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

                                   FORM 10-KSB
                                   -----------

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

 [ ]     TRANSITION  REPORT UNDER SECTION 13 OR 15 (d) OF THE  SECURITIES ACT OF

                      For the period ended December 31, 2001
                         Commission file number 0-17268

                               PANAMED CORPORATION
                   (Formerly known as MICRON SOLUTIONS, INC.)
                 ----------------------------------------------
                 (Name of Small Business Issuer in its Charter)



        Nevada                                                   86-0577075
---------------------------                                   ----------------
(State or other jurisdiction                                 (I.R.S. Employer
of incorporation or                                          Identification No.)
organization)

 537 Constitution Avenue, Suite A, Camarillo, CA                  93012
------------------------------------------------               ---------
(Address of principal executive offices)                       (Zip Code)

Issuer's Telephone number: (805) 383-3924
                            ---------------

Securities registered pursuant to Section 12(b) of the Act:

         Title of each class         Name of each exchange on which registered
         -------------------         -----------------------------------------
         Common Stock                                None

Securities registered pursuant to Section 12(g) of the Act:

                    Common Stock, Par Value $0.001 Per Share
                    ----------------------------------------
                               (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 filings requirements for the past 90 days. Yes [X] No [
]

         Check if there is no  disclosure  of  delinquent  filers in response to
Item 405 of Regulation S-B is not contained in this form, and no disclosure will
be contained,  to the best of  registrant's  knowledge,  in definitive  proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to the Form 10-KSB. [ ]

         State issuer's revenues for its most recent fiscal year: $0.00

         State the aggregate  market value of the voting and  non-voting  common
equity held by non-  affiliates  computed by reference to the price at which the
common  equity  was sold,  or the  average  bid and asked  price of such  common
equity, as of a specified date within the past 60 days:  $72,030,120 as of April
15, 2002, based on 12,005,020  shares of the 22,155,020  shares of the Company's
common stock not held by officers or directors valued at $6.00 per share.

                                       1

<PAGE>


                                     PART I

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ITEM 1.  DESCRIPTION OF BUSINESS
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(a)      Business Development

         PANAMED  CORPORATION.  (the "Company" or the "Registrant" ) is a Nevada
corporation  which was  originally  incorporated  on September 5, 1997 under the
name Micron Solution,  Inc. On December 4, 1997,  Shillelagh  Ventures Chartered
("Shillelagh"),  a Utah  corporation,  was  acquired  by the  Company  through a
merger.

         Shillelagh was originally  incorporated  under the laws of the State of
Utah on January 18,  1974 under the name of  Northwestern  Construction  Company
("Northwestern"). Northwestern became a publicly-held company on August 27, 1976
through a distribution of 24,000 shares of its common stock to the  stockholders
of World  Electors,  Inc. On January 28, 1987 it changed its name to  Shillelagh
Ventures, Chartered.

         On April 15, 1987  Shillelagh  offered  5,000,000  shares of its common
stock  through a Private  Placement  Memorandum.  On June 10, 1988,  the Company
offered a maximum of 1,625,000  units and a minimum of 900,000 units  consisting
of one (1) share of common  stock  and one (1)  Class A  Warrant  per Unit.  The
Company filed a Registration Statement on Form S-18 with respect to the Units of
the Company offered.

         Shillelagh was a reporting company, filing under Commission file number
0- 17268. To management's knowledge, the last filing made on Shillelagh's behalf
was a Form 10-Q filed in the first quarter of 1989. At that time, Shillelagh was
a start-up  company  which  intended to engage in the  satellite  communications
business  and the leasing of related and other  equipment.  Some time after that
date,  Shillelagh  became inactive.  In July of 1992,  Shillelagh's  charter was
revoked by the State of Utah and the Company was involuntarily dissolved.

         Having  learned that the Company had been  dissolved  and  abandoned by
past management,  a group of shareholders  sought to have  Shillelagh's  charter
reinstated in 1997. In that regard, a petition to reinstate Shillelagh's charter
was filed in the Third  District  Court in Salt  Lake  County,  State of Utah on
April 28, 1997. On August 12, 1997,  the Third  District  Court entered an order
reinstating  the  Company's   charter.   The  shareholders  then  installed  new
management.

         The  Company's  management  then entered into a merger  agreement  with
Micron  Solutions,  Inc., a Nevada  corporation on September 9, 1997. Micron was
incorporated on September 5, 1997 for the purpose of this merger. At the time of
the merger,  Shillelagh had an authorized capitalization of 10,000,000 shares of
common stock,  having a par value of $0.005 per share, of which 9,908,002 shares
were issued and outstanding.  At that same time,  Micron had a capitalization of
100,000,000  shares of common stock,  having a par value of $0.001 per share, of
which 1,000 shares were outstanding.  Micron,  the Nevada  corporation,  was the
surviving corporation.

         Effective  March  1,  2002,  Micron  Solutions,  Inc.  entered  into an
exchange agreement with PanaMed, Inc., a California corporation. Under the terms
of the exchange agreement, PanaMed obtained equity and management control of the
Company by exchanging  all the issued and  outstanding  shares of PanaMed for 21
million shares of the Company's common stock. The exchange agreement  represents
not only a change in  control  of the  Company,  but a change  in the  Company's
principal  line of  business.  Under the terms of the  exchange  agreement  with
PanaMed. The Company's issued and outstanding shares underwent a 10 to 1 reverse
split and the  number of shares of the  company's  authorized  common  stock was
decreased from 100,000,000 to 10,000,000.

         Currently,  the Company has a  capitalization  of 10,000,000  shares of
common stock with a par value of $0.001 per share,  of which  22,155,020  shares
are  issued  and  outstanding.  The  Company  currently  has  approximately  500
shareholders.

                                       2

<PAGE>
(b)      BUSINESS OF THE ISSUER

(1) Principal products and Services

         The company is engaged in the bio-tech  industry,  with a primary focus
on testing and  distributing  a patented line of  therapeutics  offered by Havel
Investments Limited and used in treating certain disorders,  including HIV/AIDS,
Herpes 1&2, and Shingles. The company currently has an exclusive license to test
and distribute Havel's treatments for HIV/AIDS within the continent of Africa.

         The  therapeutics can be described as an  immuno-modulating  biological
compound which can be used to target the virus for elimination by the body's own
immune system.  The  therapeutics are expected to provide a number of advantages
over  conventional   HIV/AIDS  medication,   including;   simple  to  administer
(sublingual application),  minimal side effects, effective against different HIV
viral derivatives,  cost effective,  and non-patient specific.  Because of these
advantages,  the therapeutics are expected to be particularly suitable for large
scale treatment programs.

         The  therapeutics  are provided in liquid form,  with an average of 150
doses per bottle.  Treatments are applied  sublingually using a small dropper or
spray   dispenser.   The   therapeutics   are  sensitive  to   temperature   and
contamination,   and  therefore  must  be  stored  in  a  refrigerator  and  the
solution/dropper must remain sterile at all times.

