DGS-150328.1
May 10, 2000 8:33 AM

DGS-150328.1
May 10, 2000 8:33 AM

                SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB

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

           For the quarterly period ended March 31, 2000


      _    TRANSITION  REPORT  UNDER  SECTION  13 OR  15(d)  OF THE
           SECURITIES ACT OF 1934
                 For the transition period from to
                        Commission File Number 000-24541

                   CORGENIX MEDICAL CORPORATION
          (Name of Small Business Issuer in its Charter)


              Nevada                           93-1223466
  (State or other jurisdiction of    (I.R.S. Employer Identification
  incorporation or organization)                  No.)


          12061 Tejon Street, Westminster, Colorado 80234

   (Address of principal executive offices, including zip code)

                                 (303) 457-4345

         (Issuer's telephone number, including area code)

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

Check  whether  the issuer:  (1) filed all  reports  required to be
filed by  Section 13 or 15(d) of the  Exchange  Act during the past
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  _

The number of shares of Common Stock  outstanding was  17,416,562,  as of May 8,
2000.

Transitional Small Business Disclosure Format.     Yes _     No  X

<PAGE>





                          CORGENIX MEDICAL CORPORATION

                                 March 31, 2000

                                TABLE OF CONTENTS

                                                                            Page

                                     Part I

                              Financial Information

      Item 1.   Financial Statements                            3


      Item 2.   Management's  Discussion  and Analysis of Financial
                Condition and Results of Operations             7



                                     Part II

                                Other Information

      Item 1.   Legal Proceedings                               14


      Item 2.   Changes in Securities and Use of Proceeds       14


      Item 3.   Defaults Upon Senior Securities                 14


      Item 4.   Submission   of  Matters  to  a  Vote  of
                Security Holders                                14


      Item 5.   Other Information                               14


      Item 6.   Exhibits and Reports on Form 8-K                14




<PAGE>


CORGENIX MEDICAL CORPORATION
AND SUBSIDIARIES

Consolidated Balance Sheets

-------------------------------------------------------------------


                                      March 31,      June 30,
                                        2000           1999
                                    --------------------------
                                           (unaudited)
Assets

Current assets:
  Cash and cash equivalents         $      33,167      15,963
  Accounts receivable, less               750,145     516,182
  allowance for doubtful accounts of $7,000
  Note receivable                             -        27,425

  Inventories                             573,808     518,215
  Prepaid expenses                         47,348         954
                                    --------------------------
            Total current assets        1,404,468   1,078,739

Equipment:
  Machinery and laboratory                318,728     302,949
  equipment

  Furniture, fixtures and office          262,216     255,695
  equipment

                                    --------------------------
                                          580,944     558,644
  Accumulated depreciation and          (441,483)   (399,109)
  amortization
                                   --------------------------
            Net equipment                 139,461     159,535

Intangible assets:
  Patents, net of accumulated             416,782     470,557
   amortization of $700,762 and
   $646,987 at March 31, 2000 and June
   30, 1999, respectively

 Goodwill, net of accumulated              24,313      25,411
  amortization of $37,275 and $36,177
  at March 31, 2000 and June
  30, 1999, respectively

 Organization costs,                       75,000        -
  health-outfitters.com, Inc.       --------------------------
                                          516,095     495,968
                                    --------------------------
Due from officer                           12,000      12,000
Other assets                               18,584      14,285
                                    --------------------------
          Total assets              $   2,090,608   1,760,527
                                    ==========================

Liabilities and Stockholders'
Equity (Deficit)
Current liabilities:
  Current portion of notes payable  $    241,099     296,954
  Accounts payable                       981,221     795,262
  Accrued payroll and related            127,744     114,061
   liabilities

  Other liabilities                      142,737     105,528
  Current portion capital lease            4,766       3,483
   obligation

  Employee stock purchase plan             2,539       2,984
   payable                           --------------------------
          Total current liabilities    1,500,106   1,318,272

Notes payable, excluding current         713,415     790,959
   portion

Leases payable, excluding current          3,864       7,703
   portion

                                     -------------------------
          Total liabilities            2,217,385   2,116,934

Stockholders' deficit:
  Preferred stock, $0.001 par                -          -
   value.  Authorized 5,000,000
   shares; none issued or  outstanding

  Common stock, $0.001 par value.         17,394      16,852
   Authorized 20,000,000 shares;
   issued and outstanding 17,394,072 in
   March and 16,852,116 shares in June
  Additional paid-in capital           4.046,006   3,859,806
  Accumulated deficit                 (4,190,177) (4,233,065)
                                     -------------------------
          Total stockholders' deficit   (126,777)   (356,407)
                                     -------------------------

     Total liabilities and           $ 2,090,608   1,760,527
stockholders' deficit                =========================

See accompanying notes to consolidated financial statements.


<PAGE>


CORGENIX MEDICAL CORPORATION
AND SUBSIDIARIES

Consolidated Statements of Operations

-------------------------------------------------------------------

                            Three Months Ended     Nine Months Ended
                         March 31,    March 31,   March 31,   March 31,
                            2000        1999        2000        1999
                         --------------------------------------------
                              (Unaudited)             (Unaudited)



Net Sales                   $ 855,635   711,675   2,566,259    1,832,338
Cost of Sales                 382,931   298,768   1,014,298      819,555
                            --------------------------------------------

          Gross Profit      $ 472,704   412,907   1,551,961    1,012,783

Operating expenses:
  Selling and marketing       211,369    57,729    593,658      538,041
  Research and development    100,946   111,640    260,291      289,419
  General and Admin.          181,201   303,779    548,884      688,078
                            --------------------------------------------
  Total Expense               493,516   473,148  1,402,833    1,515,538

     Operating profit(loss) $ (20,812)  (60,241)   149,128     (502,755)



Interest expense, net          42,254    36,758    106,240      118,727
                            --------------------------------------------



     Net profit (loss)      $ (63,066)  (96,999)    42,888     (621,482)



Net profit (loss) per       $   (0.00)    (0.01)      0.00       (0.13)
share, basic and diluted

Weighted average shares    17,383,680   16,370,428  17,170,836   14,013,953
outstanding


See accompanying notes to consolidated financial statements.


