**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**WASHINGTON,
      DC 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 June 30, 2008





o TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE


EXCHANGE
      ACT





Commission
      File Number: 000-26607




**GENMED
      HOLDING CORP.**


Exact
      name of registrant as specified in its charter





**NEVADA**
            **88-0390828**(State
                or other jurisdiction of
            I.R.S.
                Employerincorporation
                or organization)
            Identification
                No.





Rontgenlaan
      27, 2719 DX


Zoetermeer,
      The Netherlands


(Address
      of principal executive offices)





011-31-793-630-129


Registrant's
      telephone number, including area code





N/A


(Former
      name, former address and former fiscal year, if changed since last
      report)





Indicate
      by check mark whether the registrant (1) filed all reports required to be filed
      by Section 13 or 15(d) of the 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 o





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 ̈(Do not check if a smaller reporting company)
              Smaller
                  reporting companyx


Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act): Yes o No x





**APPLICABLE
      ONLY TO ISSUERS INVOLVED IN BANKRUPTCY**


**PROCEEDINGS
      DURING THE PRECEDING FIVE YEARS**





Check
      whether the registrant filed all documents and reports required to be filed
      by
      Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities
      under a plan confirmed by a court. Yes o No o





**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: 125,631,000 shares of common stock
      as
      of September 18, 2008.








**GENMED
      HOLDING CORP.**





**INDEX**





PART
      I:
      FINANCIAL INFORMATION





**ITEM
      1. FINANCIAL STATEMENTS**





**GENMED
        HOLDING CORP. AND SUBSIDIARIES**
 **(FORMERLY
        SATELLITE NEWSPAPERS CORP.)**
 **CONSOLIDATED
        BALANCE SHEETS**
 
 **June
                  30,**
              
              **December
                  31,****2008**
              
              **2007****ASSETS**
              
              
              (unaudited)CURRENT
                  ASSETSCash
              
              
              2,866
              
              
              976VAT
                  Receivable
              
              
              2,180Prepaid
                  Consultancy Fees
              
              
              1,122,000Total
                  Current Assets
              
              $
              1,127,046
              
              $
              976EQUIPMENT
              
              
              18,407OTHER
                  ASSETSMedical
                  Registration Rights
              
              
              14,600,000Total
                  Assets
              
              $
              15,745,453
              
              $
              976**LIABILITIES
                  AND STOCKHOLDERS' EQUITY (DEFICIT)**CURRENT
                  LIABILITIESAccounts
                  payable
              
              $
              138,078
              
              $
              85,600Accrued
                  Salaries and related expenses
              
              
              299,599
              
              
              232,214Accrued
                  Expenses
              
              
              247,657
              
              
              39,014Loans
                  Payable to related parties
              
              
              633,614
              
              
              584,944Total
                  Current Liabilities
              
              
              1,318,948
              
              
              941,772STOCKHOLDERS'
                  EQUITY (DEFICIT)Preferred
                  stock, par value $0.001 authorized 500,000,000 shares, 1,657,533
                  Class A
                  convertible preferred shares issued and outstanding at December
                  31,
                  2007.
              
              
              
              
              
              2,180Common
                  stock authorized 500,000,000 shares, par value $0.001 issued and
                  outstanding 125,611,739 and 211,739 shares at June 30, 2008 and
                  December
                  31, 2007, respectively
              
              
              125,612
              
              
              212Additional
                  Paid-In Capital
              
              
              39,552,828
              
              
              13,972,047Accumulated
                  deficit
              
              
              (25,250,454
              )
              
              (14,915,235
              )Accumulated
                  other comprehensive loss
              
              
              (1,481
              )Total
                  Stockholders' Equity (Deficit)
              
              
              14,426,505
              
              
              (940,796
              )Total
                  Liabilities and Stockholders' Equity (Deficit)
              
              $
              15,745,453
              
              $
              976
 
 See
        accompanying notes to financial statements.
  2
 
 **GENMED
        HOLDING CORP. AND SUBSIDIARIES**
 **(FORMERLY
        SATELLITE NEWSPAPERS CORP.)**
 **CONSOLIDATED
        STATEMENTS OF CASH FLOWS (UNAUDITED)**
 
 **Six
                  Months Ended June 30,**2008
              
              2007CASH
                  FLOWS FROM OPERATING ACTIVITIES CONTINUING OPERATIONSNet
                  loss
              
              $
              (10,335,219
              )
              $
              (121,416
              )Amortization
                  of prepaid consulting fees
              
              
              102,000Impairment
                  of Goodwill
              
              
              9,863,647Adjustments
                  to reconcile net gain/(loss) to cash flows used in operating
                  activitiesChanges
                  in operating assets and liabilities:Accounts
                  receivable
              
              
              15,334Accounts
                  payable
              
              
              46,325Accrued
                  expenses
              
              
              208,643
              
              
              10,013Accrued
                  salaries and related expenses
              
              
              67,385NET
                  CASH USED IN CONTINUING OPERATING ACTIVITIES
              
              
              (31,885
              )
              
              (111,403
              )CASH
                  FLOWS FROM INVESTING ACTIVITIESPayment
                  of equipment
              
              
              (18,407
              )NET
                  CASH USED IN CONTINUING INVESTING ACTIVITIES
              
              
              (18,407
              )CASH
                  FLOWS FROM FINANCING ACTIVITIESCash
                  acquired in acquisition
              
              
              4,993Advances
                  from notes payable to related parties
              
              
              48,670NET
                  CASH PROVIDED IN CONTINUING FINANCING ACTIVITIES
              
              
              53,663DISCONTINUING
                  OPERATIONSNet
                  income
              
              
              
