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

                                FORM 10-QSB

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

For the Quarter Ended:                               Commission File Number
----------------------                               ----------------------
    April 30, 2001                                            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 April 30, 2001, issuer had approximately 9,458,246 shares of its
$.001 par value common stock outstanding.








PART I  FINANCIAL INFORMATION

ITEM 1    FINANCIAL STATEMENTS

Pages F-3 through F-13 will directly follow.

     Consolidated Balance Sheet as of April 30, 2001
       and April 30, 2000                                               F-3

     Consolidated Statement of Operations for the three
       months and nine months ended April 30, 2001 and 2000             F-4

     Consolidated Statement of Cash Flows for the nine
        months ended April 30, 2001 and 2000                            F-5

     Notes to Financial Statements                                      F-6

                        BioPulse International, Inc.
                         Consolidated Balance Sheet
<TABLE>
<CAPTION>
                                                       April        July
                                                     30, 2001     31, 2000
                                                   -----------  -----------
                                                   (Unaudited)
<S>                                                <C>          <C>
                                   Assets
Current Assets
  Cash                                             $  315,469  $    42,055
  Accounts receivable (net of allowance for
     doubtful accounts)                                 5,850       17,030
  Inventory                                            65,152       77,094
  Note Receivable - Employee                            9,800        9,800
  Note Receivable - Related Party (note 7)                  0       19,032
  Prepaid Rent, Current                                     0      133,925
                                                   -----------  -----------
     Total Current Assets                             396,271      298,936
                                                   -----------  -----------
Property & Equipment, Net (note 2)                  1,432,471      659,729
Intangible Assets                                   1,060,000            -

Other Assets
  Deposits                                              8,731        8,731
  Prepaid Rent - Net of Current Portion                     0      182,749
                                                   -----------  -----------
Total Other Assets                                      8,731      191,480
                                                   -----------  -----------
Total Assets                                       $2,897,473  $ 1,150,145
                                                   ===========  ===========

                    Liabilities and Stockholders' Equity
Current Liabilities
  Accounts Payable                                 $   42,736  $   104,787
  Accrued Expenses                                     19,953       30,146
  Unearned Revenue                                     10,446       77,784
  Notes Payable (Note 7)                                    -       86,000
                                                   -----------  -----------
Total Current Liabilities                              73,135      298,717
                                                   -----------  -----------
Total Liabilities                                      73,135      298,717
                                                   -----------  -----------
Stockholders' Equity
  Preferred Stock                                   3,000,000           25
  Common Stock                                          9,458        7,329
  Additional Paid In Capital                        6,307,446    1,092,044
  Less Subscriptions Receivable                       (99,266)    (159,566)
  Treasury Stock                                       (3,417)           0
  Retained Earnings                                (6,389,883)     (88,404)
                                                   -----------  -----------
Total Stockholders' Equity                          2,824,338      851,428
                                                   -----------  -----------
Total Liabilities and Stockholders' Equity         $2,897,473  $ 1,150,145
                                                   ===========  ===========

</TABLE>


                           See Accompanying Notes
                                    F-3





                        BioPulse International, Inc.
                    Consolidated Statement of Operations
<TABLE>
<CAPTION>
                              For the Three           For the Nine
                               Months Ended           Months Ended
                            April 30,     April 30,   April 30,   April 30,
                               2001          2000          2001          2000
                          ------------- ------------- ------------- -------------
                           (Unaudited)    (Unaudited)   (Unaudited)   (Unaudited)
<S>                      <C>           <C>           <C>           <C>

Revenues                  $    265,360  $  1,119,915  $  2,128,281  $  2,256,573

Cost of Goods Sold        $    117,682  $    360,062  $    814,178  $    994,228
                          ------------- ------------- ------------- -------------
Gross Profit              $    147,678  $    759,853  $  1,314,103  $  1,262,345
                          ------------- ------------- ------------- -------------
Operating Expenses
 General and
  Administrative          $  1,453,792  $    388,773  $  7,615,582  $  1,166,043
                          ------------- ------------- ------------- -------------
Total Expenses               1,453,792       388,773     7,615,582     1,166,043
                          ------------- ------------- ------------- -------------
Net Income (Loss)
 from Operations            (1,306,114)      371,080    (6,301,479)       96,302
                          ------------- ------------- ------------- -------------
Net Income (Loss)         $ (1,306,114) $    371,080  $ (6,301,479) $     96,302
                          ============= ============= ============= =============

