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United States Securities and Exchange Commission


Washington, D.C. 20549

FORM 10-QSB

(VISUALMED LOGO)

|  |                                                                                         
|- | ----------------------------------------------------------------------------------------
|x | QUARTERLY REPORT PURSUANT
 TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
|  | For the quarterly period
 ended March 31, 2008                                          
|  |                                                                                         
|o | TRANSITION REPORT PURSUANT
 TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT       
|  | For the transition period
 from ______________ to ____________                          

Commission file number: 000-33191

VISUALMED CLINICAL SOLUTIONS CORP.

(Exact name of small business issuer as specified in its charter)

|                                                                |  |                                         
|--------------------------------------------------------------- |  | ----------------------------------------
|NEVADA                                                          |  | 88-0436055                              
|(State
 or other jurisdiction of incorporation or organization) |  | (I.R.S.
 Employer Identification Number)

1035 Laurier W. 2nd Floor
Montreal, Quebec
Canada H2V 2L1(Address of principal
executive offices)

(514) 274-1115(Issuers telephone
number)

(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 o

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

APPLICABLE ONLY TO CORPORATE ISSUERS

As of May 13, 2008 the
issuer had 57,547,845 outstanding shares of common stock.

Transitional Small Business
Disclosure Format (Check one):
Yes o
No x

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PART I

|       |                      
|------ | ---------------------
|ITEM 1 | FINANCIAL
 STATEMENTS

VisualMED Clinical Solutions
Corp.
(A Development Stage Company)

|                                                |      
|----------------------------------------------- | -----
|                                                | Index
|Consolidated
 Balance Sheets                    | F-1  
|Consolidated
 Statements of Operations          | F-2  
|Consolidated
 Statements of Cash Flows          | F-3  
|Consolidated
 Notes to the Financial Statements | F-4  

1

---



VisualMED Clinical Solutions
Corp.
(A Development Stage Company)Consolidated Balance Sheets
(expressed in U.S. dollars)

|                                                                                                                                   |  |                  |             |                 |  |             |  
|---------------------------------------------------------------------------------------------------------------------------------- |  | ---------------- | ----------- | --------------- |  | ----------- | -
|                                                                                                                                   |  | March
31,
2008
$ |             | June
30,
2007
$ | 
|                                                                                                                                   |  | (Unaudited)      |             |                 | 
|Assets                                                                                                                             |  |                  |             |                 |  |             |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Current Assets                                                                                                                     |  |                  |             |                 |  |             |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Cash                                                                                                                               |  |                  | 28,939      |                 |  | 123,318     |  
|Accounts receivable                                                                                                                |  |                  |            |                 |  | 130,717     |  
|Advances to related parties (Note 3)                                                                                               |  |                  | 50,413      |                 |  | 29,231      |  
|Prepaid expenses and deposits (Note 4)                                                                                             |  |                  | 26,189      |                 |  | 122,250     |  
|Inventory                                                                                                                          |  |                  | 66,148      |                 |  | 3,226       |  
|Other assets                                                                                                                       |  |                  |            |                 |  | 7,941       |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Total Current Assets                                                                                                               |  |                  | 171,689     |                 |  | 416,683     |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Property and Equipment
 (Note 5)                                                                                                   |  |                  | 29,295      |                 |  | 51,190      |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Total Assets                                                                                                                       |  |                  | 200,984     |                 |  | 467,873     |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Liabilities
 and Stockholders Deficit                                                                                             |  |                  |             |                 |  |             |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Current Liabilities                                                                                                                |  |                  |             |                 |  |             |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Accounts payable                                                                                                                   |  |                  | 1,723,306   |                 |  | 1,387,121   |  
|Accrued liabilities (Note 6)                                                                                                       |  |                  | 426,347     |                 |  | 197,401     |  
|Loan payable (Note 7)                                                                                                              |  |                  | 92,431      |                 |  |            |  
|Due to related party (Note 8)                                                                                                      |  |                  | 32,226      |                 |  | 42,288      |  
|Current portion of capital lease obligation                                                                                        |  |                  |            |                 |  | 3,386       |  
|Deferred revenue                                                                                                                   |  |                  | 532,685     |                 |  | 298,250     |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Total Liabilities                                                                                                                  |  |                  | 2,806,995   |                 |  | 1,928,446   |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Commitments and
 Contingencies (Notes 1, 14 and 16)                                                                                |  |                  |             |                 |  |             |  
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Stockholders Deficit                                                                                                              |  |                  |             |                 |  |             |  
|Preferred Stock (Note 9),                                                                                                          |  |                  |             |                 |  |             |  
|Authorized: 15,000,000 shares, Series A 10% Cumulative; par value
$0.00001;
 Issued and outstanding: no shares                     |  |                  |            |                 |  |            |  
|Authorized: 10,000,000 shares, Undesignated; par value $0.00001;
 Issued and outstanding: no shares                                |  |                  |            |                 |  |            |  
|Common Stock (Note 10),                                                                                                            |  |                  |             |                 |  |             |  
|Authorized: 100,000,000 shares, par value $0.00001; Issued and
outstanding:
 57,422,845 shares (June 30, 2007  49,728,345 shares) |  |                  | 574         |                 |  | 497         |  
|Additional Paid-in Capital                                                                                                         |  |                  | 29,845,089  |                 |  | 27,269,830  |  
|Common Stock Subscriptions
 Receivable                                                                                             |  |                  | (2,450      | )               |  | (2,450      | )
|Accumulated Other
 Comprehensive Loss                                                                                              |  |                  | (253,377    | )               |  | (254,013    | )
|Deficit Accumulated During
 the Development Stage                                                                                  |  |                  | (32,195,847 | )               |  | (28,474,437 | )
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Total Stockholders
 Deficit                                                                                                       |  |                  | (2,606,011  | )               |  | (1,460,573  | )
|                                                                                                                                   |  |                  |             |                 |  |             |  
|Total Liabilities and
 Stockholders Deficit                                                                                       |  |                  | 200,984     |                 |  | 467,873     |  
|                                                                                                                                   |  |                  |             |                 |  |             |  

(The accompanying notes are an integral part of these consolidated
financial statements)

F-1

---



VisualMED
Clinical Solutions Corp.
(A Development Stage Company)Consolidated Statements of Operations
(expressed in U.S. dollars)
(unaudited)

|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|------------------------------------------ |  | --------------------------------------------------------------------------------------- | -------- | ------------------------------------------ | -------- | ----------------------------------------- | -------- | ---------- | -------- | ----------- | -
|                                           |  | Accumulated from
  September 7, 1999
  (Date of Inception)
  to December 31,
  2007
  $ |          | For the
  Three Months
  Ended
  March 31, |          | For the
  Nine Months
  Ended
  March 31, |         
|                                           |  |                                                                                         | 2008
  $ |                                            | 2007
  $ |                                           | 2008
  $ |            | 2007
  $ |            
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Revenue                                    |  | 1,363,629                                                                               |          | 186,873                                    |          | 9,418                                     |          | 698,871    |          | 27,542      |  
|Cost of sales                              |  | 225,383                                                                                 |          |                                           |          |                                          |          | 36,567     |          | 8,298       |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Gross Profit                               |  | 1,138,246                                                                               |          | 186,873                                    |          | 9,418                                     |          | 662,304    |          | 19,244      |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Expenses                                   |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Acquired in-process research               |  | 7,920,730                                                                               |          |                                           |          | 7,920,730                                 |          |           |          | 7,920,730   |  
|Customer service                           |  | 2,283,633                                                                               |          | 186,753                                    |          | 138,887                                   |          | 517,319    |          | 580,219     |  
|Amortization                               |  | 87,659                                                                                  |          | 7,422                                      |          | 8,269                                     |          | 26,725     |          | 24,743      |  
|Development costs                          |  | 2,591,887                                                                               |          | 145,668                                    |          | 139,651                                   |          | 421,270    |          | 426,193     |  
|General and administration                 |  | 5,524,158                                                                               |          | 190,273                                    |          | 341,375                                   |          | 684,372    |          | 1,913,504   |  
|Sales and marketing                        |  | 10,224,224                                                                              |          | 100,645                                    |          | 2,112,453                                 |          | 2,689,684  |          | 3,830,424   |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Total Expenses                             |  | 28,632,291                                                                              |          | 630,761                                    |          | 10,661,365                                |          | 4,339,370  |          | 14,695,813  |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Net Loss From Operations                   |  | (27,494,045                                                                             | )        | (443,888                                   | )        | (10,651,947                               | )        | (3,677,066 | )        | (14,676,569 | )
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Other Income (Expenses)                    |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Interest                                   |  | (97,050                                                                                 | )        | (31,650                                    | )        | (5,131                                    | )        | (55,773    | )        | (5,650      | )
|Financing costs                            |  | (4,514,285                                                                              | )        |                                           |          |                                          |          |           |          |            |  
|Foreign exchange gain (loss)               |  | 291,610                                                                                 |          | 1,057                                      |          | 26,872                                    |          | 11,429     |          | (62,731     | )
|Gain on forgiveness of interest            |  | 7,655                                                                                   |          |                                           |          |                                          |          |           |          |            |  
|Gain on forgiveness of debt                |  | 12,689                                                                                  |          |                                           |          |                                          |          |           |          |            |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Net Loss Before Discontinued Operations    |  | (31,793,426                                                                             | )        | (474,481                                   | )        | (10,630,206                               | )        | (3,721,410 | )        | (14,744,950 | )
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Discontinued Operations                    |  | (402,421                                                                                | )        |                                           |          |                                          |          |           |          |            |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Net Loss                                   |  | (32,195,847                                                                             | )        | (474,481                                   | )        | (10,630,206                               | )        | (3,721,410 | )        | (14,744,950 | )
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Other Comprehensive Income (Loss)          |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Foreign
  currency translation adjustments |  | (253,377                                                                                | )        | 6,621                                      |          | (24,514                                   | )        | 636        |          | 64,114      |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Comprehensive Loss                         |  | (32,449,224                                                                             | )        | (467,860                                   | )        | (10,654,720                               | )        | (3,720,774 | )        | (14,680,836 | )
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Net Loss Per Share  Basic and Diluted     |  |                                                                                        |          | (0.01                                      | )        | (0.23                                     | )        | (0.07      | )        | (0.31       | )
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  
|Weighted Average Shares Outstanding        |  |                                                                                        |          | 57,423,000                                 |          | 47,164,000                                |          | 54,649,000 |          | 46,852,000  |  
|                                           |  |                                                                                         |          |                                            |          |                                           |          |            |          |             |  