          An HIV/AIDS patient will typically receive 4 doses per day until their
viral load has dropped  significantly toward the ND level, and then go on 1 dose
per day for a maintenance  period.  Past anecdotal  case study trials  conducted
with 3 human HIV/AIDS patients have shown these  therapeutics to be effective in
reversing  the HIV  viral  load to a  non-detect  (ND)  level.  In all cases the
patients have remained at an ND level since initially reaching the ND level (one
of these  patients  has a 5 year  history  of  maintaining  the ND  level).  All
patients have remained on a maintenance program of 1 dose per day since reaching
the ND level.

         The amount of time  required to reduce the viral load to ND is expected
to vary anywhere from 3 months to 24 months,  with the time period depending on;
1) the viral load level prior to starting  treatment,  2) the general  health of
the patient and 3) how well the patient  adheres to the rules and  procedures of
the treatment program.

(2)      Distribution Methods

         The  Company  plans to launch  case  study  pre-clinical  trials in the
continent of Africa in mid summer 2002.  If positive  results are achieved  from
these trials, the company will use the results to seek funding for a large scale
program to  distribute  the products  throughout  Africa using a network of over
10,000 missionaries.

(3)      Status of Publicly Announced New Products or Services

         On February 8, 2002, the Company issued a press release  announcing the
signing  of a letter  of intent  between  Micron  Solution,  Inc.,  and  PanaMed
Corporation.  This press release  indicated that the parties had signed a letter
of intent to pursue a reverse  merger and that under the terms of the merger the
Company's  shares will undergo a 10 to 1 reverse  split of Micron's 3.9M shares,
prior to issuing 21 million shares of stock to PanaMed shareholders.  This press
release also briefly described  PanaMed's  business and indicated that PanaMed's
management would take control of the combined Company.


                                        3

<PAGE>


         On or about  February  28,  2002,  the Company  issued a press  release
indicating  that management had formally  signed a  reorganization  agreement to
combine  Micron  with  PanaMed,  Inc.  This  press  release  indicated  that the
reorganization  would become effective March 1, 2002 but indicated that numerous
followup  transactions  were  required  to  complete  the  reorganization.  Such
transactions  included  completing  documentation to effect date 10 to 1 reverse
split of the  Company's  shares,  change in the name of the  Company  to PanaMed
Corporation  and  to  taking  any  other   appropriate  steps  to  complete  the
reorganization of the Company.

         On or  about  March  5,  2002,  the  Company  issued  a  press  release
announcing  that the Company had  successfully  reorganized and that the Company
had commenced operations as PanaMed Corporation.

         On or  about  March  11,  2002,  the  Company  issued  a press  release
indicating  that the Company plans to test and  distribute a  proprietary,  cost
effective line of immuno- modulating  therapeutic compounds for the treatment of
HIV/AIDS.  The press release  indicated  that the Company plans to launch formal

clinical  trials in April of 2002  within the  continent  of  Africa.  The press
release also indicates that upon the completion of successful trials the Company
will undertake a distribution program.

(4)      Competitive Business Conditions

         PanaMed  is  faced  with the  possibility  of  competition  from a wide
variety  of  pharmaceutical  companies,  each with  well  equipped  staff's  and
research facilities.  At the present time, these competitors are better financed
and operate with greater  capital than PanaMed.  There can be no assurance  that
the current and future  competitors  of PanaMed  will not succeed in  developing
products and pricing that are more widely  accepted in the  marketplace  or that
will render PanaMed's products noncompetitive.

         In addition,  certain of such current and future competitors of PanaMed
will have the resources required to respond  effectively to market changes or to
compete  successfully with more aggressive pricing policies than PanaMed.  There
can be no  assurance  that  PanaMed  will be able to compete  successfully  with
current or future  competitors  or that  competitive  pressures  will not have a
material adverse effect PanaMed's  business,  financial condition and results of
operations.

(5)      Dependence on Major Customers

         The Company does not have a base of customers.  Management  anticipates
that the demand for its products  will come  primarily  from the general  public
with the illnesses identified above.

(6)      Intellectual Property

         As stated above, the Company has obtained exclusive licensing rights to
distribute a proprietary line of immuno-modulating therapeutic compounds for the
treatment of HIV/AIDS.  In this regard, the Company has entered into a licensing
agreement  for the use of various  patented  methods  for the  treatment  of the
illnesses identified in section one above.

(7)        Effect of Governmental Approval and Regulation

     The Company is subject to various FDA regulations and/or foreign regulatory
bodies which govern or influence the research, testing,  manufacturing,  safety,
labeling,   storage,   record   keeping  and   advertising   and   promotion  of
pharmaceutical products and medical devices.

                                       4
<PAGE>


         The Company  believes it is in  compliance  with all material  foreign,
domestic and state laws and  regulations.  There can be no  assurance,  however,
that the Company will be able,  for financial  and other reason,  to continue to
comply with  applicable  laws,  rules and  regulations.  Failure or delay by the
Company  and/or its  designated  agents to comply with FDA  regulations or other
applicable regulatory  requirements could subject the Company to civil remedies,
including  fines,  suspensions,  delays of  approvals,  injunctions,  recalls or
seizures of products,  operating  restrictions,  as well as  potential  criminal
sanctions, which could have a material adverse effect on the Company.

         The Company's research, development, clinical trials, manufacturing and
marketing of its products, are subject to an extensive,  rigorous and frequently
changing  regulatory review process by the FDA and other regulatory  agencies in
the U.S. and various foreign countries. The process of obtaining and maintaining
required regulatory approvals is lengthy,  expensive and uncertain. For example,
FDA procedures for approval of  pharmaceuticals  and biologics  involve clinical
testing which occurs in three phases to  demonstrate  the safety and efficacy of
the  product.  Phase 1 clinical  trials  consist  of testing  for the safety and
tolerance  of the  product  with a small  group of  subjects  and may also yield
preliminary  information  about  the  effectiveness  and  dosage  levels  of the
product. Phase II clinical trials involve testing for efficacy, determination of
optimal dosage,  and identification of possible side effects in a larger patient
group.  Phase III clinical trials consist of additional testing for efficacy and
safety with an expanded patient group.  Upon successful  completion of Phase III
testing, a New Drug Application ("NDA") can be filed. Approval requires a review
of detailed data resulting  from the clinical  studies,  the  composition of the
drug, the labeling that will be used,  information on manufacturing methods, and
samples of the products.  After the FDA completes its review of the application,
a panel of medical experts typically reviews the products,  and the applicant is
required  to  answer  questions  regarding  its  safety  and  efficacy.  At  the
recommendation  of the panel,  an NDA may be granted and the product may then be

marketed.  After  the  product  has  been  approved  for  marketing,   Phase  IV
post-marketing  surveillance  studies may be required to provide additional data
to the FDA for longer term follow-up concerns.

         There  can be no  assurance  that  regulatory  clearance  will not take
longer than  currently  anticipated  because of delays,  problems or  unforeseen
safety difficulties or that regulatory clearance will ever be granted,  although
the Company believes that the appropriate  regulatory  clearance ultimately will
be forthcoming.  Failure to obtain the proper  regulatory  approval will prevent
the Company  from  marketing  the product,  which would have a material  adverse
effect on the Company's business, financial condition and results of operations.
Even if regulatory approval is obtained, a marketed  pharmaceutical  product and
its manufacturer are subject to continuing  regulatory  review, and discovery of
previously unknown problems or amendments to existing statutes or regulations or
the adoption of new statutes or regulations could result in restrictions on such
product or manufacturer, including withdrawal of the product from the market.