Net (Loss) Per Share      $      (0.14) $       0.06  $      (0.72) $       0.02

Weighted Average
Shares Outstanding           9,458,246     6,073,862     8,759,812     6,073,862

Fully diluted earnings
per share                 $      (0.07) $       0.06  $      (0.51) $       0.02

Fully diluted weighted
average shares
outstanding                 18,910,038     6,073,862    12,452,500     6,073,862

</TABLE>


                           See Accompanying Notes
                                    F-4

                        BioPulse International, Inc.
                    Consolidated Statement of Cash Flows
<TABLE>
<CAPTION>
                                                 For the Nine Months Ended
                                                  April 30,     April 30,
                                                     2001          2000
                                                 ------------  ------------
                                                  (Unaudited)
<S>                                             <C>           <C>
Cash flows from operating activities

 Net Income                                      $(6,301,479)  $    96,302
 Adjustments to reconcile net income
  to net cash provided by operations
   Depreciation and amortization                     143,236        35,552
   (Increase) decrease in Receivables                 11,180        (4,826)
   (Increase) decrease in Inventory                   11,942       (79,445)
   (Increase) decrease in Prepaid Rent                63,001             0
   Increase (decrease) in payables                   (62,051)       54,996
   Increase (decrease) in accrued expenses           (10,193)      (11,320)
   Increase (decrease) in unearned fees              (67,338)       84,635
   Stock issued for services                       4,596,600             0
                                                 ------------  ------------
   Net cash provided by operating activities      (1,615,102)      175,894

Cash flows from investing activities

 Purchase of Equipment                              (565,722)     (429,574)
 Cash loan to related party                           19,032       (48,725)
 Cash to prepaid rent                                      0      (330,254)
 Acquisition of intangible assets                 (1,100,000)            0
                                                 ------------  ------------
   Net cash (used) by investing activities        (1,646,690)     (808,553)

Cash flows from financing activities
 Issued common stock for cash                      1,065,000       870,434
 Issued preferred stock for cash                   2,495,906             0
 Principal payment on short term debt                (86,000)     (190,628)
 (Increase) decrease in subscription receivable       60,300             0
                                                 ------------  ------------
   Net cash provided by financing activities       3,535,206       679,806

   Net increase in cash                              273,414        47,147

   Cash, beginning of period                          42,055         3,988
                                                 ------------  ------------
   Cash, end of period                           $   315,469   $    51,135
                                                 ============  ============

</TABLE>

                           See Accompanying Notes
                                    F-5

                        Biopulse International, Inc.
                     Notes to the Financial Statements
                      April 30, 2001 and July 31, 2000

NOTE 1 - Summary of Significant Accounting Policies

  a.  Organization

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

  BioPulse 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 recorded as general and administrative expense during the year
ended July 31, 1999.

  b.  Recognition of Revenue

  The Company recognizes income and expense on the accrual basis of
accounting.  Patients are generally charged a flat fee for treatment for a
specified period of time and recorded as unearned revenue. Revenue from
services to patients is recognized as services are performed.  Patients who
do not complete the entire treatment schedule are refunded fees prorated on
a daily basis.

  Patient recruitment fees, consulting fees and provision of equipment for
other non-affiliated clinics are recognized as revenue when services have
been rendered, equipment installed and no right of return of fees exists.

  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

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



                                    F-6

                        Biopulse International, Inc.
                     Notes to the Financial Statements
                      April 30, 2001 and July 31, 2000

NOTE 1 - Summary of Significant Accounting Policies (continued)

  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
BioPulse 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.

  Deferred tax assets and the valuation account is as follows at April 31,
2001 and July 31, 2000:
<TABLE>
<CAPTION>

                                               April        July
                                            30, 2001    31, 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

  BioPulse periodically reviews accounts receivable and the allowance for
doubtful accounts.  At  July 31, 2000 the allowance was $8,435 and at April
30, 2001 the allowance was $0.