              
              
              2,754,671Decrease
                  in net liabilities of entities discontinued
              
              
              
              
              
              (2,592,289
              )NET
                  CASH USED IN DISCONTINUING OPERATIONS
              
              
              
              
              
              162,382EFFECT
                  OF EXCHANGE RATECHANGES
                  ON CASH
              
              
              (1,481
              )
              
              (51,271
              )INCREASE
                  (DECREASE) IN CASH
              
              
              1,890
              
              
              (292
              )CASH,
                  BEGINNING OF PERIOD
              
              
              976
              
              
              1,334CASH,
                  END OF PERIOD
              
              $
              2,866
              
              $
              1,042SUPPLEMENTAL
                  INFORMATIONNon
                  cash activities:Issuance
                  of Common Stock for acquisition
              
              
              24,480,000Assets
                  assumed in acquisition:Cash
              
              
              4,993Receivable
              
              
              17,513Liabilities
                  assumed
              
              
              (6,153
              )Issuance
                  of Common Stock for consulting agreement
              
              
              1,224,000
  3
 
 **GENMED
        HOLDING CORP. AND SUBSIDIARIES**
 **(FORMERLY
        SATELLITE NEWSPAPERS CORP.)**
 **CONSOLIDATED
        STATEMENTS OF OPERATIONS (UNAUDITED)**
 
 **For
                  the Three Months Ended**
              
              **For
                  the Six Months Ended****June
                  30,**
              
              **June
                  30,****2008**
              
              **2007**
              
              **2008**
              
              **2007**COSTS
                  AND EXPENSESSelling,
                  General and Administrative
              
              $
              353,455
              
              $
              102,604
              
              $
              423,321
              
              $
              111,402Research
                  & Development
              
              
              24,607
              
              
              
              
              
              24,607Impairment
                  of Goodwill
              
              
              9,863,647
              
              
              
              
              
              9,863,647Total
                  Costs and Expenses
              
              
              10,241,709
              
              
              102,604
              
              
              10,311,575
              
              
              111,402NET
                  OPERATING LOSS
              
              
              (10,241,709
              )
              
              (102,604
              )
              
              (10,311,575
              )
              
              (111,402
              )OTHER
                  EXPENSEInterest
                  Expense
              
              
              (12,003
              )
              
              (6,523
              )
              
              (23,644
              )
              
              (10,014
              )(12,003
              )
              
              (6,523
              )
              
              (23,644
              )
              
              (10,014
              )NET
                  LOSS FROM CONTINUING OPERATIONS
              
              $
              (10,253,712
              )
              $
              (109,127
              )
              $
              (10,335,219
              )
              $
              (121,416
              )DISCONTINUED
                  OPERATIONSLoss
                  from discontinued operations (less applicable income taxes of
                  0)
              
              
              
              
              
              
              
              
              
              
              
              (788,736
              )Gain
                  from disposal of discontinued operations
                (less
                  applicable income taxes of 0)
              
              
              
              
              
              
              
              
              
              
              
              3,543,407Loss
                  (gain) from discontinued operations
              
              
              -
              
              
              -
              
              
              -
              
              
              2,754,671NET
                  GAIN (LOSS)
              
              $
              (10,253,712
              )
              $
              (109,127
              )
              $
              (10,335,219
              )
              $
              2,633,255NET
                  GAIN (LOSS) PER COMMON SHARE
                (BASIC
                  AND DILUTED)Continuing
                  Operations
              
              
              
              
              
              
              
              $
              (0.20
              )Discontinuing
                  Operations
              
              
              
              
              
              
              
              
              
              
              $
              0.01WEIGHTED
                  AVERAGE COMMON SHARES OUTSTANDING
              
              
              
              
              
              
              
              
              51,198,552
              
              
              423,477,518
 
 See
        accompanying notes to financial statements.
  4
  
 **GENMED
        HOLDING CORP. AND SUBSIDIARIES**
 
 **NOTES
        TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS**
 **JUNE
        30, 2008**
 
 **NOTE 1**
              **BASIS
                  OF PRESENTATION**
 
 The
        accompanying consolidated financial statements have been prepared in accordance
        with generally accepted accounting principles for interim financial
        information.  Accordingly, they do not include all of the information
        and footnotes required by generally accepted accounting principles for complete
        financial statements.  In the opinion of management, all adjustments
        (consisting of normal recurring accruals) considered necessary in order to
        make
        the financial statements not misleading have been included.  Results
        for the six months ended June 30, 2008 are not necessarily indicative of
        the
        results that may be expected for the year ending December 31,
        2008.  For further information, refer to the financial statements and
        footnotes thereto included in the Genmed Holding Corp. and Subsidiaries annual
        report on Form 10-KSB for the year ended December 31, 2007.
 
 **NOTE 2**
              **GOING
                  CONCERN**
  As
        shown
        in the accompanying financial statements, the Company has incurred an
        accumulated deficite of $25,250,454 and, has negative working capital, of
        $191,902. Management's plans include the raising of capital through the equity
        markets to fund future operations and the generating of revenue through its
        business. Failure to raise adequate capital and generate adequate sales revenues
        could result in the Company having to curtail or cease
        operations.  Additionally, even if the Company does raise sufficient
        capital to support its operating expenses and generate adequate revenues,
        there
        can be no assurance that the revenue will be sufficient to enable it to develop
        business to a level where it will generate profits and cash flows from
        operations. These matters raise substantial doubt about the Company's ability
        to
        continue as a going concern.  However, the accompanying financial
        statements have been prepared on a going concern basis, which contemplates
        the
        realization of assets and satisfaction of liabilities in the normal course
        of
        business.  These financial statements do not include any adjustments
        relating to the recovery of the recorded assets or the classification of
        the
        liabilities that might be necessary should the Company be unable to continue
        as
        a going concern.
 