         The manufacturing  processes of the Company's  products will be subject
to certain regulatory guidelines. For example, the FDA establishes guidelines as
GMP (Good Manufacturing Practice). All pharmaceutical manufacturers operating or
distributing  product  in the USA  must  conform  to these  guidelines.  The FDA
inspects  these  facilities on a regular basis and notes any  deficiencies.  The
facility must correct such deficiencies within a specified period of time.

         Any new pharmaceutical  facility must go through a strict inspection by
the FDA, in a full audit,  and then adhere to the  guidelines.  Any facility not
adhering to these guidelines is subject to disciplinary action.

(8)     Cost of Environmental Regulation

         The Company  anticipates that it will have no material costs associated
with compliance with either federal, state or local environmental law.

(9)   Employees

         As of April 12,  2002,  the  Company  had 4  full-time  and 2 part-time
employees.  Three  of the  employees  are also  officers  and  directors  of the
Company.  None of the Company's  employees are represented by a labor union, and
the Company considers its employee relations to be good. The Company expects the
number of  employees  to grow over the next  twelve  months in  accordance  with
operational plans.

                                        5

<PAGE>

(c)      Reports to Security Holders

         To the extent that the Company is required to deliver annual reports to
security  holders through its status as a reporting  company,  the Company shall
deliver annual  reports.  Also, to the extent the Company is required to deliver
annual  reports  by the rules or  regulations  of any  exchange  upon  which the
Company's  shares are traded,  the Company shall deliver annual reports.  If the
Company is not required to deliver annual  reports,  the Company will not go the
expense of producing and delivering such reports.  If the Company is required to
deliver  annual  reports,  they will contain  audited  financial  statements  if
audited financial statements are required.

         Prior to the  filing  of the Form  10-KSB,  the  Company  had not filed
reports with the  Securities  and  Exchange  Commission  since 1989.  Management
anticipates  that Forms 10-KSB,  10-QSB,  and 8-K along with  appropriate  proxy
materials  will  have to be  filed  as they  come  due.  If the  Company  issues
additional shares, the Company may file additional  registration  statements for
those shares.

         The public may read and copy any  materials  the Company files with the
Securities and Exchange  Commission at the Commission's Public Reference Room at
450  Fifth  Street,  N.W.,  Washington,   D.C.  20549.  The  public  may  obtain
information on the operation of the Public Reference Room by call the Commission
at  1-800-SEC-0330.  The  Commission  maintains an Internet  site that  contains
reports,  proxy and  information  statements,  and other  information  regarding



issuers that file  electronically  with the Commission.  The Internet address of
the Commission's site is http://www.sec.gov).

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ITEM 2.  DESCRIPTION OF PROPERTY
--------------------------------------------------------------------------------

(a)      Principal Plants and Property and Description of Real Estate and
         Operating Data.

         The Company's  executive  offices now are located and substantially all
of its operating activities are conducted from office space at two locations: 1)
537 Constitution Avenue, Suite A, Camarillo,  California 93012,  telephone (805)
383- 3924, and 2) 1720 Market Tower,  10W.  Market St.,  Indianapolis,  IN 46204
(866) 727-0702.

         The Company  maintains its statutory  office at 50 West Liberty Street,
Reno, Nevada 89501,  telephone (775) 322-0626. The Company does not own any real
estate.

(b)      Investment Policies

         The  Company's  plan of  operations  is focused on the  development  of
research- related services described in Item (1) of this part. Accordingly,  the
Company  has no  particular  policy  regarding  each of the  following  types of
investments:

         (1)      Investments in real estate or interests in real estate;
         (2)      Investments in real estate mortgages; or
         (3)      Securities  of or  interests in persons  primarily  engaged in
                  real estate activities.

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ITEM 3.  LEGAL PROCEEDINGS
--------------------------------------------------------------------------------

         The  Company is not party to,  and none of the  Company's  property  is
subject to, any pending or threatened  legal,  governmental,  administrative  or
judicial  proceedings  that  will  have a  materially  adverse  effect  upon the
Company's financial condition or operation.

                                        6

<PAGE>
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ITEM 4.  SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS
--------------------------------------------------------------------------------

         To management's knowledge,  the company has not submitted any matter to
a vote of all of the  shareholders in over five years.  Since 1997,  shareholder
action has been taken via majority  shareholder  consent  pursuant to applicable
provisions of Nevada state law.

                                     PART II

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ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
--------------------------------------------------------------------------------

(a)      Market Information

         Quotations for the Company's common stock are made on the system of the
National Association of Securities Dealers,  Inc. ("NASDAQ"),  known on the Over
the Counter Bulletin Board under the symbol "PANA" and formerly under the symbol
MCSU.

         The following table sets forth the range of high and low bid prices for
the Company's  Common Stock for each quarterly  period  indicated as reported by
the  Research  Department  of the NASDAQ Stock  Market,  Inc.  These  quotations
reflect inter-dealer prices, without retail mark-up, mark-down or commission and
may not represent  actual  transactions.  The Research  Department of the NASDAQ
Stock Market,  Inc. has indicated  that high/low bid  information is unavailable
for certain periods:

         Common Stock
         Quarter Ended                      High Bid          Low Bid
         -------------                      --------          -------
         December 31, 2001                  $ 0.05            $0.05
         September 30, 2001                 Unavailable       Unavailable
         June 30, 2001                      Unavailable       Unavailable
         March 31, 2001                     Unavailable       Unavailable
         December 31, 2000                  Unavailable       Unvailable
         September 28, 2001                 Unavailable       Unavailable
         June 29, 2001                      Unavailable       Unavailable
         March 30, 2002                     Unavailable       Unavailable


(b)      Holders

         There were  approximately 527 holders of record of the Company's common
stock as of March 26, 2002.

(c)      Dividends

         There have been no cash  dividends  declared on any class of the common
stock in the last two (2) fiscal years.  The Company's  ability to pay dividends
has been limited by the  Company's  lack of revenues  and cash  available to pay
such  dividends.  Management  does not anticipate that dividends will be paid in
the future.

(d)      Issuance of Shares in the Last Three Years Prior to December 31, 2001.

         On or about May 18, 1998,  the Company  issued a total of 500 shares of
its common  stock to Mark Riddle in  exchange  for  services to the  corporation
which consisted of assisting in the formation of Micron Solutions,  Inc. and the
payment of some of the  expenses  attached  thereto.  The number of shares  were
arbitrarily  determined  and  carry a value of $0.50  on the  Company's  balance
sheet.  Such shares were issued  pursuant  to the  exemption  from  registration
contained in Section 4(2) of the Securities Act of 1933, as amended.

         On or about May 18, 1998,  the Company  issued a total of 500 shares of
its common stock to John J. Badger in exchange  for services to the  corporation
which consisted of assisting in the formation of Micron Solutions,  Inc. and the

                                       7

<PAGE>
payment of some expenses attached thereto. The number of shares were arbitrarily
determined  and  carry a value of $0.50 on the  Company's  balance  sheet.  Such
shares were issued  pursuant to the  exemption  from  registration  contained in
Section 4(2) of the Securities Act of 1933, as amended.