                                    F-7

                        Biopulse International, Inc.
                     Notes to the Financial Statements
                      April 30, 2001 and July 31, 2000

NOTE 1 - Summary of Significant Accounting Policies (continued)

  j.  Inventory

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

  Direct operating costs consist of direct costs incurred in the providing
of care to patients.  These costs include the cost of medicine, medical
supplies, nutritional supplements, laboratory fees, patient hotel rooms,
patient meals and other direct costs. The salaries of in-house doctors and
nurses are included in general and administrative costs.

  k.  International Exchange

  All fees are charged in U. S. dollars and most expenses are paid in U.
S. dollars.  Expenses that are paid in a foreign currency are converted
into U. S. dollars at the exchange rate in effect on the date of the
transaction.

  l.  Research and Development Costs

  As an integral part of its patient treatment operations, BioPulse
conducts research designed to evaluate the effectiveness of patient
treatment.  All costs associated with the patient's care are expensed in
the period that they are incurred.  There have been no material research
and development costs incurred by the company that are not associated with
patient care. No research and development costs have been capitalized.

NOTE 2 - Property and Equipment

  BioPulse capitalizes purchases of equipment with a useful life of more
than one year.  BioPulse also capitalizes improvements and costs that
increases the value of or extend the life of an 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 autos, medical and computer
equipment) on the straight line basis.
<TABLE>
<CAPTION>

                                           April       July         July
                                         30, 2001    31, 2000     31, 1999
                                       ----------- -----------  -----------
<S>                                   <C>         <C>          <C>

Property and Equipment consists
of the following:
  Furniture & Equipment                $  186,397  $  144,228   $   20,935
  Medical Equipment                       776,533     543,087      110,606
  Lab Equipment                           148,115           -            -
  Leasehold improvements                  471,468      44,306        4,971
  Auto                                      4,000            -           -
  Accumulated Depreciation               (154,042)    (71,892)     (11,385)
                                       ----------- -----------  -----------
     Total Property & Equipment        $1,432,471  $  659,729   $  125,127
                                       =========== ===========  ===========
</TABLE>

                                    F-8
                        Biopulse International, Inc.
                     Notes to the Financial Statements
                      April 30, 2001 and July 31, 2000

NOTE 2 - Property and Equipment (continued)

 Depreciation expense was $60,508 and $11,385 for the years ended July
31, 2000 and 1999, respectively and $82,150for the nine months ended July
31, 2001.

NOTE 3 - Intangible Assets

 BioPulse capitalized as intangible assets the purchase cost of the
rights to certain  technologies acquired from Aidan Inc. in August 2000.
These assets amortized over their estimated useful life or the life of
related patents whichever is shorter.  The patents have a remaining life of
17 years and BioPulse does not expect the technology to become obsolete
during the 17 year useful life of the patents.  The technology and licenses
acquired cover the world except for experimental use in the United States.

 The Company entered into a contract with Brigham Young University
effective December 1, 2000 to license  patented technology.  The license
term is five years with an option to review for an additional 5 years.  The
license covers the world wide rights to this technology except for the
following Aisian countries : China, Japan, Taiwan, Malaysia, Indonesia,
Philippines, Singapore and Korea.  The company paid $400,000 for the
license in December 2000.

     Intangible assets consist of the following at April 30, 2001:

     Intangible Assets                                    $ 1,100,000
     Accumulated Amortization                                 (40,000)
                                                          ------------
       Total Intangible Assets                            $ 1,060,000
                                                          ============

  Amortization expense was $40,000 for the Nine months ended April 30,
2001.

NOTE 4 - Equity/Reverse stock split

  In November 1998, the board of directors authorized a 1 for 400 reverse
stock split.  These statements have been retroactively restated to reflect
this reverse split.

  During the year ended July 31, 1999, BioPulse issued the following:

- 4,000,000 shares of common stock for 100 percent of the outstanding
  stock of Biopulse, Inc. valued at $4,000.

- 2,000,000 shares of common stock for subscriptions receivable of
  $970,000.

- 25,000 shares of preferred stock, class "A" for cash of $25,000.

