U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   Form 10-QSB



[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934 [Fee Required]

    For the quarter ended May 31, 1996  

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934 [No Fee Required]
     
    For the transition period from_______ to________

                         Commission File No. 2-88678-NY

                          MEDI-DATA INTERNATIONAL, INC.
--------------------------------------------------------------------------------
                 (Name of small business issuer in its charter)

     New York                                         11-2653474
--------------------------------------------------------------------------------
(State or other jurisdiction                       (I.R.S. Employer 
of incorporation)                                  Identification No.)

                20 Red Ground Road, Old Westbury, New York 11568
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                    Issuer's telephone number: (516) 997-1155 
--------------------------------------------------------------------------------
       Securities registered under Section 12(b) of the Exchange Act: None
         Securities registered under Section 12(g) of the Exchange Act:

                         Common Stock, $0.001 Par Value
                                (Title of Class)

     Check  whether  the issuer (1) filed all  reports  required  to be filed by
section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days.
Yes [ X ]    No [    ]

Number of shares  outstanding of the issuer's common equity, as of September 16,
1996 (exclusive of securities convertible into common equity): 9,212,551
<PAGE>
                                     Part 1


Item 1.  Business Development

In  April  1988,  Medi-Data  International,  Inc.  (the  "Company")  ceased  all
operations.  When it was  operating,  the Company  had  devoted its  business to
developing  a program  to monitor  the  interaction  and misuse of  prescription
drugs,  over-the-counter medication and food supplements.  For quarter ended May
31,  1996 and 1995 and for the years  ended  February  28,  1996 and  1995,  the
Company had no operations or income from operations.

During the year ended  February 29,  1996,  the Company  invested in  marketable
securities which resulted in realized gains of $74,004. At February 29, 1996 all
of the marketable securities have been sold.

The company is  presently  seeking to acquire an  operating  company  either for
cash,  stock or a  combination  thereof.  There  are no  present  agreements  or
understandings  with  respect  to  such an  acquisition  nor  can  there  be any
assurance that the Company can make such an acquisition in the near future.

Item 2.  Properties

The Company does not lease or own any properties.

Item 3.  Legal Proceedings

To the Company's  knowledge,  there is no legal proceeding  pending to which the
Company is a party or to which any of their properties is subject.

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

Not Applicable.
<PAGE>
                                     Part II

Item 5.  Market For Common Equity and Related Stockholder Matters.

Since the Company ceased operations in April 1988,  currently there is no market
for the Company's  Common Stock. The Company's Common Stock is listed on the OTC
Bulletin Board under the symbol "MDAD",  but no reported  public trades occurred
during the quarter ended May 31, 1996.

The Company has paid no  dividends,  either in cash or in stock.  It is unlikely
that the Company will pay any dividends as it has ceased  operations as of April
1988.

Item 6.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations.

Results of Operations

The Company ceased all  operations in April 1988.  There was no activity for the
quarter ended May 31, 1996, however for the quarter ended May 31, 1995 there was
a 3,851 loss which was primarily the result of interest  expense on  Medi-Data's
shareholder loan.

In 1995,  the Company  invested in  marketable  securities  which  resulted in a
realized gain for the year ended  February 29, 1996 of $74,004.  The Company has
no investments in securities  during the current year. For the fiscal year ended
February  28,  1996,  the Company had net income of $2,665  versus a net loss of
$29,192 for the fiscal year ended February 28, 1995.

In January  1994 the  Company  received a loan from Terry  Brooks,  a  principal
shareholder,  of $100,000 which was repaid in July 1995 from the proceeds of the
sale of marketable securities.  The loan bore interest at ten percent per annum.
In addition, Terry Brooks' IRA assumed a $25,000 loan from Marc Gold, the former
president of the  company.  This loan bore the same  interest  rate and was also
repaid in July 1995 from the proceeds of the sale of the marketable securities.