(The
accompanying notes are an integral part of these consolidated financial
statements)

F-2

---



VisualMED
Clinical Solutions Corp.
(A Development Stage Company)Consolidated Statements of Cash Flows
(expressed in U.S. dollars)
(unaudited)

|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|----------------------------------------------------------------------------- |  | ------------------------------------------------------------------------ | - | ----------------------------------------- | - | ----------------------------------------- | -
|                                                                              |  | Accumulated fromSeptember 7, 1999(Date of Inception)To March 31,
  2008$ |   | For theNine Months EndedMarch 31,
  2008$ |   | For theNine Months EndedMarch 31,
  2007$ |  
|Operating Activities                                                          |  |                                                                          |   |                                           |   |                                           |  
|Net loss                                                                      |  | (32,195,847                                                              | ) | (3,721,410                                | ) | (14,744,950                               | )
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|Adjustments to reconcile net loss to net cash used in operating
  activities: |  |                                                                          |   |                                           |   |                                           |  
|Amortization                                                                  |  | 89,201                                                                   |   | 26,725                                    |   | 24,743                                    |  
|Acquired in-process research and development                                  |  | 7,920,730                                                                |   |                                          |   | 7,920,730                                 |  
|Stock-based compensation                                                      |  | 17,173,643                                                               |   | 2,725,337                                 |   | 5,329,106                                 |  
|Common stock issued for interest                                              |  | 32,063                                                                   |   |                                          |   |                                          |  
|Common stock issued for services                                              |  | 441,250                                                                  |   |                                          |   |                                          |  
|Write-off of assets                                                           |  | 3,568                                                                    |   |                                          |   |                                          |  
|Gain on forgiveness of interest                                               |  | (7,655                                                                   | ) |                                          |   |                                          |  
|Gain on settlement of debt                                                    |  | (12,689                                                                  | ) |                                          |   |                                          |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|Changes in operating assets and liabilities                                   |  |                                                                          |   |                                           |   |                                           |  
|Accounts receivable                                                           |  | 134,544                                                                  |   | 130,717                                   |   | 2,550                                     |  
|Advances receivable                                                           |  | (587,948                                                                 | ) |                                          |   |                                          |  
|Prepaid expenses and deposits                                                 |  | 70,236                                                                   |   | 99,838                                    |   | 218,939                                   |  
|Inventory                                                                     |  | (66,148                                                                  | ) | (62,922                                   | ) |                                          |  
|Other assets                                                                  |  | (3,782                                                                   | ) | 2,191                                     |   | 7,831                                     |  
|Deferred revenue                                                              |  | 962,685                                                                  |   | 234,435                                   |   | 259,458                                   |  
|Advances to related parties                                                   |  | (12,529                                                                  | ) | (25,351                                   | ) | 7,145                                     |  
|Due to related parties                                                        |  |                                                                         |   |                                          |   | 26,022                                    |  
|Accounts payable and accrued liabilities                                      |  | 1,988,080                                                                |   | 417,635                                   |   | 884,633                                   |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|Net Cash Used In Operating Activities                                         |  | (4,070,598                                                               | ) | (172,805                                  | ) | (63,793                                   | )
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|Investing Activities                                                          |  |                                                                          |   |                                           |   |                                           |  
|Purchase of property and equipment                                            |  | (98,151                                                                  | ) | (2,719                                    | ) | (13,180                                   | )
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|Net Cash Used In Investing Activities                                         |  | (98,151                                                                  | ) | (2,719                                    | ) | (13,180                                   | )
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|Financing Activities                                                          |  |                                                                          |   |                                           |   |                                           |  
|Proceeds from the sale of common stock                                        |  | 1,490,213                                                                |   |                                          |   | 4,910                                     |  
|Bank indebtedness                                                             |  |                                                                         |   |                                          |   | 161                                       |  
|Proceeds from loan                                                            |  | 614,180                                                                  |   | 92,431                                    |   |                                          |  
|Proceeds from notes payable                                                   |  | 2,326,476                                                                |   |                                          |   |                                          |  
|Repayment of capital lease obligation                                         |  | (10,895                                                                  | ) | (3,584                                    | ) | (2,850                                    | )
|Advances to related parties                                                   |  | 30,840                                                                   |   | (7,716                                    | ) |                                          |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|Net Cash Provided By Financing Activities                                     |  | 4,450,814                                                                |   | 81,131                                    |   | 2,221                                     |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|Effect of Exchange Rate Changes on Cash                                       |  | (253,126                                                                 | ) | 14                                        |   | 63,776                                    |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|Increase (Decrease) in Cash                                                   |  | 28,939                                                                   |   | (94,379                                   | ) | (10,976                                   | )
|Cash  Beginning of Period                                                    |  |                                                                         |   | 123,318                                   |   | 10,976                                    |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|Cash  End of Period                                                          |  | 28,939                                                                   |   | 28,939                                    |   |                                          |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  
|Supplemental Disclosures                                                      |  |                                                                          |   |                                           |   |                                           |  
|Interest paid                                                                 |  |                                                                          |   |                                          |   |                                          |  
|Income taxes paid                                                             |  |                                                                          |   |                                          |   |                                          |  
|                                                                              |  |                                                                          |   |                                           |   |                                           |  

(The
accompanying notes are an integral part of these consolidated financial
statements)

F-3

---



VisualMED Clinical Solutions Corp.
(A Development Stage Company)Notes to the Consolidated Financial Statements
(expressed in U.S. dollars)
(Unaudited)

|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1. | Nature of
  Operation and Continuance of Business                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The Company
  was incorporated in the State of Nevada on September 7, 1999. The Company
  changed its name to VisualMed Clinical Solutions Corp. on November 30, 2004.
  The Companys majority shareholder is Visual Healthcare Corporation, which is
  a Nevada Corporation, based in Montreal, Canada.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The Companys
  business plan involves the distribution of medical software. The Company is
  primarily involved in activities related to the distribution of medical
  software and is considered to be a development stage company. At March 31,
  2008, the Company had a working capital deficiency of $2,635,306 and has
  incurred losses of $32,195,847 since inception. The ability of the Company to
  emerge from the development stage with respect to any planned principal
  business activity is dependent upon its successful efforts to raise
  additional equity financing and then attain profitable operations. There is
  no guarantee that the Company will be able to complete any of the above
  objectives. These financial statements do not include any adjustments to the
  recoverability and classification of recorded asset amounts and
  classification of liabilities that may be necessary should the Company be
  unable to continue as a going concern. These factors raise substantial doubt
  regarding the Companys ability to continue as a going concern.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | As at March
  31, 2008, the Company had cash balance of $28,939, and for the next twelve
  months, management anticipates that the minimum cash requirements to fund its
  continued operations will be $2,160,000. Accordingly, the Company does not
  have sufficient funds to meet planned expenditures over the next twelve
  months. Management plans to seek additional capital through equity and/or
  debt offerings and has asked for the continued financial support of related
  parties. There is no assurance that the Company will be able to raise
  sufficient cash to fund its future distribution programs and operational
  expenditures.                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    

|   |                                                |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|-- | ---------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | Summary of
  Significant Accounting Principles
|   |                                               
|   | a)                                             | Basis of
  Presentation and Fiscal Year                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                | These
  consolidated financials statements and related notes are presented in
  accordance with accounting principles generally accepted in the United
  States, and are expressed in US dollars. The Company has not produced any
  revenues from its principal business and is a development stage company as
  defined by Statement of Financial Accounting Standard (SFAS) No. 7 Accounting
  and Reporting by Development Stage Enterprises. These financial
  statements include the accounts of the Company and its wholly-owned
  subsidiary, VisualMed Clinical Systems Marketing Inc., a company incorporated
  and based in the province of Quebec, Canada. All intercompany transactions
  and balances have been eliminated. The Companys fiscal year-end is June 30.
|   |                                                |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | b)                                             | Interim
  Consolidated Financial Statements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                | The interim
  unaudited consolidated financial statements have been prepared in accordance
  with accounting principles generally accepted in the United States for
  interim financial information and with the instructions to Securities and
  Exchange Commission (SEC) Form 10-QSB. They do not include all of the
  information and footnotes required by generally accepted accounting
  principles for complete financial statements. Therefore, these financial
  statements should be read in conjunction with the Companys audited
  consolidated financial statements and notes thereto for the year ended June
  30, 2007, included in the Companys Annual Report on Form 10-KSB filed
  on September 28, 2007 with the SEC.                                          
|   |                                                |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                | The
  consolidated financial statements included herein are unaudited; however,
  they contain all normal recurring accruals and adjustments that, in the
  opinion of management, are necessary to present fairly the Companys
  consolidated financial position at March 31, 2008 and June 30, 2007, and the
  consolidated results of its operations and consolidated cash flows for the
  nine months ended March 31, 2008 and 2007. The results of operations for the
  nine months ended March 31, 2008 are not necessarily indicative of the
  results to be expected for future quarters or the full year.                                                                                                                                                                    