         In February of 1997,  the Company  issued  2,500,000  shares to John J.
Badger and 2,500,000 to Mark Riddle in connection  with their services  rendered
regarding the reinstatement of the Company's charter and for funds they advanced
to the Company in connection with the  corporation's  reinstatement and audit of
its financial statements.  Mr. Badger's shares were subsequently  transferred to
Capital  Recovery  Corp.  and  Equity  Redemptions,  Inc.,  entities  owned  and
controlled  by Tiffany  Zuzu,  the  Company's  treasurer  and a director  of the
Company.  All  such  shares  were  issued  in  reliance  on the  exemption  from
registration contained in Section 4(2)of the Securities Act of 1933, as amended,
and  the  certificates  representing  such  shares  bear  a  restrictive  legend
reflecting the limitations on future transfer of those shares.

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ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
--------------------------------------------------------------------------------

  Statements contained herein that are not historical facts are forward-looking
statements,  as that term is defined by the Private Securities Litigation Reform
Act of 1995.  Although the Company believes that  expectation  reflected in such
forward-looking  statements are reasonable,  the forward-looking  statements are
subject to risks and uncertainties that could cause results to differ from those
projected.  The Company cautions investors that any  forward-looking  statements
made by the Company are not  guarantees  of future  performance  and that actual
results may differ  materially  from those in the forward-  looking  statements.
Such  risks  and  uncertainties  include,  with  limitation:   well  established
competitors  who have  substantially  greater  financial  resources  and  longer
operating histories,  changes in the regulatory environment in which the Company
competes, and access to sources of capital.

         The  Company  has  not  had   revenues  in  the  last  two  (2)  years.
Accordingly, management's plan of operations follows:

Plan of Operation

         Early in 2002, the Company's president, Tiffany Zuzu, died. As a result
the  Company   business   suffered   serious   setbacks.   Given  the  Company's
circumstances, management decided it was in the Company's best interest to enter
into the exchange  agreement  with PanaMed  identified  in Part I, Item 1 above.
Accordingly, the Company's plan of operation has changed.

         As PanaMed,  the Company  will  undertake a program to launch  clinical
trials for the Havel  products  described  in Part I, Item 1 above.  If positive
results  are  shown,  the  Company  plans  to  seek  humanitarian   funding  for
distributing  the  AIDS/HIV  treatments  throughout  Africa.   Possible  sources
include;

- African Governments
- United Nations
- World Bank
- Gates Foundation

         PanaMed  plans to develop a system  for  monitoring  patient  progress,
recording  the  results,  and  storing  the  results  in a safe and  centralized
location.  The  system  will  allow a  patient's  progress  to be  monitored  at
different treatment centers, while insuring accurate patient identification.

The system will be  comprised  of two parts,  the Remote  System and the Central
Data Base. The following provides a brief description of each:

         Remote System

         The Remote System (RS) is a small, low cost, portable system which will
be used in the  treatment  centers for  analyzing  blood,  capturing and storing
patient blood panels,  entering relevant patient  information,  and transmitting
patient  records to the Central  Data Base for long term  storage.  At least one
Remote System will be provided to support each treatment  center.  The following
components are included with each system:

(1)      Portable Computer
(2)      Portable Blood Analyzer
(3)      Fingerprint Identification System
(4)      Communication Link
(5)      Remote System (RS) software application


                                       8

<PAGE>

         The Fingerprint  Identification  System,  Communication Link, and Blood
Analyzer  components are connected  directly to the Laptop  computer and operate
under control of the RS software.

         The Fingerprint  Identification  System provides the capability for the
patient's  finger prints to be captured  with a digital  scanner and stored as a
digital  image file.  The  digital  image is  processed  with  special  software
designed to create a unique ID code based on the image captured.  The ID code is
used as a password to open the patient's record,  providing a quick and easy way
to access the correct file and to insure that each  patient  receives the proper
medication  and treatment  instructions.  Once a patient's  file is open, the RS

menu  structure  provides a means to enter all  relevant  information  needed to
maintain good records (i.e.  patient's  contact info,  physician's  name, health
history, current condition,  etc.). The patient's blood sample can be applied to
the Blood  Analyzer,  which in turn creates a complete  blood panel report.  The
report is automatically  entered into the associated patient's file, providing a
valuable  component to the patient's  medical record.  The patient files will be
stored on RS hard disk during the day and  transmitted at night,  via phone line
or satellite communication, to the Central Data Base for safe keeping.

         Central Data Base

         This  is a  computer  based  system  installed  in a  safe  and  secure
facility.  The Central Data Base has the  capability  to  communicate  with each
Remote  System in the field and thereby  transmit/receive  patient  records on a
daily basis.  Patient records will be stored on hard disk for instant access and
also recorded on aperture card microfilm for data base backup and long term (100
years)storage.  The aperture card  provides a permanent  record of patient files
which cannot be altered, thereby eliminating any question of tampering after the
results  are  recorded.  Also,  the  aperture  cards  provide an ideal  means of
maintaining and accessing  patient files accumulated over a long period of time.
For example,  a 15 year medical history for John Doe can be easily and instantly
accessed from a small stack of cards stored together in a single location. Other
storage methods might require accessing small parts of a different mediums store
in different locations due to the long period of time involved.

         The Central Database is comprised of the following components:

(1)      Communication Link
(2)      Computer System
(3)      hard Disk Storage System
(4)      Aperture Card Recorder


--------------------------------------------------------------------------------

ITEM 7.  FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

                             MICRON SOLUTIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                              FINANCIAL STATEMENTS
                        AS OF DECEMBER 31, 2001 AND 2000

                                       9
<PAGE>



                             MICRON SOLUTIONS, INC.

                                TABLE OF CONTENTS
                                -----------------



                                                                   Page
                                                                   ----
                                                                    No.


ACCOUNTANT'S AUDIT REPORT                                           F-1

FINANCIAL STATEMENTS

         Balance Sheets                                             F-2

         Statements of Operations                                   F-3

         Statements of Changes in Stockholder's Equity           F-4 - F-5

         Statements of Cash Flows                                   F-6

NOTES TO FINANCIAL STATEMENTS                                    F-7 - F-8

<PAGE>


DALE Mcghie                                 Town & Country Plaza
CERTIFIED PUBLIC ACCOUNTANT                 1539 Vassar St. Reno, Nevada 89502
                                            Tel: 702-332-7744
                                            Fax: 702-332-7747

To the Board of  Directors
Micron Solutions Inc.
Reno, NV

                            ACCOUNTANT'S AUDIT REPORT
                            -------------------------

I have audited the  accompanying  balance  sheets of Micron  Solutions,  Inc. (a
development  stage  company as of December  31,  2001 and 2000,  and the related
statements of operations, changes in stockholders' equity and cash flows for the
year ended  December  31,  2001 and 2001.  These  financial  statements  are the
responsibility of the Company's  management.  My responsibility is to express an
opinion of these financial statements bases on my audit.

I have  conducted  my audit  in  accordance  with  generally  accepted  auditing
standards.  Those standards  require that I plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatements. An audit includes examining on test basis evidence supporting the
amounts and  disclosures  in the  financial  statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
I believe that my audit provides a reasonable basis for my audit.

