UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                              FORM 10-QSB/A-1

                 Quarterly Report Under Section 13 or 15(d)
                 of the Securities and Exchange Act of 1934

For the Quarter Ended:                               Commission File Number
----------------------                               ----------------------
 October 31, 2000                                            0-28973

                        BioPulse International, Inc.
               ---------------------------------------------
               (Name of small business issuer in its chapter)

       Nevada                                               87-0634278
-------------------------------                   -------------------------
(State or other jurisdiction of                  (I.R.S. Employer I.D. No.)
incorporation or organization)

10421 South Jordan Gateway, Suite 500, South Jordan, Utah           84095
---------------------------------------------------------       -----------
    (Address of principal executive offices)                     (Zip Code)

     Issuer's telephone number, including area code     (801) 523-0101
                                                       ----------------

     Securities registered pursuant to section 12(b) of the Exchange Act:
None


     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
report(s), and (2) has been subject to such filing requirements for the
past 90 days.  (1) Yes [X ]  No [   ]

State the number of shares outstanding of each of the registrants classes
of common equity, as of the latest practicable date:

As of October 31, 2000, issuer had approximately 7,464,610 shares of its
$.001 par value common stock outstanding.




PART  I   FINANCIAL INFORMATION

Item 1    Financial Statements



                              C O N T E N T S




Consolidated Balance Sheet . . . . . . . . . . . . . . . . . . . . .F-3

Consolidated Statement of Operations . . . . . . . . . . . . . . . .F-5

Consolidated Statement of Stockholders' Equity . . . . . . . . . . .F-6

Consolidated Statement of Cash Flows . . . . . . . . . . . . . . . .F-8

Notes to the Consolidated Financial Statements . . . . . . . . . . .F-9




























                                     2

                        Biopulse International, Inc.
                         Consolidated Balance Sheet

                                   Assets
<TABLE>
<CAPTION>
                                                               October 31,
                                                         2000         1999
                                                  ------------ ------------
<S>                                                <C>         <C>
                                                   (Unaudited)  (Unaudited)
Current assets
   Cash                                            $  104,189  $     8,994
   Accounts receivable (net of allowance for
      doubtful accounts)                              112,940          209
   Inventory                                           83,502       10,425
   Note receivable - employee                           9,800          -
   Note receivable - related party (Note 8)            19,032       74,620
   Prepaid rent - current                             135,080          -
                                                  ------------ ------------
Total Current Assets                                  464,543       94,248
                                                  ------------ ------------
Property & Equipment, Net (Note 2)                    848,238      208,058
Intangible Assets (Note 3)                            689,706          -

Other assets
   Deposits                                             8,731        9,117
   Prepaid rent - net of current portion              151,594          -
                                                  ------------ ------------
Total Other Assets                                    160,325        9,117
                                                  ------------ ------------
     Total Assets                                  $2,162,812  $   311,423
                                                  ============ ============


</TABLE>
























                                     3
                        Biopulse International, Inc.
                         Consolidated Balance Sheet
                                (continued)
<TABLE>
<CAPTION>

                    Liabilities and Stockholders' Equity

<S>                                                <C>         <C>
Current Liabilities
   Accounts payable                                $   92,739  $    58,305
   Accrued expenses                                    20,081        8,084
   Unearned revenue                                    30,466          -
   Notes payable (Note 7)                             911,600          -
                                                  ------------ ------------
Total Current Liabilities                           1,054,886       66,389
                                                  ------------ ------------
   Total Liabilities                                1,054,886       66,389

Stockholders' Equity
   Preferred Stock , Class A, authorized
     2,000,000 shares of $.001 par value                  -             50
   Common Stock, authorized
      100,000,000 shares of $.001 par value,
      7,464,610 issued and outstanding                  7,464        6,074
   Additional Paid in Capital                       1,226,934    1,018,249
   Less: Subscriptions receivable                    (119,586)    (301,000)
   Retained Earnings                                   (6,886)    (478,339)
                                                  ------------ ------------
Total Stockholders' Equity                          1,107,926      245,034
                                                  ------------ ------------
Total Liabilities and Stockholders' Equity         $2,162,812  $   311,423
                                                  ============ ============