F-4

---



VisualMED Clinical Solutions Corp.
(A Development Stage Company)
Notes to the Consolidated Financial Statements
(expressed in U.S. dollars)
(Unaudited)

|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|-- | -------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | Summary of
  Significant Accounting Policies (continued)
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | c)                                                       | Use of
  Estimates                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          | The
  preparation of financial statements in accordance with United States
  generally accepted accounting principles requires management to make
  estimates and assumptions that affect the reported amounts of assets and
  liabilities at the date of the financial statements and the reported amounts
  of revenue and expenses in the reporting period. The Company regularly
  evaluates estimates and assumptions related to useful life and recoverability
  of long-lived assets, allowances for doubtful accounts, sales returns and
  allowances, inventory reserves, stock-based compensation expense, warranty
  liabilities and deferred income tax asset valuations. The Company bases its
  estimates and assumptions on current facts, historical experience and various
  other factors that it believes to be reasonable under the circumstances, the
  results of which form the basis for making judgments about the carrying
  values of assets and liabilities and the accrual of costs and expenses that
  are not readily apparent from other sources. The actual results experienced
  by the Company may differ materially and adversely from the Companys
  estimates. To the extent there are material differences between the estimates
  and the actual results, future results of operations will be affected.
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | d)                                                       | Cash and
  Cash Equivalents                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          | The Company
  considers all highly liquid instruments with a maturity of three months or
  less at the time of issuance to be cash equivalents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | e)                                                       | Allowance
  for Doubtful Accounts                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          | The Company
  evaluates the collectability of accounts receivable based on a combination of
  factors. In cases where the Company is aware of circumstances that may impair
  a specific customers ability to meet its financial obligations subsequent to
  the original sale, the Company will record an allowance against amounts due,
  and thereby reduce the net recognized receivable to the amount the Company
  reasonably believes will be collected. For all other customers, the Company
  recognizes allowances for doubtful accounts based on the length of time the receivables
  are past due, industry and geographic concentrations, the current business
  environment and the Companys historical experience. The allowance for
  doubtful accounts as of March 31, 2008 was $nil (June 30, 2007 - $nil).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | f)                                                       | Property and
  Equipment                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          | Property and
  equipment is stated at cost, less accumulated amortization, and consists of
  office furniture, computer hardware and software, leasehold improvements and
  assets under capital lease. Amortization of office furniture is computed
  using the straight-line method over five years. Amortization of computer
  hardware and software is computed using the straight-line method over three
  years. Amortization of leasehold improvements is computed using the
  straight-line method over five years. Amortization of assets under capital
  lease is computed using the straight-line method over the term of the lease.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | g)                                                       | Long-Lived
  Assets                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          | In
  accordance with SFAS No. 144, Accounting for the Impairment or Disposal of
  Long-Lived Assets, the Company tests long-lived assets or asset
  groups for recoverability when events or changes in circumstances indicate
  that their carrying amount may not be recoverable. Circumstances which could
  trigger a review include, but are not limited to: significant decreases in the
  market price of the asset; significant adverse changes in the business
  climate or legal factors; accumulation of costs significantly in excess of
  the amount originally expected for the acquisition or construction of the
  asset; current period cash flow or operating losses combined with a history
  of losses or a forecast of continuing losses associated with the use of the
  asset; and current expectation that the asset will more likely than not be
  sold or disposed significantly before the end of its estimated useful life.                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          | Recoverability
  is assessed based on the carrying amount of the asset and its fair value
  which is generally determined based on the sum of the undiscounted cash flows
  expected to result from the use and the eventual disposal of the asset, as
  well as specific appraisal in certain instances. An impairment loss is
  recognized when the carrying amount is not recoverable and exceeds fair
  value.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

F-5

---



VisualMED Clinical Solutions Corp.
(A Development Stage Company)
Notes to the Consolidated Financial Statements
(expressed in U.S. dollars)
(Unaudited)

|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|-- | -------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | Summary of
  Significant Accounting Policies (continued)
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | h)                                                       | Foreign
  Currency Transactions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                          | The
  Companys functional and reporting currency is the United States dollar. The
  functional currency of the Companys subsidiary is the Canadian dollar. The
  financial statements of the subsidiary are translated to United States
  dollars in accordance with SFAS No. 52 Foreign Currency Translation using
  period-end rates of exchange for assets and liabilities, and average rates of
  exchange for the period for revenues and expenses. Translation gains (losses)
  are recorded in accumulated other comprehensive income (loss) as a component
  of stockholders equity. Foreign currency transaction gains and losses are
  included in current operations.                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                         
|   | i)                                                       | Development
  Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                          | Costs
  related to the enhancement of existing medical software modules are expensed
  as incurred until technological feasibility in the form of a working model
  has been established. The time period between the establishment of
  technological feasibility and completion of product development is expected
  to be short, therefore the Company has not capitalized any product
  development costs during the period.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                         
|   | j)                                                       | Basic and
  Diluted Net Income (Loss) Per Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                          | The Company
  computes net income (loss) per share in accordance with SFAS No. 128, Earnings
  per Share which requires presentation of both basic and diluted
  earnings per share (EPS) on the face of the income statement. Basic EPS is
  computed by dividing net income (loss) available to common shareholders
  (numerator) by the weighted average number of shares outstanding
  (denominator) during the period. Diluted EPS gives effect to all dilutive
  potential common shares outstanding during the period including stock
  options, using the treasury stock method, and convertible preferred stock,
  using the if-converted method. In computing diluted EPS, the average stock
  price for the period is used in determining the number of shares assumed to
  be purchased from the exercise of stock options or warrants. Diluted EPS and
  the weighted average number of common shares exclude all dilutive potential
  shares since their effect is anti dilutive. Shares underlying these
  securities totaled approximately 12,000,000 as of March 31, 2008.
|   |                                                         
|   | k)                                                       | Financial
  Instruments and Concentrations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                          | The carrying
  value of cash, accounts receivable, advances to related parties, accounts
  payable, accrued liabilities, advances from related parties and capital lease
  obligation approximate fair value due to the relatively short maturity of
  these instruments. Financial instruments which potentially subject the
  Company to a concentration of credit risk consist primarily of accounts
  receivable. For the nine-month period ended March 31, 2008, revenue from one
  customer represented 63% (2007  57%) of total revenue and from a second
  customer represented 21% (2007  43%) of total revenue.                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | l)                                                       | Inventory                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                          | Inventory
  consists of computer hardware and software acquired for specific revenue
  contracts. Inventory is stated at the lower of cost or net realizable value.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                         
|   | m)                                                       | Comprehensive
  Loss                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                          | SFAS No.
  130, Reporting
  Comprehensive Income, establishes standards for the reporting and
  display of comprehensive loss and its components in the financial statements.
  For the nine-month periods ended March 31, 2008 and 2007, the Companys only
  component of comprehensive loss was foreign currency translation adjustments.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                         
|   | n)                                                       | Advertising
  Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                          | Advertising
  costs are charged to operations as incurred.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

F-6

---



VisualMED Clinical Solutions Corp.
(A Development Stage Company)
Notes to the Consolidated Financial Statements
(expressed in U.S. dollars)
(Unaudited)

|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|-- | -------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | Summary of
  Significant Accounting Policies (continued)
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | o)                                                       | Revenue
  Recognition                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                          | The Company
  recognizes revenue related to sales and licensing of medical software in
  accordance with Statement of Position No. 97-2, Software Revenue Recognition
  (SOP 97-2), as amended by Statement of Position No. 98-9, Software
  Revenue Recognition with Respect to Certain Arrangements.
  Pursuant to SOP 97-2 and Staff Accounting Bulletin No. 104 Revenue
  Recognition, revenue will only be recognized when the price is
  fixed or determinable, persuasive evidence of an arrangement exists, the
  service is performed, and collectability is reasonably assured.
  The Companys revenue contracts are accounted for in conformity with
  Accounting Research Bulletin No. 45 Long-Term Construction-Type Contracts
  (ARB 45), using the relevant guidance in SOP 81-1 Accounting for Performance of
  Construction-Type and Certain Production-Type Contracts, unless
  specified criteria for separate accounting for any service element are met.
  The Company uses the completed contract method to recognize revenue from long
  term service contracts. Licensing
  revenue is recognized if all revenue recognition criteria pursuant to SAB 104
  are met. The Company also follows the guidance in Emerging Issues Task
  Force (EITF) Issue No. 00-21 Revenue Arrangements with Multiple Deliverables
  relating to the separability
  of deliverables included in an arrangement into different units of accounting
  and the allocation of an arrangements consideration to those units of
  accounting. It does not address when revenue should be recognized for the
  units of accounting.
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                          | Incremental
  direct costs related to contract acquisition and origination, which result in
  deferred revenue, are expensed as incurred. Any significant customer accounts
  that are not reasonably assured to be collected are excluded from revenues.
  During the year ended June 30, 2007, the Company licensed technology to a
  customer for $1,410,600 ($1,500,000 CAD). At March 31, 2008, $986,865
  ($1,013,000 CAD) has been excluded from revenues as collectability was considered
  by management to not be reasonably assured. During the nine month period
  ended March 31, 2008, the Company recognized revenue of $441,541 related to a
  $2,200,000 contract with customer. Revenue was recognized since customer
  acceptance or the work completed was obtained and the Company has no further
  obligations related to this portion of the contract. During the three month
  period ended March 31, 2008, revenue consisted of annual license fees from
  existing contracts.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | p)                                                       | Reclassifications                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                          | Certain
  reclassifications have been made to the prior periods financial statements
  to conform to the current periods presentation.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                         
|   | q)                                                       | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                          | Potential
  benefits of income tax losses are not recognized in the accounts until
  realization is more likely than not. The Company has adopted SFAS No. 109 Accounting
  for Income Taxes as of its inception. Pursuant to SFAS No. 109
  the Company is required to compute tax asset benefits for net operating
  losses carried forward. The potential benefit of net operating losses have
  not been recognized in these financial statements because the Company cannot
  be assured it is more likely than not it will utilize the net operating
  losses carried forward in future years.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                         
|   | r)                                                       | Warranty                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                          | Some of the
  Companys software or hardware products carry a warranty for the duration of
  the license term. The Companys liability is limited to the repair or
  replacement of the defective product and the refund of amounts paid for
  defective products. The Company establishes reserves for estimated product
  warranty costs at the time revenue is recognized based upon its historical
  experience and additionally for any known product warranty issues. At March
  31, 2008, management has deemed that no reserve should be accrued. As of
  March 31, 2008, the Company has not experienced a significant amount of
  warranty expense.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                         
|   | s)                                                       | Stock-based
  Compensation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                          | The Company
  records stock-based compensation in accordance with SFAS No. 123R Share
  Based Payments, using the fair value method. All transactions in
  which goods or services are the consideration received for the issuance of
  equity instruments are accounted for based on the fair value of the
  consideration received or the fair value of the equity instrument issued,
  whichever is more reliably measurable. Equity instruments issued to employees
  and the cost of the services received as consideration are measured and
  recognized based on the fair value of the equity instruments issued.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             