- 25,374 shares of preferred stock, class "A" for services valued at
  $25,374.  Cost of these services was recorded as general and
  administrative costs.

  During the year ended July 31, 2000 BioPulse had issued the following:

                                    F-9

                        Biopulse International, Inc.
                     Notes to the Financial Statements
                      April 30, 2001 and July 31, 2000

NOTE 4 - Equity/Reverse stock split (continued)

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

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

- 5,000 shares for $3 per share.

  During the Nine months ended April 30, 2001 BioPulse issued the
following:

- 25,000 shares for $3 per share.

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

- 353,636 shares of common stock at $2.82 per share with warrants to
  purchase 189,000 shares of common stock at the lesser of $6.375 per
  share and the average closing price for the five trading days
  immediately prior to the effective date of this registration statement,
  if this registration statement is declared effective on or before
  February 19, 2001.  If we do not have an effective registration
  statement in place prior to February 20, 2001, the exercise price shall
  be adjusted to fifty percent of the lesser of $6.375 and the average
  closing price for the five trading days immediately preceding the
  effective date of this registration statement.  If all of these warrants
  were exercised, we would receive $1,206,902.

- 1,550,000 shares of common stock pursuant to consulting with Livinkis
  Financial Communications (LFC) for investor relations services for one
  year.  The shares were non cancellate and non- assessable upon signing
  on November 2, 2000.  In addition, the contract provides for cash
  commissions to LFC of 2.5% of the value of debt or equity financing and
  2% of the value of the merger or acquisition for which LFC has acted as
  a finder.

- 80,000 shares were issued to three individuals for services valued at
  $679,370.  The cost of these services will be recorded as general and
  administrative costs during the quarter ended January 31, 2001.

Options:

- At August 3, 2000 issued 1,500,000 options to purchase common stock at
  $2.75 (market price) to Aiden, Inc. in partial consideration for
  technology rights.  The shares are exercisable as follows:
- 700,000 immediately,
- 200,000 upon submission of patent application for production of tissue
  vaccine,
- 200,000 upon submission of patent application for MPGC,
- 200,000 upon submission of patent application for Cytokines,
- 200,000 upon submission of patent application for Tissue Vaccine.

  We have outstanding warrants to purchase up to 184,300 common shares
with an exercise price of $8.40 per share.  These warrants were granted on
January 24, 2001 and expire on January 24, 2006.  If all of these warrants
were exercised, we would receive $1,548,120.

                                    F-10

                        Biopulse International, Inc.
                     Notes to the Financial Statements
                      April 30, 2001 and July 31, 2000

NOTE 4 - Equity/Reverse stock split (continued)

  We also have outstanding warrants to purchase up to 150,00 common shares
with an exercise price of $8.53 per share.  These warrants were granted on
January 24, 2001 and expire on January 24,2006.  If all of these warrants
were exercised, we would receive $1,279,500.

  3,000 shares of Series B Convertible Preferred at $1,000 per share.  7%
cumulative, convertible at 80% of average of the three lowest closing bid
prices during the 20 trading days immediately prior to the conversion date.

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 clinic and office
space in Tijuana, Mexico.  The lease requires the payment of $39,000 per
month and expires February 28, 2005.  The lease states the rent obligation
on the clinic and office space in U.S. dollars.

  Future minimum operating lease payments are as follows at April 30,
2001:

              2001              $  381,848
              2002                 572,772
              2003                 572,772
              2004                 468,000
              2005                  78,000
                                ------------
              Total             $ 1,973,392
                                ============

  BioPulse entered into a contract with Aiden Incorporated on August 3,
2000 to license patented and patentable technology.  The license term is
the life of the patents.  The license covers world wide rights except
rights for experimental use in the United States.  The Company paid
$750,000 for the license between August 2000 and January 2000 and as
further consideration, granted 1,500,000 options described in Note 4.

  Aidan is required to apply for patents and pay the expenses of issuance
of the patents.

  BioPulse has paid the $750,000 to Aidan but is still obligated under the
options.  BioPulse is required to file a registration statement to register
the stock that will be issued upon exercise of the options.