In my opinion the statements  referred to above present fairly,  in all material
respects,  The financial  position of Micron  Solutions  Inc. as of December 31,
2001 and 2000 and the  results of its  operations,  and cash flows for the years
then ended and from  inception  to December  31, 2001,  are in  conformity  with
generally accepted accounting principles

As described in Note 1 to the financial  statements,  Micron Solutions Inc. is a
development  stage  company,  and its ability to continue as a going  concern is
dependent on attaining future profitable operations. The financial statements do
not  include  any  adjustments  that  might  result  from  the  outcome  if this
uncertainty. Reno Nevada

/s/ DALE Mcghie
---------------
    DALE Mcghie

                                      F-1

<PAGE>
<TABLE>
<CAPTION>

                             MICRON SOLUTIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                                  BALANCE SHEET
                               FOR THE YEAR ENDED
                           DECEMBER 31, 2001 AND 2000

                                     ASSETS
                                     ------
                                                           December-31       December-31
                                                              2001              2000
                                                            --------          --------
<S>                                                         <C>               <C>
 CURRENT ASSETS
             Cash                                           $    302          $    270
             (noteR3)eivable - Officers                        2,500             4,500
                                                            --------          --------
   TOTAL CURRENT ASSETS                                        2,802             4,770
                                                            --------          --------
PROPERTY AND EQUIPMENT
             Equipment                                        13,512            13,512

             less accumnulated deprec                          4,054             1,352
                                                            --------          --------
                                                               9,458            12,160
                                                            --------          --------
             TOTAL ASSETS                                   $ 12,260          $ 16,930
                                                            ========          ========

                     LIABILITIES AND STOCKHOLDER'S EQUITY
                     ------------------------------------

CURRENT LIABILITIES
             Accounts Payable                               $  3,311          $  1,217
                                                            --------          --------
STOCKHOLDER'S EQUITY
             Common Stock; $0.001 par
              value, 100,000,000 shares
             authorized; issued and outstanding
             3,965,200 at December 31, 2001                    3,965             3,965

             Paid in Capital                                  51,997            44,164

             Deficit accumulated during
             the development  stage                          (47,013)          (32,416)
                                                            --------          --------
             Total equity                                      8,949            15,713
                                                            --------          --------
                                                            $ 12,260          $ 16,930
                                                            ========          ========
</TABLE>

     The accompany notes are an integral part of these financial statements

                                      F-2
<PAGE>


                             MICRON SOLUTIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                             STATEMENT OF OPERATIONS
                 FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000
                            (see accountants report)
                                                                 Accumulated
                                                                Deficit from
                                                                 Ineption of
                                      YEAR ENDED  YEAR ENDED     Development
                                     12/31/2001   12/31/2000      Stage to
                                                                  12/31/01
                                      --------    --------        --------
REVENUE                               $     13    $   --          $     13
                                      --------    --------        --------
OPERATING COSTS AND
 EXPENSES

             Legal & Professional        8,516       6,902          26,471
             Organizational Costs          --         --            12,027
             Bank Fees                     166          84             389
             Credit Card Fees              315         338             674
             Depreciation                2,702       1,352           4,054
             Office Supplies               --           68              68
             Postage                       250         300             550
             Printing                      --          133             133
             Repair and Miantenance      1,160        --             1,160
             Rent                        1,500        --             1,500
                                      --------    --------        --------

             Expenses                   14,609       9,178          47,026
                                      --------    --------        --------

             Net Income (loss)        $(14,596)   $ (9,178)        (47,013)
                                      ========    ========        ========

loss per share                        $ (0.003)   $(0.0030)
                                      ========    ========
     The accompany notes are an integral part of these financial statements

                                       F-3
<PAGE>

<TABLE>
<CAPTION>

                             MICRON SOLUTIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                  STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
                    FOR THE THREE MONTHS ENDED MARCH 31, 2001
                                                                                            Accumulated
                                                                                           Deficit since
                                                 Common         Stocks       Paid in       inception of
                                                 Issued         Amount       Capital      Development Stage
                                              -----------    -----------    -----------     -----------

<S>                                            <C>          <C>            <C>             <C>
Balance Deeember 31, 1996
as restated (note 1)                           9,816,004    $    49,080    $ 1,897,151           --

 Write off Liabilities  note 1

 Reverse stock split of
 five shares surrendered
 for one share issued                         (7,852,804)       (47,117)        47,117           --

Quasi - reorganization  (note 1)                       8           --       (1,946,231)          --

 Net (Loss) for the year
 ending December 31,
 1996                                              --              --             --             --
                                              -----------    -----------    -----------     -----------

 Balance December 31
 1996                                          1,963,200          1,963         (1,963)          --

 Issue of shares in Micron                         2,000              2          9,174           --
 Solutions for Cash

 Issue of Shares in Micron
 for services, no value                        2,000,000          2,000         (2,000)          --

 Net (Loss) for the  year
 ending December 31,
 1997                                               --             --             --             --
                                              -----------    -----------    -----------     -----------
 Balance December 31,
 1997                                          3,965,200          3,965          5,212           --

 Contributed Capital                                --             --            4,649           --
 Net (loss) for the year
 ending December 31
 1998                                               --             --             --              (69)
                                              -----------    -----------    -----------     -----------

 Balance December 31,
 1998                                          3,965,200          3,965          9,861            (69)
                                              -----------    -----------    -----------     -----------
</TABLE>

    The accompanying notes are an integral part of these financial statements
                                      F-4
<PAGE>


<TABLE>
<CAPTION>

                             MICRON SOLUTIONS, INC.
                         (A DEVELOPMENTS STAGE COMPANY)
                  STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
                    FOR THE THREE MONTH ENDED MARCH 31, 2001

                                   CONTINUED
                                                                                                  Accumulated
                                                                                                 Deficit since
                                                 Common              Stocks       Paid in        inception of
                                                 Issued              Amount       Capital      Development Stage
                                               ---------           ---------   ---------          ---------

<S>                                            <C>                  <C>          <C>            <C>
Contributed Capital                                 --                  --        17,553               --

Net (loss) for the
Year Ended December 31
1999                                                --                  --          --              (23,171)
                                               ---------           ---------   ---------          ---------

Balance December 31
1999                                           3,965,200               3,965   $  27,414            (23,240)
                                               ---------           ---------   ---------          ---------

Contributed Capital                                    0                   0   $  16,750               --

Net (loss) for the
Year Ended December 31
2000                                                --                  --          --               (9,177)
                                               ---------           ---------   ---------          ---------

Balance Deember 31, 2000                       3,965,200               3,965   $  44,164            (32,417)
                                               ---------           ---------   ---------          ---------

Contributed Capital                                 --                  --     $   7,833               --

Net (loss() for the
year ended
31-Dec-01                                           --                  --          --              (14,596)
                                               ---------           ---------   ---------          ---------

 Balance December 31, 2001                     3,965,200           $   3,965   $  51,997          $ (47,013)
                                               =========           =========   =========          =========

</TABLE>
   The accompanying Notes are an integral paret of these financial statements

                                       F-5

<PAGE>

<TABLE>
<CAPTION>

                             MICRON SOLUTIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                             STATEMENT OF CASH FLOWS
                 FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000
                                   Accumulated
                                      Since
                                                                                                     inception of
                                                    31-Dec               31-Dec                       Development
                                                     2001                 2000                           stage
                                               -----------------   --------------------           --------------------
CASH FLOWS FROM OPERATING ACTIVITIES:

