U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                 Amendment 2 to
                                   Form 10-QSB

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

For the quarter ended:   June 30, 2000

Commission file no. 0-24921

                         Surgical Safety Products, Inc.
                  --------------------------------------------
                 (Name of small business issuer in its charter)

          New York                                         65-0565144
-------------------------------                        -------------------
(State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                          Identification No.)

         2018 Oak Terrace
        Sarasota, Florida                                    34231
---------------------------------------                   ----------
(Address of principal executive offices)                  (Zip Code)

Issuer's telephone number (941) 927-7874

Securities registered under Section 12(b) of the Exchange Act:

                                                  Name of each exchange on
      Title of each class                         which registered

               None
-----------------------------                     -------------------------

Securities registered under Section 12(g) of the Exchange Act:

                          Common Stock, $.001 par value
                       -----------------------------------
                                (Title of class)


Copies of Communications Sent to:

                                 Mercedes Travis, Esq.
                                 Mintmire & Associates
                                 265 Sunrise Avenue, Suite 204
                                 Palm Beach, FL 33480
                                 Tel: (561) 832-5696; Fax: (561) 659-5371

<PAGE>



         Indicate by 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
                            ---            ---

         As of June 30, 2000, there are 14,515,373 shares of voting stock of the
registrant issued and outstanding.




<PAGE>






                                                      PART I

Item 1.            Financial Statements


Condensed Balance Sheets                                                F-1

Condensed Statements of Operations                                      F-3

Condensed Statements of Cash Flows                                      F-4

Notes to the Financial Statements                                       F-6




























                                       -1-

<PAGE>




<TABLE>
<CAPTION>
                          SURGICAL SAFETY PRODUCTS, INC

                            CONDENSED BALANCE SHEETS


                                                      (Unaudited)                    (Audited)
                                                        June 30,                    December 31,
                                                          2000                          1999
<S>                                              <C>                         <C>
                           Assets
Current Assets
  Cash                                           $            231,372        $                 516,799
  Trade receivables                                           314,133                           17,086
  Prepaid expenses and deposits                                66,855                          118,569
                                                   ------------------         ------------------------
    Total current assets                                      612,360                          652,454
                                                   ------------------         ------------------------

Property and equipment, net                                   189,490                          203,533
                                                   ------------------         ------------------------

Other Assets
  Intangible assets, net                                      506,088                          270,487
  Software development costs, net                             235,040                          139,382
  Other assets                                                 10,250                           10,250
                                                   ------------------         ------------------------
    Total other assets                                        751,378                          420,119
                                                   ------------------         ------------------------

Total Assets                                     $          1,553,228        $               1,276,106
                                                   ==================         ========================
</TABLE>




                                       F-1




<PAGE>



<TABLE>
<CAPTION>
                                         SURGICAL SAFETY PRODUCTS, INC

                                           CONDENSED BALANCE SHEETS

                                                 (Unaudited)                (Audited)
                                                    June 30,                December 31,
                                                      2000                     1999
<S>                                              <C>                         <C>
Liabilities and Stockholders' Equity

Current Liabilities
  Line of Credit                                 $         100,000           $             100,000
  Notes Payable - related parties                           37,500                          52,500
  Accounts payable and accrued expenses                    199,136                         438,057
    Total current liabilities                              336,636                         590,557

Long-Term Liabilities
   Notes payable                                         1,110,905                         650,000
    Total Liabilities                                    1,447,541                       1,240,557


Stockholders' Deficit
  Common stock, $.001 par value,
    20,000,000 shares authorized;
    14,515,373shares issued
    and outstanding in 2000 and 1999
    respectively                                            14,516                          14,516
   Common stock held in escrow                              (2,187)                         (2,700)
  Additional paid-in capital                             3,433,476                       2,804,020
  Accumulated deficit                                   (3,340,118)                     (2,780,287)
    Total stockholders' deficit                           (194,313)                         35,549

Total Liabilities and Stockholders' Equity       $       1,553,228           $           1,276,106
</TABLE>









                     The accompanying notes are an integral
                       part of these financial statements.


                                       F-2

<PAGE>


<TABLE>
<CAPTION>
                          SURGICAL SAFETY PRODUCTS, INC

                        CONDENSED STATEMENT OF OPERATIONS

                THREE AND SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (UNAUDITED)



                                                          Six Months Ending                       Three Months Ending
                                                               June 30,                                June 30,

                                                      2000                  1999                    2000           1999
<S>                                             <C>                  <C>                       <C>           <C>
Revenue                                         $       459,725      $         52,734            324,069     $        13,157

Costs and expenses
  Cost of revenues                                       23,372                 8,135              7,339               7,874
  Operating expenses                                    751,306               396,900            415,588             257,916
  Research and development                               33,181                20,085             18,837              13,418
expenses
  Interest expense                                      211,697                 7,440             30,276               5,919
    Total costs                                       1,019,556               432,560            472,040             285,127

Net loss before income taxes                          (559,831)             (379,826)          (147,971)           (271,970)

Provision for income
taxes

Net loss                                        $     (559,831)      $      (379,826)          (147,971)     $     (271,970)

Net loss per share                              $       (0.047)      $        (0.040)            (0.012)     $       (0.020)
</TABLE>










                     The accompanying notes are an integral
                       part of these financial statements.