F-7

---



VisualMED Clinical Solutions Corp.
(A Development Stage Company)
Notes to the Consolidated Financial Statements
(expressed in U.S. dollars)
(Unaudited)

|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|-- | -------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | Summary of
  Significant Accounting Policies (continued)
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | t)                                                       | Recently
  Adopted Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                          | In June
  2006, the Financial Accounting Standards Board (FASB) issued FASB
  Interpretation No. 48, Accounting for Uncertainty in Income Taxes, an
  interpretation of FASB Statements No. 109 (FIN 48). FIN 48
  clarifies the accounting for uncertainty in income taxes by prescribing a
  two-step method of first evaluating whether a tax position has met a more
  likely than not recognition threshold and second, measuring that tax position
  to determine the amount of benefit to be recognized in the financial
  statements. FIN 48 provides guidance on the presentation of such positions
  within a classified statement of financial position as well as on
  derecognition, interest and penalties, accounting in interim periods,
  disclosure, and transition. FIN 48 is effective for fiscal years beginning after
  December 15, 2006. The adoption of this statement did not have a material
  effect on the Companys financial statements.                                                                                                                                                                                                                                         
|   |                                                         
|   | u)                                                       | Recently
  Issued Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                          | In March 2008, the FASB issued SFAS No. 161, Disclosures about Derivative Instruments
  and Hedging Activities  an amendment to FASB Statement No. 133.
  SFAS No. 161 is intended to improve financial standards for derivative
  instruments and hedging activities by requiring enhanced disclosures to
  enable investors to better understand their effects on an entitys financial
  position, financial performance, and cash flows. Entities are required to
  provide enhanced disclosures about: (a) how and why an entity uses derivative
  instruments; (b) how derivative instruments and related hedged items are
  accounted for under Statement 133 and its related interpretations; and (c)
  how derivative instruments and related hedged items affect an entitys
  financial position, financial performance, and cash flows. It is effective
  for financial statements issued for fiscal years beginning after November 15,
  2008, with early adoption encouraged. The Company is currently evaluating the
  impact of SFAS No. 161 on its financial statements, and the adoption of this
  statement is not expected to have a material effect on the Companys
  financial statements.
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                          | In December
  2007, the FASB issued SFAS No. 141R, Business Combinations. This statement
  replaces SFAS 141 and defines the acquirer in a business combination as the
  entity that obtains control of one or more businesses in a business
  combination and establishes the acquisition date as the date that the
  acquirer achieves control. SFAS 141R requires an acquirer to recognize the
  assets acquired, the liabilities assumed, and any noncontrolling interest in
  the acquiree at the acquisition date, measured at their fair values as of
  that date. SFAS 141R also requires the acquirer to recognize contingent
  consideration at the acquisition date, measured at its fair value at that
  date. This statement is effective for fiscal years, and interim periods
  within those fiscal years, beginning on or after December 15, 2008. Earlier
  adoption is prohibited. The adoption of this statement is not expected to
  have a material effect on the Companys financial statements.                                                                                                                                                                                            
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                          | In December
  2007, the FASB issued SFAS No. 160, Noncontrolling Interests in Consolidated Financial
  Statements Liabilities an Amendment of ARB No. 51. This
  statement amends ARB 51 to establish accounting and reporting standards for
  the Noncontrolling interest in a subsidiary and for the deconsolidation of a
  subsidiary. This statement is effective for fiscal years, and interim periods
  within those fiscal years, beginning on or after December 15, 2008. Earlier
  adoption is prohibited. The adoption of this statement is not expected to
  have a material effect on the Companys Companys financial statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                          | In February
  2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and
  Financial Liabilities  Including an Amendment of FASB Statement No. 115.
  This statement permits entities to choose to measure many financial
  instruments and certain other items at fair value. Most of the provisions of
  SFAS No. 159 apply only to entities that elect the fair value option.
  However, the amendment to SFAS No. 115 Accounting for Certain Investments in Debt and
  Equity Securities applies to all entities with available-for-sale
  and trading securities. SFAS No. 159 is effective as of the beginning of an
  entitys first fiscal year that begins after November 15, 2007. Early
  adoption is permitted as of the beginning of a fiscal year that begins on or
  before November 15, 2007, provided the entity also elects to apply the
  provision of SFAS No. 157, Fair Value Measurements. The adoption
  of this statement is not expected to have a material effect on the Companys
  financial statements.                                                                                                                                                 

F-8

---



VisualMED
Clinical Solutions Corp.
(A Development Stage Company)
Notes to the Consolidated Financial Statements
(expressed in U.S. dollars)
(Unaudited)

|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|-- | -------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | Summary of
  Significant Accounting Policies (continued)
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | u)                                                       | Recently
  Issued Accounting Pronouncements (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                          | In September
  2006, the FASB issued SFAS No. 157, Fair
  Value Measurements. The objective of SFAS No. 157 is to increase
  consistency and comparability in fair value measurements and to expand
  disclosures about fair value measurements. SFAS No. 157 defines fair value,
  establishes a framework for measuring fair value in generally accepted
  accounting principles, and expands disclosures about fair value measurements.
  SFAS No. 157 applies under other accounting pronouncements that require or
  permit fair value measurements and does not require any new fair value
  measurements. The provisions of SFAS No. 157 are effective for fair value
  measurements made in fiscal years beginning after November 15, 2007. The
  adoption of this statement is not expected to have a material effect on the
  Companys financial statements.
|   |                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|3. | Advances to
  Related Parties                           

|                        |  |                      |  |                     | 
|----------------------- |  | -------------------- |  | ------------------- | 
|                        |  | March 31,
  2008
  $ |  | June 30,
  2007
  $ | 
|                        |  |                      |  |                     | 
|Advances to
  employees |  | 50,413               |  | 29,231              | 
|                       

|   |                                                                                                                                        
|-- | ---------------------------------------------------------------------------------------------------------------------------------------
|   | Advances to
  employees represent amounts advanced towards travel expenses to be incurred
  and are non-interest bearing and unsecured.
|   |                                                                                                                                        
|4. | Prepaid
  Expenses and Deposits                                                                                                        

|                                   |  |                      |  |                     |         |  | 
|---------------------------------- |  | -------------------- |  | ------------------- | ------- |  | 
|                                   |  | March 31,
  2008
  $ |  | June 30,
  2007
  $ |        
|                                   |  |                      |  |                     |        
|Directors
  and officers insurance |  |                     |  |                     | 14,568  |  | 
|Rent                               |  | 12,467               |  |                     | 91,419  |  | 
|Security
  deposit                 |  | 4,384                |  |                     | 4,232   |  | 
|Other                              |  | 9,338                |  |                     | 12,031  |  | 
|                                   |  |                      |  |                     |         |  | 
|                                   |  | 26,189               |  |                     | 122,250 |  | 
|                                   |  |                      |  |                     |         |  | 

|   |                         
|-- | ------------------------
|5. | Property and
  Equipment

|                         |  |          |  |                                 |  |                                         |        |                                        |  |        |  | 
|------------------------ |  | -------- |  | ------------------------------- |  | --------------------------------------- | ------ | -------------------------------------- |  | ------ |  | 
|                         |  | Cost
  $ |  | Accumulated 
  Amortization
  $ |  | March 31, 2008
  Net carrying value
  $ |        | June 30, 2007
  Net carrying value
  $ | 
|                         |  |          |  |                                 |  |                                         |        |                                        |  |        |  | 
|Computer
  hardware      |  | 68,434   |  | 53,227                          |  |                                         | 15,207 |                                        |  | 27,622 |  | 
|Computer
  software      |  | 30,391   |  | 25,071                          |  |                                         | 5,320  |                                        |  | 11,611 |  | 
|Office
  furniture       |  | 13,628   |  | 8,491                           |  |                                         | 5,137  |                                        |  | 6,932  |  | 
|Leasehold
  improvements |  | 10,494   |  | 6,863                           |  |                                         | 3,631  |                                        |  | 5,025  |  | 
|                         |  |          |  |                                 |  |                                         |        |                                        |  |        |  | 
|                         |  | 122,947  |  | 93,652                          |  |                                         | 29,295 |                                        |  | 51,190 |  | 
|                         |  |          |  |                                 |  |                                         |        |                                        |  |        |  | 

| |                                                                                                                                                                                                                                              
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Assets under
capital lease with a cost of $12,588 are included in office furniture. During
the nine month period ended March 31, 2008, the Company recognized amortization
of assets under capital lease of $1,947 (March 31, 2007 - $2,503).