 **NOTE 3**
              **GENERAL**
 
 **General
        Release and Settlement Agreement**
 On
        April
        17, 2008, the Company entered into a General Release and Settlement Agreement
        (the "General Release Agreement") with Total Look, B.V. (“Total Look”), London
        Finance Group, Ltd., a California corporation (“LFG”), Dojo Enterprises, LLC, a
        Nevada limited liability company (“Dojo”), Hyperion Fund, L.P., a Colorado
        limited partnership (“Hyperion”), The Palisades Capital, LLC 401(k) Profit
        Sharing Trust (“Palisades”), The Morpheus 2005 Trust dated December 1, 2005
        (“Morpheus”), Burton Partners, LLC (“Burton”), Picasso, LLC (“Picasso”) and
        Glacier, LLC (“Glacier,” and, together with Total Look, LFG, Dojo, Hyperion,
        Palisades, Morpheus, Burton and Picasso, the “Preferred Shareholders”) to
        settle all accounts and disputes between the parties and to avoid the expense
        and delay of litigation.
 
 Pursuant
        to the General Release Agreement, the Company issued to the Preferred
        Shareholders 75,000,000 shares of its restricted common stock, and 39,000,000
        warrants to the Preferred Shareholders,  which were subsequently
        cancelled, to purchase shares of common stock of the Company. Such shares
        of
        common stock of the Company were issued as follows:
 
 **Shareholder**
              **Common Stock**Total
                  Look
              49,500,000
              sharesLondon
                  Finance Group, Ltd.
              3,060,000
              sharesDojo
                  Enterprises, Ltd.
              2,040,000
              sharesHyperion
                  Fund, L.P.
              2,720,000
              sharesPalisades
                  Capital, LLC 401(k) Profit Sharing Trust
              2,720,000
              sharesDiane
                  Breitman, as Trustee of The Morpheus 2005 Trust
              2,720,000
              sharesBurton
                  Partners, LLC
              4,080,000
              sharesPicasso,
                  LLC
              4,080,000
              sharesGlacier,
                  LLC
              4,080,000
              shares
  5
 
 **GENMED
        HOLDING CORP. AND SUBSIDIARIES**
 
 **NOTES
        TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS**
 **JUNE
        30, 2008**
 
 The
        Preferred Shareholders collectively own 2,179,533 shares of Class A Convertible
        Preferred Stock of the Company, which equals 100% of the outstanding preferred
        shares of stock of the Company. Pursuant to the General Release Agreement,
        all
        of the outstanding preferred shares of the Company will be cancelled upon
        the
        issue of the common stock to the Preferred Shareholders.
 
 **Stock
        Exchange Agreement**
 On
        April
        17, 2008, Genmed Holding Corp. ("Genmed," or the “Company”) entered into a Stock
        Exchange Agreement (the "Stock Exchange Agreement") with Joost de Metz (“de
        Metz”), Willem Blijleven (“Blijleven”), Erwin R. Bouwens (“Bouwens”) and Medical
        Network Holding BV (“MNH,” and collectively with de Metz, Blijlevens and
        Bouwens, the “Shareholders”). The Shareholders were holders of 100% of the
        outstanding capital stock of Genmed BV (“GMBV”), a company organized in The
        Netherlands.
  Pursuant
        to the Stock Exchange Agreement, Genmed agreed to purchase from the Shareholders
        18,000 restricted shares of the registered and outstanding capital stock
        of GMBV
        (the “GMBV Shares”), representing 100% of its outstanding capital stock, for a
        purchase price equal to 48,000,000 shares of restricted common stock of
        Genmed.
 
 The
        fair
        value of the assets acquired is as follows:
 
 Cash
              
              $
              4,993Receivables
              
              
              17,513Fair
                  Value of Medical Registration Rights
              
              
              14,600,000Liabilities
                  Assumed
              
              
              (6,153
              )14,616,353Fair
                  value of 48,000,000 shares @ $0.51 per share
              
              
              24,480,000Impairment
                  of Goodwill
              
              $
              9,863,647
 
 **Reverse
        Split**
 On
        October 22, 2007, the Company's board of directors and majority of its
        shareholders approved a 1-for-2000 reverse stock split of the Company's
        issued and outstanding common stock, par value $.001 per share, pursuant
        to
        which each two thousand shares of the Company’s issued and outstanding Common
        Stock would be combined and consolidated into one share of common stock and
        authorized the board of directors of the Company to amend its Articles of
        Incorporation by issuing, without further shareholder action, one or more
        series
        of preferred stock from its authorized 5,000,000 shares of preferred stock.
        On January 28, 2008, the reverse stock split of the Company became
        effective.
  **Change
        of Name**
 On
        December 12, 2007, the Company's board of directors and majority of its
        shareholders approved the change of the Company’s corporate name from
        Satellite Newspapers Corp. to Genmed Holding Corp. by filing an amendment
        to its
        Articles of Incorporation with the Secretary of State of the State of Nevada
        on
        December 12, 2007.
 