                                       F-3

<PAGE>



<TABLE>
<CAPTION>
                         SURGICAL SAFETY PRODUCTS, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS
                     SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (UNAUDITED)

<S>                                                                        <C>                      <C>
                                                                                        2000                      1999
Cash Flows From Operating Activities
  Net loss                                                                 $       (859,831)        $        (379,826)
  Adjustments to reconcile net loss to cash
    used in operating activities
      Depreciation and amortization                                                  125,698                    58,013
      Common stock and options issued for services and
           employee compensation                                                           -                    41,303
      Stock option compensation expense                                                4,682                  (91,113)
      Accrued interest added to notes payable                                         37,663
      Interest expense - convertible debt                                            167,143
      Decrease (increase) in operating assets
        Receivables                                                                  (297,047)                   (8,040)
        Inventory                                                                          -                       436
        Prepaids and others                                                           51,715
      Increase (decrease) in operating liabilities
        Accounts payable and accrued expenses                                      (238,920)                    14,498
          Total adjustments                                                        (149,066)                    15,097
            Net cash used in operating activities                                  (708,897)                 (364,729)

Cash Flows From Investing Activities
  Furniture and equipment purchased                                                 (21,549)                  (92,039)
  Software development additions                                                   (119,981)                  (48,923)
    Net cash used in investing activities                                          (141,530)                 (140,962)

Cash Flows From Financing Activities
  Proceeds/(repayments) -related party loans                                        (15,000)                    77,500
  Advances/(repayments) on line of credit, net                                             -                   100,000
  Loan costs                                                                        (70,000)
  Proceeds from notes payable                                                        650,000
  Proceeds from issuance of common stock                                                   -                   475,000
    Net cash provided by financing activities                                        565,000                   652,500

Net increase (decrease) in cash                                                    (285,427)                   146,809
Cash at beginning of year                                                            516,799                    41,191
Cash at end of year                                                        $         231,372        $          188,000
</TABLE>




                     The accompanying notes are an integral
                       part of these financial statements.


                                       F-4

<PAGE>




                         SURGICAL SAFETY PRODUCTS, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS
                     SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (UNAUDITED)

                                                   2000               1999
Supplemental Cash Flow Information:
  Cash paid for interest                  $       5,783    $         4,647



For purposes of the statement of cash flows,  management  considers all deposits
and financial  instruments with original maturities of less than three months to
be cash and cash equivalents.

Material  non-cash  transactions  not  reflected in the  statement of cash flows
include:

For the Six Months Ended June 30, 2000
- Deferred  financing  costs of $231,385  related to the issuance of warrants in
conjunction  with the issuance of notes payable in March 2000 - Common stock and
additional paid in capital of $226,759 issued for conversion of notes payable


For the Six Months Ended June 30, 1999
 - The Company  received  fixed assets in the amount of $58,700 for which it had
recorded deposits of such amount at December 31, 1998



















                     The accompanying notes are an integral
                       part of these financial statements.

                                       F-5

<PAGE>



Note 1 - Accounting Policies

Basis of Presentation

The condensed financial  statements of Surgical Safety Products,  Inc. (Company)
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. These consolidated financial statements should be read in
conjunction  with the financial  statements  and notes  thereto  included in the
Company's Annual Report on Form 10-KSB for the year ended December 31, 1999.

The results of  operations  for the six month period ended June 30, 2000 are not
necessarily indicative of the results to be expected for any other period or for
the full year.

In the opinion of Company's  management,  the accompanying  unaudited  financial
statements  contain  all  adjustments,  consisting  of only  normally  recurring
adjustments,  necessary to present  fairly the  financial  positions of June 30,
2000, the results of operations and cash flows for the six months ended June 30,
2000 and June 30, 1999.

Net Loss Per Share

Net loss per share has been computed in accordance  with  Statement of Financial
Accounting  Standards (FASB) No. 128, "Earnings Per Share," by dividing net loss
by the weighted average number of shares outstanding  during the period.  Common
stock  equivalents have not been included in the computation of weighted average
number of shares outstanding since the effect would have been anti-dilutive.

Reclassifications

Certain   reclassifications  have  been  made  in  the  prior  year's  financial
statements to conform to the current period presentation.

Note 2 - Stock Compensation Expense

During fiscal year 1998, the Company issued stock options with an exercise price
that was below  market  price to  certain  of its  employees.  Accordingly,  the
Company recorded $91,113 of compensation expense related to the issuance for the
year ended December 31, 1998.

In the first  quarter of 1999,  the Company  canceled  these  stock  options and
issued  options with an exercise  price above that of market.  Accordingly,  the
Company  decreased its payroll expense by $91,113 for the  cancellation of these
options for the quarter ended March 31, 1999.



                                       F-6

<PAGE>



Note 3 -Conversions of Debt

During the six months  ended June 30,  2000,  the  investment  banking firm that
holds the notes payable  related to the convertible  line of credit,  elected to
convert  $226,759 of principal and interest  outstanding  into 513,462 shares of
common stock at prices  ranging from $0.375 to $0.5625 per share.  These shares
were released from the shares held in escrow by the firm.

On July 11, 2000, the firm converted  another  $41,683 of principal and interest
into 111,155 shares of common stock at a price of $0.375 per share.


                                       F-7

<PAGE>



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

General

         The  Company's  (OTC  BB:  SURG)  overall   mission  is  the  research,
development, production and distribution of innovative products and services for
healthcare.   Consisting   of   both   traditional   products   and   innovative
business-to-business  e-solutions, the common goal is a safer and more efficient
environment  for  healthcare  workers,  manufacturers  and patients.  Originally
formed as a medical device company, Surgical shifted focus to being an e-company
when the Company's management recognized an untapped market niche: responding to
the critical  need for  immediate  communication  and access to  information  in
healthcare.

         Now, the Company operates two divisions providing products and services
to the medical industry. The Information Systems Division,  formerly referred to
as  Oasis@work,  through its Oasis  Information  Exchange  product line provides
business-to-business  on-demand  safety and  efficiency  driven  e-business  and
information for healthcare  workers.  The Medical Products and Services Division
develops, manufactures and distributes medical devices.