<S>                                              <C>                     <C>                            <C>
             Net Loss                            $(14,598)               $ (9,178)                      $(47,050)
             Adjustments to reconcile net loss          3
             to net cash used by operating
             activities:
             Depreciation                           2,702                   1,352                       $  4,054
             Net (Increase) Decrease in
             Accounts and Loans Receivable          2,000                  (4,500)                        (2,500)
             Organizational Costs - Note 1

             Increase (Decrease)
             in Accounts Payable                    2,098                   1,218                          3,316
                                                 --------                --------                       --------

             Net Cash provided (used) by
             operating Activities                  (7,798)                (11,108)                       (42,180)
                                                 --------                --------                       --------

CASH FLOWS FROM INVESTING ACTIVITIES:

             Loan Receivable - Officers
             Purchases of Equipment                  --                   (12,532)                        13,512
                                                 --------                --------                       --------

             Net Cash provided (used)
             by Investing Activitiesa                --                   (12,532)                       (12,532)
                                                 --------                --------                       --------

CASH FLOWS FROM FINANCING ACTIVITIES:

             Sale of Capital Stock and
             amounts contributed to capital         7,834                  16,750                         59,279
                                                 --------                --------                       --------

             Net cash provided by
               Financing Activities                 7,834                  16,750                         58,279
                                                 --------                --------                       --------

             Increase in Cash                          36                  (6,890)                           306

             Cash and Cash Equivalents,
             beginning of year                        270                   7,160                           --
                                                 --------                --------                       --------

             Cash and Cash Equivalents,
               end of year                       $    302                $    270                       $    302
                                                 ========                ========                       ========
</TABLE>

    The accompanying notes are an integral part of these financial statements

                                      F-6

<PAGE>


                             MICRON SOLUTIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                  FOR THE YEAR ENDED DECEMBER 31, 2001 AND 2000

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION AND HISTORY:
Micron  Solutions  Inc.,  (Micron)  was formed on  September 5, 1997 as a Nevada
corporation in order to complete a merger with  Shillelagh  Ventures,  Chartered
(Shillelagh),  both  corporations  have been  inactive  except for  spending  on
reorganization  costs  during  1997 and  1998.  Micron  Solutions  Inc.,  is the
surviving company. Shillelagh Ventures,  Chartered was an active holding company
until 1991 at which time they ceased  operations  on August 31, 1991  Shillelagh
showed liabilities  totaling $340,031.  Management believes these liabilities no
longer  are  valid  and  the  statute  of  limitations  have  caused  them to be
uncollectable and they were written off.

On the ninth of September,  1997, the shareholders of Shillelagh  exchanged five
shares of its $.005 par value  common  stock for each one share of Micron  $.001
par value common stock. The shareholders  then voted to reorganize and through a
Quasi-reorganization  eliminated  its deficit  retained  earnings of $1,976,231.
There were no adjustments to Assets or Liabilities.

On September 10, 2001, the Board of Directors  authorized an 2 for 1 stock split
of common stock to stockholders of record on September 10, 2001

The financial statements have been restated to reflect these transactions.

NATURE OF BUSINESS:
The Company provides specialized services directed to the investment  community,
(such as researching stock as to value and name changes) and also to the general
public through the internet..

USE OF ESTIMATES:
The  preparation  of financial  statements in conformity  with general  accepted
accounting  principals require management to make estimates and assumptions that
affect certain  reported amounts and  disclosures.  Accordingly,  actual results
could differ from these estimates.

ORGANIZATION COSTS:
The Company has adopted  Statement  of Position  (SOP) 98-5,  "Reporting  on the
Costs of Start-UP  Activities" issued in April 1998 by the Accounting  Standards
Executive  Committee of the American Institute of Certified Public  Accountants.
Pursuant to SOP 98-5,  Organizational  costs were expensed in 1999.  For Federal
Income tax reporting,  organization  costs are  capitalized and amortized over a
5-year period after commencement of operations.

EARNINGS PER SHARE:
The earnings per share  calculation are based on the weighted  average number of
shares outstanding during the period, 3,965,200 in 2001, and 2000

INCOME TAX:
Due to no earnings as of December 31,  2001,  no  provision  for Federal  income
taxes has been made.

DIVIDEND POLICY:
The Company has not paid any dividends and any dividends that may be paid in the
future  will  depend upon the  financial  requirements  of the Company and other
relevant factors.

                                       F-7

                             MICRON SOLUTIONS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                  FOR THE YEAR ENDED DECEMBER 31, 2001 AND 2000


NOTE 1 - CONTINUED

PROPERTY AND EQUIPMENT
Property  and  equipment  consists of a Computer  and  Web-site,  which is being
depreciated  over a  period  of  five  years  using  the  straight-line  method.
beginning in January of 2000.

NOTE 2 - GOING CONCERN
As discussed in Note 1, the company has been in a dormant stage since 1991.  The
company has no  productive  asset and may have prior  unknown  liabilities.  The
company plans include infusing capital.  The financial statements do not include
any adjustments that might result from the outcome of these uncertainties. These
factors  raise  concern  about the  company's  ability  to  continue  as a going
concern.

NOTE 3 - LOANS RECEIVABLE - OFFICERS
There is a loan receivable from officers for $2500 payable by March 31 2002 with
interest at 4% per annum.

NOTE 4 - NET OPERATING LOSS CARRY FORWARD

Because of the change in ownership and the value of Shillelagh the net operating
loss  carry  forward  prior to 1997 will be  negligible.  Net  operating  losses
occurring  after 1996 can be carried  forward to be used against future earnings
for a 15-year period. as follows:



     Year of           Amount of Unused Operating     Expiration  During
      Loss                 Loss Carryforwards:            Year Ended
      ----                 -------------------            ----------
      1998                    $     68                       2013
      1999                    $ 23,171                       2014
      2000                    $  9,177                       2015
      2001                    $ 14,596                       2016

                                      F-8
<PAGE>


                                    PART III

--------------------------------------------------------------------------------
ITEM 9.            DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
         COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT
--------------------------------------------------------------------------------

(a)      Directors and Executive Officers

         As of April 12,  2002,  the  directors  and  executive  officers of the
Company,  their  ages,  positions  in the  Company,  the dates of their  initial
election or appointment as director or executive officer,  and the expiration of
the terms as directors are as follows:

                                                            Period Served As
Name               Age      Position                      Director or Officer*
----               ---      --------                      --------------------

Phillip Butler     48        CEO and                      March 2002 -Present
                             Director

Thomas Sims        51        President, Treasurer &       March 2002 to Present
                             Chairman of the Board

Dan Butler         45        Director                     March 2002 to Present

Catherine Sims     51        Secretary                    March 2002 to Present

*On March 1, 2002 all of Micron's  directors,  officers and management  resigned
their positions and PanaMed's directors,  officers and management were installed
as the company's new governing body. In the future, the Company's directors will
be elected at the annual  meeting of  stockholders  and will hold  office  until
their successors are elected and qualified. The Company's officers are appointed
annually by the Board of Directors and serve at the pleasure of the Board.

(b)      Business Experience:

         Phillip Butler, CEO and Director

         Mr. Butler, a co-founder of PanaMed, has served as PanaMed's CEO and as
a director since the inception of the company.