Liquidity and Capital Resources

The Company  ceased all  previous  operations  in April 1988,  and was  inactive
during the quarter  ended May 31, 1996 with no income or loss.  In the  previous
fiscal year,  February 29, 1996 the Company  realized only  interest  income and
gain on  securities.  The  company  had a net income  for the fiscal  year ended
February  1996 of $2,665 and net loss for the fiscal year ended 1995 of $29,193.
The  Company  invested  in  marketable  securities  during the fiscal year ended
February 1996. All investments  were sold before  February 29, 1996.  Therefore,
the Company has no investment  activity or interest income on these  investments
for the current year.  At May 31, 1996 and 1995 the Company has a  shareholders'
deficiency of $1,057,572 and $1,064,088. At the end of the fiscal year, February
1996 and 1995,  the Company has a  shareholders'  deficiency of  $1,057,572  and
$1,060,235 respectively.

Item 7.  Financial Statements.

The Company's financial statements are set forth herein.

Item 8.  Changes  in  and  Disagreements  with  Accountants  on  Accounting  and
         Financial Disclosure. No disagreements or changes occurred.
<PAGE>
<TABLE>
<CAPTION>
                                MEDI-DATA INTERNATIONAL, INC.
                                       BALANCE SHEETS

                                                                   Unaudited
                                                                    May 31,     February 29,
                                                                     1996          1996
                                                                    ------        ------
                                     ASSETS
<S>                                                               <C>           <C>
CURRENT ASSETS
   Cash, including money market funds of $63                     $        63    $       845
   Prepaid income taxes                                                  293           --
    Due from shareholder                                               6,250          6,250
                                                                 -----------    -----------
         TOTAL ASSETS                                            $    6, 606    $     7,095
                                                                 ===========    ===========

               LIABILITIES AND SHAREHOLDERS' DEFICIENCY IN ASSETS 


CURRENT LIABILITIES
   Due to shareholders                                           $      --      $      --
   Accrued expenses and other current liabilities                     61,011         61,500
                                                                 -----------    -----------

         Total Current Liabilities                                    61,011         61,500
                                                                 -----------    -----------

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' DEFICIENCY IN ASSETS
   Common stock, $.001 par value 50,000,000 shares authorized,
    9,213,051 issued and outstanding                                   9,213          9,213
   Additional paid-in capital                                        993,954        993,954
   Accumulated Deficit                                            (1,057,572)    (1,057,572)
                                                                 -----------    -----------
         Total Shareholders' Deficiency in Assets                    (54,405)       (54,405)
                                                                 -----------    -----------

         TOTAL LIABILITIES AND
           SHAREHOLDERS' DEFICIENCY IN ASSETS                    $     6,606    $     7,095
                                                                 ===========    ===========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                           MEDI-DATA INTERNATIONAL, INC.
                              STATEMENTS OF OPERATIONS



                                                        For the three months ended
                                                                   May 31,
                                                        --------------------------
                                                            1996             1995
                                                        -----------    -----------
<S>                                                     <C>            <C>
Costs & Expenses:
  Selling, general and administrative, including
      interest expense of 3,125 in 1995                 $      --      $     4,256
                                                        -----------    -----------

      Loss before other income and state income taxes          --           (4,256)
                                                        -----------    -----------

Other Income (Expenses):
               Interest and dividend income                    --              512
                                                        -----------    -----------

      Income (Loss) before state income taxes                     0         (3,744)

State income taxes                                             --              107
                                                        -----------    -----------

      Net Income (Loss)                                           0         (3,851)

      Accumulated Deficit - beginning                    (1,057,572)    (1,060,237)
                                                        -----------    -----------

      Accumulated Deficit - end                         $(1,057,572)   $(1,064,088)
                                                        ===========    ===========

Income (Loss) per share                                 $      0.00    $    (0.001)
                                                        ===========    ===========

Primary and Fully Diluted Shares                          9,212,551      9,212,488

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                             MEDI-DATA INTERNATIONAL, INC.
                           UNAUDITED STATEMENTS OF CASH FLOWS

                                                           FOR THE THREE MONTHS ENDED MAY 31,
                                                           ----------------------------------
                                                                    1996        1995
                                                                 --------    --------
<S>                                                              <C>         <C>
Cash flows from operating activities

   Net Income (Loss)                                             $   --      $ (3,851)
   Adjustments to reconcile net income to net cash provided by
     (used in) operating activities
   (Increase) decrease in:
   Prepaid income taxes                                              (293)       --
   Increase (decrease) in:
   Accrued expenses and other current liabilities                    (489)      3,231
                                                                 --------    --------
   Net cash used in operating activities                             (782)       (620)