About Oasis Information Exchange

         The  Oasis  Information  Exchange  strategy  is  healthcare  e-business
content  aggregation  and  applications  integration  through a virtual  private
network.  It links the entire healthcare  continuum,  which includes  healthcare
workers,   administration,   patients,   and   healthcare   and   pharmaceutical
manufacturers.  Oasis Information Exchange is a true healthcare data center with
multiple  access  points.  It  is  an  Internet-based  virtual  private  network
consisting of points-of-access via intranets, the Internet, internet appliances,
and through  TouchPorts  located  throughout  healthcare  facilities  across the
country.  Although the Company is now focusing on providing its services through
the  Internet,   TouchPorts   remain   available  as  an  alternative   and  are
user-friendly   touch-access   internet   appliances   which  allow   healthcare
professionals  access to high quality  clinical  reference  and agency  mandated
information services.

         During the second quarter of 2000, the Company  realized that they were
focusing too much attention to the installation of hardware rather than focusing
its  attention  on its real  product -  information.  In July 2000,  the Company
signed an agreement with the  Association  of  periOperative  Registered  Nurses
("AORN"),  one of the largest  nursing  organizations  in the United States,  to
license their content - AORN Journal Online,  OR Product  Directory,  Standards,
Recommended  Practices and Guidelines  (SRPG) and other content.  See "Corporate
Developments".

         AORN has  43,000  members  and other  mailing  lists  comprising  of an
additional  100,000  people.  As part of this  initiative,  the Company  will be
producing a CD-ROM that will be mailed to  approximately  150,000  people.  This
CD-ROM  will  feature  OASiS.  The CD will be  mailed in the AORN  Journsal  for
members and as a separate mailing to others.

         Due to the increase and availability of PC's and Internet accessibility
in the heathcare environment, the Company realizes that, while in some cases its
OASiS  network is needed in a particular  environment,  by an large,  its larger
market is for its content. Essentially the Company is

                                       -2-

<PAGE>



changing from a hardware  network  supplier to an information  broker which will
create an information  exchange network for a defined healthcare  community that
links the end-users to the industry while adding value to both parties.  This is
essentially what the Company was doing all along; however, it had focused on the
delivery system for its product rather than the product itself.

         Under the AORN  arrangement,  the  Company's  product will be delivered
through the Internet via its website which will be called OasisOR.com.  The data
center will have the same type of content  from device  manufacturers,  clinical
associations and other relevant  resources;  however it will be for OR employees
only, with the information relevant to them.

         Although the Company pays AORN a licensing fee, the Company  expects to
generate revenue from  sponsorships of the CD and from user fees and advertising
on its website. The Company has negotiated its first sponsorship  agreement with
US  Surgical  in  lieu  of  the  previous   agreement  which  required   massive
expenditures for hardware installations.

         The  Company  plans to scale the  concept  for other  niche  markets by
creating websites that cater to a particular speciality.  The Company will focus
on providing website and intranet development.

 Corporate Developments

         The  Company  entered  into  an  agreement  with  IBM  Global  Services
effective  January  3, 2000  which  included  an IBM  Customer  Agreement  and a
Statement  of Work  (the  "IBM  Global  Agreement").  Under the terms of the IBM
Global  Agreement  IBM agreed to provide  complete  implementation  and  support
service  solutions  for  1,200  OASiS  terminals  in an  estimated  400 end user
locations during the 12 month period commencing December 1, 1999. On February 3,
2000, IBM Global  Services and the Company  finalized the Statement of Work. The
services to be provided  under the agreement  included  project  planning,  site
surveys,  product  acquisition,   network  design,  web-site  hosting  services,
premises  wiring,  OASiS  TouchPort   Implementation,   help  desk  support  and
consulting   services.   The  estimated   cost  for   performing  the  work  was
approximately $10 million.  In addition,  IBM Global Services agreed to bill the
Company a monthly service charge for pre and post installation support services,
including 24-7 support,  and for labor,  travel and out of pocket expenses.  The
Company  was to  provide  technical  resources  and  oversee  the  IBM  Global's
activities.  Due to the new Internet focus, the Company has chosen to pursue for
the delivery of its product,  there is no longer any need for the services to be
provided by IBM. Effective July 14, 2000, this contract was terminated.

         In February 2000, the Company  executed an Investment  Banking Services
Agreement  with  Dunwoody  Brokerage  Services Inc.  d/b/a Swartz  Institutional
Finance ("Swartz").  Under the agreement, Swartz agreed to introduce entities to
the  Company  for  potential  strategic  partnerships,  licensing  arrangements,
mergers, acquisitions,  investments or funding. For such services, Swartz was to
receive a scaled fee based upon the value of any completed transaction. Said fee
was payable in cash or stock at Swartz's option and by the issuance of warrants,
the number of which were to be based upon the fee divided by the market price of
the Company's  Common Stock.  There was no obligation on the part of the Company
to accept any transaction offered by the Swartz to the Company. Since no funding
was provided,  pursuant to the terms of the contract, the Company sent notice of
cancellation effective July 31, 2000.

                                       -3-

<PAGE>



         In February  2000,  the Company  executed a Consulting  Agreement  with
Global Development Advisors, Inc. ("GDA")); however, shortly thereafter, further
negotiations  ensued  and  the  agreement  never  became  effective.  Under  the
agreement, GDA was to provide business and marketing consulting services, assist
in the implementation of a strategic plan and assist, coordinate and monitor the
Company's investor  relations  program.  The agreement was for a term of six (6)
months and could have been extended by the Company. In lieu of cash payments for
services, GDA agreed to accept 50,000 shares of the Company's Common Stock under
the Company's 2000 Stock Plan approved by its  shareholders on February 28, 2000
and options to  purchase an  additional  50,000  shares at an exercise  price of
$1.09. Due to the further negotiations, the issuance was never made. The parties
have canceled this Agreement.