                                    F-11

                        Biopulse International, Inc.
                     Notes to the Financial Statements
                      April 30, 2001 and July 31, 2000

NOTE 5 - Commitments and Contingencies (continued)

  The Company entered into a contract with Brigham Young University
effective December 1, 2000 to license  patented technology.  The license
term is five years with an option to review for an additional 5 years.  The
license covers the world wide rights to this technology except for the
following Aisian countries : China, Japan, Taiwan, Malaysia, Indonesia,
Philippines, Singapore and Korea.  The company paid $ 400,000 for the
license in December 2000 and is required to pay for further development of
the technology.  It is estimated that this further development will require
an expenditure of $ 200,000. The License requires payment of a 7% royalty
due quarterly with the following minimum annual payments through 2005.

     2000           $       0
     2001                   0
     2002                   0
     2003             100,000
     2004             200,000
     2005             400,000
                    ----------
     Total          $ 700,000
                    ==========

 Under the BYU Contract, the following milestones are required to be met:

 -   LICENSEE shall develop a serum ELISA diagnotic kit for the detection
     of Thymidine Kinase-1 isoenzyme by December 31, 2001.

 -   LICENSEE shall complete clinical trials to validate the clinical
     usefulness of the in vitro diagnostic ELISA test by June 30, 2002.

 -   LICENSEE shall submit applications for United States Food and Drug
     Administration approval for the in vitro serum diagnostic ELISA test
     by December 31, 2002, and shall vigorously pursue approval of the
     application.

 The BYU license can be terminated by BYU for non-performance of
milestones or insolvency of BioPulse.

 On December 20, 2000 BioPulse entered into an engagement agreement with
Roth Capital Partners (RCP) for a private equity placement on a best
efforts basis for six months.  Upon closing of the placement RCP will
receive a cash payment of 9% of the aggregate purchase price of the equity
placed plus warrants to purchase BioPulse common stock of 10% of the number
and at the price of the shares placed.

 BioPulse has a contract with a Mexican MD whereby, in exchange for his
activity as the medical licensee for the clinic in Tijuana, Mexico receives
compensation of $1,500 per month.  The contract also stipulates that
BioPulse receives all revenues generated by the clinic and is responsible
for all operating costs of the clinic.  All of which are consolidated in
the financial statements.



                                    F-12

                        Biopulse International, Inc.
                     Notes to the Financial Statements
                      April 30, 2001 and July 31, 2000


NOTE 5 - Commitments and Contingencies (continued)

 On May 10, 2001, a lawsuit was filed by Paul R Burns, the son of a
former patient, in the Superior Court of the State of California for the
County of Santa Barbara.  The lawsuit is seeking damages of $27,500. No
amount has been reserved for this action on the balance sheet and Biopulse
believes that the chances of success of the lawsuit as less than 50%.

NOTE 6 - Note Payable

 There are no notes payable outstanding as of April 30, 2001.

NOTE 7 - Note Receivable - Related Party

  Notes receivable - related party are detailed as follows:
<TABLE>
                                                         April        July
                                                      30, 2001    31, 2000
                                                     ----------  ----------
  <S>                                               <C>         <C>
  Note receivable from a corporation, under
  common ownership, non-interest bearing,
  due within one year                                $       0   $  19,032
                                                     ----------  ----------
     Total Notes receivable - Related Party          $       0   $  19,032
                                                     ==========  ==========
</TABLE>

NOTE 8 - Preferred Stock

  The Company has authorized five classes of Preferred Stock, each class
has 2,000,000 shares authorized at $ 1,000 par value.  At April  30, 2001,
the Company had 3,000 shares of preferred stock outstanding.

NOTE 9 - Prepaid Rent

  The lease on the clinic in Tijuana, BC, Mexico required that the funds
to build the clinic improvements be provided by the company and applied
against the rent obligation until the cost of the clinic improvements was
recovered. In February 2001, the lease was renegotiated and includes the
hotel 36 hotel rooms where the patients stay.  As of February 1, 2001, the
unused prepaid rent was concerted into leasehold improvements.





                                    F-13

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 integrated medical clinics, and medical
research programs.

  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 April 30, 2001.