 **Change
        in Management**
 Mr.
        Roy
        Piceni resigned from his position as Chief Executive Officer and director
        of
        Genmed Holding Corp. (the “Company”) on April 17, 2008.
 
 The
        Board
        of Directors appointed Mr. Erwin R. Bouwens as the Chief Executive Officer,
        President, and director of the Company on April 17, 2008. Mr. Randy Hibma,
        who
        has served as the Company’s Chief Financial Officer since 2004, remained as the
        Company’s Chief Financial Officer and was appointed to serve as Vice President
        and Secretary of the Company on April 17, 2008.
  6
 
 **GENMED
        HOLDING CORP. AND SUBSIDIARIES**
 
 **NOTES
        TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS**
 **JUNE
        30, 2008**
 
 **Consulting
        Agreements**
 On
        April
        17, 2008, the Company, entered into a Consulting Agreement with London Finance
        Group, Ltd. (“London”). Pursuant to such Consulting Agreement, London will
        consult with the Company on achieving Company objectives including merging
        with
        other businesses, disposing of businesses or assets, entering into strategic
        relationships, entering into investment banking relationships, and securing
        valuable management consulting to assist the Company in its operations, strategy
        and in its negotiations with vendors, customers and strategic partners. The
        Consulting agreement commenced on April 17, 2008 and will terminate no earlier
        than April 17, 2011. London was to receive an initial payment of
        $65,000 upon execution of the Consulting Agreement, $20,000 per month for
        the
        length of the Consulting Agreement, and 2,400,000 shares of restricted common
        stock of the Company as compensation for its consulting services.
 
 Also
        on
        April 17, 2008, the Company entered into a Consulting Agreement with Total
        Look
        B.V. (“Total Look”), a company organized in The Netherlands. Pursuant to such
        Consulting Agreement, Total Look will consult with the Company on finding,
        analyzing, structuring and negotiating sales and marketing agreements, alliances
        and other desirable projects with regard to the Company’s sales of its generic
        pharmaceutical products. The Consulting agreement commenced on April 17,
        2008
        and will terminate no earlier than April 17, 2011. Total Look will receive
        an
        initial payment of $40,000 upon execution of the Consulting Agreement, $20,000
        per month for the length of the Consulting Agreement, and two and one-half
        percent (2.5%) of the total revenues from all sales and other revenues actually
        received by the Company, until such time as Total Look has received a total
        of
        $3,000,000, as compensation for its consulting services.


7




**Item
      2. Management's Discussion and Analysis of Financial Condition or Results of
      Operations**





**Forward-looking
      Information**





This
      Form
      10-Q quarterly report includes “forward-looking statements” within the meaning
      of Section 27A of the Securities Act of 1933, as amended, or the Securities
      Act,
      and Section 21E of the Securities Exchange Act of 1934, as amended, or the
      Exchange Act. All statements other than statements of historical facts, included
      in this Form 10-Q that address activities, events or developments that we expect
      or anticipate will or may occur in the future, including such things as future
      capital expenditures (including the amount and nature thereof), business
      strategy and measures to implement strategy, competitive strength, goals,
      expansion and growth of our business and operations, plans, references to future
      success, reference to intentions as to future matters and other such matters
      are
      forward-looking statements. In some cases, you can identify forward-looking
      statements by terminology such as "may," "will," "should," "expects," "plans,"
      "anticipates," "believes," "estimates," "predicts," "potential," or "continue"
      or the negative of such terms or other comparable terminology. These statements
      are only predictions. Actual events or results may differ materially. These
      statements are based on certain assumptions and analyses made by us in light
      of
      our experience and our perception of historical trends, current conditions
      and
      expected future developments as well as other factors we believe are appropriate
      in the circumstances. However, whether actual results and developments will
      conform to our expectations and predictions is subject to a number of risks
      and
      uncertainties, and other factors, many of which are beyond our
      control.





Although
      we believe that the expectations reflected in the forward-looking statements
      are
      reasonable, we cannot guarantee future results, levels of activity, performance,
      or achievements. Moreover, we do not assume responsibility for the accuracy
      and
      completeness of such forward-looking statements. We are under no duty to update
      any of the forward-looking statements after the date of this report to conform
      such statements to actual results.





**General**





The
      following discussion and analysis summarizes the results of operations of Genmed
      Holding Corp. ("Genmed," the "Company," or "we"), formerly called Satellite
      Newspapers Corp., for the three-month period and six-month period ended June
      30,
      2008.





During
      the period ended March 31, 2008, the Company had no operations and was engaged
      in seeking a potential business acquisition. At March 31, 2008, the Company
      was
      negotiating a possible acquisition with Genmed BV (“Genmed BV”), a company
      organized in The Netherlands and which is engaged in the distribution of generic
      drugs.





Genmed
      BV
      is developing and seeking a network of manufacturing and distribution
      relationships in The Netherlands, Romania, the United States, and the United
      Kingdom to supply low cost generic drugs to retail chains. Genmed BV’s initial
      product is Paracetamol (acetaminophen), a generic form of Tylenol sold under
      the
      brand name “Parol.” Parol is produced and distributed for Genmed BV by the
      Atabay Group of Companies (“Atabay”), located in Istanbul, Turkey. The
      Company’s agreement with Atabay allows the Company to sell Parol in South
      America and other countries outside of the European Union. Genmed BV
      currently has distribution contracts with retail chains in The Netherlands,
      and
      is seeking contracts with retail chains, government agencies, and multi-national
      corporations.