F-9

---



VisualMED
Clinical Solutions Corp. 
(A Development Stage Company) 
Notes to the Consolidated Financial Statements
(expressed in U.S. dollars)
(Unaudited)

|   |                    
|-- | -------------------
|6. | Accrued Liabilities

|                                   |  |                      |  |                     | 
|---------------------------------- |  | -------------------- |  | ------------------- | 
|                                   |  | March 31,
  2008
  $ |  | June 30,
  2007
  $ | 
|                                   |  |                      |  |                     | 
|Salaries,
  wages and vacation pay |  | 273,092              |  | 197,401             | 
|Finders
  fees                    |  | 150,000              |  |                    | 
|Other                              |  | 3,255                |  |                    | 
|                                   |  |                      |  |                     | 
|                                   |  | 426,347              |  | 197,401             | 
|                                   |  |                      |  |                     | 

|   |             
|-- | ------------
|7. | Loan payable

|                                                                 |  |                      |  |                     | 
|---------------------------------------------------------------- |  | -------------------- |  | ------------------- | 
|                                                                 |  | March 31,
  2008
  $ |  | June 30,
  2007
  $ | 
|                                                                 |  |                      |  |                     | 
|Advances
  from shareholders:                                    |  |                      |  |                     | 
|                                                                 |  |                      |  |                     | 
|- 10% per
  annum, unsecured, no fixed terms of repayment        |  | 48,710               |  |                    | 
|-
  non-interest bearing, unsecured, no fixed terms of repayment |  | 43,721               |  |                     | 
|                                                                 |  |                      |  |                     | 
|                                                                 |  | 92,431               |  |                    | 
|                                                                 |  |                      |  |                     | 

|   |                                
|-- | -------------------------------
|8. | Advances
  From Related Parties

|                                                                                |  |                      |  |                     | 
|------------------------------------------------------------------------------- |  | -------------------- |  | ------------------- | 
|                                                                                |  | March 31,
  2008
  $ |  | June 30,
  2007
  $ | 
|                                                                                |  |                      |  |                     | 
|Advances
  from officers, 15% per annum, unsecured, no fixed terms of repayment |  | 32,226               |  | 42,288              | 
|                                                                                |  |                      |  |                     | 
|                                                                                |  | 32,226               |  | 42,288              | 
|                                                                                |  |                      |  |                     | 

|   |                                                                                                                                                                                                                                                                                                                                                                                                                         
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|9. | Preferred
  Stock                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | On January
  12, 2006, the Company restated its Articles of Incorporation to increase the
  authorized share capital to 125,000,000 shares consisting of 100,000,000
  shares of common stock, and 25,000,000 shares of preferred stock, of which
  15,000,000 have been designated as Series A 10% Cumulative Preferred Stock.                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | The Series A
  10% Cumulative Preferred Stock has a par value of $0.00001 per share, a
  stated value of $1.00 per share and are non-voting. The holders of the Series
  A Preferred Stock will be entitled to receive an annual dividend equal to 10%
  per annum of the stated value of $1.00 per share payable, at the option of
  the Board of Directors, in either cash or in shares of Series A Preferred
  Stock.

F-10

---



VisualMED Clinical Solutions Corp.
(A Development Stage Company)
Notes to the Consolidated Financial Statements
(expressed in U.S. dollars)
(Unaudited)

|    |                                                                            |                                                                                                                                                                 
|--- | -------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------
|10. | Common Stock                                                              
|    |                                                                            |                                                                                                                                                                 
|    | For the
  nine-month period ended March 31, 2008:                         
|    |                                                                           
|    | a)                                                                         | On August 1,
  2007, the Company issued 1,405,000 shares of common stock upon the exercise
  of 1,405,000 options at an exercise price of $0.00001 per share.   
|    |                                                                            |                                                                                                                                                                 
|    | b)                                                                         | On August
  15, 2007, the Company issued 985,000 shares of common stock upon the exercise
  of 985,000 options at an exercise price of $0.00001 per share.      
|    |                                                                            |                                                                                                                                                                 
|    | c)                                                                         | On September
  7, 2007, the Company issued 100,000 shares of common stock upon the exercise
  of 100,000 options at an exercise price of $0.00001 per share.    
|    |                                                                            |                                                                                                                                                                 
|    | d)                                                                         | On October
  9, 2007, the Company issued 2,070,000 shares of common stock upon the
  exercise of 2,070,000 options at an exercise price of $0.00001 per share.  
|    |                                                                            |                                                                                                                                                                 
|    | e)                                                                         | On October
  17, 2007, the Company issued 25,000 shares of common stock upon the exercise
  of 25,000 options at an exercise price of $0.00001 per share.       
|    |                                                                            |                                                                                                                                                                 
|    | f)                                                                         | On November
  1, 2007, the Company issued 250,000 shares of common stock upon the exercise
  of 250,000 options at an exercise price of $0.00001 per share.     
|    |                                                                            |                                                                                                                                                                 
|    | g)                                                                         | On November
  6, 2007, the Company issued 1,025,000 shares of common stock upon the
  exercise of 1,025,000 options at an exercise price of $0.00001 per share. 
|    |                                                                            |                                                                                                                                                                 
|    | h)                                                                         | On November
  20, 2007, the Company issued 1,700,000 shares of common stock upon the
  exercise of 1,700,000 options at an exercise price of $0.00001 per share.
|    |                                                                            |                                                                                                                                                                 
|    | i)                                                                         | On November
  21, 2007, the Company issued 70,000 shares of common stock upon the exercise
  of 70,000 options at an exercise price of $0.00001 per share.      
|    |                                                                            |                                                                                                                                                                 
|    | j)                                                                         | On December
  4, 2007, the Company issued 64,500 shares of common stock upon the exercise
  of 64,500 options at an exercise price of $0.00001 per share.       
|    |                                                                           
|11. | Share
  Purchase Warrants                                                 
|    |                                                                           
|    | The
  following table summarizes the continuity of the Companys warrants:

|                              |  |                      |            |                                         |  |      | 
|----------------------------- |  | -------------------- | ---------- | --------------------------------------- |  | ---- | 
|                              |  | Number of
  Warrants |            | Weighted
  Average
  Exercise Price
  $ | 
|                              |  |                      |            |                                         |  |      | 
|Outstanding,
  June 30, 2007  |  |                      | 10,000,000 |                                         |  | 0.01 | 
|Issued                        |  |                      |           |                                         |  |     | 
|Expired                       |  |                      |           |                                         |  |     | 
|                              |  |                      |            |                                         |  |      | 
|Outstanding,
  March 31, 2008 |  |                      | 10,000,000 |                                         |  | 0.01 | 
|                              |  |                      |            |                                         |  |      | 

At March 31,
2008, the following share purchase warrants were outstanding:

|                     |  |                  |  |                 
|-------------------- |  | ---------------- |  | ----------------
|Number of
  Warrants |  | Exercise
  Price |  | Expiry
  Date   
|                     |  |                  |  |                 
|10,000,000           |  | $ 0.01           |  | March 30,
  2012

F-11

---



VisualMED Clinical Solutions Corp.
(A Development Stage Company)
Notes to the Consolidated Financial Statements
(expressed in U.S. dollars)
(Unaudited)

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|12. | Stock
  Options                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | Effective
  October 4, 2006, the Company filed a Form S-8 Registration Statement in
  connection with its October 2006 Non-Qualified Stock Option Plan (the
  October 2006 Plan) allowing for the direct award of stock or granting of
  stock options to directors, officers, employees and consultants to acquire up
  to a total of 2,000,000 shares of common stock. At March 31, 2008, the
  Company had no shares of common stock unissued pursuant to the plan.           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | Effective
  March 22, 2007, the Company filed a Form S-8 Registration Statement in
  connection with its March 2007 Non-Qualified Stock Option Plan (the March
  2007 Plan) allowing for the direct award of stock or granting of stock
  options to directors, officers, employees and consultants to acquire up to a
  total of 2,000,000 shares of common stock. At March 31, 2008, the Company had
  no shares of common stock unissued pursuant to the plan.                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | Effective
  July 24, 2007, the Company filed a Form S-8 Registration Statement in
  connection with its July 2007 Non-Qualified Stock Option Plan (the July 2007
  Plan) allowing for the direct award of stock or granting of stock options to
  directors, officers, employees and consultants to acquire up to a total of
  6,500,000 shares of common stock. At March 31, 2008, the Company had no shares
  of common stock unissued pursuant to the plan.                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | Effective
  November 20, 2007, the Company filed a Form S-8 Registration Statement in
  connection with its November 2007 Non-Qualified Stock Option Plan (the
  November 2007 Plan) allowing for the direct award of stock or granting of
  stock options to directors, officers, employees and consultants to acquire up
  to a total of 1,900,000 shares of common stock. At March 31, 2008, the
  Company had 30,000 shares of common stock unissued pursuant to the plan.   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | Effective
  February 27, 2008, the Company filed a Form S-8 Registration Statement in
  connection with its February 2008 Non-Qualified Stock Option Plan (the
  February 2008 Plan) allowing for the direct award of stock or granting of
  stock options to directors, officers, employees and consultants to acquire up
  to a total of 2,300,000 shares of common stock. At March 31, 2008, the
  Company had 2,300,000 shares of common stock unissued pursuant to the plan.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | The weighted
  average grant date fair value of stock options granted during the nine months
  ended March 31, 2008 and 2007 was $0.32 and $1.21, respectively. During the
  nine months ended March 31, 2008, the Company charged to operations
  stock-based compensation relating to the granting of options of $2,725,337
  (2007 - $4,429,089).                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | A summary of
  the Companys stock option activity is as follows:                                                                                                                                                                                                                                                                                                                                                                                                                  