<PAGE>


CORGENIX MEDICAL CORPORATION
AND SUBSIDIARIES

Consolidated Statements of Cash Flows

-------------------------------------------------------------------

                                                  Nine Months Ended
                                                 March 31, March 31,
                                                   2000       1999
                                                 ---------------------
                                                     (Unaudited)


Cash flows from operating activities:

  Net income (loss)                        $    42,888     (609,372)
  Adjustments to reconcile net
   income (loss) to net cash used
   by operating activities:

     Depreciation and amortization              97,247      116,223
     Common stock issued for service              -          12,000
     Changes in operating assets and liabilities:
        Accounts receivable                   (206,538)     (65,097)
        Inventories                            (55,593)      26,767
        Prepaid expenses and other assets     (125,693)      16,250
        Accounts payable                       185,959      287,828
        Accrued payroll and related             13,683       65,002
         liabilities

        Other liabilities                       37,209       24,555
        Employee stock purchase plan payable      (445)        -
                                               ---------------------

    Net cash used by operating activities      (11,283)    (174,954)
                                               ---------------------

Cash flows used by investing activities -
  Purchase of equipment                        (22,300)     (15,682)

Cash flows from financing activities:

  Borrowings on notes payable                   92,918       15,996
  (Payments) on notes payable                 (228,873)     (55,984)
  Cash receipts on stock subscription             -          25,651
  Cash receipts for stock                      186,742          -
                                               ---------------------

             Net cash provided by (used by)     50,787      (14,337)
             financing activities              ---------------------

             Net increase (decrease) in cash    17,204     (204,973)
             and cash equivalents

Cash and cash equivalents
at beginning of period                     $    15,963      216,314
                                               ---------------------

Cash and cash equivalents                  $    33,167       11,341
at end of period                               =====================

Supplemental disclosure -                  $   106,240       46,975
   cash paid for interest


See accompanying notes to consolidated financial statements.


<PAGE>


           CORGENIX MEDICAL CORPORATION AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.    DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

      Corgenix  Medical   Corporation   (Corgenix  or  the  Company)   develops,
manufactures  and markets  diagnostic  products for the  serologic  diagnosis of
certain vascular diseases and autoimmune disorders using proprietary technology.
The Company  markets its products to hospitals  and  free-standing  laboratories
worldwide through a network of sales representatives,  distributors, and private
label (OEM) agreements.  The Company's  offices and  manufacturing  facility are
located in Westminster, Colorado.

      The consolidated  financial statements include the accounts of the Company
and its wholly  owned  subsidiaries,  Corgenix  (UK) Limited  (Corgenix  UK) and
health-outfitters.com, Inc. (health-outfitters.com). Corgenix UK was established
as a United  Kingdom  company  during 1996 to market the  Company's  products in
international  markets.  health-outfitters.com  was  incorporated in Colorado in
December  1999 to market  healthcare  products to  consumers  primarily  through
e-commerce.

      The  accompanying  consolidated  financial  statements have been prepared,
without  audit,  pursuant to the rules and  regulations  of the  Securities  and
Exchange  Commission.  Certain  information  and footnote  disclosures  normally
included in financial  statements prepared in accordance with generally accepted
accounting  principles have been condensed or omitted pursuant to such rules and
regulations.  Although the Company believes that the disclosures are adequate to
make the  information  presented  not  misleading,  it is  suggested  that these
consolidated  financial  statements  be read in  connection  with the  financial
statements  and notes thereto  included in the  Company's  annual report on Form
10-KSB for the year ended June 30, 1999.

      In the opinion of the Company,  the  accompanying  consolidated  financial
statements include all adjustments,  consisting of normal recurring accruals and
adjustments,  required to present  fairly the  Company's  financial  position at
March 31, 2000 and June 30, 1999,  and the results of their  operations for each
of the three and nine month  periods  ended March,  2000 and 1999,  and the cash
flows for the nine month periods then ended.

      The operating results for the three months and the nine months ended March
31, 2000 are not necessarily  indicative of the results that may be expected for
the year ended June 30, 2000.

2.    PROFIT (LOSS) PER SHARE

     Basic profit  (loss) per share is presented  based on the weighted  average
number of common shares outstanding during the period.

3.    INCOME TAXES

      The Company  incurred  profits in the nine months ended March 31, 2000 and
losses in the three months  ended March 31, 2000,  and the three and nine months
ended March 31, 1999.  Although the Company has generated  profit in the current
fiscal year, the Company has historically incurred losses and accordingly no tax
benefit is  recognized.  It is not more  likely  than not that tax  losses  will
result in a benefit to the Company.


<PAGE>


                          CORGENIX MEDICAL CORPORATION

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


      The  following   discussion   should  be  read  in  conjunction  with  the
consolidated  financial  statements and  accompanying  notes included  elsewhere
herein.

      General

      Since the Company's inception, Corgenix has been primarily involved in the
research, development,  manufacturing and marketing of diagnostic tests for sale
to  clinical  laboratories.  Corgenix  currently  markets 23  products  covering
autoimmune  disorders,  vascular  diseases,  bone and joint  diseases  and liver
disease. Corgenix's products are sold in the United States through the Company's
marketing and sales  organization  that includes  direct sales  representatives,
internationally  through  an  extensive  distributor  network,  and  to  several
significant OEM partners.