                                     4
                        Biopulse International, Inc.
                    Consolidated Statement of Operations

</TABLE>
<TABLE>
<CAPTION>

                                              For the Three   For the Three
                                               Months ended   Months ended
                                                 October 31,   October 31,
                                                    2000           1999
                                                ------------- -------------
                                                 (Unaudited)    (Unaudited)
<S>                                             <C>           <C>

Revenues                                        $  1,159,680  $    228,208

Cost of Goods Sold                                   398,359       185,066
                                                ------------- -------------
Gross Profit                                         761,321        43,142

Operating Expenses:

   General and administrative                        679,803       278,046
                                                ------------- -------------
          Total Expenses                             679,803       278,046

Net Income (Loss) from Operations                    81,518       (234,904)
                                                ------------- -------------
Net  Income (Loss) Before Taxes                       81,518      (234,904)
                                                ------------- -------------
Provision for Income taxes                               -             -
                                                ------------- -------------
Net  Income (Loss)                              $     81,518  $   (234,904)
                                                ============= =============
Net  Income (Loss) Per Share                    $       0.01  $       (.04)
                                                ============= =============
Weighted average shares outstanding                7,464,110     6,073,862
                                                ============= =============
Fully diluted earnings per share                $       0.01  $       (.04)
                                                ============= =============
Fully diluted weighted average
  shares outstanding                               8,626,443     6,073,862
                                                ============= =============


















                                     5
                        Biopulse International, Inc.
               Consolidated Statement of Stockholders' Equity

</TABLE>
<TABLE>
<CAPTION>
                                                                             Deficit
                                                                         Accumulated
                                                                              During
                                                       Subscr-                   the
                                                       iptions   Additional   Devel-
                  Preferred Stock      Common Stock     Recei-      paid-in   opment
                    Shares  Amount    Shares  Amount     vable      capital    Stage
                   ------------------------------------------------------------------
<S>               <C>      <C>      <C>      <C>    <C>        <C>          <C>
Balances at
 inception               -  $    -         -  $   -  $       -   $        -  $     -

Net loss for the
 year ended July
 31, 1998                -       -         -      -          -            -        -
                   ------------------------------------------------------------------
Balance,
 July 31, 1998           -       -         -      -          -            -        -

Stock for cash to
 organizers              -       -  4,000,000            4,000            -        -              -

Recapitalization
 for accounting
 purposes of
 Biopulse, Inc.          -       -    73,862     74          -          (74)       -

Stock issued for
 subscriptions
 receivable at
 $.49 per share          -       -  2,000,000            2,000     (970,000) 968,000              -

Stock issued for
 cash at $1.00
 per share          25,000      25         -      -          -       24,975        -

Stock issued
 for services
 at $1.00 per
 share              25,374      25         -      -          -       25,348        -

Net loss for
 the year ended
 July 31, 1999                                                                   (243,435)
                   ------------------------------------------------------------------
Balance,
 July 31, 1999      50,374      50  6,073,862            6,074     (970,000)    1,018,249                 (243,435)

Conversion of
 preferred stock
 to common stock    (25,374)             (25) 50,748                     50        -              -              -

Stock issued for
 services                -       -   600,000    600          -         (600)       -



</TABLE>
                                     6

                        Biopulse International, Inc.
               Consolidated Statement of Stockholders' Equity
<TABLE>
<CAPTION>
                                                                             Deficit
                                                                         Accumulated
                                                                              During
                                                       Subscr-                   the
                                                       iptions   Additional   Devel-
                   Preferred Stock     Common Stock     Recei-      paid-in   opment
                    Shares  Amount    Shares  Amount     vable      capital    Stage
                   ------------------------------------------------------------------
<S>               <C>      <C>      <C>      <C>     <C>       <C>          <C>

Stock issued for
 subscription
 receivable at
 $.10 per share          -       -   600,000    600    (60,000)      59,400        -