         On February 29, 2000,  the Company  entered into a contract  with Steel
Beach Productions,  Inc. ("Steel Beach") to design, develop,  implement and test
the OASiS  Version  3.0 web based  application.  The  contract is for a total of
$160,100  and is to be paid  $80,500 in cash and $80,500 in stock  options.  The
Company paid a deposit of $20,012.50 and the balance is to be paid upon delivery
of the prototype,  preliminary product and final product. The options are due at
the time of delivery of the final  product.  The common stock option number will
be calculated  based on the average  closing share price  ("ACSP") in the twenty
(20) days of trading prior to deliver of the final  product.  The exercise price
will be 50% of the twenty  (20) day average  closing  price as quoted on the OTC
BB. The number of options issued will be calculated by multiplying $80,050 times
two (2) and  dividing  by the ACSP.  The  options are to have a term of five (5)
years  and are to  conform  to  Company's  consultant  option  policy  as far as
additional  terms and  details.  This  agreement  with Steel Beach  replaces two
earlier agreements;  specifically,  one agreement for Version 2.0 dated December
30, 1999 in the amount of $37,800 in cash and $37,800 in stock options,  and one
agreement  for Version 3.0 dated  December  30, 1999 in the amount of $42,250 in
cash  and  $42,250  in stock  options.  All  efforts  expended  by  Steel  Beach
Productions under these two earlier contracts are compensated under the terms of
this  agreement.  The Company retains all propriety  rights in the  application.
Steel Beach is responsible for its own costs and expenses.  The agreement may be
canceled by either  party on thirty (30) days  written  notice.  The product was
delivered and the parties are in the process of reconciling amounts owed between
them.

         On May 16,  2000,  the Company  entered  into a contract  with  Horizon
Marketing Group ("Horizon") for the strategic  planning,  design and development
for sales and  marketing  presentations  by the  Company  and for the  Company's
website. The contract was amended on June 30, 2000. The initial contract was for
$18,300 which was increased in the  amendment by $14,405,  for a total  contract
price of $32,705 of which the Company has thus far paid approximately one-third.
The  contract  is for a  designated  schedule  of work which is paid under a fee
schedule and by a reward  bonus.  Under the reward  bonus,  Horizon will, as the
last  payment,  receive the greater of 2% of the value of each  contract  with a
partner  secured by virtue of the work performed or $17,705 by December 1, 2000.
Further,  Horizon can be engaged to provide ongoing development  services at the
rate of $1000 per month. The contract terminates when the project is completed.

         On May 25, 2000,  the Company  entered a staff leasing  agreement  with
EPIX IV, Inc.  ("EPIX") as a  replacement  for  comparable  services  previously
provided  by  Staff  Leasing.  Like  the  Staff  Leasing  arrangement,  the EPIX
arrangment  creates a  co-employment  relationship  between EPIX and the Company
relative to the employees who work at the Company.

                                       -4-

<PAGE>



         Effective June 7, 2000,  the Company's  line of credit with  SouthTrust
renewed  through  August 12, 2000,  with an option to extend the maturity  until
October 15, 2000 if the Company  pledges a certificate  of deposit in the amount
of $25,000.  The interest rate is prime plus 1.5% and the line is secured by the
Company's  equipment,   receivables  and  inventory.   The  line  is  guaranteed
personally by Dr. Swor.

         Effective July 1, 2000, the Company entered into an agreement with AORN
under  which  AORN  will  provide  certain  of  its  proprietary  content  on  a
non-exclusive  license  basis to the  Company.  Under the  agreement,  AORN will
deliver to the Company  certain of its content for which it grants the Company a
non-exclusive  license to market and promote. The Company receives a substantial
credit toward advertising in the AORN Journal and other AORN  publications.  The
Company is required to provide the  software  and hardware to promote and market
the AORN  content.  The Company is required to pay AORN  $117,000 as the license
fee and  contact  hours  fee for the  first  year of the  agreement.  AORN  will
reimburse  the Company for certain  conversion  costs and to pay the cost of web
enabling  Home Study Courses  sponsored by AORN.  The agreement is for a term of
three (3) years and it may be terminated  by either party on 180 day notice.  If
terminated  without  cause,  the  Company is  entitled to a refund of any unused
license and user fees. AORN retains ownership of its intellectual property while
the Company retains the ownership of its OASiS intellectual property.

         On July 6, 2000,  the Company  entered  into an  agreement  with Carver
Cross  Securities  Corp.  ("CCSC") for investment  banking  services,  including
financial  advisory services and efforts to secure equity or debt financing.  TK
has given verbal approval for this arrangement, subject to final approval of any
financing  package.  The  CCSC  agreement  is  exclusive  for a term of 120 days
commencing the later of September 6, 2000 or the date a placement  memorandum is
ready for distribution. Under the agreement, CCSC receives a retainer of $6,000,
plus a warrant to purchase  40,000  shares of the  Company's  common stock for a
period of 5 years at an exercise price of $0.625 per share and monthly  payments
of $2,5000 plus warrants for 40,000 shares of common stock..  In any case, under
the  agreement,  CCSC will not receive  warrants to purchase  more than  120,000
shares.  CCSC will receive  compensation for equity financing  arranged by CCSC,
the sale of assets or a public offering placement.  In the case equity financing
is arranged,  CCSC will receive complete warrants  exercisable for 5 years at an
exercise price equal to 101% of the amount paid by the  investors.  In addition,
CCSC receives approved expenses.

