SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549
        -----------------------------------------------------------------


                                    FORM 10Q

                    QUARTERLY REPORT UNDER SECTION 13 OF THE
                       SECURITIES AND EXCHANGE ACT OF 1934


   For Quarter Ended December 31, 1995     Commission File Number 1-9370
                            
                              
                             BIOPHARMACEUTICS, INC


                   DELAWARE                            13-3186327
          (State of Incorporation)      (I.R.S. Employer Identification No.)

    990 Station Road, Bellport, New York                  11713
    (Address of Principal Executive Office)            (Zip Code)


        Registrant telephone number, including area code: (516) 286-5800


        Indicate the number of shares outstanding of each of the issuer's
                classes of common stock as of December 31, 1995.

                Class                                   Outstanding
                -----                                   -----------
      Common Stock - $.00l Par Value                     27,455,093


Indicate by check whether the registrant  (1) has filed all reports  required to
be filed by Section 13 of the  Securities  and  Exchange  Act of 1934 during the
preceding  twelve  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 ninety days. Yes __X__ No _____



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                             BIOPHARMACEUTICS, INC.

                                      INDEX


PART      Financial Information

Item 1.   Financial Statements

          Consolidated Condensed Balance Sheet
          December 31, 1995 (Unaudited) and September 30, 1995 (Audited)

          Consolidated Statement of Operations
          Three Months Ended December 31, 1995 and 1994 (Unaudited)

          Consolidated Statement of Shareholders' Equity
          for the Three Months Ended December 31, 1995

          Consolidated Condensed Statement of Cash Flows
          for the Three Months Ended December 31, 1995 and 1994

          Notes to Condensed Financial Statements (Unaudited)

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


PART II

Item 6.   Reports on 8-K:

          Court order dated  November 1, 1995, enjoining  Biopharmaceutics, Inc.
and Biopharm Lab, Inc. from  exploiting   licensed  rights  in  the  "Treo" skin
care product with respect to the 1996 selling season.  Filed November 13, 1995.

          Court order dated November 17, 1995, reducing the fine imposed against
Patient  Medical Systems Corp. (now known as Biopharmaceutics, Inc.) to $50,000,
from an original amount of $175,000.  Fiked December 1, 1995.

          Court  order  dated  December  20,  1995,  dismissing  all  claims  by
Biopharmaceutics,  Inc. and Biopharm Lab, Inc. against  Primavera  Laboratories,
Inc.  and  Avon  Products,  Inc.  and  granted  the  counterclaim  by  Primavera
Laboratories, Inc.  Filed December 28, 1995.


                                                     



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ITEM 1.  FINANCIAL STATEMENTS

                             BIOPHARMACEUTICS, INC.
                      CONSOLIDATED CONDENSED BALANCE SHEET

                                                  December 31,    September 30,
                                                     1995             1995
                                                  (Unaudited)       (Audited)
                                                  ----------        ----------
                                 ASSETS
 Current assets:
   Cash                                           $  16,284         $   86,664
   Receivables, less allowance for 
     doubtful accounts                              201,216            268,957
   Inventories                                      389,899            493,671
   Prepaid expenses and other assets                 31,998             27,953
                                                 ----------         ----------

            Total current assets                    639,397            877,245

Property, plant and equipment, at cost,
  net of accumulated depreciation                   386,928            443,267
Licensing costs, net of accumulated amortization     70,301             70,301
Sundry                                               29,619             30,119
                                                 ----------         ----------

                                                 $1,126,345         $1,420,932
                                                  ==========         =========

                 LIABILITIES AND SHAREHOLDERS' EQUITY
                             (DEFICIENCY IN ASSETS)
Current liabilities:
  Accounts payable                                $1,112,903        $1,027,865
  Accrued expenses                                   897,425         1,043,676
  Customer credit balances                           267,016           196,320
  Medicare judgement payable                          25,000            50,000
  Current maturities of long-term debt               175,000           190,000
                                                   ---------         ----------

                Total current liabilities          2,477,344         2,507,861

Long-term debt                                       130,982           130,982
Convertible debentures payable                     1,000,000         1,000,000