Stock issued for
 $3 per share            -       -     5,000      5          -       14,995        -

Collection of
 subscription
 receivable              -       -         -      -    870,434            -        -

Net Income for the
 year ended
 July 31, 2000                                                               155,031
                   ------------------------------------------------------------------
Balance,
 July 31, 2000      25,000      25  7,329,610            7,329     (159,566)    1,092,044                  (88,404)

Conversion of
 preferred stock
 to common stock    (25,000)             (25) 50,000                     50        -            (25)             -

Stock issued for
 $3 per share            -       -    25,000     25          -       74,975        -

Stock issued for
 equipment               -       -    60,000     60          -       59,940        -

Collection of
 subscription
 receivable              -       -         -      -     40,000            -        -

Net Income for
 the three months
 ended October
 31, 2000                -       -         -      -          -            -   81,518
                   ------------------------------------------------------------------
Balance, October
 31, 2000                -  $    -  7,464,610           $7,464    $(119,566)   $1,226,934                  $(6,886)
                   ==================================================================
</TABLE>

                                     7

                        Biopulse International, Inc.
                    Consolidated Statement of Cash Flows
<TABLE>
<CAPTION>
                                                             For the Three
                                                              Months ended
                                                               October 31,
                                                                 2000
                                                             --------------
                                                                (Unaudited)
<S>                                                          <C>
Cash Flows from Operating
Activities

     Net Income (Loss)                                       $      81,518
     Adjustments to reconcile
       net income to cash
       provided by operations:
      Depreciation & Amortization                                   42,144
      (Increase) decrease in receivables                           (95,910)
      (Increase) decrease in inventory                              (6,408)
      (Increase) decrease in prepaid rent                           30,000
      Increase (decrease) in payables                              (12,048)
      Increase (decrease) in accrued expenses                      (10,065)
      Increase (decrease) in unearned fees                         (47,318)
                                                             --------------

Net Cash (Used) Provided by
 Operating Activities                                              (18,087)

Cash Flows from Investment
 Activities:
    Purchase of Equipment                                         (160,379)
    Acquisition of intangible assets                              (700,000)
                                                             --------------

Net Cash (Used) Provided by
   Investing Activities                                           (860,379)
                                                             --------------
Cash Flows from Financing
 Activities:
     Issued common stock for cash                                   75,000
     (Increase) decrease in subscription receivable                 40,000
     Cash received from debt financing                             825,600
                                                             --------------
Net Cash (Used) Provided by
   Financing Activities                                            940,600
                                                             --------------
Net increase (decrease) in cash                                     62,134

Cash, beginning of period                                           42,055
                                                             --------------
Cash, end of period                                          $     104,189
                                                             ==============



</TABLE>





                                     7

                        Biopulse International, Inc.
                     Notes to the Financial Statements
                        October 31 and July 31, 2000

NOTE 1 - Summary of Significant Accounting Policies

     a.  Organization
          Biopulse International, Inc. (the Company) was incorporated
     in the State of Nevada on July 13,1984 originally under the name of
     Universal Financial Capital Corp.  The Company changed its name in
     September 1985 to International Sensor Technologies, Inc.  As
     International Sensor Technologies, Inc. the Company incurred heavy
     losses and no revenue from operations.  The Company also experienced
     five years of inactivity.  On January 12, 1999, the Company again
     changed its name to BioPulse International, Inc. when it acquired
     BioPulse, Inc.  The Company is in the business of managing drug and
     rehabilitation centers, integrated medicine clinics, and medical
     research programs.

          The Company issued 4,000,000 common shares in exchange for
     100 percent of the outstanding stock of Biopulse Inc., a Utah
     corporation organized June 4, 1998.  The share exchange with Biopulse,
     Inc. was accounted for as a reverse acquisition (recapitalization),
     therefore all historical financial information is that of the
     accounting survivor Biopulse, Inc.

