporation, a Cayman Islands corporation; Bio-Bridge Science (Beijing) Co. Ltd. (“Bio-Bridge Beijing”), a People's Republic of China (“PRC”) company; Bio-Bridge Science Holding Co. Ltd. (“Bio-Bridge Holding”), a Cayman Islands corporation; Bio-Bridge Science (HK) Co. Ltd. (“Bio-Bridge HK”), a Hong Kong company; and Bio-Bridge JRS Biosciences (Beijing) Co. Ltd. (“Bio-Bridge JRS”), a 51% owned PRC company, as “we,” “us,” “our,” “Bio-Bridge” and the “Company”.

OVERVIEW

Bio-Bridge Science, Inc. is a biotechnology company whose subsidiaries were originally focused on the commercial development of HIV-PV Vaccine I, HPV vaccine, colon cancer vaccine, mucosal adjuvant and the manufacture and sale of vaccine production-related materials. We are currently maintaining minimum operating activities due to low liquidity.

Our capital requirements, particularly as they relate to product research and development, have been and will continue to be significant. Our future cash requirements and the adequacy of available funds will depend on many factors, including the pace at which we are able to obtain regulatory approvals of vaccine candidates, whether or not a market develops for our products and, if a market develops, the pace at which it develops, and the pace at which the technology involved in making our products changes.

Plans of Operation

Vaccine Development

We intend to develop and obtain regulatory approval for commercial sale of the following vaccines and products: (i) an HIV vaccine (HIV-PV Vaccine I) designed to prevent and treat infection by the human immunodeficiency virus, or HIV, (ii) an HPV vaccine, (iii) a colon cancer therapeutic vaccine, and (iv) other related potential products. The HIV and colon cancer vaccines in development are based on the technology platform co-developed by Dr. Liang Qiao, our Chief Executive Officer and a professor at Loyola University Chicago. The technology platform is owned by Loyola University Chicago. In June 2002, Loyola University Chicago exclusively licensed this technology to our subsidiary Bio-Bridge Science Corporation with respect to development and sales in the territories of the People's Republic of China, Japan and the United States.

We also plan to conduct the pre-clinical trials for colon cancer vaccine and HPV vaccine. We estimate that we will begin the pre-clinical trial of colon cancer vaccine and HPV vaccine when funding is available. We expect to enter clinical trials of colon cancer vaccine and HPV vaccine pending satisfactory results of the pre-clinical trials and the availability of funds. The clinical trial for therapeutic vaccine is expected to last three years. Since we use the same technology platform, we expect to use the same facility in Beijing, China, to produce the HIV vaccine and colon cancer vaccine for pre-clinical and clinical trials. In March 2011, China's State Food and Drug Administration’s (“SFDA”) new Good Manufacturing Practices (“GMP”) regulation took effect. Our facility in Beijing, which was built to meet the previous GMP regulations, will have to be modified to comply with the new GMP regulations. According to the SFDA our facility must meet the new requirements before December 31, 2013 in order to qualify for production. We plan to begin work on our facility to comply with the new regulations as soon as funding is available. To date, we have not commenced clinical testing of the HIV, colon cancer or HPV vaccines, nor have they been approved by SFDA or any other regulatory agency.

After we produce sufficient HIV-PV Vaccine I samples in our facility we plan to submit an application with the Beijing branch of the SFDA for approval to conduct clinical trails. Upon receipt of approval from the Beijing branch of the SFDA we plan to enter and conduct Phase I, II and III human clinical trials.

To date we have funded our operations principally from funds we raised in private offerings. During the nine months ended September 30, 2011, we have drawn down on a line of credit and obtained short term loans. We will need to raise additional capital through an offering of our securities or from loans to continue research and development of our various vaccine product candidates in China, as well as conducting joint venture activities in China. We estimate that our capital requirements for the next two years will be as follows:

approximately $1.2 million for preparatory work and Phase I clinical study of HIV-PV Vaccine I;

approximately $ 1 million for working capital and general corporate needs; and

approximately $1.5 million for production of colon cancer vaccine and HPV vaccine and their pre-clinical trials

After SFDA approval to conduct clinical trials, we expect that the therapeutic vaccine may be brought to market in three to five years and the preventive vaccine may be brought to market in five to seven years, if we are successful in raising funds to complete development of the vaccines.

As of September 30, 2011, our cash and cash equivalents was $77,482. Although we have raised capital in private placements and short term loans, we will still need to raise additional funds through the public or private sales of our securities, loans, or a combination of the foregoing to meet our planned operations. We cannot guarantee that financing will be available to us, on acceptable terms or at all. We also may borrow from local banks in China given that our land use right and laboratory facility could be used as collateral for borrowing. If we fail to obtain other financing, either through an offering of our securities or by obtaining additional loans, we may be unable to develop our planned projects as scheduled and may be forced to scale back.