   Net increase (decrease) in cash and cash equivalents              (782)       (620)

   Cash and cash equivalents - beginning                              845      58,476
                                                                 --------    --------

   Cash and cash equivalents - end                               $     63    $ 57,856
                                                                 ========    ========

</TABLE>
<PAGE>
                          MEDI-DATA INTERNATIONAL, INC.
                          NOTES TO FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED MAY 31, 1996 AND 1995

1        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


         BASIS OF PRESENTATION

         The  Company  is not  actively  engaged in any trade or  business.  The
         financial statements of the Company are presented on a condensed basis.
         In the opinion of  management,  the  accompanying  unaudited  financial
         information  contains all the necessary  adjustments  to fairly present
         the  financial  position of the Company as of May 31, 1996 and 1995 and
         for the periods then ended. The financial  statements should be read in
         conjunction  with the audited  financials and the related notes thereto
         included in the Company's 10-K for the year ended February 29, 1996, as
         previously filed with the Securities and Exchange Commission.

         PER SHARE DATA

         Loss per  share is based on the  weighted  average  number of shares of
         common stock outstanding during each period.
<PAGE>
                                    Part III


Item 9.  Directors, Executive Officers, Promoters and Control Person; Compliance
         with Section 16(a) of the Exchange Act.

The following table sets forth information as of September 16, 1996 with respect
to the officers and directors of the Company:

                                   Year First Appointed
Name                       Age           Director                Office Held

Terry Brooks               42              1994                   President

Herbert Brooks             70              1994                   Secretary

The term of office of each of the above  directors,  pursuant  to the By-laws of
the Company,  will continue  until the next Annual Meeting of  Shareholders  and
until their respective successors are elected and qualified.

TERRY BROOKS is President  and a director of the  Company.  Ms.  Brooks has been
President of the company since  September 27, 1994 when Marc Gold resigned.  Ms.
Brooks has served as a director of the Company  since  January 24, 1994 when she
became a principal shareholder of the Company. Ms. Brooks for more than the past
six  years  has  been   principally   engaged  in  management  of  her  personal
investments.

HERBERT BROOKS is Secretary and director of the Company since November 15, 1994.
Mr.  Brooks  for more than the past five  years  has been the  President  of the
Hockley Group, an advertising company located in Toronto.  Herbert Brooks is the
Uncle of Terry Brooks' husband.


Item 10.  Executive Compensation.


No officer or director of the Company received compensation as salary during the
quarter  ended May 31, 1991 and 1995 nor during the fiscal years ended  February
28, 1996 and 1995.
<PAGE>

Item  11. Security Ownership of Certain Beneficial Owners and Management.


The following table sets forth the beneficial  ownership of the Company's common
stock as of  September  16,  1996  for  each  person  known  by the  Company  to
beneficially own more than five percent of the shares of the outstanding  Common
Stock,  each of the Company's  directors,  and the executive  officers listed in
Item 9.

Name of Individual                    No. of Shares        % of Outstanding
Or Identity of Group                     Owned(1)            Common Stock
--------------------                     --------            ------------

Terry Brooks                           5,500,000 (2)              60%

Terry Brooks IRA                       2,500,000                  27%

All Officers and Directors
as a Group (2 people)                  5,500,000 (2)              60%


(1) - Based on the  information  furnished by the beneficial  owners.  Except as
otherwise indicated herein, each beneficial owner has sole voting power and sole
investment power with respect to all shares owned.

(2) - Includes  3,000,000  shares held by Ms.  Brooks as custodian for her minor
children.


Item 12.  Certain Relationship and Related Transactions.

As noted in Item 6 the principal shareholder, Terry Brooks loaned to the Company
$100,000 in January 1994,  bearing interest at the rate of ten percent per annum
which was subsequently repaid in July of 1995. Ms. Brooks' IRA assumed a $25,000
loan from Marc Gold, the former  president of the company.  This loan was at the
same interest rate and was also repaid in July 1995.
<PAGE>

                                   SIGNATURES


Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed by the
undersigned, thereunto duly authorized.

Dated:  September 16, 1996                       MEDI DATA INTERNATIONAL, INC.


                                                 /S/ TERRY BROOKS
                                                     ------------
                                                     Terry Brooks 
                                                     President