          The Company also paid $100,000 to an officer/director of the
     Company for accounting, legal and organization expenses to
     recapitalize the Company.  This was expensed during the period ended
     July 31, 1999.

     b.  Recognition of Revenue

          The Company recognizes income and expense on the accrual basis of
     accounting.  Revenue from services to patients is recognized as
     services are performed.

     c.  Earnings (Loss) Per Share

          The computation of earnings per share of common stock is based on
     the weighted average number   of shares outstanding at the date of the
     financial statements.

     d.  Cash and Cash Equivalents

          The Company considers all highly liquid investments with
     maturities of three months or less to be cash equivalents.

     e.  Provision for Income Taxes

          No provision for income taxes has been recorded due to net
     operating loss carryforwards totaling approximately 2,370,000 that
     will be offset against future taxable income pursuant to limitations
     of the Internal Revenue Code.  These NOL carryforwards begin to expire
     in the year 2000.  No tax benefit has been reported in the financial
     statements because the Company believes there is a 50% or greater
     chance the carryforward will expire unused, and are limited pursuant
     to the Internal Revenue Code.  The loss from the year ended July 31,
     1999 can be used to offset income for the period ended July 31, 2000.
     Accordingly, no tax provision has been recorded.


                                     9
                        Biopulse International, Inc.
                     Notes to the Financial Statements
                        October 31 and July 31, 2000

NOTE 1 - Summary of Significant Accounting Policies (continued)

     Deferred tax assets and the valuation account is as follows at
<TABLE>
<CAPTION>
                                                October 31,       July 31,
                                                    2000           2000
                                              -------------- --------------
<S>                                           <C>            <C>
     Deferred tax asset:
        NOL carrryforward                     $     700,000  $     700,000
        Valuation allowance                        (700,000)      (700,000)
                                              -------------- --------------
     Total                                    $         -    $         -
                                              ============== ==============

</TABLE>
     f.   Principles of Consolidation

          These financial statements include the books of Biopulse
     International, Inc and its wholly owned subsidiary Biopulse, Inc.  All
     intercompany transactions and balances have been eliminated in the
     consolidation.

     h.  Use of Estimates in the Preparation of Financial Statements

          The preparation of financial statements in conformity with
     generally accepted accounting principles requires management to make
     estimates and assumptions that affect reported amounts of assets and
     liabilities, disclosure of contingent assets and liabilities at the
     date of the financial statements and expenses during the reporting
     period.  In these financial statements, assets, liabilities and
     expenses involve extensive reliance on management's estimates.  Actual
     results could differ from those estimates.

     i.  Accounts Receivable Allowance

          The Company periodically reviews accounts receivable and the
     allowance for doubtful accounts.  At  October 31, 2000 the allowance
     was $36,500.

     j.  Inventory

          Inventory is recorded at the lower of cost or market on the
     first-in, first-out basis, and consists primarily of nutrition
     supplements and medical supplies.

NOTE 2 - Property and Equipment

          The Company capitalizes purchases of long lived assets that are
     expected to give benefit to the Company over the life of the asset.
     The Company also capitalizes improvements and costs that increases the
     value of or extend the life of the asset.

          Capitalized assets are depreciated over the estimated useful
     lives of the assets (five to seven years for furniture and fixtures
     and leasehold improvements, three to five years for computer
     equipment) on the straight line basis.

                                     10

                        Biopulse International, Inc.
                     Notes to the Financial Statements
                        October 31 and July 31, 2000

NOTE 2 - Property and Equipment (continued)

         Property and Equipment consists of the following at October 31,
     2000 and July 31, 2000:
<TABLE>
                                                October 31,      July 31,
                                                   2000           2000
                                               -------------  -------------
     <S>                                       <C>            <C>
         Furniture & Equipment                  $   171,301    $   144,228
         Medical Equipment                          683,104        543,087
         Leasehold improvements                      93,576         44,306
         Auto                                         4,000              -
         Accumulated Depreciation                  (103,743)       (71,892)
                                               -------------  -------------
         Total Property & Equipment             $   848,238    $   659,729
                                               =============  =============
</TABLE>
          Depreciation expense was $60,508 for the years ended July 31,
     2000 and $31,850for the three months ended October 31, 2000.