         The  Company   negotiated  a  new   contract  with  US  Surgical.  This
agreement  supercedes all prior agreements between the parties.  Under the terms
of the new  agreement,  US Surgical  will pay through  June 30, 2000 the Company
$300,000 in  settlement  for all amounts owed to the Company  under the previous
agreements  and will pay the Company an  additional  sum of $200,000  for future
services under the OasisOR.com  initiative.  This new arrangement is principally
due to the ineffective  introduction by US Surgical of OASiS into the healthcare
environment  through  hardware  installations.  Both companies  realize that the
value of  OASiS  is the  content  and  product  it  delivers.  This new  content
agreement  emphasizes US Surgical's continued belief in the information exchange
network which the Company now had embarked upon as its focus.

                                       -5-

<PAGE>





         In December  1999,  the Company  executed a Loan Agreement with Thomson
Kernaghan & Co.,  Ltd.  ("TK"),  as Agent and Lender,  whereby TK agreed to make
loans to the Company of up to $5,000,000 in installments for a period commencing
with the date of the  agreement  and ending on  November  30, 2002 (the "TK Loan
Commitment").  Under the terms of the TK Loan  Commitment,  each  installment is
supported by a convertible note and security  agreement and the Agent and Lender
are granted warrants to purchase shares of the Company's Common Stock.  Further,
2,700,000 shares are held by TK in escrow for the potential conversion under the
notes or exercise of the warrants.  Under the terms of the TK Loan Agreement, an
initial loan of $650,000  was made on December  30, 1999.  On March 31, 2000 the
Company received a second  installment  under the TK Commitment in the amount of
$650,000.  On April 28,  2000,  TK elected to convert  $100,000  of  outstanding
principal  and $2,630 of the accrued  interest  into shares of Common Stock at a
price of $0.5625 per share which represents  182,453 shares. On June 9, 2000, TK
elected to convert  $120,000 of outstanding  principal and $4,129 of the accrued
interest  into  shares of  Common  Stock at a price of  $0.375  per share  which
represents  331,010  shares.  On July 11, 2000, TK elected to convert $40,000 of
outstanding  principal  and  $1,683.13  of the accrued  interest  into shares of
Common Stock at a price of $0.375 per share which represents 111,155 shares. The
Company  granted TK  registration  rights and was  obligated  to file a Form S-3
within  sixty  (60) days of the  agreement.  The  Company  filed a  registration
statement on Form S-3 on March 2, 2000 covering  initially  20,038,097 shares of
its Common Stock. The issuance of the securities was made pursuant to Regulation
S of the Act. The Form S-3  registration  statement  was  declared  effective on
April 11, 2000. Since the Company did not meet financial  projections which were
an integral part of the transaction,  TK and the Company are  re-negotiating  an
arrangement  which it is anticipated  will be in the form of an amendment to the
TK Loan Commitment relative to future installments.

         The TK Loan  Commitment,  as  draw  downs  are  taken  and as  interest
accrues,  will  increase  the long term debt of the  Company.  The  Company  has
entered  into a  consulting  agreement  with CCSC for other  potential  funding;
however,  to  date,  has not  concluded  terms  for  any  financing  under  such
agreements.  With the TK Loan  Commitment  and in the event  additional  debt is
raised, the Companyn will incur future interest expense. The TK Loan Commitment,
if fully  converted and all warrants are  exercised  will dilute the interest of
existing  shareholders and in the event additional equity is raised,  management
may be required  to dilute the  interest  of  existing  shareholders  further or
forego a substantial interest in revenues, if any. In the event that the Company
is  successful  in  securing  additional  debt  financing,  the  amount  of such
financing,  depending upon its terms,  would  increase  either the short or long
term debt of the Company or both.

 Discussion and Analysis

         The  Company  was  founded  in 1992 to combat the  potential  spread of
bloodborne pathogenic infections such as HIV and hepatitis. It has broadened its
mission to  research,  develop,  manufacturing,  marketing  and selling  medical
products and services to the healthcare community.

                                       -6-

<PAGE>





         The  Company  was in the  development  stage  until  1993 when it began
commercial  shipments of  SutureMate(R),  its first  product.  From inception in
June,  1992  through  December  31,  1999,  the  Company  generated  revenues of
approximately  $1,275,000  from a limited number of customers.  Since  inception
through  December  31,  1999,  the Company has  generated  cumulative  losses of
approximately  $2,780,000.  Although the Company has  experienced  a significant
percentage  growth in revenues from fiscal 1992 to fiscal 1999, the Company does
not believe  prior  growth rates are  indicative  of future  operating  results,
especially in light of the contract with AORN and its new  Internet-based  site,
OASiSOR.com and the anticipated contract with US Surgical.  Due to the Company's
operating history and limited  resources,  among other factors,  there can be no
assurance that  profitability  or significant  revenues on a quarterly or annual
basis will occur in the future.  Moreover,  the  Company  expects to continue to
incur  operating  losses  through at least the first three quarters of 2000, and
there can be no assurance  that losses will not continue  after such date. As of
the date hereof the Company has completed installations of fifteen (15) units in
seven (7) hospitals.


         As discussed in the independent  auditors' report, the operating losses
incurred  by the  Company  raise  doubt about its ability to continue as a going
concern.  In addition,  with the  implementation of its agreement with AORN, and
its new  arrangement  with US Surgical and/or with the  establishment  of one or
more  strategic  alliances  in  addition  to AORN and US  Surgical,  the Company
expects to  experience a period of growth,  which  requires it to  significantly
increase the scale of its operations.  This will result in significantly  higher
operating  expenses.  The  increase  in  operating  expenses  is  expected to be
partially funded by an increase in revenues. However, the Company's net loss may
continue  to  increase.  Expansion  of the  Company's  operations  may  cause  a
significant strain on the Company's  management,  financial and other resources.
The Company's ability to manage recent and any possible future growth, should it
occur,  will depend upon a  significant  expansion  of its sales and  marketing,
research and development,  accounting and other internal  management systems and
the  implementation  and  subsequent   improvement  of  a  variety  of  systems,
procedures and controls.  There can be no assurance that significant problems in
these areas will not occur.  Any failure to expand these areas and implement and
improve such systems,  procedures and controls in an efficient  manner at a pace
consistent with the Company's  business could have a material  adverse effect on
the Company's  business,  financial  condition and results of  operations.  As a
result of such expected expansion and the anticipated  increase in its operating
expenses,  as well as the difficulty in forecasting  revenue levels, the Company
expects to continue to  experience  significant  fluctuations  in its  revenues,
costs and gross margins, and therefore its results of operations.