Joint Venture Complementary to the Company

On June 9, 2009, Bio-Bridge Science (HK) Co., Ltd., entered into an equity joint venture contract with JR Scientific Inc. (“JRS”), a California based manufacturer of classical and custom cell culture medium and sera products, and several other investors to form a new cell culture medium joint venture in Beijing, China. The registered capital of the joint venture is RMB 10,000,000 (approximately US $1,464,000). The Company invested RMB 5,100,000 (approximately US $732,000) in cash in the joint venture for 51% of the equity. JRS contributed certain technology for 15% of the equity. The balance of the equity was purchased by other investors, including 11% that was purchased by China Diamond, a company controlled by Trevor Roy, one of our directors. On October 16, 2009, the business license was issued by the Beijing Administration for Industry and Commerce of the PRC, indicating approval of the formation of the joint venture, Bio-Bridge JRS Biosciences (Beijing) Co., Ltd. (“Bio-Bridge JRS”), which was officially established at the end of October 2009.

Bio-Bridge JRS subsequently leased a facility in Beijing, China for operations. The plant was fitted-out and major equipment purchased and installed, culminating in a final round of renovations undertaken in Q4 2010. The facility has now been validated for production across all four seasons, including conditions of extreme cold, heat, and humidity. Samples from eight different formulations of cell culture medium were produced, and were tested against both those produced by our major competitors, and against standardized control media produced at JRS, and each formulation has performed very well.

At every stage of this extended testing and procedure validating process, stringent process control measures were in place to enable Bio-Bridge JRS to prepare for GMP (and similar) certification at the facility. Various processes, machines, and materials sourcing procedures have been modified and improved to enhance process control to the relevant standard. Further cell culture testing has also been done at each stage. Building to a shipment-ready high-quality catalogue of the eight formulations identified by the Bio-Bridge JRS sales team as meeting the needs of launch customers has taken approximately six weeks per formulation, and is now complete for those formulations. The techniques and corporate knowledge built during this process in validating and testing new formulations will be invaluable going forward as Bio-Bridge JRS expands its cell culture media range.

To increase production capacity, a large homogenizing blender has been ordered and is currently being manufactured at an internationally rated facility in Shanghai. Installation of same in Q4 2011 will increase single-batch fulfillment capability to 150,000 liters. The validation procedures for this new equipment will run into Q1 2012, with increased capacity therefore coming on stream late in that quarter.

Distribution of Xinhua Surgical Instruments

We signed an exclusive agency agreement with Xinhua Surgical Instruments Co. Ltd. (“Xinhua”) to distribute its products in the United States at the end of 2005. The agreement was superseded by a new agreement signed with Xinhua on March 17, 2008. The March 17, 2008 agreement has been amended on several occasions, with the most recent amendment on December 9, 2009. Under the most recent terms of the agreement, we have been granted exclusive distribution rights for all Xinhua surgical instruments in the United States, Australia, New Zealand and Costa Rica. Our minimum order placement requirement for these four areas in the first year calculated from the signing date will be $55,000 and increases by 10% over the previous year’s minimum order placement annually thereafter. We are responsible for advertising and marketing expenses in connection with distribution of Xinhua surgical instruments in these areas. Our exclusivity rights in these four areas will be extended unless we fail to fulfill the minimum order placement requirements. We are currently seeking collaboration with distributors and developing markets for Xinhua instruments. Inventory has been purchased, imported, and is stocked at our corporate headquarters. A website was developed for business to consumer and business to business sales of Xinhua products. We have been pursuing marketing initiatives such as, advertising online through Google AdWords and other sites, as well as, through traditional methods like direct mail and sales calls. Additionally, we have been participating and responding to bid requests and requests for quotations from government, educational, and business organizations.

Surgical instruments are regulated by the Food and Drug Administration (FDA) in the United States. On December 6, 2005, we received confirmation from the FDA of our registration as a medical device establishment, which enables us to perform initial distributor and repackager operations. This confirmation does not represent an FDA approval of any product or any of our activities. It is neither a license, nor a certification. We began selling Xinhua surgical instruments that meet the criteria for class I medical devices under FDA rules, which do not require pre-market notification to the FDA.

Results of Operation

For the Three Months Ended September 30, 2011 and 2010

Total sales, consisting solely of the sales of Xinhua surgical instruments, were $18,495 and $27,118; cost of goods sold were $10,627 and $13,195, respectively.

Research and development expenses were $40,337 and $48,898, respectively.

General and administrative expenses were $235,420 and $274,041, respectively.

Selling and distribution expenses, related solely to the sales of Xinhua surgical instruments, were $10,742 and $17,747, respectively.