      Corgenix  manufactures  products for inventory  based upon expected  sales
demand,  shipping  products to customers,  usually within 24 hours of receipt of
orders. Accordingly, Corgenix does not usually operate with a backlog.

      Except  for the  fiscal  year  ending  June  30,  1997,  the  Company  has
experienced revenue growth since its inception, primarily from sales of products
and contract  revenues from strategic  partners.  Contract  revenues  consist of
licensing  fees,  milestone  payments,  and royalty  payments  from research and
development agreements with strategic partners.

      Beginning in fiscal year 1996,  Corgenix  added  third-party  OEM licensed
products to its diagnostic  product line. The Company currently markets products
through OEM licenses  from third party  manufacturers  and expects to expand its
relationship  with other  companies  in the future to gain access to  additional
products.

      Although Corgenix has experienced growth in revenues every year since 1990
except for 1997,  there can be no assurance  that, in the future,  Corgenix will
sustain revenue growth or achieve consistent  profitability.  Corgenix's results
of operations may fluctuate significantly from period-to-period as the result of
several factors,  including:  (i) whether and when new products are successfully
developed  and  introduced,  (ii) market  acceptance of current or new products,
(iii)  seasonal  customer  demand,  (iv) whether and when Corgenix  receives R&D
milestone  payments and license  fees from  strategic  partners,  (v) changes in
reimbursement  policies for the products that Corgenix sells,  (vi)  competitive
pressures on average  selling prices for the products that Corgenix  sells,  and
(vii) changes in the mix of products that Corgenix sells.

      Results of Operations

      Three Months Ended March 31, 2000 and 1999


      Net  sales.  Net sales  for the three  months  ended  March 31,  2000 were
$856,000,  a 20.2%  increase  from  $712,000 in 1999.  The  increase  was due to
product sales through the Company's expanded international  distribution network
including the addition of a direct sales force in the UK, growth in sales of new
products  launched  in  1998  -  1999,  the  addition  of  products  from  other
manufacturers,   and  expansion  of  private  labeling   agreements  with  other
diagnostic companies.

      Cost of sales. Cost of sales in dollars increased to $383,000 in 2000 from
$299,000 in 1999 due to  increased  sales for the quarter and product  mix. As a
percentage  of sales,  cost of sales  increased  to 44.7% in 2000 from  42.0% in
1999,  largely due to increased sales of products  manufactured by third parties
with lower gross margins Gross profit  increased  14.5% to $473,000 in 2000 from
$413,000 in 1999.

      Selling  and  marketing.  Selling  and  marketing  expenses  increased  to
$211,000 in 2000 from $58,000 in 1999 because of increased selling and marketing
expenses  resulting from recruitment  expense and operating  expense of adding a
direct sales force in the UK at the end of December  1999. In 1999,  selling and
marketing  expenses  were  low  due  to  significantly   lower  promotional  and
advertising  expenses.  As a percentage of sales, selling and marketing expenses
decreased to 24.6% in 2000 from 8.1% in 1999.

      Research and development. Research and development expenses decreased 9.8%
to  $101,000  in 2000  from  $112,000  in 1999.  The  decrease  was due to lower
clinical testing expenses in 2000.

      General and administrative.  General and administrative expenses decreased
40.5% to  $181,000  in 2000  from  $304,000  in 1999,  due to  lower  legal  and
accounting expense as seen in previous reporting periods.

      Net  profit  (loss).  Net loss for the  third  quarter  improved  35.1% to
($63,000) in 2000 from ($97,000) in 1999 as a result of increased  product sales
and decreases in operating expense.

      Nine Months Ended March 31, 2000 and 1999


      Net  sales.  Net  sales for the nine  months  ended  March  31,  2000 were
$2,566,000,  a 40.1%  increase from  $1,832,000 in 1999. The increase was due to
increased  market  share  penetration  of existing  products,  expansion  of the
Company's distribution network, and the contribution of new products.

      Cost of sales. Cost of sales increased to $1,014,000 in 2000 from $820,000
in 1999. As a percentage of sales, cost of sales decreased to 39.5% in 2000 from
44.8%  in  1999.  This  reduction  was  mainly  reflective  of  product  mix and
efficiencies   realized  from  larger  manufacturing  lot  sizes.  Gross  profit
increased 53.2% to $1,552,000 in 2000 from $1,013,000 in 1999.

      Selling and marketing.  Selling and marketing  expenses increased 10.4% to
$594,000 in 2000 from  $538,000 in 1999,  primarily  due to expenses  associated
with the addition of the UK sales force in 2000.

      Research and  development.  Research and  development  expenses  decreased
10.3% to $260,000 in 2000 from $289,000 in 1999, due to the credit of expense in
2000 for clinical trials that were cancelled.

      General and administrative.  General and administrative expenses decreased
20.2%  to  $548,000  in 2000  from  $688,000  in 1999  due to  lower  legal  and
accounting expense in the period in 2000.

      Net profit  (loss).  Net profit for the first  nine  months  increased  to
$43,000 in 2000 from  ($621,000)  in 1999 due to  increased  product  sales,  an
increase in percent gross profit, and decreases in operating expenses.

      Liquidity and Capital Resources

      Since inception,  Corgenix has financed its operations  primarily  through
private  placements  of common and  preferred  stock,  raising  net  proceeds of
approximately  $4.1  million from sales of these  securities.  Corgenix has also
received  financing  for  operations  from  sales  of  diagnostic  products  and
agreements  with  strategic  partners.  Through  March 31,  2000,  Corgenix  has
invested $139,000, (net of accumulated  depreciation) in leasehold improvements,
laboratory  and  computer  equipment  and office  furnishings  and  equipment to
support its development and administrative activities.