         For over 20 years. Mr. Butler has been involved in developing financial
strategies, corporate development,  mergers, acquisitions, and financing. He has
a wide variety of expertise and has worked with small and large companies across
the country.  These range from large companies such as Eli Lilly,  Chrysler, and
International Paper, to dozens of medium size and start-up companies. Mr. Butler
comes  from  an  insurance  and  stock  brokerage  background,  however  he  has
experience in construction, management, manufacturing, government contracts, and
product distribution.

         Thomas Sims, President and Chairman

         Mr. Sims, a co-founder of PanaMed, has served as PanaMed's President,
Treasurer and Chairman since the company's inception.

         Mr. Sims has  accumulated a wide variety of experience over the past 28
years in working for small, medium, and large companies,  such as Eaton, Allied,
Bunker Ramo, Alpharel,  and Quintek,  with  responsibilities that include design
engineering,  project  engineering,  program management,  executive  management,
sales, marketing, product distribution,  legal, financial, business development,
and corporate development.  His accomplishments  includes;  launching companies,
raising money, mergers,  acquisitions,  joint ventures,  launching subsidiaries,
establishing and building strategic  partnerships  (domestic and international),
going public and  launching/nurturing a public trading network (e.g. Wall street
investors,  market-makers,  traders, analysts, IR, etc.). Mr. Sims received a BS
degree in  Electronics  Engineering  Technology  from the University of Southern
Colorado in 1973.
                                       10
<PAGE>

         Dan Butler, Director

         Mr. Butler,  a co-founder of PanaMed,  has served as director since the
Company's  inception.  Dan has  over 20  years of  experience  in the  Christian
ministry  and is on the steering  committed  for a large  missionary  network in
Africa.  Mr. Butler received his BS degree in biology from Purdue  University in
1978.

         Todd Davis, Executive VP Corporate Development

         Mr. Davis, a co-founder of PanaMed,  has served as PanaMed's  Executive
VP of  Corporate  Development  since  the  company's  inception.  Mr.  Davis has
accumulated 12 years experience in the investment banking industry while working
for  several  small to mid size  regional  investment  banking  firms  and as an
independent   consultant   for   public   companies   in   the   Chicago   area.
Responsibilities  include numerous  management  positions relating to; corporate
research,  IPOs, secondary  offerings,  private placements (public and private),
reverse  mergers,  and bridge  financing.  Mr.  Davis  received his BS degree in
Administrative  Communications,  with an emphasis  in  business,  from  Northern
Arizona University in 1989.

         Seth Cayer, Executive VP International Development

         Mr. Cayer, a co-founder of PanaMed,  has served as PanaMed's  Executive
VP of International  Development  since the Company's  inception.  Seth has more
than seven years experience in the investment  banking and corporate  consulting
industries with primary focus on corporate growth strategy.  Responsibilities at
the executive management level include corporate growth and development,  market
penetration, sales and marketing, joint ventures, private placements,  secondary
offerings, mergers and acquisitions, seed, pipeline and bridge financing, market
strategies  and  analysis.  Mr. Cayer studied  economics at Boston  College with
emphasis on international business.


(c)      Directors of Other Reporting Companies:

         Thomas Sims, the Company's President,  Treasurer and Chairman,  is also
the  President,  CEO,  and  Chairman  of  Quintek  Technologies,  Inc.,  a fully
reporting  public  company  trading on NASDAQ's Over the Counter  Bulletin Board
under the symbol "QTEK".

(d)      Employees:

         The officers and directors  who are  identified  above are  significant
employees of the Company.

(e)      Family Relationships:

         - Phillip Butler and Dan Butler are brothers.

         - Thomas Sims and Catherine Sims are husband and wife

(f)      Involvement in Certain Legal Proceedings:

         None of the officers,  directors,  promoters or control  persons of the
Company have been involved in the past five (5) years in any of the following:

(1)      Any bankruptcy  petition filed by or against any business of which such
         person was a general partner or executive officer either at the time of
         the bankruptcy or within two years prior to that time;

(2)      Any conviction in a criminal proceedings or being subject to a pending
         criminal proceeding (excluding traffic violations and other minor
         offenses);

(3)      Being  subject  to any order,  judgment  or  decree,  not  subsequently
         reversed, suspended or vacated, or any Court of competent jurisdiction,
         permanently or temporarily enjoining,  barring, suspending or otherwise
         limiting his involvement in any type of business, securities or banking
         activities; or
                                       11
<PAGE>

(4)      Being found by a court of competent  jurisdiction  (in a civil action),
         the  Commission or the  Commodity  Futures  Trading  Commission to have
         violated a federal or state securities laws or commodities law, and the
         judgment has not been reversed, suspended, or vacated.


(g)      Section 16a Beneficial Ownership Compliance

         Together with the filing of this Form 10-KSB,  the officers,  directors
and beneficial  owners of more than 5% of the Company's  common stock are filing
their initial statements of ownership on Form 3. To management's knowledge, such
filings  are the only  filings  made on Forms 3, 4 or 5 in  connection  with the
Company's stock since the Company's charter was reinstated.

--------------------------------------------------------------------------------
ITEM 10. EXECUTIVE COMPENSATION
--------------------------------------------------------------------------------

         The  Company,  under  Micron's  management,  has  not  compensated  its
management in the last three years due to the fact that the Company has not been
engaged in business since 1990. The following table sets forth information about
compensation paid or accrued by the PanaMed  management  between August 29, 2001
(inception)  and December 31, 2001.  None of the  Company's  Executive  Officers
earned more than $100,000 during the years ended December 31, 2001.

<TABLE>
<CAPTION>

                           Summary Compensation Table

                             Long Term Compensation

                       Annual Compensation Awards Payouts




                                                      (e)                             (g)
                                                   Other             (f)        Securities                     (i)
        (a)            (b)                         Annual       Restricted      Under-            (h)      Other
Name and                         (c)        (d)    Compen-      Stock           Lying          LTIP        Compen-
Principal                     Salary     Bonus     sation       Awards          Options/       Payouts     sation
Position             Year     $          ($)       ($)          ($)             SARs(#)        ($)         ($)
--------             ----     -          ---       ---          ---             -------        ---         ---
Phillip Butler
<S>                  <C>      <C>        <C>       <C>          <C>             <C>            <C>         <C>
CEO and              2001     $None      $None     $None        $None           None           $None       $None
Director             2000     $None      $None     $None        $None           None           $None       $None
                     1999     $None      $None     $None        $None           None           $None       $None

Thomas Sims
President            2001     $None      $None     $None        $None           None           $None       $None
                     2000     $None      $None     $None        $None           None           $None       $None
                     1999     $None      $None     $None        $None           None           $None       $None

Todd Davis
Executive VP/        2001     $None      $None     $None        $None           None           $None       $None
Director             2000     $None      $None     $None        $None           None           $None       $None
                     1999     $None      $None     $None        $None           None           $None       $None

</TABLE>


                                       12

<PAGE>


--------------------------------------------------------------------------------
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
--------------------------------------------------------------------------------

(a)      5% Shareholders:

         The following  information  sets forth certain  information as of April
15,  2002 about each  person  who is known to the  Company to be the  beneficial
owner of more than five percent (5%) of the Company's Common Stock:
<TABLE>
<CAPTION>