NOTE 3 - Intangible Assets

          The companies intangible assets are patent pending and other
     technologies acquired form Aidan Inc. in August 2000.  The cost of
     acquiring these assets are capitalized and amortized over their
     estimated useful life.  Patents have a useful life of 17 years.
<TABLE>
<CAPTION>
           Intangible assets consist of the following at October 31,2000:
     <S>                                         <C>
     Intangible Assets                           $  700,000
     Accumulated Amortization                    (   10,294)
                                                 -----------
     Total Intangible Assets                     $  689,706
                                                 ===========
</TABLE>

NOTE 4 - Equity

        During January, 1999, the Company issued 4,000,000 shares of common
     stock for 100 percent of the outstanding stock of Biopulse, Inc.  The
     shares were valued at $4,000.

         During April 1999, the Company issued 2,000,000 shares of common
     stock for subscriptions receivable of $970,000.

         During April 1999, the Company issued 25,000 shares of preferred
     stock, class "A" for cash of $25,000.

         During April 1999, the Company issued 25,374 shares of preferred
     stock, class "A" for services valued at $25,374.






                                     11

                        Biopulse International, Inc.
                     Notes to the Financial Statements
                        October 31 and July 31, 2000

NOTE 4 - Equity (continued)

         During the year ended July 31, 2000 the Company has the following
     equity transactions:

     -    Issued 600,000 shares to the underwriter for services rendered in
          the offering.

     -    Issued 600,000 shares at $.10 per share pursuant to a
          subscription agreement.

     -    Issued 5,000 shares for $3 per share.

          During the three months ended October 31, 2000 the Company has
     the following equity transactions:

     -    Issued 25,000 shares for $3 per share.
     -    Issued 60,000 shares for equipment at $1 per share.

NOTE 5 - Commitments and Contingencies

         The Company is committed to an operating lease for office space in
     Sandy, Utah.  The lease requires the Company to pay monthly rent of
     $8,731 and expires December 2003.

         The Company is committed to an operating lease for office space in
     Tijuana, Mexico.  The lease requires the payment of 11,000 per month
     adjusted each March 1st by the consumer price index, and expires
     February 28, 2005.  For purposes of computing future obligations a CPI
     increase of 3.5% is assumed.

          Future minimum operating lease payments are as follows at October
     31, 2000:

     2000          $   39,462
     2001             240,622
     2002             245,392
     2003             250,342
     2004             150,650
     2005              25,250
                   -----------
     Total         $  951,718

NOTE 6 -  Royalties

          The Company has an agreement to pay $450 in royalties per patient
     who participates in a three week treatment program or $21 per day for
     treatments of less than three weeks.









                                     12

                        Biopulse International, Inc.
                     Notes to the Financial Statements
                         October 31 and July 31, 2000

NOTE 7 - Note Payable

          The Company borrowed $86,000 to be paid back on or before
     September 5, 2000 along with $8,600 in interest.  The Company is
     currently in default on this note. The note was repaid in November
     2000.

          The Company borrowed $225,000 on October 25, 2000 and is due
     January 23, 2000.  Medical care is to be provided to the lender's
     daughter in leu of interest.  Interest will be charged from the due
     date, at the annual rate of 18%, if not paid by the due date.


NOTE 8 - Note Receivable - Related Party

         Notes receivable - related party are detailed as follows:
<TABLE>
<CAPTION>
                                                  October 31,  October 31,
                                                      2000         1999
                                                  ------------ ------------
<S>                                               <C>          <C>
    Note receivable from a corporation, under
      common ownership, non-interest bearing,
      due within one year                              19,032       74,620
                                                  ------------ ------------
         Total Notes receivable - Related Party    $   19,032   $   74,620
                                                  ============ ============

NOTE 9 - Preferred Stock

          The Company has authorized five classes of Preferred Stock, each
     class has 2,000,000 shares authorized at $.001 par value.  At October
     31, 2000, the Company had no preferred stock outstanding.