         The Company's plan of operations for the next twelve months is to focus
on building  revenue from  development of its website and registered  user base.
The Company also is  aggressively  seeking  strategic  alliances  with  targeted
industry   partners  such  as   manufacturers   of  devices,   manufacturers  of
pharmaceuticals,  professional  organizations  such as nursing  associations and
hospital group purchasing organizations and integrated health networks along the
lines created with the AORN contract.



                                       -7-

<PAGE>


         The Company estimates that revenues will be sufficient to fund  ongoing
operations at the current level when the website is  functional  and  registered
users reach levels of 10,000 or more.

         In the short term, to fund operations  through the first three quarters
of 2000,  the Company  will seek to draw upon the funds  available  under the TK
Commitment,  to seek  additional  funds from strategic  alliances with potential
clients,  its shareholders,  from additional third party financing or seek third
party  debt  or  equity  financing  other  than  those  planned  by the  current
anticipated agreements.  Currently, the Company has available its existing lines
of credit.  The Company has increased its staff from six (6) at fiscal 1999 year
end to eleven (11) as of June 30,  2000.  Provided  that the TK  Commitment  and
other funding is available  when needed,  the Company  believes that it can meet
its capital needs through year end.  There can be no assurance  that the Company
will be successful in these efforts.

         As discussed in Note 10 to the Financial  Statements,  if the financing
referred to above is not  secured,  the  recoverability  of the  recorded  asset
amounts may be impaired.

         In  2000,  the  Company  will  require  between  $3 and $5  million  in
additional capital in the form of debt or equity to fund the continued expansion
of the  Oasis  system  and its  development  to  meet  increased  demand  and to
implement its plans for increased marketing of its medical device products. This
reduction is due to the new  initiative  which is less  hardward  intensive  and
requires less maintenance. Under the TK Commitment, $3,700,000 remains available
under the terms of the  agreement.  The  Company  has met with  several  venture
capital firms,  investment bankers,  factoring companies and traditional lending
sources,  each of whom  have  expressed  early  interest  and  many of whom  are
awaiting the conclusion of the testing period. Other than the TK Commitment, the
Company has  accepted no definite  offer from any other  source  although it has
entered into an agreement with Carver Cross. There can be no assurance that such
long-term financing will be available to the Company or that it will be on terms
that the Company may seek.

Results of Operations for the Thee and Six Months Ended June 30, 2000 and 1999

Overview

         From its inception, the Company has incurred losses from operations. As
of June 30, 2000, the Company had cumulative net losses  totaling  approximately
$3,640,000.  During fiscal 1999,  management  shifted its focus to  aggressively
marketing its  proprietary  products,  especially  those  associated  with Oasis
Information Exchange.

Financial Position

     As of June 30,  2000,  the  Company  had a deficit  of  working  capital of
$24,276,  as  compared  to a deficit of  working  capital of $43,229 at June 30,
1999. This decrease in deficit is primarily due to additional  borrowings on the
TK Commitment and revenues received from US Surgical.

Revenues

     For the six months  ended June 30,  2000 and 1999,  the  Company  had total
revenues of $359,725 and $52, 734,  respectively.  For the six months ended June
30, 2000,  revenues  were  comprised  primarily of license and  production  fees
provided to US Surgical  pursuant to the contract dated July 1999. For the three
months ended June 30, 2000 and 1999, the Company generated  revenues of $324,069
and $13,157, respectively. The increase of $310,912 is the amount owed under the
contract with US Surgical.

                                       -8-

<PAGE>



Selling, General, and Administrative Expenses

         For the six months ended June 30, 2000, operating expenses increased by
$354,406  or 89% from  $396,900  for the six months  ended June 30,  1999.  This
increase is primarily related to marketing  support  expenditures to sustain the
launch of the Company's Oasis Information  Exchange.  For the three months ended
June 30, 2000 and 1999,  operating  expenses increased $157,672 from $257,916 in
1999 to $415,588 in 2000 due to increased personnel and marketing. In accordance
with  the  Company's  marketing  plan  for  fiscal  2000,  expenses  related  to
promotion,  trade shows,  and conventions were increased to enhance the industry
awareness of the company's products and services.

         In the past,  the Company has focused on the design and  development of
proprietary  products.  For fiscal 2000,  the Company has launched an aggressive
marketing  plan that is designed to increase  worldwide  sales of its  products.
Surgical believes that the increased  operating expenses incurred during the six
months  ended June 30, 2000 will  position  the  Company to  generate  increased
revenue in the 2000 fiscal year.

Liquidity and Capital Resources

         The financial condition, liquidity and capital resources of the Company
should be assessed  in context  with the ability of the Company to continue as a
going concern as discussed in the independent auditors' report.

         The Company's operations have been funded primarily from the $1,300,000
proceeds of draw downs under the TK Commitment  completed in the fourth  quarter
1999 and from cash flow of approximately  $150,000 from licensing and production
fees for Oasis  during the six months  ended June 30,  2000.  This  allowed  the
Company to enhance its Oasis software and data base and fund current operations.
At June 30, 2000, the Company has a $231,372 cash position.