Net losses were $271,626 and $551,144, respectively. The decrease in net loss was primarily due to the $243,248 impairment of goodwill of Bio-Bridge XBB recorded on September 30, 2010.

For the Nine Months Ended September 30, 2011 and 2010

Total sales, consisting solely of the sales of Xinhua surgical instruments, were $54,835 and $76,024; cost of goods sold were $30,585 and $37,280, respectively.

Research and development expenses were $132,932 and $171,764, respectively.

General and administrative expenses were $817,492 and $2,531,109, respectively. The difference primarily resulted from the compensation cost of $1,521,805 for issuing common stock warrants during the three months ended March 31, 2010 and the $243,248 impairment of goodwill of Bio-Bridge XBB recorded on September 30, 2010.

Selling and distribution expenses, related solely to the sales of Xinhua surgical instruments, were $42,420 and $58,162, respectively.

Net losses were $1,013,833 and $3,030,009, respectively. The decrease was primarily due to the compensation cost of $1,521,805 for issuing common stock warrants during the three months ended March 31, 2010 and the $243,248 impairment of goodwill of Bio-Bridge XBB recorded on September 30, 2010.

Liquidity and Capital Resources

Our principal sources of liquidity are cash and cash equivalent balances, which was $77,482 at September 30, 2011.

Net cash used in operating activities from continuing operations for the nine months ended September 30, 2011 and 2010 were $466,102 and $865,413 respectively. The decrease resulted primarily from our minimum operating activities during the nine months ended September 30, 2011 and the change in operating assets and liabilities.

Net cash provided by investing activities from continuing operations for the nine months ended September 30, 2011 was $31,780 and net cash used in investment activities for the nine months ended September 30, 2010 was $352,080. The difference resulted primarily from leasehold and equipment purchases during the nine months ended September 30, 2010.

Net cash provided by financing activities for the nine months ended September 30, 2011 and 2010 were $386,436 and $307,059 respectively.

To date, our operations have been funded principally through issuances of our common stock and preferred stock whereby we raised an aggregate $8,665,911 from inception through September 30, 2011.

We maintained minimum operating activities at BBS Beijing during the nine months ended September 30, 2011. The Company has drawn down on a business line of credit and BBS Beijing has obtained short term loans to sustain its operation. We will keep minimum operations until we secure another round of funding, whether through private offering or bank loans using our facilities as collateral, in order to carry out our development plan. Additional financing, whether through public or private equity or debt financing, arrangements with stockholders or other sources to fund operations, may not be available, or if available, may be on terms unacceptable to us. Our ability to continue as a going concern is dependent on our ability to raise additional capital. If we issue additional equity securities to raise funds, the ownership percentage of our existing stockholders would be reduced. New investors may demand rights, preferences or privileges senior to those of existing holders of our common stock. Debt incurred by us would be senior to equity in the ability of debt holders to make claims on our assets. The terms of any debt issued could impose restrictions on our operations.

Critical Accounting Policies and Estimates

Our discussion and analysis of our financial condition and results of operations are based on our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the U.S. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses for each period. The following represents a summary of our critical accounting policies, defined as those policies that we believe are the most important to the portrayal of our financial condition and results of operations and that require management's most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain.

Use of Estimates

Revenue Recognition

The Company recognizes revenue from the sales of products in accordance with Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin (“SAB”) No. 104, when persuasive evidence of an order arrangement exists, delivery has occurred, the sales price is fixed or determinable and collectibility is reasonably assured. Generally, these criteria are met at the time the product is shipped to customers when title and risk of loss have transferred.

Accounts Receivable

Accounts receivables are recognized and carried at original invoiced amount less an allowance for any uncollectible accounts. The Company uses the aging method to estimate the valuation allowance for anticipated uncollectible receivable balances. Under the aging method, bad debts determined by management are based on historical experience as well as the current economic climate and are applied to customers' balances categorized by the number of months the underlying invoices have remained outstanding. The valuation allowance balance is adjusted to the amount computed as a result of the aging method. When facts subsequently become available to indicate that an adjustment to the allowance should be made, this is recorded as a change in estimate in the current year.

Stock-Based Compensation

The Company periodically issues stock options and warrants to employees and non-employees in non-capital raising transactions, for services, and for financing costs. The Company accounts for stock option and warrant grants issued and vesting to employees based on the authoritative guidance provided by the Financial Accounting Standards Board (“FASB”). The Company accounts for stock option and warrant grants issued and vesting to non-employees in accordance with the authoritative guidance of the FASB whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee share-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested and the total share-based compensation charge is recorded in the period of the measurement date.

The fair value of Bio-Bridge’s common stock option grants are estimated using the Black-Scholes-Merton option pricing model, which uses certain assumptions related to risk-free interest rates, expected volatility, expected life of the common stock options, and future dividends. Compensation expense is recorded based upon the value derived from the Black-Scholes option pricing model, and based on actual experience. The assumptions used in the Black-Scholes-Merton option pricing model could materially affect compensation expense recorded in future periods.