NOTE 10 - Reverse Stock Split

          In November 1998, the board of directors authorized a 1 for 400
     reverse stock split.


Item 2    Managements Discussion and Analysis

                                 Overview

     BioPulse International, Inc., (the "Company" or "BioPulse") was
incorporated in the state of Nevada on July 13, 1984 originally under the
name Universal Financial Capital Corp. The Company changed its name in
September 1985 to International Sensor Technologies, Inc. As International
Sensor Technologies, Inc., the Company incurred heavy losses and no revenue
from operations. The Company also experienced five years of inactivity.  On
January 12, 1999, the Company again changed its name to BioPulse
International, Inc. when it acquired BioPulse, Inc.  The company is
considered to be in its early stages of market development.  The company is
in the business of  managing drug and rehabilitation centers, integrated
medicine clinics, and medical research programs.

                                     13

     BioPulse offers a variety of alternative medicinal products and
services, including dietary supplements, clinical procedures, and medical
equipment from around the world.  The Company's efforts focus on treatments
for degenerative diseases such as cancer.

     During 1998, BioPulse identified the initial protocols to be included
in the BioPulse treatment programs.  The Company evaluated a variety of
techniques and products before determining which ones were most
appropriate.  Some of the selected treatments have not yet been approved by
the United States Food and Drug Administration ("the FDA"), so they are
being studied at clinics outside the United States.  The Company made
arrangements to have clinical studies done at clinics owned by licensed
physicians in Mexico and Germany that would utilize these protocols.

     During 2000, the Company began expanding the scope of the treatments
it was studying to include biotech developments.  The Company believes that
recent advances in biochemistry and microbiology have the potential to
explain the observable benefits of alternative medicine so that these
treatments can be optimized.  At the same time, developments in biotech and
immunotherapy hold the promise of new treatments that are consistent with
the alternative medicine philosophy of improving overall health by working
with the body's natural systems to fight disease.

     BioPulse believes that these technological developments can converge
with the public shift toward alternative medicine that has been recognized
by the U.S. Government and major medical associations and institutions.
The Company has focused on cancer, which is the second leading cause of
death in the United States (over 500,000 deaths annually) and costs the
U.S. economy more than $100 billion per year.

                           Results of Operations

     The following discussion contains comments about the financial
condition of BioPulse International, Inc. for the Quarter ended October 31,
2000.

     BioPulse International, Inc. restarted operations after a merger with
BioPulse Inc. during  the fiscal year ended July 31, 1999.  Operations
began in January 1999.

     As is typical with most new businesses, there is a period of time
before the business is profitable.  The market needs to be developed,
employees trained, policies and procedures fine-tuned and the Company needs
to become known and earn a reputation with its potential customers and
clients.  During the first half of its last fiscal year, BioPulse was still
going through the startup process.

     Since restarting operations, BioPulse has been refining its operations
and developing its market.  BioPulse has advertised in periodicals
targeting its potential patients, rented booths at trade shows, developed a
good reputation by its results and by satisfied patients.  Its fees started
low and have increased as its market developed and as demand for its
treatments has increased.  BioPulse has also been developing new treatments
to offer its patients and expand its market.

     During the last half of its last fiscal year, the Company became
profitable.  The current quarter is the third profitable quarter in a row.
Revenues for the current quarter are $1,159,680 compared to $228,208 for
the same quarter last year; an increase of 500%. During the quarter,
BioPulse acquired the patent pending rights to Aidan Incorporated's
dendritic cell vaccine technology.  This is partly responsible for the
increase in revenues.  Revenues from exploiting this technology should be
more dramatic in future quarters as more doctors and patients become aware
of its potential.
                                     13
     Gross profit improved even more dramatically. It increased from
$43,142 in the first quarter last fiscal year to $761,321 during the first
quarter of this fiscal year; an increase of more than 1700%.  This is due
to increases in fees and as well as the increase in number of patients
treated. Net profit went form a loss of $234,804 to a profit of $81,518.