         In  addition  to the  balance  of  $3,700,000  available  under  the TK
Commitment,  the  Company  has a line of credit in the amount of  $100,000  that
matures on October 15, 2000 and is guaranteed by Dr. Swor. In the past, the line
of  credit  also has been  used to fund  operations  on a  short-term  basis and
$100,000 is currently outstanding.

         Net cash used for  investing for the six months ended June 30, 2000 was
approximately  $142,000,  representing  primarily  enhancements  to the  current
version of Oasis.

         In the short term, to fund  operations  through  the  balance of fiscal
2000,  the Company will be required to make  additional  draw downs under the TK
Commitment,  seek  additional  funds from  strategic  alliances  with  potential
clients,  its shareholders,  from additional third party financing or seek third
party  debt  or  equity  financing  other  than  those  planned  by the  current
agreements. Additionally, the Company anticipates that revenues will begin to be
generated in the third and fourth  quarter of 2000 and that such  revenues  will
help to fund  operations.  Provided  that  additional  funding is  secured,  the
Company  believes that it can meet its capital needs through year end. There can
be no assurance that the Company will be successful in these efforts.

Forward-Looking Statements

         This Form  10-QSB  includes  "forward-looking  statements"  within  the
meaning of Section 27A of the  Securities  Act of 1933, as amended,  and Section
21E of the Securities Exchange Act of

                                       -9-

<PAGE>



1934, as amended.  All statements,  other than  statements of historical  facts,
included  or  incorporated  by  reference  in this  Form  10-QSB  which  address
activities, events or developments which the Company expects or anticipates will
or may occur in the future, including such things as future capital expenditures
(including the amount and nature thereof), demand for the Company's products and
services,  expansion and growth of the Company's  business and  operations,  and
other such matters are forward-looking statements. These statements are based on
certain  assumptions and analyses made by the Company in light of its experience
and its perception of historical trends,  current conditions and expected future
developments  as well as  other  factors  it  believes  are  appropriate  in the
circumstances. However, whether actual results or developments will conform with
the Company's  expectations  and predictions is subject to a number of risks and
uncertainties,  general  economic market and business  conditions;  the business
opportunities  (or lack  thereof)  that may be  presented  to and pursued by the
Company;  changes in laws or regulation;  and other  factors,  most of which are
beyond the  control of the  Company.  Consequently,  all of the  forward-looking
statements made in this Form 10-QSB are qualified by these cautionary statements
and  there  can  be  no  assurance  that  the  actual  results  or  developments
anticipated by the Company will be realized or, even if substantially  realized,
that they will have the expected consequence to or effects on the Company or its
business or operations.

                                     PART II

Item 1.  Legal Proceedings.

         The Company knows of no legal  proceedings to which it is a party or to
which any of its  property is the  subject,  which are  pending,  threatened  or
contemplated or any unsatisfied judgments against the Company.

Item 2. Changes in Securities and Use of Proceeds

At a meeting of the Board of Directors  held on June 6, 2000,  a resolution  was
passed to modify the Company's 2000 Stock Option and Awards Plan by providing of
the  10,000,000  shares  authorized  under the plan,  that in any calendar year,
options and awards to acquire no more than 1,000,000 shares will be granted.

                  Further,  at the same meeting,  the Board adopted a resolution
regarding lock-up  provisions on holders of existing options and approved a form
of voluntary restriction agreement.  Under this arrangement,  certain holders of
such  options,  particularly  current and certain prior members of the Board and
current  and certain  prior  officers  of the  Company,  have agreed to specific
lock-up  provisions  which  restrict  resale and provide for the  placement of a
legend upon their shares  acquired under the options  granted under the plans in
force in 1994,  1998,  and  1999.  Voluntary  restriction  agreements  have been
executed by the parties to which it applied.

Item 3.  Defaults in Senior Securities

         None

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

         No matters were submitted to the Security Holders for a vote during the
quarter ended June 30, 2000.

                                      -10-

<PAGE>



Item 5. Other Information

         None

Item 6.  Exhibits and Reports on Form 8-K

     (a) The exhibits  required to be filed  herewith by Item 601 of  Regulation
S-B, as described in the following index of exhibits, are incorporated herein by
reference, as follows:

<TABLE>
<S>            <C>
Exhibit No.      Description

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

3.(I).1           Articles of Incorporation of Surgical Safety Products, Inc., a Florida corporation
                  filed May 15, 1992 [1]

3.(II).1          Bylaws of Sheffeld Acres, Inc., now known as Surgical Safety Products, Inc. [1]

3.(II).2          Amended Bylaws of Surgical Safety Products, Inc. [2]

4.1      *        Voluntary Restriction Agreement between the Company and holders of Options
                  under the 1994, 1998 and 1999 Stock Option Plan

10.1              Acquisition of Endex Systems, Inc. d/b/a/ InterActive PIE dated December 8, 1997
                  [1]

10.2              Prepaid Capital Lease Agreement with Community Health Corporation relative to
                  Sarasota Medical Hospital OASiS Installation dated January 30, 1998 [1]

10.3              Letter of Intent with United States Surgical Corporation dated February 12, 1998 [1]

10.4              Form of Rockford Industries, Inc. Rental Agreement and Equipment Schedule to
                  Master Lease Agreement [1]

10.5              Ad-Vantagenet Letter of Intent dated June 19, 1998 [1]

10.6              Distribution Agreement with Morrison International Inc. dated September 30, 1996
                  [1]

10.7              Distribution Agreement with Hospital News dated August 1, 1997 [1]

10.8              Clinical Products Testing Agreement with Sarasota Memorial Hospital dated January
                  30, 1998 [1]