|                            |  |                    |            |                                       |  |                                                 |  |                               |      |  |   |        | 
|--------------------------- |  | ------------------ | ---------- | ------------------------------------- |  | ----------------------------------------------- |  | ----------------------------- | ---- |  | - | ------ | 
|                            |  | Number of
  Shares |            | Weighted Average
  Exercise Price
  $ |  | Weighted-Average
  Remaining
  Contractual Term |  | Aggregate
  Intrinsic
  Value |     
|                           
|Outstanding, June 30, 2007  |  |                    | 1,340,000  |                                       |  | 1.29                                            |  |                               |      |  |   |        | 
|Granted                     |  |                    | 8,414,500  |                                       |  | 0.02                                            |  |                               |      |  |   |        | 
|Exercised                   |  |                    | (7,694,500 | )                                     |  | 0.00001                                         |  |                               |      |  |   |        | 
|Cancelled                   |  |                    |           |                                       |  |                                                |  |                               |      |  |   |        | 
|Expired                     |  |                    | (60,000    | )                                     |  |                                                |  |                               |      |  |   |        | 
|                            |  |                    |            |                                       |  |                                                 |  |                               |      |  |   |        | 
|Outstanding, March 31, 2008 |  |                    | 2,000,000  |                                       |  | 0.88                                            |  |                               | 3.74 |  | $ | 21,825 | 
|                            |  |                    |            |                                       |  |                                                 |  |                               |      |  |   |        | 
|Exercisable, March 31, 2008 |  |                    | 2,000,000  |                                       |  | 0.88                                            |  |                               | 3.74 |  | $ | 21,825 | 
|                            |  |                    |            |                                       |  |                                                 |  |                               |      |  |   |        | 

During the
nine months ended March 31, 2008, the Company granted 8,414,500 stock options
to purchase shares of common stock at a price below market of $0.00001 per
share with an intrinsic value of $2,619,953.

The fair value
of each option grant was estimated on the date of the grant using the
Black-Scholes option pricing model with the following weighted average
assumptions:

|                         |  |                                      |        |                                      |  |      |  
|------------------------ |  | ------------------------------------ | ------ | ------------------------------------ |  | ---- | -
|                         |  | Nine Months Ended
  March 31,
  2008 |        | Nine Months Ended
  March 31,
  2007 | 
|                         |  |                                      |        |                                      |  |      |  
|Expected dividend yield  |  |                                      | 0      | %                                    |  | 0    | %
|Expected volatility      |  |                                      | 123.34 | %                                    |  | 82   | %
|Expected life (in years) |  |                                      | 2.0    |                                      |  | 5.0  |  
|Risk-free interest rate  |  |                                      | 3.86   | %                                    |  | 4.39 | %

F-12

---



VisualMED Clinical Solutions Corp.
(A Development Stage Company)
Notes to the Consolidated Financial Statements
(expressed in U.S. dollars)
(Unaudited)

|    |                                                                                                                                                                 
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------
|12. | Stock
  Options (continued)                                                                                                                                     
|    |                                                                                                                                                                 
|    | A summary of
  the status of the Companys nonvested shares as of March 31, 2008, and
  changes during the nine months ended March 31, 2008, is presented below:

|                              |  |                    |            |                                              |  |       |  
|----------------------------- |  | ------------------ | ---------- | -------------------------------------------- |  | ----- | -
|Nonvested Shares              |  | Number of
  Shares |            | Weighted Average
  Grant Date Fair
  Value $ | 
|                              |  |                    |            |                                              |  |       |  
|Nonvested at
  July 1, 2007   |  |                    |           |                                              |  |      |  
|Granted                       |  |                    | 8,414,500  |                                              |  | 0.32  |  
|Vested                        |  |                    | (8,414,500 | )                                            |  | (0.32 | )
|                              |  |                    |            |                                              |  |       |  
|Nonvested at
  March 31, 2008 |  |                    |           |                                              |  |      |  
|                              |  |                    |            |                                              |  |       |  

|    |                                                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|13. | Segment
  Disclosures                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | The Company
  operates as one operating segment which is the sale of its suite of clinical
  software modules. The Chief Executive Officer is the Companys Chief
  Operating Decision Maker (CODM) as defined by SFAS 131, Disclosure about Segments of an
  Enterprise and Related Information. The CODM allocates resources
  and assesses the performance of the Company based on the results of
  operations.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|14. | Commitments                                                                                                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | a)                                                                                                                                                                                                                                                                                                                                                                                                                   | In November
  2004, the Company entered into a lease agreement for office premises at a
  rate of $86,000 (CDN$88,265) per annum including property taxes, insurance
  and other operating expenses, for a five year term expiring on September 30,
  2009, with an option to renew for an additional five years. During the
  nine-month period ended March 31, 2008, the Company incurred rent expense of
  $44,300. Future payments for the next five fiscal years are as follows:

|     |  |         | 
|---- |  | ------- | 
|     |  | $       | 
|2008 |  | 21,500  | 
|2009 |  | 86,000  | 
|2010 |  | 28,700  | 
|2011 |  |        | 
|2012 |  |        | 
|     |  |         | 
|     |  | 136,200 | 
|     |  |         | 

| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | b) | On June 5,
  2006, the Company entered into an automobile lease for a term of 48 months.
  The monthly payments are $654 (CAD$651) ending May 5, 2010.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|
| | c) | On November
  13, 2006, the Company entered into an investor relations agreement with a
  consultant and issued 200,000 shares of common stock with a fair value of
  $360,000 which was included in general and administrative expense during the
  year ended June 30, 2007. The Company has also agreed to issue the following:
  100,000 shares of common stock when the Companys stock trades at $2.50 per
  share, 100,000 shares of common stock when the Companys stock trades at
  $3.25 per share, and 100,000 shares of common stock when the Companys stock
  trades at $3.75 per share. The contingently issuable shares have been
  recorded in general and administrative expense at a fair value of $540,000
  and in additional paid-in capital in accordance with EITF 96-18, Accounting
  for Equity Instruments That Are Issued to Other Than Employees for Acquiring,
  or in Conjunction With Selling, Goods or Services and EITF 00-19
  Accounting
  for Derivative Financial Instruments Indexed to, and Potentially Settled in,
  a Companys Own Stock.

F-13

---



VisualMED Clinical Solutions Corp.
(A Development Stage Company)
Notes to the Consolidated Financial Statements
(expressed in U.S. dollars)
(Unaudited)

|    |                                             
|--- | --------------------------------------------
|15. | Geographic
  Information and Major Customers

|                                         |  |                                            |         |                                            |  |        | 
|---------------------------------------- |  | ------------------------------------------ | ------- | ------------------------------------------ |  | ------ | 
|                                         |  | Nine Months
  Ended
  March 31,
  2008
  $ |         | Nine Months
  Ended
  March 31,
  2007
  $ | 
|                                         |  |                                            |         |                                            | 
|Revenues
  from external customers:      |  |                                            |         |                                            |  |        | 
|United
  States                          |  |                                            | 81,207  |                                            |  | 27,542 | 
|Canada                                   |  |                                            | 617,664 |                                            |  |       | 
|                                         |  |                                            |         |                                            |  |        | 
|Total
  revenues from external customers |  |                                            | 698,871 |                                            |  | 27,542 | 
|                                         |  |                                            |         |                                            |  |        | 

|    |                                                                                                                                                                                                                                                                                                                                                                                                                 | 
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
|    | All
  long-lived assets are domiciled in Canada. During the nine months ended March
  31, 2008, the Company recognized $698,871 (2007 - $27,542) of revenue from
  the licensing of software and technology. For the nine months ended March,
  31, 2008, revenue from one customer represented 63% (2007  57%) of total
  revenue and from a second customer represented 21% (2007  43%) of total
  revenue.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                 | 
|16. | Contingency                                                                                                                                                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                 | 
|    | On March 20, 2008, a legal action was
  commenced in Quebec, Canada against the Company seeking payment in the amount
  of $150,000 and 140,941 common shares of the Company pursuant to a finder
  fees agreement. The Company has accrued $150,000 and believes the claim to
  the 140,941 shares are without merit and will defend its position.                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                 | 
|17. | Subsequent
  Events                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                 | 
|(a) | The Company issued 125,000 shares of common
  stock upon the exercise of stock options at an exercise price of $0.00001 per
  share.                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                 | 
|(b) | The Company granted 125,000 stock options
  to acquire common shares exercisable at $0.00001 per share for 3 months.
  These grants were made pursuant to the February 2008 Plan.                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                                                                                                                                                                 | 
|(c) | The Company received unsecured loans
  totalling $48,710 (Cdn$50,000) from third parties which are non-interest
  bearing and due on demand.                                                                                                                                                                                                                                                                   

F-14

---



|       |                                                            
|------ | -----------------------------------------------------------
|ITEM 2 | MANAGEMENTS DISCUSSION AND ANALYSIS AND PLAN OF OPERATIONS

Overview

Our major
focus remains the diversification and expansion of the application of our
technology into new areas of the healthcare industry. Target markets remain
independent clinics, including specialized corporate healthcare providers, and
oncology specialty facilities such as the Segal Cancer Center. These system
deployments are rapid, cost-effective and have a much shorter sales cycle than
when dealing with hospitals regarding the fully integrated VisualMED Clinical
Information System.