                           (2)
  (1)              Name and Address                    (3)                                 (4)
 Title                 of Beneficial              Amount and Nature of                   Percent of
of Class                  Owner                     Beneficial Ownership                    Class
--------          ------------------------        -----------------------------        ---------------


<S>               <C>                           <C>                                   <C>
Common            Briargate Investment           4,000,000                            18.0 % (Note 1)
                  5465 White Oak, #112
                  Encina, CA 91316

Common            Seth Cayer                     1,400,000                              6.3%  (Note 2)
                  265 Narragansett Pkwy.
                  Warwick, R.I. 02888

Common            Quintek Technologies, Inc.     2,000,000                              9.0%  (Note 3)
                  537 Constitution Ave.
                  Suite B
                  Camarillo, CA 93012

Common            Rayne Forecast, Inc.           1,400,000                              6.3%  (Note 4)
                  29606 N. Tatum Blvd., #118
                  Cave Creek, AZ 85331

  (1)              Name and Address                    (3)                                 (4)
 Title                 of Beneficial              Amount and Nature of                   Percent of
of Class                  Owner                     Beneficial Ownership                    Class
--------          ------------------------        -----------------------------        ---------------
</TABLE>


<TABLE>
<CAPTION>

                           (2)
  (1)              Name and Address                    (3)                                 (4)
 Title                 of Beneficial              Amount and Nature of                   Percent of
of Class                  Owner                     Beneficial Ownership                    Class
--------          ------------------------        -----------------------------        ---------------


<S>               <C>                           <C>                                   <C>

(b)        Security Ownership of Management:


Common            Phillip J. Butler                      4,850,000                     21.8% (Note 5)
                  1720 Market Tower
                  10W Market St.
                  Indianapolis, IN 46204

Common            Catherine W. Sims                      4,300,000                     19.4% (Note 6)
                  537 Constitution Ave.
                  Suite A
                  Camarillo, CA 93012

Common            Thomas W. Sims                         4,300,000                     19.4% (Note 6)

</TABLE>
                                       13
<PAGE>

<TABLE>
<CAPTION>

                  537 Constitution Ave.
                  Suite A
                  Camarillo, CA 93012

<S>                                                      <C>                            <C>
Common            Daniel L. Butler                       1,000,000                      4.5% (Note 7)
                  537 Constitution Ave.
                  Suite A
                  Camarillo, CA 93012

Common            All Directors and                     10,150,000                     45.8%
                  Officers as a Group
</TABLE>

Notes:

(1) The stock issued to Briargate  Investment,  LLC is being held by the Company
pending  completion of services due the Company in connection  with the original
issuance of these shares.

(2) Seth Cayer is a co-founder and an employee of PanaMed.

(3) In  November  of 2001,  Quintek  Technologies,  Inc.  (Quintek)  and PanaMed
executed a stock swap transaction in which 2,000,000 shares of Quintek stock was
exchanged for 2,000,000  shares of PanaMed stock.  In a subsequent  transaction,
600,000  Quintek  shares  and  200,000  PanaMed  shares  were used by PanaMed as
collateral for securing a $100,000 loan from Dr. George Hogenson,  an accredited
private investor.  Thomas Sims is the President, CEO and Chairman of Quintek and
President, Treasurer and Chairman of PanaMed.

(4) Rayne Forecast,  Inc. is a private company owned and operated by Todd Davis.
Todd is a co-founder and an employee of PanaMed.

(5) Of the 4,850,000  shares  controlled by Phillip  Butler,  4,350,000 of these
shares are held directly by Mr. Butler and his assignees and, 500,000 shares are
held by  Corporate  Development  Strategies,  Inc. a private  company  owned and
operated by Mr. Butler. Phillip is a co-founder, employee, officer, and director
of PanaMed.

(6) Thomas Sims (the Company's President,  Treasurer and Chairman) and Catherine
Sims (the  Company's  Secretary)  and their  assignees,  jointly  own a total of
4,300,000  shares of PanaMed  stock and thereby  jointly  hold an 18.60%  equity
position in PanaMed.  Thomas and Catherine are husband and wife and  co-founders
and employees of PanaMed.

(7) Of the 1,000,000 shares controlled by Daniel Butler, 800,000 shares are held
directly by Daniel, and 200,000 shares are held by the United Pentecostal Church
of  Bellflower  and  controlled  indirectly  by Daniel.  Daniel is a director of
PanaMed and a brother to Phillip Butler.

(c)        Changes in Control:

           A change of control of the Company  occurred in  connection  with the
exchange  agreement  effective  March 1, 2002 as  described in Part I, Item No.1
above.

                                       14

<PAGE>

--------------------------------------------------------------------------------
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
--------------------------------------------------------------------------------

         Effective as of March 1, 2002, the Company issued a total of 23,121,000
shares of its common stock to the  shareholders  of PanaMed,  Inc., a California
corporation,  as part of the exchange agreement between the Company and PanaMed.
The shares were issued in exchange for all the issued and outstanding  shares of
PanaMed.  All such shares,  including  the shares issued by PanaMed Inc. and the
shares issued by PanaMed  Corporation,  were issued in reliance on the exemption
from  registration  contained in Section 4(a) of the  Securities Act of 1933, as
amended, and the certificates representing such shares bear a restrictive legend
reflecting the limitations on future transfer of those shares.

         Some of the officers and employees of the company have  received  loans
from the  company.  Details of the loan  transactions  will be  provided  in the
company's upcoming audit report to be filed within 60 days after March 1, 2002.

--------------------------------------------------------------------------------

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

--------------------------------------------------------------------------------

         To  management's  knowledge,  the  company has not filed any reports on
Form 8-K during the last year or during the last five years.

(a)      Exhibits

Assigned
Number   Description
------   -----------
(2)      Plan  of   acquisition,   reorganization,   arrangement,   liquid,   or
         succession: None

(3)(ii)  By-laws of the Company: Included in the Company's Form 10-SB filing and
         incorporated by reference herein.

(4)      Instruments defining the rights of holders including indentures: None

(9)      Voting Trust Agreement:   None

(10)     Material Contracts:   Exchange Agreement effective March 1, 2002.

(11)     Statement regarding computation of per share earnings: Computations can
         be determined from financial statements.

(16)     Letter on change in certifying accountant:   None

(18)     Letter on change in accounting principles:   None

                                       15

<PAGE>


(21)     Subsidiaries of the registrant:   None

(22)     Published report regarding matters submitted to vote: None

(23)     Consent of reports and counsel: None

(24)     Power of Attorney:   None

(99)     Additional Exhibits:   None

(b)      Reports on Form 8-K

         No reports on Form 8-K were filed in the last quarter of 2001.

--------------------------------------------------------------------------------
                                   SIGNATURES
--------------------------------------------------------------------------------



         In  accordance  with  Section  13 or 15(d)  of the  Exchange  Act,  the
Registrant  caused  this  report to be signed on its behalf by the  undersigned,
thereunto duly authorized.

Dated:   March 30, 2001.

                                                      PANAMED, INC.
                                                      By /s/ Thomas Sims
                                                      -------------------
                                                              Thomas Sims
                                                              President



                                       16

<PAGE>