      At March 31,  2000,  the Company had cash of  $33,000,  a working  capital
deficit  of  $96,000,  and  short and  long-term  notes and  leases  payable  of
$963,000, with $246,000 due in the following twelve months and the remainder due
at varying dates through February 2006.

      Management  expects  that  cash  flows  from  current  operations  will be
sufficient  to  fund  such  operations  at  current   levels.   The  Company  is
aggressively  pursuing  financing  alternatives to provide funds for its current
operations  and its growth  plans  including  health-outfitters.com  and planned
international expansion,  which financing alternatives may involve accessing the
public equity or debt markets.  There can be no assurance  that the Company will
be able to obtain sufficient  capital from such financings to offset its working
capital deficits or to pursue its expansion plans

      Forward-Looking Statements and Risk Factors

      This 10-QSB  includes  statements  that are not purely  historical and are
"forward-looking statements" within the meaning of Section 27A of the Securities
Act  of  1934,  as  amended,   including   statements  regarding  the  Company's
expectations,  beliefs,  intentions  or  strategies  regarding  the future.  All
statements  other than  historical  fact  contained in this  10-QSB,  including,
without   limitation,   statements   regarding   future  product   developments,
acquisition  strategies,   strategic  partnership  expectations,   technological
developments, the availability of necessary components, research and development
programs  and  distribution   plans,   are   forward-looking   statements.   All
forward-looking  statements  included  in this  10-QSB are based on  information
available  to the  Company  on the  date  hereof,  and the  Company  assumes  no
obligation  to update  such  forward-looking  statements.  Although  the Company
believes that the assumptions and expectations reflected in such forward-looking
statements are reasonable,  it can give no assurance that such expectations will
prove to have been  correct or that the Company  will take any actions  that may
presently be planned.

      Certain factors that could cause actual results to differ  materially from
those expected include the following:

      Losses  Incurred;   Future  Capital  Needs;   Uncertainty  of
Additional Funding

      The Company has  incurred  operating  losses and  negative  cash flow from
operations  for most of its history.  Losses  incurred by the Company  since its
inception have aggregated over $4.1 million,  and there can be no assurance that
the Company will be able to generate  positive cash flows to fund its operations
in the future. Assuming no significant uses of cash in acquisition activities or
other significant  changes, the Company believes it will have sufficient cash to
satisfy its funding needs for at least the next year. If the Company is not able
to operate profitably and generate positive cash flows,  however, it may need to
raise additional capital to fund its continuing operations. If the Company needs
additional financing to meet its requirements, there can be no assurance that it
will be able to obtain such  financing on terms  satisfactory  to it, if at all.
Alternatively,  any  additional  equity  financing  may be  dilutive to existing
stockholders,   and  debt  financing,  if  available,  may  include  restrictive
covenants. If adequate funds are not available, the Company might be required to
limit its  research  and  development  activities  or its selling and  marketing
activities,  either of which could have a material  adverse effect on the future
of the Company's business.

      Dependence on Collaborative  Relationships  and Third Parties
      for Product Development and Commercialization

      The Company has  historically  entered  into  licensing  and  research and
development  agreements  with  collaborative  partners,  from which it derived a
significant  percentage  of its  revenues  in  past  years.  Pursuant  to  these
agreements,  the Company's collaborative partners have specific responsibilities
for the costs of development,  promotion, regulatory approval and/or sale of the
Company's  products.  The Company will continue to rely on future  collaborative
partners  for the  development  of products  and  technologies.  There can be no
assurance  that  the  Company  will  be  able to  negotiate  such  collaborative
arrangements  on  acceptable  terms,  if at  all,  or  that  current  or  future
collaborative arrangements will be successful. To the extent that the Company is
not able to establish such arrangements,  it could experience  increased capital
requirements or be forced to undertake such  activities at its own expense.  The
amount  and  timing of  resources  that any of these  partners  devotes to these
activities  will  generally  be based on  progress by the Company in its product
development efforts.  Usually,  collaborative  arrangements may be terminated by
the partner upon prior notice  without cause and there can be no assurance  that
any of these partners will perform its  contractual  obligations or that it will
not terminate its agreement.  With respect to any products manufactured by third
parties,  there  can be no  assurance  that any  third-party  manufacturer  will
perform  acceptably or that  failures by third  parties will not delay  clinical
trials or the  submission  of  products  for  regulatory  approval or impair the
Company's ability to deliver products on a timely basis.

      No  Assurance  of   Successful  or  Timely   Development   of
Additional Products

      The Company's  business  strategy  includes the  development of additional
diagnostic  products.  The  Company's  success in  developing  new products will
depend on its ability to achieve  scientific and  technological  advances and to
translate  these  advances into  commercially  competitive  products on a timely
basis.  Development of new products requires significant  research,  development
and testing  efforts.  The Company will have limited  resources to devote to the
development  of products and,  consequently,  a delay in the  development of one
product or the use of  resources  for  product  development  efforts  that prove
unsuccessful  may delay or jeopardize  the  development of other  products.  Any
delay in the  development,  introduction  and marketing of future products could
result in such products being marketed at a time when their cost and performance
characteristics would not enable them to compete effectively in their respective
markets.  If the  Company is unable,  for  technological  or other  reasons,  to
complete  the  development  and  introduction  of any new  product or if any new
product  is not  approved  or  cleared  for  marketing  or does  not  achieve  a
significant level of market acceptance, the Company's results of operation could
be materially and adversely affected.