Due to our
efforts to adapt the existing technology and the opening of these new markets,
we have begun to reduce our operating expenses.

At March 31,
2008, the Company had a working capital deficiency of $2,635,306 and had
incurred losses of $32,195,847 since inception. These factors raise substantial
doubt about our ability to continue as a going concern without raising
significant additional capital or generating significant revenue in the upcoming
fiscal year.

We incurred
losses of $474,481 for the three months ending March 31 2008. This compares to
$10,630,206 in the comparable prior year period. The components of these losses
were costs associated with sales and marketing, research and development,
customer service and general administration. We also incurred professional
expenses, depreciation and filing fees.

Operating
expenses for the three months ending March 31, 2008 were $630,761.

Marketing Strategy and Recent Developments

We continue to
work closely with Plexo group and Medical.MD on the first subscriber-based
internet health record for private healthcare clinics. VisualONCOLOGY, our
stand alone oncology module, is successfully operating at the Segal Cancer
Center in Montreal. It remains the only fully integrated clinical cancer module
on the market.

Our current
association with the Segal Cancer Center and the McGill University Department
of Oncology has started to result in further contracts of our VisualONCOLOGY
module. These contracts include St. Marys Hospital and the Ville Marie Breast
Clinic, both of Montreal.

As of the date
of filing, we expect our installed base to have reached 7 sites by the end of
calendar 2008, with oncology leading the way. We continue to move away from
concentrating on full-hospital deployments, with the inherent delays and long
sales cycles associated with large healthcare bureaucracies, and focus on
smaller, faster implementations in the private sector. We continue to pursue
the opportunities that our growing client base provides, and management is
confident our client base will continue to grow at an accelerated pace, with a
fully diversified revenue stream fuelled by the activities of Medical.MDs
subscriber-based internet health record, VisualONCOLOGY, and our installed
sites in Texas, Michigan and Kansas. We now expect our developing oncology
activities to help create a coordinated market for VisualANESTHESIOLOGY, as
these two modules are complimentary.

A further
revenue branch is being explored, as we have begun to market parts of the
VisualMEDs diverse abilities to help large pharmaceutical companies better
control data and results from the clinical trial process used in developing and
monitoring new drugs.

2

---



In the
interim, our new stand alone modules are more easily affordable to prospective
clients, including small practices, clinics and private specialty facilities
whose decision making timeframe is much shorter than regular hospitals:
typically months instead of years.

Management
remains confident that the VisualMED brand, with its highly rated clinical
functionality and rich content, is by now well known within the medical
community. When healthcare institutions are prepared to fully comply with
recent and active legislation, and adhere to federally mandated operational
reform programs, VisualMEDs traditional software solutions will find no
shortage of customers.

Negotiations
with several hospital management groups in Europe continue to make progress.
Our brand and market presence with some decision-making bodies are now well
established in France and Italy. We have rekindled some of our key
relationships with major French teaching hospitals, and are preparing for
another major marketing effort in France. Another Italian change of government
will now delay once again our ongoing efforts to obtain a national contract,
however our key relationships with Italian medical leaders remains intact and
we remain hopeful for a multi-hospital implementation to conclude our 2-year
sales drive.

VisualMED has
been selected as a participant in the upcoming Oncology EHR Workshop being
presented as part of the 2008 meeting of the American Society of Clinical
Oncology (ASCO) in Chicago, May 30  June 3. Twenty-five vendors were invited
to the pre-selection evaluation, of whom ten were selected to present. Vendors
were required to meet a number of rigorous criteria appropriate to oncology
electronic patient records and prescriptions. Such records are used by health
care providers to manage cancer patient care over timeframes ranging from
months to years. Of note, VisualMED is the only new vendor added to the list
of last years participants. It is anticipated that each vendor will do between
50 and 100 presentations over the course of the 3-day event, making this event
an extremely time- and cost-efficient marketing and sales opportunity.

Financial Condition, Liquidity and Capital
Resources

During the
three months ending March 31 2008, we recognized revenue of $186,873 from
licensing of our product.

At March 31,
2008, we had a working capital deficiency of $2,635,306, compared to a working
capital deficiency of $1,511,763 at June 30, 2007.

We had a net
loss of $474,481 and $10,630,206 for the three month periods ending March 31,
2008 and 2007 respectively.

At March 31,
2008 our total assets were $200,984, as compared to total assets of $467,873 at
June 30, 2007.

At March 31,
2008 we had pre-paid expenses of $26,189. This amount consists of Rent and
Property Taxes of $14,805, a Trade Show for $7,000 and security deposit on an
automobile lease of $4,384.

At March 31
2008, our total liabilities were $2,806,995, as compared to total liabilities
of $1,928,446 at June 30, 2007.

We will need
to raise additional equity/debt financing to sustain operations over the next
12 months. Our auditors have expressed substantial doubt about our ability to
continue as a going concern in their audit report that was included in Form
10-KSB for the fiscal year ended June 30, 2007.

3

---



Critical Accounting Policies

Our discussion
and analysis of financial condition and results of operations are based upon
the Consolidated Financial Statements, which have been prepared in accordance
with accounting principles generally accepted in the United States of America.
The preparation of Consolidated Financial Statements require management to make
estimates and judgments that affect the reported amounts of assets and
liabilities, revenues and expenses and disclosures on the date of the
Consolidated Financial Statements. On an on-going basis, we evaluate our
estimates, including, but not limited to, those related to revenue recognition.

We use
authoritative pronouncements, historical experience and other assumptions as
the basis for making judgments. Actual results could differ from those
estimates. Critical accounting policies identified are as follows:

Long-Lived Assets

In accordance
with SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived
Assets, we test long-lived assets or asset groups for recoverability when events
or changes in circumstances indicate that their carrying amount may not be
recoverable. Circumstances which could trigger a review include, but are not
limited to: significant decreases in the market price of the asset; significant
adverse changes in the business climate or legal factors; accumulation of costs
significantly

Recoverability
is assessed based on the carrying amount of the asset and its fair value which
is generally determined based on the sum of the undiscounted cash flows
expected to result from the use and the eventual disposal of the asset, as well
as specific appraisal in certain instances. An impairment loss is recognized
when the carrying amount is not recoverable and exceeds fair value.

Foreign Currency Transactions/Balances

Our functional
and reporting currency is the United States dollar. The functional currency of
the Companys subsidiary is the Canadian dollar. The financial statements of
this subsidiary are translated to United States dollars in accordance with SFAS
No. 52, Foreign Currency Translation,
using period-end rates of exchange for assets and liabilities, and average
rates of exchange for the period for revenues and expenses. Translation gains
(losses) are recorded in accumulated other comprehensive income (loss) as a
component of stockholders equity. Foreign currency transaction gains and
losses are included in current operations.

Revenue Recognition

The Company
recognizes revenue related to sales and licensing of medical software in
accordance with Statement of Position No. 97-2, Software Revenue Recognition
(SOP 97-2), as amended by Statement of Position No. 98-9, Software Revenue
Recognition with Respect to Certain Arrangements. Pursuant to SOP 97-2 and
Staff Accounting Bulletin No. 104 Revenue Recognition, revenue will only be
recognized when the price is fixed or determinable, persuasive evidence of an
arrangement exists, the service is performed, and collectability is reasonably
assured. The Companys revenue contracts are accounted for in conformity with
Accounting Research Bulletin No. 45 Long-Term Construction-Type Contracts
(ARB 45), using the relevant guidance in SOP 81-1 Accounting for Performance
of Construction-Type and Certain Production-Type Contracts, unless specified
criteria for separate accounting for any service element are met. The Company
uses the completed contract method to recognize revenue from long term service
contracts. Licensing revenue is recognized if all revenue

4

---



recognition
criteria pursuant to SAB 104 are met. The Company also follows the guidance in
Emerging Issues Task Force (EITF) Issue No. 00-21 Revenue Arrangements with
Multiple Deliverables relating to the separability of deliverables included in
an arrangement into different units of accounting and the allocation of an
arrangements consideration to those units of accounting. It does not address
when revenue should be recognized for the units of accounting.

Incremental
direct costs related to contract acquisition and origination, which result in
deferred revenue, are expensed as incurred. Any significant customer accounts
that are not reasonably assured to be collected are excluded from revenues.
During the year ended June 30, 2007, the Company licensed technology to a
customer for $1,410,600 ($1,500,000 CAD). At March 31, 2008, $986,865
($1,013,000 CAD) has been excluded from revenues as collectability was
considered by management to not be reasonably assured. During the nine month
period ended March 31, 2008, the Company recognized revenue of $441,541 related
to a $2,200,000 contract with a customer. Revenue was recognized since customer
acceptance or the work completed was obtained and the Company has no further
obligations related to this portion of the contract.