On
      April
      17, 2008, the Company entered into a Stock Exchange Agreement with Genmed BV
      resulting in Genmed BV becoming a wholly owned subsidiary of the Company. See
      “Stock Exchange Agreement” in this section, below.




Prior
      to
      April 17, 2008, the Company submitted its initial application for the product
      “Parol 500mg” with the Dutch Medicines Evaluation Board (MEB). The Dutch MEB is
      a member of the European Network of Medicines Authorities and evaluates and
      monitors the efficacy, risks, and quality of medicinal products. The Company’s
      application was submitted under mutual recognition for the following countries:
      The Netherlands, Belgium, Germany, France, Ireland, and the United
      Kingdom.





At
      June
      30, 2008, the Company but was actively seeking to develop its business of the
      sale and distribution of generic drugs through it wholly owned subsidiary Genmed
      BV.  8




**Stock
      Exchange Agreement**





On
      April
      17, 2008, the Company entered into a Stock Exchange Agreement (the
      "Stock Exchange Agreement") with Joost de Metz (“de Metz”), Willem Blijlevens
      (“Blijlevens”), Erwin R. Bouwens (“Bouwens”) and Medical Network Holdings BV
      (“MNH,” and collectively with de Metz, Blijlevens, and Bouwens, the
“Shareholders”). These were the holders of 100% of the outstanding capital stock
      of Genmed BV.




Pursuant
      to the Stock Exchange Agreement, the Company agreed to purchase from the
      Shareholders 18,000 restricted shares of the registered and outstanding capital
      stock of Genmed BV (the “GMBV Shares”), representing 100% of its outstanding
      capital stock, for a purchase price equal to 48,000,000 shares of restricted
      common stock of the Company and warrants to purchase 24,000,000 shares of
      restricted common stock of the Company at an exercise price of $0.10 per share
      which were subsequently cancelled, effective April 17, 2008.





The
      securities of the Company were issued as follows:





Warrants
                to PurchaseShareholder
            
            Common
                Stock
            
            Shares
                of Common StockErwin
                R. Bouwens
            
            
            30,000,000
                  shares
            
            
            15,000,000
                  sharesMedical
                Network Holding BV
            
            
            6,000,000
                shares
            
            
            3,000,000
                sharesJoost
                de Metz
            
            
            6,000,000
                shares
            
            
            3,000,000
                sharesWillem
                Blijlevens
            
            
            6,000,000
                shares
            
            
            3,000,000
                shares48,000,000
                shares
            
            
            24,000,000
                shares


Subsequent
        to June 30, 2008, the Company reached a verbal agreement with the Shareholders
        to cancel the Shareholder’s warrants to purchase 24,000,000 shares of restricted
        common stock of the Company effective April 17, 2008.




**General
      Release and Settlement Agreement**





On
      April
      17, 2008, the Company entered into a General
      Release and Settlement Agreemen t
      (the
      "General Release Agreement") with Total Look, B.V. (“Total Look”), London
      Finance Group, Ltd., a California corporation (“LFG”), Dojo Enterprises, LLC, a
      Nevada limited liability company (“Dojo”), Hyperion Fund, L.P., a Colorado
      limited partnership (“Hyperion”), The Palisades Capital, LLC 401(k) Profit
      Sharing Trust (“Palisades”), The Morpheus 2005 Trust dated December 1, 2005
      (“Morpheus”), Burton Partners, LLC (“Burton”), Picasso, LLC (“Picasso”) and
      Glacier, LLC (“Glacier,” and together with Total Look, LFG, Dojo, Hyperion,
      Palisades, Morpheus, Burton and Picasso, the “Preferred Shareholders”) to settle
      all accounts and disputes between the parties and to avoid the expense and
      delay
      of litigation.




Pursuant
      to the General Release Agreement, the Company issued to the Preferred
      Shareholders 75,000,000 shares of its restricted common stock, and warrants
      to
      purchase 39,000,000 shares of common stock of the Company at a purchase price
      of
      $0.10 per share which were subsequently cancelled, effective April 17, 2008.
      Such shares of common stock of the Company and warrants to purchase shares
      of
      common stock of the Company were issued as follows:




Warrants
                to PurchaseShareholder
            
            Common
                Stock
            
            Shares
                of Common StockTotal
                Look
            
            
            49,500,000
            
            
            26,250,000London
                Finance Group, Ltd.
            
            
            3,060,000
            
            
            1,530,000Dojo
                Enterprises, Ltd.
            
            
            2,040,000
            
            
            1,020,000Hyperion
                Fund, L.P.
            
            
            2,720,000
            
            
            1,360,000Palisades
            
            
            2,720,000
            
            
            1,360,000Morpheus
            
            
            2,720,000
            
            
            1,360,000Burton
                Partners, LLC
            
            
            4,080,000
            
            
            2,040,000Picasso,
                LLC
            
            
            4,080,000
            
            
            2,040,000Glacier,
                LLC
            
            
            4,080,000
            
            
            2,040,000




Subsequent
      to June 30, 2008, the Company reached a verbal agreement with the Preferred
      Shareholders to cancel the Preferred Shareholders’ warrants to purchase
      39,000,000 shares of common stock described above, effective April 17,
      2008.


9





**Consulting
      Agreements**





On
      April
      17, 2008, the Company entered into a Consulting Agreement with London Finance
      Group, Ltd. (“London”). Pursuant to such Consulting Agreement, London will
      consult with the Company on achieving Company objectives including merging
      with
      other businesses, disposing of businesses or assets, entering into strategic
      relationships, entering into investment banking relationships, and in securing
      management consulting services to assist the Company in its operations, strategy
      and in its negotiations with vendors, customers and strategic partners. The
      Consulting Agreement commenced on April 17, 2008 and will terminate no earlier
      than April 17, 2011. London will receive an initial payment of $65,000 upon
      execution of the Consulting Agreement, $20,000 per month for the length of
      the
      Consulting Agreement, and 2,400,000 shares of restricted common stock of the
      Company as compensation for its consulting services.