Shareholders' equity (defiency in assets):
  Common Stock - par value $.00l per share
    Authorized - 50,000,000 shares
    Issued - 27,868,821 shares, 
      26,535,750 in 1995                              27,868            26,536
  Additional paid-in capital                      27,348,945        27,149,038
  Deficit                                        (28,355,008)      (27,889,599)
                                                  ----------        ----------
                                                    (978,195)         (714,025)
Less Treasury Stock, at cost
  (413,728 shares)                                  (944,612)         (944,612)
 Notes receivable from officers and employees       (559,274)         (559,274)
                                                  ----------        ----------
                                                  (2,482,081)       (2,217,911)
                                                  ----------        ----------
                                                  $1,126,245        $1,420,932
                                                  ==========        ==========

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


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                             BIOPHARMACEUTICS, INC.

                 CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS

                                   (Unaudited)

                                                    Three Months Ended
                                                       December 31,
                                                    1995         1994

Revenues:
  Net sales                                     $   457,084   $  486,159
 
Costs and expenses:
  Cost of sales                                     634,932      626,251
  Selling, general and
    administrative                                  254,061      500,557
                                                 ----------   ---------- 
                                                    888,993    1,126,808
                                                 ----------   ----------
                                                   (431,909)    (640,649)
Other income (deductions):
  Other income                                        2,500          ---
  Interest expense                                  (36,000)     (36,000)
                                                 ----------   -----------
                                                    (33,500)     (36,000)
                                                 ----------   -----------

Net income (loss) from                            
 continuing operations                             (465,409)    (676,649)
                                                                           
Discontinued operations
  Operating profit                                      ---       32,168
                                                 ----------   ----------
 
Net loss                                         $ (465,409)  $ (644,481)       
                                                 ==========   ==========

Primary income (loss) per share
  Continuing operations                              $(0.02)      $(0.03)
  Discontinued operations                              0.00         0.00
                                                       ----         ----
                                                     $(0.02)      $(0.03)
                                                       ====         ====

Average shares outstanding                       27,071,755    21,941,190

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


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                             BIOPHARMACEUTICS, INC.

      CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (DEFICIENCY IN ASSETS)

                                   (UNAUDITED)

                      THREE MONTHS ENDED DECEMBER 31, 1995


<TABLE>
<CAPTION>

                                    Common  Stock      Additional
                                   Number of   Par      Paid-In                   Treasury     Notes Receivable
                                   Shares      Value    Capital        Deficit     Stock     Officers & Employees       Total
                                   ------      -----   ----------    ----------   ---------  --------------------    -----------
<S>                              <C>          <C>       <C>          <C>          <C>             <C>                 <C>       
Balance, September 30, 1995      26,535,750  $26,536   $27,149,038  $(27,889,599) $(944,612)      $(559,274)         $(2,217,911)

Shares issued in connection
  with the Company's Regulation 
  S offering, net of related     
  expenses                        1,333,071    1,332       199,907           ---         ---             ---              201,239
 

Net loss for the three months
  ended December 31, 1995               ---      ---          ---       (465,409)        ---             ---             (465,409)
                                 ----------  -------     ---------   -----------  ----------      ----------         ------------
                                                                                                 

Balance, December 31, 1995       27,868,821  $27,868   $27,348,945  $(28,355,008)  $(944,612)     $(559,274)         $(2,482,081)
                                 ==========   =======  ===========  ============   =========      ==========         ===========

<FN>
The accompanying notes are an integral part of these financial statements.
</FN>
</TABLE>


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                             BIOPHARMACEUTICS, INC.
                 CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
                   INCREASE (DECREASE) IN CASH AND EQUIVALENTS
                                   (UNAUDITED)
                         THREE MONTHS ENDED DECEMBER 31,