Disclosure Regarding Forward-Looking Statements

Certain
statements contained in this quarterly report on Form 10QSB/A constitute
forward-looking statements within the meaning of Section 21E of the Securities
Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements involve known and unknown risks, uncertainties
and other factors which may cause deviations in actual results, performance or
achievements to be materially different from any future results, performance or
achievement expressed or implied. Such factors include but are not limited to:
market and customer acceptance of and satisfaction with our products, market
demand for our products; fluctuations in foreign currency markets; the use of
estimates in the preparation of our financial statements; the impact of
competitive products and pricing in our field; the ability to develop and
launch new products in a timely fashion; government and industry regulatory
environment; fluctuations in operating results, including, but not limited to,
spending on research and development, spending on sales and marketing
activities, spending on technical and product support; and other risks outlined
in previous filings with the Securities and Exchange Commission, and in this
quarterly report on Form 10-QSB/A. The words believe, expect, may,
anticipate, intend and plan and similar expressions identify
forward-looking statements. Such statements are subject to risks and
uncertainties that cannot be quantified and, consequently, actual results may
differ materially from those expressed or implied by such forward-looking
statements. You are cautioned not to place undue reliance on these
forward-looking statements. The terms Company, we, us, our, VisualMED
and the Registrant refer to VisualMED Clinical Solutions Corp., a Nevada
corporation, and its subsidiaries.

Factors that
could cause actual results to differ from those expressed in forward-looking
statements include, but are not limited to:

| |   |                                                                                                                                                                                                                                       
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Our limited
 operating history;                                                                                                                                                                                                       
| |   |                                                                                                                                                                                                                                       
| |  | Our auditors
 have issued a going concern opinion. Therefore we may not be able to achieve
 our objectives and may have to suspend or cease operations;                                                                               
| |   |                                                                                                                                                                                                                                       
| |  | Because we
 have historically incurred losses and these losses may increase in the
 future, we must begin generating a profit from our operations. If we do not
 begin generating a profit we may have to suspend or cease operations;
| |   |                                                                                                                                                                                                                                       
| |  | We have
 experienced a history of losses and expect to incur future losses. Therefore,
 we must continue to raise money from investors to fund our operations. If we
 are unable to fund our operations, we will cease doing business;

5

---



| |   |                                                                                                                                                                                                                                                                                                                                
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Because we
 depend on a limited number of third parties to manufacture and supply
 critical components for our products and services, if a third party
 manufacturer should cease operations or refuse to sell components to us, we
 may have to suspend or cease operations;                                                  
| |   |                                                                                                                                                                                                                                                                                                                                
| |  | If we cannot
 deliver the VisualMED systems our customers demand, we will be unable to
 attract customers, which would likely result in a loss of income and
 eventually a termination of our operations;                                                                                                                      
| |   |                                                                                                                                                                                                                                                                                                                                
| |  | Competition
 from companies with already established marketing links to our potential
 customers may adversely affect our ability to market our products;                                                                                                                                                                      
| |   |                                                                                                                                                                                                                                                                                                                                
| |  | Our parent
 company has significant influence over our corporate decisions;                                                                                                                                                                                                                                                    
| |   |                                                                                                                                                                                                                                                                                                                                
| |  | Because we
 do not have any patents, we rely on trade secrets, confidentiality agreements
 and contractual agreements, which may not be adequate to protect our proprietary
 interests. If our proprietary interests are divulged to the public, our
 operations may be adversely impacted and we may have to cease operations;
| |   |                                                                                                                                                                                                                                                                                                                                
| |  | Third
 parties may claim that our current or future products or services infringe
 their proprietary rights or assert other claims against us;                                                                                                                                                                                 
| |   |                                                                                                                                                                                                                                                                                                                                
| |  | Fluctuations
 in the value of foreign currencies could result in increased product costs
 and operating expenses;                                                                                                                                                                                                              
| |   |                                                                                                                                                                                                                                                                                                                                
| |  | We must be
 able to respond to rapidly changing technology, services and standards in
 order to remain competitive;                                                                                                                                                                                                            
| |   |                                                                                                                                                                                                                                                                                                                                
| |  | Because the
 market for our common stock is limited, our investors may not be able to
 resell their shares of common stock;                                                                                                                                                                                                    
| |   |                                                                                                                                                                                                                                                                                                                                
| |  | Because our
 common stock is subject to penny stock rules, the liquidity of investments
 may be restricted.                                                                                                                                                                                                                    

6

---



|       |                        
|------ | -----------------------
|ITEM 3 | CONTROLS AND PROCEDURES

As of the end
of the period covered by this report, under the supervision and with the
participation of our management, including Gerard Dab, our Chief Executive
Officer, and Larry Kurlender, our Chief Financial Officer, we have evaluated
the effectiveness of our disclosure controls and procedures (as defined in Rule
13a-15(e) of the Securities and Exchange Act of 1934 (Exchange Act)). Based on
that evaluation, our Chief Executive Officer and our Chief Financial Officer
have concluded that these disclosure controls and procedures are effective to
ensure that information required to be disclosed in our annual reports filed
under the Exchange Act is recorded, processed, summarized and reported within
the time periods specified in Securities Exchange Commission rules and forms.
There were no changes in our internal control over financial reporting during
the fiscal quarter ended March 31, 2008 that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.

Our officers
believe that our disclosure controls and procedures are effective to ensure
that information required to be disclosed in the reports that VisualMED files
or submits under the Exchange Act is accumulated and communicated to
management, including our Chief Executive Officer and our Chief Financial
Officer in order to allow timely decisions regarding required disclosure. There
are frequent daily communications among all of our executives, including Chief
Executive Officer, Chief Financial Officer, Chief Operating Officer, President
and our Vice President for Finance. All of our budgetary decisions and all of
our billing and other expenditures require the written, signed approval of at
least three of our executives. All issues regarding disclosures and procedures
are discussed in a timely fashion, including all financial and other key
operational information. Current disclosure controls and procedures are
governed by the Board of Directors, and any changes to such controls and
procedures must be made with the Boards approval.

7

---



PART II

|       |                  
|------ | -----------------
|ITEM 1 | LEGAL PROCEEDINGS

On March 20,
2008, a legal action was commenced in Quebec, Canada against the Company
seeking payment in the amount of $150,000 and 140,941 common shares of the
Company pursuant to a finder fees agreement. The Company has accrued $150,000
and believes the claim to the 140,941 shares are without merit and will defend
its position.

|       |                                                            
|------ | -----------------------------------------------------------
|ITEM 2 | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

|       |                                
|------ | -------------------------------
|ITEM 3 | DEFAULTS UPON SENIOR SECURITIES

None

|       |                                                    
|------ | ---------------------------------------------------
|ITEM 4 | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

|       |                                 
|------ | --------------------------------
|ITEM 6 | EXHIBITS AND REPORTS ON FORM 8-K

(a)

|         |  |                                                                                                                                                                                                            
|-------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibits |  | Description                                                                                                                                                                                                
|         |  |                                                                                                                                                                                                            
|3.1      |  | Articles of
 Incorporation (incorporated by reference to Exhibit 3.1 to the Companys
 Registration Statement on Form SB2 (Registration No. 33394835) filed with
 the SEC on January 18, 2001).          
|         |  |                                                                                                                                                                                                            
|3.2      |  | Amendment to
 the Articles of Incorporation (incorporated by reference to Exhibit 3.2 to
 the Companys Quarterly Report on Form 10QSB filed with the SEC on February
 22, 2005).                         
|         |  |                                                                                                                                                                                                            
|3.3      |  | By-Laws
 (incorporated by reference to Exhibit 3.2 to the Companys Registration
 Statement on Form SB-2 (Registration No. 333-94835) filed with the SEC on
 January 18, 2001                              
|         |  |                                                                                                                                                                                                            
|3.4      |  | VisualMED
 Clinical Solutions Corp. November 2007 Nonqualified Stock Option Plan
 (incorporated by reference to the Companys Registration Statement on Form
 S-8 filed with the SEC on November 20, 2007).
|         |  |                                                                                                                                                                                                            
|3.5      |  | VisualMED
 Clinical Solutions Corp. July 2007 Nonqualified Stock Option Plan
 (incorporated by reference to the Companys Registration Statement on Form
 S-8 filed with                                   

8

---



|     |  |                                                                                                                                                                                                        
|---- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |  | the SEC on
 July 24, 2007).                                                                                                                                                                            
|     |  |                                                                                                                                                                                                        
|3.6  |  | Regulation
 FD Disclosure (incorporated by reference to Form 8-K filed with the SEC on
 November 8, 2007)                                                                                              
|     |  |                                                                                                                                                                                                        
|3.7  |  | VisualMED
 Clinical Solutions Corp. February 2008 Nonqualified Stock Option Plan (incorporated
 by reference to the Companys Registration Statement on Form S-8 filed with
 the SEC on March 6, 2008).
|     |  |                                                                                                                                                                                                        
|31.1 |  | Certification
 of Principal Executive Officer pursuant to Rule 13a-15(e) and Rule 15d-15(e),
 promulgated under the Securities and Exchange Act of 1934, as amended.                                   
|     |  |                                                                                                                                                                                                        
|31.2 |  | Certification
 of Principal Financial Officer pursuant to Rule 13a-15(e) and Rule 15d-15(e),
 promulgated under the Securities and Exchange Act of 1934, as amended.                                   
|     |  |                                                                                                                                                                                                        
|32.1 |  | Certification
 pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
 Sarbanes-Oxley Act of 2002 (Principal Executive Officer).                                                
|     |  |                                                                                                                                                                                                        
|32.2 |  | Certification
 pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
 Sarbanes-Oxley Act of 2002 (Principal Financial Officer).                                                

9

---



SIGNATURES

Pursuant to
the requirements of Section 13 or 15(d) of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized, on this 13th day of May,
2008.

| |                                                   |                                              
| | ------------------------------------------------- | ---------------------------------------------
| | VISUALMED CLINICAL SOLUTIONS CORP. 
 (Registrant)
| |                                                   |                                              
| | By:                                               | /s/ Gerard Dab                               
| |                                                   |                                              
| |                                                   | Gerard Dab                                   
| |                                                   | Principal Executive Officer, Secretary and
 a
| |                                                   | member of the Board of Directors             

10

---