Also
      on
      April 17, 2008, the Company entered into a Consulting Agreement with Total
      Look
      B.V. (“Total Look”), a company organized in The Netherlands. Pursuant to such
      Consulting Agreement, Total Look will consult with the Company on finding,
      analyzing, structuring and negotiating sales and marketing agreements, alliances
      and other desirable projects with regard to the Company’s sales of its generic
      pharmaceutical products. The Consulting Agreement commenced on April 17, 2008
      and will terminate no earlier than April 17, 2011. Total Look will receive
      an
      initial payment of $40,000 upon execution of the Consulting Agreement, $20,000
      per month for the length of the Consulting Agreement, and two and one-half
      percent (2.5%) of the total revenues from all sales and other revenues actually
      received by the Company, until such time as Total Look has received a total
      of
      $3,000,000, as compensation for its consulting services. The Chief Executive
      Officer of Total Look is related to Mr. Roy Piceni, the Company’s former Chief
      Executive Officer and a stockholder and former director of the
      Company.





**Change
      in Management**





Mr.
      Roy
      Piceni resigned from his position as Chief Executive Officer and director of
      the
      Company on April 17, 2008.





The
      Board
      of Directors appointed Mr. Erwin R. Bouwens as the Chief Executive Officer,
      President, and director of the Company on April 17, 2008. Mr. Bouwens is an
      entrepreneur who owns six restaurants and more than forty buildings and
      apartments through E.R. Bouwens Holding B.V. In the year 2000, Mr. Bouwens
      began
      De Witte Raaf, an occupational health care services company organized in The
      Netherlands, and in 1999, Mr. Bouwens began Medical Network Holding B.V. Mr.
      Bouwens maintains a majority interest in De Witte Raaf and Medical Network
      Holding B.V. In 1981, Mr. Bouwens completed his technical education in building
      and water projects.





**Risks**





The
      Company is currently in the development stage of its generic drug distribution
      business and is attempting to develop and maintain relationships with generic
      drug manufacturers, retail entities, and government regulatory authorities.
      If
      the Company is unable to develop and maintain such relationships or unable
      to
      secure and maintain contractual relationships with generic drug manufacturers,
      retail entities, and government regulatory and licensing authorities the Company
      may not be able to fulfill its business plan and would likely be unable to
      continue its operations.





Similarly,
      if the Company is unable to obtain regulatory licensing to distribute, market,
      and sell its generic drugs, the Company would likely be unable to continue
      its
      operations. The Company is seeking to distribute and sell its generic drugs
      throughout Europe and in other countries. The Company will be subject to certain
      regulatory requirements which may cause the Company to incur additional expenses
      and resources maintaining compliance with such regulations, and may slow or
      stop
      the Company’s ability to distribute and sell generic drugs.





The
      distribution of pharmaceuticals and related healthcare solutions is highly
      competitive. The Company competes with national wholesale distributors of
      pharmaceuticals; regional and local distributors of pharmaceuticals; chain
      drugstores that warehouse their own pharmaceuticals; manufacturers who
      distribute their products directly to customers; specialty distributors; and
      other healthcare providers. As a development stage Company, the Company is
      competing against more experienced and more developed competitors with more
      resources and established relationships, contracts, and
      products.


10




**Results
      of Operations**





**Comparison
      of the three months ended June 30, 2008 and 2007**





***Selling,
      General, and Administrative expenses*** .
      Selling, general, and administrative expenses increased 345% to $353,455 during
      the three month period ended June 30, 2008 as compared to $102,604 for the
      comparable period in 2007. The increase was due primarily to expenses incurred
      in the development of the Company’s generic drug sales and distribution
      business.





***Research
      and Development*** .
      The
      Company incurred $24,607 in research and development expenses during the three
      month period ended June 30, 2008, as compared to no such comparable expenses
      for
      the three month period ended June 30, 2008. Such new researched and development
      expenses are primarily due to the Company’s research and development costs with
      regard to the development of its new generic drug sales and distribution
      business.





***Net
      Operating Loss*** .
      As a
      result of the Company’s selling, general, and administrative expenses, and
      expenses related to research and development and its lack of revenues, the
      Company incurred a net operating loss of $378,062 for the three month period
      ended June 30, 2008, as compared with a loss of $102,604 for the period ended
      June 30, 2007.





***Impairment
      of Goodwill.*** The
      Company incurred $9,863,647 in impairment in goodwill during the three month
      period ended June 30, 2008 as compared to no such expense for the comparable
      period in 2007. The impairment of goodwill was due to the Company’s acquisition
      of its wholly owned subsidiary Genmed BV.





***Loss
      on Foreign Exchange and Interest Expense*** .
      The
      Company incurred no loss on foreign exchange in during the period ended June
      30,
      2008, or the period ended June 30, 2007. The Company incurred interest expenses
      of $12,003 during the period ended June 30, 2008, as compared to $6,523 during
      the comparable period in 2007; an increase of 184%.