  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 the fiscal year ending July 31, 2000, BioPulse was
still going through the startup process.


                                     14

<PAGE>
  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 fiscal year ended July 31, 2000, the Company
became profitable.  Revenues for the Quarter ended April 30, 2000 were the
best the company has seen.  During the quarter ended April 30, 2001 the
clinic was the subject of attacks in the press and extreme scrutiny from
the Mexican Health Department officials.  There has been a dispute over the
scope of the license that the clinic operates under and the IHT treatment
room was closed for a time. We have applied for more specific permissions
in our license and been granted temporary status to resume treatment of
patients. Revenues for the current quarter are $265,360 which is down
significantly compared to $1,119,915 for the same quarter last year and
$2,128,281 for the nine months ended April 30, 2001 compared to $2,256,573
for the same period last year. During the prior year, most patients coming
to the clinic were given IHT therapy and after analyzing the patients'
response to this therapy, it was determined which types of cancer IHT
therapy showed promise in treating and patients who did not have those
types of cancer were not offered IHT treatments.  Beginning in August 2001
we began offering dendritic cell treatments. In addition, during the nine
months ended April 30, 2000, the company recognized one-time revenue of
$350,000 from selling equipment to and training the staff at our German
affiliated clinic. After eliminating the one-time revenue, from last year,
the revenues for the nine months ended, April 30, 2001 increased over the
same period last year.

  General and operating expenses were up significantly for the quarter
ended April, 30, 2001 primarily due to consulting, legal and travel costs
incurred to deal with the problems associated with the negative publicity
and Mexican regulatory issues in addition to work on developing the TK-1
diagnostic tests that were not incurred in the prior year.

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

  During the nine months ended April 30, 2001 $4,596,600 was recognized as
an expense for stock issued for services. No funds were used to pay these
expenses.  The company has terminated the services early that most of this
stock was used to pay for and we are seeking a return of a significant
portion of this stock that was issued.  It is not clear what if any amount
of stock will be canceled at this time.

  The company also spend significant sums on travel expenses, legal fees,
consulting, printing and postage in raising capital that are included in
general and administrative expenses during the nine months ended April 30,
2001.  These expenses were approximately $350,000 during the period.

  During the quarter ended January 31, 2001, the company acquired a
license to TK-1 diagnostic technology from Brigham Young University.
Biopulse expects to spend $200,000 in further development of the TK-1 test
during the next year and it is expected that revenues from selling the
diagnostic test kits will begin in the 1st quarter of Fiscal year ended
July 31, 2002.



                                     15
Liquidity

  The Company has no debt other than accounts payable, accrued expenses
and unearned revenue collected from patients.  The company is liquid. Its
current assets are $396,271 and its current liabilities are $73,135. The
company is actively seeking funds to further develop and market its TK-1
diagnostic technology.

Known Trends

  The regulatory climate is changing in Mexico after the new government
has been installed in Mexico City.  More permits are required to operate
and Biopulse is in the process of acquiring these additional permits.
Biopulse has acquired some new permits and fully expects that its efforts
to acquire all permits will be successful.

Material Commitments for Capital Expenditures and Capital Resources

  There are no material commitments for capital expenditures.  Biopulse
has committed to develop the ELISA kit for the TK-1 diagnostic technology
that was acquired from Brigham Young University.  This is expected to cost
$200,000 during the remainder of calendar year 2001.

  PART II   OTHER INFORMATION

  Item 1    Legal Proceedings

  On May 10, 2001, a lawsuit was filed by Paul R Burns, the son of a
former patient, in the Superior Court of the State of California for the
County of Santa Barbara.  The lawsuit is seeking damages of $27,500. No
amount has been reserved for this action on the balance sheet and Biopulse
believes that the chances of success of the lawsuit as less than 50%.

  Item 2    Changes in Securities

  Recent Sales of Unregistered Securities.

   On  November 20, 2000, 1,193,500 restricted common shares were issued
to John Liviakis, 60,000 restricted common shares were issued to Liviakis
Financial Communications, Inc., Mr. Liviakis' company, 148,250 restricted
common shares were issued to Anthony Altavilla, and 148,250 restricted
common shares were issued to Jens Dalsgaard, each employees of Livakis
Financial, for consulting services on financial and public relations and
business and personnel related matters pursuant to an exemption from
registration under Section 4(2) of the Securities Act of 1933.  We received
no cash.  These shares were not offered for sale to the public or as part
of a public distribution.