Impairment of Long-Lived Assets

We review long-lived assets whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable in accordance with the authoritative guidance provided by the FASB. Our long-lived assets, such as property and equipment, are reviewed for impairment when events and circumstances indicate that depreciable or amortizable long lived assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amount of those assets. When specific assets are determined to be unrecoverable, the cost basis of the asset is reduced to reflect the current value.

We use various assumptions in determining the current fair value of these assets, including future expected cash flows and discount rates, as well as other fair value measurements. Our impairment loss calculations require us to apply judgment in estimating future cash flows, including forecasting useful lives of the assets and selecting the discount rate that reflects the risk inherent in future cash flows. If actual results are not consistent with our assumptions and judgments used in estimating future cash flows and asset fair values, we may be exposed to future impairment losses that could be material to our results.

Inventory Valuation

Inventories are stated at the lower of cost or market. Market is defined as current replacement cost, except that market should not exceed the net realizable value and should not be less than net realizable value reduced by an allowance for an approximately normal profit margin. The cost of inventories is determined by using the first-in, first-out method. We perform a monthly analysis of our inventory balances to determine if the carrying amount of inventories exceeds their net realizable value. Our determination of estimated net realizable value is based on customer orders, market trends and historical pricing. If the carrying amount exceeds the estimated net realizable value, the carrying amount is reduced to the estimated net realizable value.

Derivative Financial Instruments

The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the condensed consolidated statements of operations. For stock-based derivative financial instruments, the Company uses both the Black-Scholes-Merton option pricing models to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risks.

Recent Accounting Pronouncements

Commitments

Royalty and License Arrangements

Liang Qiao, M.D., our co-founder and chief executive officer, is one of the two co-inventors of our core technology that was assigned to Loyola University Chicago in April 2001. Under an agreement with Loyola University Chicago, we have obtained exclusive rights to this technology for use in its future products within the United States, Japan and the People's Republic of China, including mainland China, Hong Kong, Taiwan and Macau. The license continues perpetually or for the maximum period of time permitted by law, unless terminated earlier under the terms of the agreement. Pursuant to this agreement, Loyola receives a royalty of 4% from the net profit for all uses of the licensed technology, including uses under sublicenses. As of September 30, 2011, we had not generated any revenues from the sale of any products under development, nor had we received any revenues from sublicenses.

Item 3. Quantitative and Qualitative Disclosure about Market Risk

The Company is a smaller reporting company and is not required to provide the information required by this.

Item 4. Controls and Procedures

(a) Evaluation of disclosure controls and procedures.

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended. Based upon that evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures were not effective as of the end of the applicable period to ensure that the information required to be disclosed by us in reports that we file or submit under the Exchange Act (i) is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms and (ii) is accumulated and communicated to our management, including our Principal Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding required disclosures.

(b) Changes in internal controls over financial reporting.

There was no change in our internal control over financial reporting during our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

Not Applicable.

Item 1A. Risk Factors

There have been no material changes in the risk factors previously disclosed in Form 10-K we filed with the SEC on April 15, 2011.

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

Not applicable.

Item 3. Defaults Upon Senior Securities

Not applicable.

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

Not applicable.

Item 5. Other Information

Not applicable.

Item 6. Exhibits

The exhibits listed in the Exhibit Index are filed as part of this report.

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Bio-Bridge Science, Inc.

Date: November 21, 2011

/s/ Dr. Liang Qiao
By: Dr. Liang Qiao Chief Executive Officer (Principal Executive Officer)

EXHIBIT INDEX

3.1(i)*		Certificate of incorporation of the registrant, as currently in effect

3.1(ii)*		Bylaws of the registrant, as currently in effect

3.1(iii)**		Certificate of Designation of Series A Preferred Stock

31.1		Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2		Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32		Certifications of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley Act of 2002

101		The following materials from the Quarterly Report of Bio-Bridge Science, Inc. on Form 10-Q for the quarter ended September 30, 2011, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets as of September 30, 2011 (unaudited) and December 31, 2010, (ii) Unaudited Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2011 and 2010, (iii) Unaudited Condensed Consolidated Statements of Changes in Equity for the nine months ended September 30, 2011, (iv) Unaudited Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2011 and 2010, (v) Notes to the Unaudited Condensed Consolidated Financial Statements, tagged as blocks of text.

* Previously filed with the Securities and Exchange Commission pursuant to Registration Statement No. 333-121786.

** Previously filed as an exhibit to the Registrant's Form 10-KSB for its year ended December 31, 2006.

BIO BRIDGE SCIENCE INC 10-Q