      Competition in the Diagnostics Industry

      Competition in the human medical diagnostics  industry is, and is expected
to remain,  significant.  The Company's competitors range from development stage
diagnostics  companies  to  major  domestic  and  international   pharmaceutical
companies. Many of these companies have financial,  technical, marketing, sales,
manufacturing, distribution and other resources significantly greater than those
of the Company.  In addition,  many of these  companies  have name  recognition,
established  positions  in the  market  and  long  standing  relationships  with
customers and  distributors.  Moreover,  the  diagnostics  industry has recently
experienced a period of  consolidation,  during which many of the large domestic
and  international   pharmaceutical  companies  have  been  acquiring  mid-sized
diagnostics companies,  further increasing the concentration of resources. There
can be no  assurance  that  technologies  will not be  introduced  that could be
directly competitive with or superior to the Company's technologies.

      Governmental Regulation of Diagnostics Products

      The testing,  manufacture and sale of the Company's products is subject to
regulation by numerous governmental authorities, principally the FDA and certain
foreign  regulatory  agencies.  Pursuant to the Federal Food, Drug, and Cosmetic
Act,  and  the  regulations  promulgated  thereunder,   the  FDA  regulates  the
preclinical  and  clinical  testing,  manufacture,  labeling,  distribution  and
promotion of medical devices. The Company will not be able to commence marketing
or commercial sales in the United States of new products under development until
it  receives  clearance  from the  FDA.  The  testing  for,  preparation  of and
subsequent FDA regulatory review of required filings can be a lengthy, expensive
and uncertain process. Noncompliance with applicable requirements can result in,
among other consequences, fines, injunctions, civil penalties, recall or seizure
of products,  repair,  replacement  or refund of the cost of products,  total or
partial  suspension of production,  failure of the government to grant premarket
clearance or premarket approval for devices,  withdrawal of marketing clearances
or approvals, and criminal prosecution.

      There  can be no  assurance  that  the  Company  will be  able  to  obtain
necessary regulatory approvals or clearances for its products on a timely basis,
if at all,  and delays in receipt of or  failure to receive  such  approvals  or
clearances, the loss of previously received approvals or clearances, limitations
on intended  use imposed as a  condition  of such  approvals  or  clearances  or
failure to comply with existing or future regulatory  requirements  could have a
material adverse effect on the Company's business.

      Dependence on  Distribution  Partners for Sales of Diagnostic
      Products in International Markets

      The Company has entered into  distribution  agreements with  collaborative
partners in which Corgenix has granted  distribution rights for certain Corgenix
products to these  partners  within  specific  international  geographic  areas.
Pursuant to these agreements,  the Company's collaborative partners have certain
responsibilities for market development,  promotion,  and sales of the products.
If any of these  partners  fails  to  perform  its  contractual  obligations  or
terminates  its  agreement,  this could have a  material  adverse  effect on the
Company's business, financial condition and results of operation.

      Governmental Regulation of Manufacturing and Other Activities

      As a manufacturer  of medical  devices for marketing in the United States,
the  Company is  required  to adhere to  applicable  regulations  setting  forth
detailed  good  manufacturing  practice  requirements,  which  include  testing,
control  and  documentation  requirements.  The  Company  must also  comply with
Medical  Device Report ("MDR")  requirements,  which require that a manufacturer
report  to the FDA any  incident  in  which  its  product  may  have  caused  or
contributed to a death or serious injury, or in which its product  malfunctioned
and, if the malfunction were to recur, it would be likely to cause or contribute
to a death or serious injury.  The Company is also subject to routine inspection
by the FDA for compliance  with QSR  requirements,  MDR  requirements  and other
applicable  regulations.  The FDA has recently implemented new QSR requirements,
including the addition of design  controls that will likely increase the cost of
compliance.  Labeling and promotional  activities are subject to scrutiny by the
FDA and, in certain circumstances,  by the Federal Trade Commission. The Company
may incur  significant  costs to comply with laws and regulations in the future,
which may have a material adverse effect upon the Company's business,  financial
condition and results of operations.

      Regulation Related to Foreign Markets

      Distribution of diagnostic  products  outside the United States is subject
to  extensive   government   regulation.   These   regulations,   including  the
requirements  for  approvals  or  clearance  to market,  the time  required  for
regulatory review and the sanctions imposed for violations, vary from country to
country.  The Company may be required to incur significant costs in obtaining or
maintaining its foreign  regulatory  approvals.  In addition,  the export by the
Company of certain of its  products  that have not yet been cleared for domestic
commercial  distribution may be subject to FDA export  restrictions.  Failure to
obtain   necessary   regulatory  or  the  failure  to  comply  with   regulatory
requirements  could have a material  adverse  effect on the Company's  business,
financial condition and results of operations.

      Uncertain  Availability  of  Third  Party  Reimbursement  for
      Diagnostic Products

      In the United  States,  health care  providers  that  purchase  diagnostic
products,  such as  hospitals  and  physicians,  generally  rely on third  party
payors,  principally private health insurance plans,  federal Medicare and state
Medicaid,  to reimburse  all or part of the cost of the  procedure.  Third party
payors are  increasingly  scrutinizing  and  challenging  the prices charged for
medical  products  and  services and they can affect the pricing or the relative
attractiveness  of the Decreases in  reimbursement  amounts for tests  performed
using the Company's diagnostic  products,  failure by physicians and other users
to obtain  reimbursement  from third party payors,  or changes in government and
private third party payors' policies regarding  reimbursement of tests utilizing
diagnostic  products,  may affect the Company's  ability to sell its  diagnostic
products   profitably.   Market   acceptance  of  the   Company's   products  in
international  markets is also  dependent,  in part,  upon the  availability  of
reimbursement within prevailing health care payment systems.