  On November 20, 2000, 353,636 restricted common shares and warrants to
purchase up to an additional 189,318 restricted common shares were issued
to Kauser Partners, L.P., pursuant to an exemption from registration under
section 4(2) of the Securities Act of 1933.  We received   $1,000,000.
The strike price on the warrants is currently $6.375.  The strike price can
be adjusted downward depending upon the date when this registration
statement becomes effective.  These shares were not offered for sale to the
public or as part of a public distribution.

  On November 29, 2000, 10,000 restricted common shares were issued to
Peter Kristensen, a sophisticated investor, for consulting services
pursuant to an exemption from registration under Section 4(2) of the
Securities Act of 1933.  We received no cash.  These shares were not
offered for sale to the public or as part of a public distribution.

                                     16
  On December 18, 2000, 40,000 restricted common shares were issued to
Edesio Biffoni,  a sophisticated investor, for consulting services pursuant
to an exemption from registration under Section 4(2) of the Securities Act
of 1933.  We received no cash.  These shares were not offered for sale to
the public or as part of a public distribution.

  On December 18, 2000, 30,000 restricted common shares were issued to
Tiger-Lewis, Inc., a sophisticated investor, for consulting services
pursuant pursuant to an exemption from registration under Section 4(2) of
the Securities Act of 1933.  We received no cash.  These shares were not
offered for sale to the public or as part of a public distribution.

  On January 24, 2001, 3,000 restricted series B convertible preferred
shares and a warrant to purchase up to 100,000 shares of our common stock
were issued to Hunts Drive, LLC., an accredited investor in a private
placement pursuant to an exemption from registration provided by section
4(2) of the 1933 Securities and Exchange Act and provisions of Regulation
D, Rule 506 promulgated under the 1933 Act ("Regulation D").  The warrants
have an exercise price of $8.53 per share.  After deducting offering costs,
we received approximately $2,660,000 in cash.

  On January 24, 2001, a warrant to purchase up to 110,300 common shares
was issued to Hunts Drive, LLC., an accredited investor, pursuant to a
private equity credit agreement entered into between the parties, whereby
the Company may sell up to and additional $10,000,000 worth of its common
stock to Hunts Drive, in a private placement pursuant to an exemption from
registration provided by section 4(2) of the 1933 Securities and Exchange
Act and provisions of Regulation D, Rule 506 promulgated under the 1933 Act
("Regulation D").  The warrants have an exercise price of $8.40 per share.

  On  January 24, 2001, we granted warrants to Roth Capital Partners,
Inc., Anthony Soich, and Carbon Mesa Partners, to purchase up to 40,500;
4,500; and 5,000 common shares respectively.  Each of these investors is
either accredited or sophisticated.  These warrants were granted for
services in connection with the sale of series B convertible preferred
shares to Hunts Drive, LLC.  The warrants have an exercise price of $8.53
per share.  These warrants were issued pursuant to an exemption from
registration under Section 4(2) and/or 4(6) of the Securities Act of 1933.
We received no cash.  These warrants were not offered for sale to the
public or as part of a public distribution.

  On  January 24, 2001, we granted warrants to Roth Capital Partners,
Inc., Anthony Soich, and Carbon Mesa Partners, to purchase up to 60,000;
6,600; and 7,400 common shares respectively.  Each of these investors is
either accredited or sophisticated.  These warrants were granted for
services in connection with the private equity credit agreement entered
into by us with Hunts Drive, LLC.  These warrants were issued pursuant to
an exemption from registration under Section 4(2) and/or 4(6) of the
Securities Act of 1933.  We received no cash.  These warrants were not
offered for sale to the public or as part of a public distribution.

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                                                None

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

                                     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: July 22, 2001                  By: /s/ Reid Jilek
                                         --------------
                                     CEO

Date: July 22, 2001                  By: /s/ Michael Jones
                                         -----------------
                                     Treasurer / CFO


























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