***Net
      Loss from Continuing Operations*** .
      For the
      three month period ended June 30, 2008 compared to the three month period ended
      June 30, 2007, the Company had a net loss from continuing operations of
      $10,253,712 and $109,127, respectively, an increase of approximately 9,396%.
      This increase was due to the aforementioned increases in selling, general,
      and
      administrative expenses, research and development expenses, impairment of
      goodwill, and the increase in interest expenses.





***Discontinued
      Operations*** **.** The
      Company had no discontinued operations during the period ended June 30, 2008
      or
      June 30, 2007, and incurred no loss or gain from discontinued operations from
      such periods.





***Net
      Gain (Loss)*** .
      The
      Company incurred a net loss of $10,253,712 during the period ended June 30,
      2008, as compared with a net loss of $109,127 for the period ended June 30,
      2007. The increase in net loss was due primarily to impairment of goodwill
      during the period ended June 30, 2008.





**Comparison
      of the six months ended June 30, 2008 and 2007**





***Selling,
      General, and Administrative expenses*** .
      Selling, general, and administrative expenses increased 380% to $423,321 during
      the six month period ended June 30, 2008 as compared to $111,402 for the
      comparable period in 2007. The increase was due primarily to expenses incurred
      in the development of the Company’s generic drug sales and distribution
      business.





***Research
      and Development*** .
      The
      Company incurred $24,607 in research and development expenses during the six
      month period ended June 30, 2008, as compared to no such comparable expenses
      for
      the six month period ended June 30, 2008. Such new research and development
      expenses are primarily due to the Company’s development of its new generic drug
      sales and distribution business.





***Impairment
      of Goodwill.*** The
      Company incurred $9,863,647 in impairment in goodwill during the six month
      period ended June 30, 2008 as compared to no such expense for the comparable
      period in 2007. The impairment of goodwill was due to the Company’s acquisition
      of its wholly owned subsidiary Genmed BV.


11




***Net
      Operating Loss*** .
      As a
      result of the Company’s selling, general, and administrative expenses, the
      Company incurred a net operating loss of 10,311,575 for the six month period
      ended June 30, 2008, as compared with $111,402 for the comparable period ended
      June 30, 2007.





***Loss
      on Foreign Exchange and Interest Expense*** .
      The
      Company incurred no loss on foreign exchange in during the six month period
      ended June 30, 2008, or the period ended March 31, 2007. The Company incurred
      interest expenses of $23,644 during the period ended June 30, 2008, as compared
      to $10,014 during the comparable period in 2007; an increase of 236%.





***Net
      Loss from Continuing Operations*** .
      For the
      six month period ended June 30, 2008 compared to the three month period ended
      June 30, 2007, the Company had a net loss from continuing operations of
      $10,335,219 and $121,416, respectively, an increase of approximately 8512%.
      This
      increase was mainly due to the aforementioned increases in selling, general,
      and
      administrative expenses, research and development expenses, impairment of
      goodwill, and the increase in interest expenses.





***Discontinued
      Operations*** **.** The
      Company incurred a gain from discontinued operations during the six month period
      ended June 30, 2007, of $2,754,671. The Company had no discontinued operations
      during the period ended June 30, 2008, and incurred no loss or gain from
      discontinued operations from such period.





***Net
      Gain (Loss)*** .
      The
      Company incurred a net loss of $10,335,219 during the period ended June 30,
      2008, as compared with a net gain of $2,633,255 for the period ended June 30,
      2007. The increase in net loss was due primarily to impairment of goodwill
      during the period ended June 30, 2008.





**Liquidity
      and Capital Resources**





At
      June
      30, 2008, the Company had $15,745,453 of assets. Total assets consisted of
      $2,866 in cash, $2,180 in VAT receivables, $1,122,000 in prepaid consultancy
      fees, $18,407 in equipment, and $14,600,000 in medical registration
      rights.





The
      Company's working capital deficit was $940,796 at June 30, 2007, compared to
      a
      working capital equity of $14,426,505 at June 30, 2008.





At
      June
      30, 2008, the Company acquired Genmed BV and was in the process of developing
      its business of the distribution and sale of generic drugs. The Company had
      no
      revenues during the six months ended June 30, 2008 and June 30, 2007.





As
      of
      June 30, 2008, the Company was relying on its corporate officers, directors,
      and
      outside investors for the funding needed for the implementation of its business
      plan. The Company’s management is currently looking for the capital to complete
      its corporate objectives. The Company cannot predict the extent to which its
      liquidity and capital resources will be available prior to the successful
      execution of its business plan or whether it will have sufficient capital to
      fund typical operating expenses.





If
      the
      Company is unable to obtain financing from any of one of these aforementioned
      sources, the Company would not be able to complete the financial requirements
      regarding the development of its generic drug distribution business or to
      continue as a going concern.





**Item
      3. Quantitative and Qualitative Disclosures about Market
      Risk**





Smaller
      reporting companies are not required to provide the information required by
      this
      item.





**Item
      4. Controls and Procedures**





Our
      Chief
      Executive Officer and Chief Financial Officer (collectively the "Certifying
      Officers") maintain a system of disclosure controls and procedures that is
      designed to provide reasonable assurance that information which is required
      to
      be disclosed is accumulated and communicated to management in a timely manner.
      Under the supervision and with the participation of management, the Certifying
      Officers evaluated the effectiveness of the design and operation of our
      disclosure controls and procedures (as defined in Rule [13a-14(c)/15d-14(c)]
      under the Exchange Act) within 90 days prior to June 30, 2008 (the “Evaluation
      Date”). Based upon such evaluation, the Certifying Officers concluded that the
      Company’s disclosure controls and procedures are effective in timely alerting
      them to material information relative to the Company which is required to be
      disclosed in our periodic filings.