                                                             1995        1994
                                                         ----------   ----------
Cash flows from operating activities:
Loss from continuing operations                         $ (465,409)  $ (676,649)
Profit from discontinued operations                            ---       32,168 
Adjustments to reconcile net income (loss) to
  net cash provided by (used in)
    operating activities:
      Depreciation and amortization                         60,000      204,124
Chanes in certain assets and liabilities:
  Accounts receivable                                       67,741       (4,276)
  Inventories                                              103,772     (117,608)
  Other current assets                                      (4,065)     (27,139)
  Accounts payable and accrued expenses                    (61,213)     (81,392)
  Customer credit balances                                  70,696          ---
  Sundry non current asssets                                   500          ---
  Payment against settlement of litigation                 (15,000)         ---
  Payment against Medicare settlement                      (25,000)         ---
                                                        ----------   ---------- 
Net cash provided by (used in)
  operating activities                                    (267,957)    (670,772)
                                                        ----------   ----------
Cash flows from investing activities:
Purchase of property plant and equipment                    (3,662)     (17,116)
                                                        ----------   ----------
Net cash provided by (used in)
  investing activities                                      (3,662)    (17,116)
                                                        ----------   ---------
Cash flows from financing activities:
Proceed of Company's Regulation S
  offering, net of related expenses                        201,239     743,893
Proceeds from sale of warrants                                 ---       3,000
                                                        ----------  ----------
Net cash provided by (used in) 
  financing activities                                     201,239     746,893
                                                        ----------  ----------

Net change in cash                                         (70,380)     59,005
Cash at beginning of period                                 86,664     129,004
                                                        ----------  ----------

Cash at end of period                                   $   16,284  $  188,009
                                                        ==========  ==========
                                      

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


                                      

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                             BIOPHARMACEUTICS, INC.

              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

                                   (UNAUDITED)

                                DECEMBER 31, 1995



A.       Consolidated Condensed Financial Statements

         The  Consolidated  Condensed  Balance Sheet as of December 31, 1995 and
the Consolidated Condensed Statement of Operations for the period ended December
31, 1995 and 1994, and the  Consolidated  Condensed  Statement of  Shareholders'
Equity for the three month period ended December 31, 1995, and the  Consolidated
Statements of Cash Flows for the periods  ended  December 31, 1995 and 1994 have
been prepared by the Company  without audit.  In the opinion of Management,  all
adjustments  (which  include  only normal  recurring  adjustments)  necessary to
present fairly the financial  position,  results of operations and cash flows at
December 31, 1995 and for all periods presented have been made.

         For  information   concerning  the  Company's  significant   accounting
policies and Basis of  Presentation,  reference is made to the Company's  Annual
Report on Form 10-K for the year ended September 30, 1995. Results of operations
for the period ended  December 31, 1995 are not  necessarily  indicative  of the
operating  results to be expected for the full year and such results are subject
to year-end adjustment and independent audit.

         The  Consolidated  Financial  Statements  include  the  accounts of the
Company  and  its  wholly-owned  subsidiaries.  All  significant   inter-company
accounts   and   transactions   have  been   eliminated  in  consolidation.  The
Consolidated  Statements  of  Operations  for  all  periods  reflect the ongoing
operations of the Company.



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                             BIOPHARMACEUTICS, INC.
                                             
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS

         LIQUIDITY AND CAPITAL RESOURCES

                  The Company has financed its  operating  requirements  for the
last three years primarily by the issuance of common shares; $2,384,806 in 1993,
$4,433,790 in 1994, $2,054,722 in 1995, convertible debentures  of  $800,000  in
1992 and the  settlement  of  claims  against past management  $924,076 in 1992.
As of September 30, 1995,  the Company has cash  of  approximately  $86,000  and
subsequently  thereto  through  December 1995 received $217,000 from the sale of
common stock under Regulation S.

                  As a result of the United States District  Court's decision on
December  20,  1995,  the  Company  is  enjoined  from selling Treo in 1996  and
therefore the Company  wrote-off  assets  associated with Treo as a discontinued
operation  as of  September  30,  1995.  The  Company had anticipated a negative
cash flow from the product line of $150,000 to $600,000 in fiscal 1996.  
                  
                 The Company  signed a  Letter of Intent on  January 3, 1996  to
acquire a product line from London International US Holdings, Inc. (LIUSH) which
should  generate  sales  in  excess  of the Company's 1995 total sales and would
generate  substantial  working  capital  to Biopharm. The cost will  approximate
$3,600,000  and will be financed by a  combination of  Regulation S common stock
sales,  registered stock sales and notes to be paid over a number of years.  The
brands  acquired have  been on the market  for more than ten years  each and are
sold under  the names Vaginex*, Koromex*,  Koroflex*,  and Feminique*.  LIUSH is
the largest condom manufacturer in the U.S. and had decided to sell its Feminine
Hygiene brands in order to concentrate its efforts on its core business.