      Uncertainty  of  Protection  of  Patents,  Trade  Secrets and
      Trademarks

      The Company's  success depends,  in part, on its ability to obtain patents
and license  patent rights,  to maintain trade secret  protection and to operate
without  infringing  on  the  proprietary  rights  of  others.  There  can be no
assurance that the Company's  issued patents will afford  meaningful  protection
against  a  competitor,  or that  patents  issued  to the  Company  will  not be
infringed  upon or  designed  around by others,  or that  others will not obtain
patents  that the Company  would need to license or design  around.  The Company
could incur substantial costs in defending itself or its licensees in litigation
brought by others or prosecuting  infringement  claims against third parties. If
the outcome of any such litigation is unfavorable to the Company,  the Company's
business could be adversely affected.

      Risks Regarding Potential Future Acquisitions

      The Company's growth strategy includes as a material element the desire to
acquire complementary companies, products or technologies. There is no assurance
that the Company will be able to identify appropriate  companies or technologies
to be acquired, to negotiate  satisfactory terms for such an acquisition,  or to
obtain  sufficient  capital  to make such  acquisitions.  Moreover,  because  of
limited cash  resources,  the Company will be unable to acquire any  significant
companies  or  technologies  for  cash  and  the  Company's  ability  to  effect
acquisitions  in exchange for the  Company's  capital  stock may depend upon the
market  prices for the Common  Stock.  If the Company does  complete one or more
acquisitions,  a number of risks arise,  such as short-term  negative effects on
the Company's reported operating results,  diversion of management's  attention,
unanticipated problems or legal liabilities, and difficulties in the integration
of  potentially  dissimilar  operations.  The occurrence of some or all of these
risks could have a material adverse effect on the Company's business,  financial
condition and results of operations.

      Dependence on Suppliers

      The components of the Company's  products  include  chemical and packaging
supplies that are generally  available  from several  suppliers,  except certain
antibodies,  which the  Company  purchases  from single  suppliers.  The Company
mitigates  the risk of a loss of supply by  maintaining  a sufficient  supply of
such  antibodies  to ensure an  uninterrupted  supply  for at least six  months.
Although the Company believes that it can substitute a new supplier with respect
to any of these  components in a timely manner,  there can be no assurances that
the Company will be able to  substitute  a new  supplier in a timely  manner and
failure to do so could have a material adverse effect on the Company's business,
financial condition and results of operations.

      Limited Manufacturing Experience with Certain Products

      Although the Company has  manufactured  over ten million  diagnostic tests
based on its  proprietary  applications  of  ELISA  technology,  certain  of the
Company's  diagnostic  products in  development or in  consideration  for future
development,   incorporate   technologies   with  which  the   Company   has  no
manufacturing  experience.   Assuming  successful  development  and  receipt  of
required  regulatory  approvals,  significant  work may be  required to scale up
production for each new product prior to such product's commercialization. There
can be no assurance  that such work can be completed in a timely manner and that
such new products can be manufactured cost-effectively,  to regulatory standards
or in sufficient volume.

      Seasonality of Products;  Quarterly  Fluctuations  in Results
      of Operations

      The  Company's  revenue  and  operating  results  have  historically  been
minimally subject to quarterly fluctuations. There can be no assurance that such
seasonality  in the  Company's  results of  operations  will not have a material
adverse effect on the Company's business.

      Dependence on Key Personnel

      Because of the specialized nature of the Company's  business,  the success
of the Company will be highly  dependent  upon its ability to attract and retain
qualified  scientific  and  executive  personnel.  In  particular,  the  Company
believes  its  success  will depend to a  significant  extent on the efforts and
abilities of Dr. Luis R. Lopez and Douglass T.  Simpson,  who would be difficult
to replace.  There can be no assurance  that the Company will be  successful  in
attracting  and  retaining  such skilled  personnel,  who are  generally in high
demand  by  other  companies.  The  loss  of,  inability  to  attract,  or  poor
performance  by key  scientific  and  executive  personnel  may have a  material
adverse  effect on the Company's  business,  financial  condition and results of
operations.

      Product Liability Exposure and Limited Insurance

      The testing,  manufacturing  and marketing of medical  diagnostic  devices
entails an inherent risk of product  liability  claims. To date, the Company has
experienced  no product  liability  claims,  but any such claims  arising in the
future could have a material adverse effect on the Company's business, financial
condition and results of operations.  The Company's product liability  insurance
coverage is currently limited to $2 million.  Potential product liability claims
may exceed the amount of the  Company's  insurance  coverage  or may be excluded
from coverage under the terms of the Company's policy or limited by other claims
under the Company's  umbrella  insurance policy.  Additionally,  there can be no
assurance that the Company's existing insurance can be renewed by the Company at
a cost and level of coverage  comparable to that presently in effect, if at all.
In the event that the Company is held liable for a claim against which it is not
insured or for damages  exceeding  the limits of its  insurance  coverage,  such
claim could have a material adverse effect on the Company's business,  financial
condition and results of operations.

      New Business Strategy

      The    Company    established    a   new    wholly    owned    subsidiary,
health-outfitters.com,  Inc., in December 1999.  This  subsidiary  will focus on
sales of consumer  healthcare  products  primarily through  e-commerce using the
Company's website, www.healthoutfitters.com. Neither the Company nor its current
management has any experience in managing internet  businesses,  and the Company
may not be able to  successfully  develop  this new  business.  The  demands  of
attempting to grow this new business may prevent  management  from devoting time
and  attention  to the  Company's  traditional  business,  and that  traditional
business may decline.

      The  e-commerce  healthcare  market  is  a  relatively  new  and  unproven
business.  Whether  the  Company  succeeds  depends  upon  broad  acceptance  of
internet-based healthcare product purchasing.

      Competition  in the  e-commerce  industry  is, and is  expected to remain,
significant.  The competitors for the new business range from development  stage
internet  companies to divisions of larger  companies.  Many of these  companies
have  financial,   marketing,  sales,  manufacturing,   distribution  and  other
resources  significantly greater than those of the Company. In addition, many of
these companies have name recognition,  established  positions in the market and
existing relationships with customers and distributors.