Significant Elements of Income or Loss That Do Not Arise From Continuing
Operations

     There are no significant elements of income or loss that do not arise
from continuing operation during the current fiscal year.

Liquidity

     The Company has one note payable to unrelated parties other than
accounts payable of $86,000.  Funds were provided to finance the Company
during its development stage primarily by notes payable from related
parties.  A substantial block of stock (2,000,000 shares) was sold for
approximately $1,000,000 in notes receivable, of which the Company has
collected approximately $900,000.  As of the end of the fiscal year, an
additional $100,000 was remaining in notes receivable.

     The proceeds from the stock sale provided liquidity for the Company to
carry the Company through its development period.  The Company is currently
generating sufficient cash flow to finance operations.

Known Trends

     There are no known trends, events or uncertainties that have had or
that are reasonable expected to have a material impact on the net sales or
revenues or income from continuing operations.

Material Commitments for Capital Expenditures and Capital Resources

     There are no material commitments for capital expenditures.  BioPulse
has made all of the capital expenditures necessary to carry on its
business.  BioPulse is exploring raising additional equity to finance
expansion at an greater pace than can be financed from current operations.

     PART II   OTHER INFORMATION

     Item 1    Legal Proceedings

          None

     Item 2    Changes in Securities

     Recent Sales of Unregistered Securities.

     On August 18, 2000, 60,000 restricted common shares were issued to Rob
Reeder, pursuant to an exemption from registration under section 4(2) of
the Securities Act of 1933, in exchange for medical equipment valued at
approximately $60,000.

     On August 18, 2000, 6,000 restricted common shares were issued to
Robert Perez, pursuant to an exemption from registration under section 4(2)
of the Securities Act of 1933. $18,000 was received by the Company.

     On August 18, 2000, 7,500 restricted common shares were issued to
Perez Makasian Williams, pursuant to an exemption from registration under
section 4(2) of the Securities Act of 1933. $22,500 was received by the
Company.

                                     15

     On August 18, 2000, 2,500 restricted common shares were issued to
Robert Williams, pursuant to an exemption from registration under section
4(2) of the Securities Act of 1933. $7,500 was received by the Company.

     On September 7, 2000, 9,000 restricted common shares were issued to
Jack O. Scher,  pursuant to an exemption from registration under section
4(2) of the Securities Act of 1933. $27,000 was received by the Company.

     On September 22, 2000, 25,000 shares of preferred stock issued to Brad
Fey were converted to 50,000 shares of common stock pursuant to an
exemption from registration under section 4(2) of the Securities Act of
1933.  No cash was received by the Company.

     On November 21, 2000, 353,636 common shares and warrants to purchase
up to an additional 189,318 common shares were issued to Kauser Partners,
LP, pursuant to an exemption from registration under section 4(2) of the
Securities Act of 1933. $1,000,000 was received by the Company.  The
warrants can be exercised for a period of five years at a price of $7.50
per share, which exercise price is subject to change according to the terms
of the warrant agreement.

Item 3    Defaults Upon Senior Securities

          None

Item 4    Submission of Matters to Vote of Security Holders

          None

Item 5    Other Information

          None

Item 6    Exhibits and Reports on Form 8-k

          (a)  Exhibits
               1. Financial Statement Data Schedule               As Filed
               2. BioPulse International, Inc. 2000
                  Stock Option Plan                               As Filed

          (b)  Reports on Form 8-k   No reports on Form 8-k were filed
               during the quarter.









                                     16


                                 SIGNATURES

     Pursuant to the requirements 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.


                                       Biopulse International, Inc.


Date: February 13, 2001                By: /s/ Jan Morse
                                           ----------------------------
                                           President


Date: February 13, 2001                By: /s/ Mike Jones
                                           ----------------------------
                                           Treasurer































                                     17

                                 SIGNATURES

     Pursuant to the requirements 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.


                                       Biopulse International, Inc.


Date: February 13, 2001                 By:
                                           ----------------------------
                                           President


Date: February 13, 2001                 By:
                                           ----------------------------
                                           Treasurer








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