10.9              Real Estate Lease for Executive Offices effective June 1, 1998 [1]

10.10             Employment Agreement with Donald K. Lawrence dated April 1, 1997 [1]

10.11             Employment Agreement with G. Michael Swor dated June 15, 1998 [1]

10.12             Employment Agreement with Frank M. Clark dated June 15, 1998 [1]

10.13             Agreement for Consulting Services with Stockstowatch.com Inc. dated March 30,
                  1988 [1]

10.14             Form of Employee Option Agreement dated July 1994 [1]

10.15             Form of Employee Option Agreement dated 1998 [1]
</TABLE>

                                      -11-

<PAGE>


<TABLE>
<S>            <C>
10.16             Form of Consultants Option Agreement dated July 1994 [1]

10.17             Form of Consultants Option Agreement dated 1998 [1]

10.18             Confidential Private Offering Memorandum dated May 30, 1995 [1]

10.19             Supplement to Private Offering Memorandum dated October 30, 1995 [1]

10.20             Stock Option Agreement with Bay Breeze Enterprises LLC dated April 9, 1998 [1]

10.21             Revolving Loan Agreement, Revolving Note, Security Agreement with SouthTrust
                  Bank dated May 2, 1997 [1]

10.22             Agreement between the Company and T. T. Communications, Inc. dated October 15,
                  1998 [2]

10.23             Agreement between the Company and U.S. Surgical Corporation dated October 28,
                  1998. [2]

10.24             Collaborative Agreement between the Company and Dr. William B. Saye dated
                  November 16, 1998. [2]

10.25             Kiosk Information System, Inc. Purchase Order dated November 3, 1998 [2]

10.26             Surgical Safety Products 1999 Stock Option Plan adopted January 1999 [2]

10.27             Form of the Employee Option Agreement under the Surgical Safety Products 1999
                  Stock Option Plan dated January 1999 [2]

10.28             Form of the Director, Consultant and Advisor Option Agreement under the Surgical
                  Safety Products 1999 Stock Option Plan dated January 1999 [2]

10.29             Verio, Inc. Access Service Agreement dated February 16, 1999. [2]

10.30             Form of Investor Subscription Documents and Agreements relative to the April 1999
                  Self Directed Private Placement Offering under Rule 506 of Regulation D. [3]

10.31             Form of the Warrant issued pursuant to the April 1999 Self Directed Private
                  Placement Offering under Rule 506 of Regulation D. [3]

10.32             Consulting Agreement dated April 1999 with Koritz Group, LLC. [3]

10.33             Agreement dated April 1999 with KJS Investment Corporation. [4]

10.34             Agreement dated May 1999 with Ten Peaks Capital Corp. [4]

10.35             Private Partner Network Agreement dated July 30, 1999 with US Surgical [5]

10.36             Staff/Client Leasing Agreement dated October 16, 1999, as amended September 15,
                  1999 [5]

10.37             Agreement dated July 15, 1999 with Triton Capital Inc.[6]

10.38             Effective December 30, 1999, Loan Agreement, Note, Security Agreement, Lender's
                  Warrant, Agent's Warrant, Registration Rights Agreement and Escrow Agreement
                  relative to the December 1999 transaction with Thomson Kernaghan & Co., Inc.  and
                  Amendment thereto. [7]
</TABLE>

                                      -12-

<PAGE>




<TABLE>
<S>            <C>
10.39             Effective January 3, 2000 IBM Customer Agreement and Statement of Work. [7]

10.40             Investment Banking Services Agreement dated February 2, 2000 with Dunwoody
                  Brokerage Services Inc. [8]

10.41             Consulting Agreement dated February 15, 2000 with Global Development Advisors
                  Inc. [8]

10.42             Surgical Safety Products 2000 Stock Option and Award Plan [8]

10.43             Agreement with Steel Beach Productions dated February 29, 2000 [9].

10.44             Agreement with Horizon Marketing Group dated May 16, 2000

10.45             Agreement with EPIX dated May 25, 2000

10.46             Amendment to the Company's 2000 Stock Option and Awards Plan dated June 6,
                  2000

10.47             Revolving Loan Agreement, Revolving Note, Security Agreement with SouthTrust
                  Bank dated June 7, 2000

10.48             Agreement with AORN effective July 1, 2000

10.49             Agreement with Carver Cross dated July 6, 2000

13.1              Definitive Proxy Statement filed February 28, 2000 [8]

27.1     *        Financial Data Sheet
</TABLE>

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

[1]  Previously filed with the Company's Form 10SB

[2]  Previously filed with the Company's Amendment No. 1 to the Form 10SB

[3]  Previously  filed with the Company's Form 10QSB for the Quarter ended March
     30, 1999

[4]  Previously  filed with the Company's  Form 10QSB for the Quarter ended June
     30, 1999

[5]  Previously filed with the Company's Amendment No. 2 to the Form 10SB

[6]  Previously  filed  with the  Company's  Form  10QSB for the  Quarter  ended
     September 30, 1999

[7]  Previously filed with the Company's Form S-3 on March 2, 2000.

[8]  Previously  filed with the  Company's  Form 10KSB for the fiscal year ended
     December 31, 1999.

[9]  Previously  filed with the Company's Form 10QSB for the Quarter ended March
     31, 2000.

*    Filed herewith



     (b) No Reports on Form 8-K were filed  during the  quarter  ended March 31,
2000.

                                      -13-

<PAGE>



                                   SIGNATURES

      In accordance with Section 12 of the Securities  Exchange Act of 1934, the
registrant caused this Registration  Statement to be signed on its behalf by the
undersigned, thereunto duly authorized.

                          Surgical Safety Products, Inc. (Registrant)



Date: September 14, 2000           By:/s/ Pauline J. Parrish

                                    ---------------------------------------
                                    Pauline J. Parrish
                                    Chief Financial Officer







                                      -14-