12




The
      Certifying Officers have indicated that there were no significant changes in
      the
      Company’s internal controls, or other factors, that could significantly affect
      such controls subsequent to the Evaluation Date, and there were no such control
      actions with regard to significant deficiencies and material
      weaknesses.





**Item
      4T. Controls and Procedures**





N/A





**PART
      II - OTHER INFORMATION**




**Item
      1 Legal Proceedings**





N/A




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





On
      April
      17, 2008, the Company entered into a Stock Exchange Agreement with Joost de
      Metz, Willem Blijlevens, Erwin R. Bouwens, and Medical Network Holdings BV
      to
      purchase 18,000 restricted shares of the registered and outstanding capital
      stock of Genmed BV, representing 100% of its outstanding capital stock, for
      a
      purchase price equal to 48,000,000 shares of restricted common stock of the
      Company and warrants to purchase 24,000,000 shares of restricted common stock
      of
      the Company at an exercise price of $0.10 per share, which were subsequently
      cancelled, as described above in Item 2, **** Management's
      Discussion and Analysis of Financial Condition or Results of Operations, “Stock
      Exchange Agreement.”





On
      April
      17, 2008, the Company entered into a General Release and Settlement Agreement
      with certain parties to settle all accounts and disputes between the Company
      and
      the parties and to avoid the expense and delay of litigation. Pursuant to the
      General Release Agreement, the Company issued 75,000,000 shares of its
      restricted common stock, and 39,000,000 warrants to purchase shares of common
      stock of the Company at a purchase price of $0.10 per share, which were
      subsequently cancelled as described above in Item 2, **** Management's
      Discussion and Analysis of Financial Condition or Results of Operations,
“Release and Settlement Agreement.” Subsequent to June 30, 2008, the Company
      reached a verbal agreement to cancel such warrants to purchase 39,000,000 shares
      of common stock described above.





On
      April
      17, 2008, the Company entered into a Consulting Agreement with London Finance
      Group, Ltd. (“London”), whereby London will receive 2,400,000 shares of
      restricted common stock of the Company as part of its compensation for its
      consulting services to the Company. See Item 2, **** Management's
      Discussion and Analysis of Financial Condition or Results of Operations,
“Consulting Agreements,” above.





**Item
      3 Defaults Upon Senior Securities**





N/A




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





N/A




**Item
      5 Other Information**





Subsequent
      to June 30, 2008, the Company reached a verbal agreement with the holders of
      certain warrants to cancel 39,000,000 shares of common stock of the
      Company, effective on April 17, 2008, as described above in Item
      2, **** Management's
      Discussion and Analysis of Financial Condition or Results of Operations,
“Release and Settlement Agreement.”


Subsequent
        to June 30, 2008, the Company reached a verbal agreement with the holders
        of
        certain warrants to cancel 24,000,000 shares of restricted common stock of
        the
        Company, effective on April 17, 2008, as described above in Item 2, Management’s
        Discussion and Analysis of Financial Condition or Results of Operations,
“Stock
        Exchange Agreement.”


13




**Item
      6 Exhibits**




Exhibit
              3.1
              Amendment
                  to the Company’s Articles of Incorporation whereby the Company changed its
                   corporate name to Genmed Holding Corp., as filed with the Nevada
                  Secretary of State on December 12, 2007, incorporated herein by
                  reference
                  to Exhibit 3.6 to the Form 10-KSB annual report of the Company
                  filed on
                  April 15, 2008.Exhibit
              10.1
              Stock
                  Exchange Agreement between the Company and Joost de Metz (“de Metz”),
                  Willem Blijleven (“Blijleven”), Erwin R. Bouwens (“Bouwens”) and Medical
                  Network Holding BV  dated April 17, 2008, incorporated herein by
                  reference to Exhibit 9.2 to the Form 8-K current report of the
                  Company
                  filed on May 2, 2008.Exhibit
              10.2
              General
                  Release and Settlement Agreement, incorporated herein by reference
                  to
                  Exhibit 9.1 to the Form 8-K current report of the Company filed
                  on May 2,
                  2008.Exhibit
              10.3
              Consulting
                  Agreement between the Company and London Finance Group, Ltd.,
                  incorporated herein by reference to Exhibit 9.1 to the Form 8-K
                  current
                  report of the Company filed on May 2, 2008.Exhibit
              10.4
              Consulting
                  Agreement between the Company and Total Look BV, incorporated herein
                  by
                  reference to Exhibit 9.1 to the Form 8-K current report of the
                  Company
                  filed on May 2, 2008.Exhibit
              31.1
              Certification
                  of the Chief Executive Officer pursuant to Section 302 of the
                  Sarbanes-Oxley Act of 2002Exhibit
              31.2
              Certification
                  of the Chief Financial Officer pursuant to Section 302 of the
                  Sarbanes-Oxley Act of 2002Exhibit
              32
              Certification
                  of the Chief Executive Officer pursuant to U.S.C. Section 1350
                  as adopted
                  pursuant to Section 906 of the Sarbanes-Oxley Act of
                  2002


14




**SIGNATURES**





In
      accordance with the requirements of the Exchange Act, the registrant caused
      this
      report to be signed on its behalf by the undersigned, thereunto duly
      authorized.





Dated:
                September 19, 2008
            Genmed
                Holding Corp.By:
                /s/ Randy
                HibmaRandy
                Hibma, Chief Financial Officer, Vice President, and
                Secretary




15