      Limited Public Market;  Possible  Volatility in Stock Prices;
      Penny Stock Rules

      There has, to date, been no active public market for the Company's  Common
Stock,  and there can be no assurance  that an active public market will develop
or be sustained.  Although the Company's Common Stock has been traded on the OTC
Bulletin  Board(R)  since  February  1998,  the trading has been  sporadic  with
insignificant volume.

      Moreover,  the  over-the-counter  markets  for  securities  of very  small
companies such as the Company  historically  have experienced  extreme price and
volume fluctuations during certain periods.  These broad market fluctuations and
other  factors,  such as new product  developments  and trends in the  Company's
industry and the investment markets and economic conditions  generally,  as well
as quarterly  variation in the Company's  results of  operations,  may adversely
affect  the  market  price of the  Company's  Common  Stock.  In  addition,  the
Company's  Common  Stock is  subject  to rules  adopted  by the  Securities  and
Exchange  Commission  regulating  broker-dealer  practices  in  connection  with
transactions  in "penny  stocks." As a result,  many  brokers are  unwilling  to
engage in  transactions  in the  Company's  Common  Stock  because  of the added
disclosure requirements.


<PAGE>


                          CORGENIX MEDICAL CORPORATION

                                     Part II

                                Other Information

Item 1.    Legal Proceedings

      Corgenix is not a party to any material litigation or legal proceedings.

Item 2.    Changes in Securities and Use of Proceeds


      None

Item 3.    Defaults Upon Senior Securities


      None

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


(a)   The Registrant's Annual Meeting of Stockholders was held on
        January 26, 2000.

(b)   The following directors were elected for the ensuing year at
        the Annual Meeting: Luis R. Lopez, M.D., Douglass T.
        Simpson, Brian E. Johnson.

(c)     The matters voted upon at the Annual  Meeting,  the number of votes cast
        for,  against,  or withheld,  as well as the number of  abstentions  and
        non-votes as to each such matter were as follows:

1.    The election of Luis R. Lopez, M.D., as a director:
             11,957,636 votes for; 0 votes against; 1,134,687
             votes withheld; 4,227,841 non-votes.

2.    The election of Douglass T. Simpson as a director:
             11,959,636 votes for; 0 votes against; 1,132,687
             votes withheld; 0 abstentions; 4,227,841 non-votes.

3.    The election of Brian E. Johnson as a director: 11,959,636
             votes for; 0 votes against; 1,132,687 votes withheld;
             0 abstentions; 4,227,841 non-votes.

4.    Approval of the Corgenix 1999 Incentive Stock Plan:
             12,678,590 votes for; 337,843 votes against; 0 votes
             withheld; 75,890 abstentions; 4,227,841 non-votes.

5.    Approval of the Employee Stock Purchase Plan: 12,622,474
             votes for; 252,785 votes against; 151,780 votes
             withheld; 65,284 abstentions; 4,227,841 non-votes.

Item 5.    Other Information

      None

Item 6.    Exhibits and Reports on Form 8-K


      (a)  Exhibits


<PAGE>



Exhibit

Number                     Description of Exhibit

2.1      Agreement  and Plan of Merger  dated as of May 12,  1998 by
         and  among  Gray  Wolf   Technologies,   Inc.,   Gray  Wolf
         Acquisition Corp. and REAADS Medical Products,  Inc. (filed
         as Exhibit 2.1 to the Company's  Registration  Statement on
         Form 10-SB filed June 29, 1998, and incorporated  herein by
         reference).

2.2      First Amendment to Agreement and Plan of Merger dated as
         of May 22, 1998 by and among Gray Wolf Technologies, Inc.,
         Gray Wolf Acquisition Corp. and REAADS Medical Products,
         Inc. (filed as Exhibit 2.2 to the Company's Registration
         Statement on Form 10-SB filed June 29, 1998, and
         incorporated herein by reference).

2.3      Second  Amendment to Agreement  and Plan of Merger dated as of June 17,
         1998 by and among the Company  and  TransGlobal  Financial  Corporation
         (filed as Exhibit 2.3 to the Company's  Registration  Statement on Form
         10-SB filed June 29, 1998, and incorporated herein by reference).

3.1      Articles  of  Incorporation,  as amended  (filed as Exhibit  3.1 to the
         Company's Registration Statement on Form 10-SB filed June 29, 1998, and
         incorporated herein by reference).

3.2      Bylaws (filed as Exhibit 3.2 to the Company's Registration Statement on
         Form 10-SB filed June 29, 1998, and incorporated herein by reference).

3.3

         Articles of Incorporation of health-outfitters.com, Inc.
3.4      dated November 16, 1999.

         Bylaws of health-outfitters.com, Inc. dated November 16,
         1999.

10.1     Manufacturing Agreement dated September 1, 1994 between
         Chugai Pharmaceutical Co., Ltd. and REAADS Medical
         Products, Inc. (filed as Exhibit 10.1 to the Company's
         Registration Statement on Form 10-SB filed June 29, 1998,
         and incorporated herein by reference).

10.2     Amendment to the Manufacturing Agreement dated as of
         January 17, 1995 between Chugai Pharmaceutical Co., Ltd.
         and REAADS Medical Products, Inc.(filed as Exhibit 10.2 to
         the Company's Registration Statement on Form 10-SB filed
         June 29, 1998, and incorporated herein by reference).

10.3     Amendment  Agreement dated November 17, 1997 between
         Chugai Diagnostic Science, Co., Ltd. and REAADS Medical
         Products, Inc.(filed as Exhibit 10.3 to the Company's
         Registration Statement on Form 10-SB filed June 29, 1998,
         and incorporated herein by reference).