                  Sales of these  brands are being made to food and drug chains,
drug wholesalers, distributors and the U.S. military. The Company intends to use
its former Treo reps  to  sell  the newly acquired lines.Nine of the former ten
rep organizations have  already  agreed  to  sell the new lines.  Each  of these
rep  organizations  already  calls on the key  accounts carrying the lines.  The
Company expects its reps to expand sales of the lines by making a more concerted
than that made by LIUSH, expanding the customer base  and by  receiving  greater
support  from the  Company  in  promoting  the products.

                  The Company also  anticipates  that the approval of additional
seven  products  by  the  Food  and  Drug Administration ("FDA") in 1995,  which
increased  the number of products offered by the Company  to its  customers  and
with the addition of three significant new  customers, should enable the Company
to increase sales and provide a basis for profitability in fiscal 1996.



*Registered Trademark
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                             BIOPHARMACEUTICS, INC.

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS

          LIQUIDITY AND CAPITAL RESOURCES (Cont'd.)
                  The  Company  has  re-evaluated  its  investment   in  Amswiss
Scientific, Inc.  ("Amswiss")  assets  as  of  September 30, 1995.   Due  to the
Company's present lack of working capital, the cost of the New  Drug Application
("NDA")  filing, and  recent  developments  in  cancer  research  along with new
diagnostic  techniques  for  cervical cancer that significantly reduce potential
future  sales  of  the  Amswiss  Drugs, the Company has decided to write-off the
intangibles  with  a   charge  to  its   consolidated  statement  of  operations
aggregating  $5,526,587.   At September 30, 1995, the  Company  decided  not  to
proceed  with  the  filing  of  the  NDA's and in  addition, as a result of this
decision, the  Company  recorded  the  forfeiture  of the aforementioned 800,000
common  shares  and  warrants  which  resulted  in  a charge of common stock and
additional paid-in capital aggregating $1,381,647.

                  Company management has decided it would be more beneficial for
the  Company  to  invest  any  funds  raised  or  any  funds  available into the
acquisition  and  development  of  the  Feminine  Hygiene  Products.   Until the
Company's  pharmaceutical  sales and  sales of the  soon to be acquired Feminine
Hygiene  Products  produce  positive  cash  flow  and profitable operations, the
Company  will  be  unable  to  finance  the  NDA  for  DBD.  DBD is a cytotoxic,
chemotheraphy agent used in the treatment of cancer.  

                  The  Company  believes  that  the  foregoing,  along  with the
additional   capital  raised  through  December  1995  and  the  possibility  of
recoveries  from the appeal of the Primavera/Avon suit, will be adequate to meet
its current objectives. Sinking fund requirements in the convertible  debentures
in  1996  should  be  satisifed  by  either  refunding  or  converstion  of  the
debentures into common stock.

                  RESULTS OF OPERATIONS

                  Sales for the quarter  ended December 31, 1995 decreased 6% to
$457,084 compared to $486,159 for the comparable quarter of fiscal 1994.   Sales
for the prior quarter ended September 30, 1994 totaled $330,784.

                  Gross margin for the quarter of  a negative  40% compared to a
negative  29% for the  comparable  quarter.  Gross  margin for the prior quarter
totaled a negative 79%.  Negative margins  are  attributable to sales levels not
high enough to absorb fixed overheads in manufacturing.

                  Selling,  general  and administrative  expenses  decreased  to
$254,061 from $500,557 in the first quarter of 1995 due primarily to a  decrease
in  legal  expenses  of $60,377  and  a reducion  of amortization of licenses of
$143,046  since  the  underlying  intangibles  were written off at September 30,
1995.

                 Interest expense of $36,000 compared to $36,000 in fiscal 1994.


                                                      




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                                   SIGNATURES



         Pursuant  to the  requirements  of  Section  13 of the  Securities  and
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereto duly authorized.








                                 /s/ Edward Fine
                              --------------------
                             BIOPHARMACEUTICS, INC.
                                   REGISTRANT

             By: EDWARD FINE, President and Chief Executive Officer







                              /s/ William C. Kugler
                              --------------------
                                WILLIAM C. KUGLER
                   Vice President and Chief Financial Officer




Dated: February 14, 1996


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