10.4     Distribution Agreement dated August 26, 1993 between
         Chugai Pharmaceutical Co., Ltd. and REAADS Medical
         Products, Inc.(filed as Exhibit 10.4 to the Company's
         Registration Statement on Form 10-SB filed June 29, 1998,
         and incorporated herein by reference).

10.5     Amendment to the Distribution Agreement dated September 7,
         1994 between Chugai Pharmaceutical Co., Ltd. and REAADS
         Medical Products, Inc. (filed as Exhibit 10.5 to the
         Company's Registration Statement on Form 10-SB filed June
         29, 1998, and incorporated herein by reference).

10.6     Distribution Agreement dated November 14, 1997 between
         Chugai Diagnostics Science Co, Ltd. and REAADS Bio-Medical
         Products (UK) Ltd. (filed as Exhibit 10.6 to the Company's
         Registration Statement on Form 10-SB filed June 29, 1998,
         and incorporated herein by reference).

10.9     Office Lease dated February 6, 1996 between Stream
         Associates, Inc. And REAADS Medical Products, Inc. (filed
         as Exhibit 10.9 to the Company's Registration Statement on
         Form 10-SB filed June 29, 1998, and incorporated herein by
         reference).

10.10    Guarantee  dated  November  1, 1997  between  William  George  Fleming,
         Douglass  Simpson and Geoffrey Vernon Callen (filed as Exhibit 10.10 to
         the Company's Registration Statement on Form 10-SB filed June 29, 1998,
         and incorporated herein by reference).

10.11    Employment  Agreement  dated May 22, 1998 between Luis R. Lopez and the
         Company (filed as Exhibit 10.11 to the Company's Registration Statement
         on  Form  10-SB  filed  June  29,  1998,  and  incorporated  herein  by
         reference).

10.12    Employment Agreement dated May 22, 1998 between Douglass T. Simpson and
         the  Company  (filed as  Exhibit  10.12 to the  Company's  Registration
         Statement on Form 10-SB filed June 29, 1998, and incorporated herein by
         reference).

10.13    Employment  Agreement dated May 22, 1998 between Ann L. Steinbarger and
         the  Company  (filed as  Exhibit  10.13 to the  Company's  Registration
         Statement on Form 10-SB filed June 29, 1998, and incorporated herein by
         reference).

10.14    Employment  Agreement  dated May 22, 1998 between Taryn G. Reynolds and
         the  Company  (filed as  Exhibit  10.14 to the  Company's  Registration
         Statement on Form 10-SB filed June 29, 1998, and incorporated herein by
         reference).

10.15    Employment Agreement dated May 22, 1998 between Catherine  (O'Sullivan)
         Fink  and  the  Company  (filed  as  Exhibit  10.15  to  the  Company's
         Registration   Statement  on  Form  10-SB  filed  June  29,  1998,  and
         incorporated herein by reference).

10.16    Consulting Contract dated May 22, 1998 between Wm. George
         Fleming, Bond Bio-Tech, Ltd. and the Company (filed as
         Exhibit 10.16 to the Company's Registration Statement on
         Form 10-SB filed June 29, 1998, and incorporated herein by
         reference).

10.17    Stock Purchase Agreement dated September 1, 1993 between
         Chugai Pharmaceutical Co., Ltd. and REAADS Medical
         Products, Inc. (filed as Exhibit 10.17 to the Company's
         Registration Statement on Form 10-SB filed June 29, 1998,
         and incorporated herein by reference).

10.19    Note dated January 6, 1997 between  REAADS Medical  Products,  Inc. and
         Eagle  Bank  (filed  as  Exhibit  10.19 to the  Company's  Registration
         Statement on Form 10-SB filed June 29, 1998, and incorporated herein by
         reference).

10.20    Deed of Guarantee  Sterling  and Currency  dated May 14, 1997 by REAADS
         Bio-Medical  Products  (UK)  Limited  (filed  as  Exhibit  10.20 to the
         Company's Registration Statement on Form 10-SB filed June 29, 1998, and
         incorporated herein by reference).

10.21    Option Agreement dated as of May 22, 1998 between TransGlobal Financial
         Corporation  and the Company  (filed as Exhibit  10.21 to the Company's
         Registration   Statement  on  Form  10-SB  filed  June  29,  1998,  and
         incorporated herein by reference).

10.22    Consulting  Agreement dated May 22, 1998 between TransGlobal  Financial
         Corporation  and the Company  (filed as Exhibit  10.22 to the Company's
         Registration   Statement  on  Form  10-SB  filed  June  29,  1998,  and
         incorporated herein by reference).

10.24    Form of Indemnification Agreement between the Company and its directors
         and  officers  (filed as Exhibit  10.24 to the  Company's  Registration
         Statement on Form 10-SB/A-1 filed September 24, 1998, and  incorporated
         herein by reference)

10.25    Settlement  Agreement and General  Release dated  September
         21, 1999 with  Transglobal  Financial  Corporation  and the
         Company.

10.26    Promissory  note dated  September 21, 1999 with  Transglobal  Financial
         Corporation and the Company.

21.1     Amended  Subsidiaries  of the Registrant  (filed as Exhibit 21.1 to the
         Company's Registration Statement on Form 10-SB filed June 29, 1998).

27       Financial Data Schedule

*  Filed herewith.

----------------------------------------
      (b)  Reports on Form 8-K.

           None


<PAGE>


                                  SIGNATURES

      Pursuant to the  requirements of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                    CORGENIX MEDICAL CORPORATION



May 10, 2000                        By:   /s/ Luis R. Lopez
                                    Luis R. Lopez, M.D.
                                    Chairman and Chief Executive Officer