UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



FORM 10-Q





|[X] | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
        For the quarterly period ended March 31, 2009
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------

|[ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
        For the transition period from N/A to N/A
|--- | ----------------------------------------------------------------------------------------------------------------------------------



Commission File No. 000-28745





Cloud Medical Doctor Software
Corporation

(Name of small business issuer
as specified in its charter)

(formerly National Scientific Corporation)





|Texas                                                           | 86-0837077                       
|--------------------------------------------------------------- | ---------------------------------
|( State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.)



736 East Braeburn Drive, Phoenix,
Arizona 85022

(Address of principal executive offices)
(Zip Code)

(702) 818-9011

Registrant’stelephone number, including area code



Indicate by check mark whether the Registrant
(1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
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  [
]   No  [X]



Indicate by check mark whether the registrant
has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted
and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files).

Yes [ ]    
No [X]



Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large
accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange
Act.

|Large accelerated filer | [ ] | Accelerated
    filer     | [ ]
|----------------------- | --- | ------------------------- | ---
|Non–Accelerated filer   | [ ] | Smaller reporting company | [X]



Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b–2 of the Exchange
Act).

Yes[ ]No[X]



Indicate the number of shares outstanding of each of
the issuer’s classes of common stock, as of the latest practicable date.



|Class                         |  | Outstanding at  January 27, 2013
|----------------------------- |  | --------------------------------
|Common stock, $0.01 par value |  | 211,891,212                     





Table of Contents-1-









CLOUD MEDICAL DOCTOR SOFTWARE CORPORATION

INDEX TO FORM 10-Q FILING

FOR THE THREE AND SIX MONTHS ENDED
MARCH 31, 2009 AND 2008



TABLE OF CONTENTS



|                               |                                                                                             | PAGE
|------------------------------ | ------------------------------------------------------------------------------------------- | ----
|PART I - FINANCIAL INFORMATION |                                                                                            
|                               |                                                                                             |     
|Item 1.                        | Condensed Consolidated Financial Statements (Unaudited)                                     | 3   
|                               | Consolidated Balance Sheets                                                                 | 4   
|                               | Consolidated Statements of Operations                                                       | 5   
|                               | Consolidated Statement of Cash Flows                                                        | 6   
|                               | Notes to Condensed Consolidated Financial Statements                                        | 7   
|Item 2.                        | Management Discussion & Analysis of Financial Condition and Results of Operations           | 30  
|Item 3                         | Quantitative and Qualitative Disclosures About Market Risk                                  | 38  
|Item 4.                        | Controls and Procedures                                                                     | 38  
|                               |                                                                                             |     
|PART II - OTHER INFORMATION    |                                                                                            
|                               |                                                                                             |     
|Item 1.                        | Legal Proceedings                                                                           | 40  
|Item 1A.                       | Risk Factors                                                                                | 40  
|Item 2.                        | Unregistered Sales of Equity Securities and Use of Proceeds                                 | 40  
|Item 3.                        | Defaults Upon Senior Securities                                                             | 41  
|Item 4.                        | Mining Safety Disclosures                                                                   | 41  
|Item 5                         | Other information                                                                           | 41  
|Item 6.                        | Exhibits                                                                                    | 42  
|                               |                                                                                             |     
|                               |                                                                                             |     
|CERTIFICATIONS                 |                                                                                            
|31.1                           | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act. |     
|31.2                           | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act. |     
|32.1                           | Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act. |     
|32.2                           | Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act. |     







Table of Contents-2-







PART I

FINANCIAL INFORMATION



Item 1. Financial Statements



THE COMPANY PREVIOUSLY HAD INSUFFICIENT
WORKING CAPITAL TO PAY FOR THE PROFESSIONAL SERVICES REQUIRED TO PREPARE, AUDIT, AND FILE THE QUARTERLY AND ANNUAL REPORTS REQUIRED
BY THE SECURITIES ACT OF 1934. AS A RESULT, THE AUDITORS WHO AUDITED THE SEPTEMBER 30, 2007 FINANCIAL STATEMENTS AND REVIEWED THE
QUARTERLY REPORTS THROUGH JUNE 30, 2008 RESIGNED EFFECTIVE DECEMBER 13, 2011.

IN FEBRUARY 2010 THE BOARD OF
DIRECTORS VOTED TO DISCONTINUE THE MOBILE DVR AND LOCATION PRODUCTS LINE OF BUSINESS REPORTED IN THESE FINANCIAL STATEMENTS
DUE TO THE CUMULATIVE EFFECTS OF SEVERELY DECLINING REVENUES RESULTING FROM THE 2008 RECESSION. SINCE THIS DECISION WAS MADE
SUBSEQUENT TO THE YEARS ENDED SEPTEMBER 30, 2008 AND 2009, THE QUARTERLY AND YEAR END STATEMENTS FOR THOSE YEARS ARE BEING
REPORTED ON A GOING CONCERN BASIS RATHER THAN AS DISCONTINUED OPERATIONS. THEY WILL, HOWEVER, BE REPORTED AS DISCONTINUED
OPERATIONS COMMENCING WITH THE FISCAL 2010 FILINGS.

NEW MANAGEMENT HAS SUBSEQUENTLY
INFUSED SUFFICIENT WORKING CAPITAL TO BRING THE 1934 ACT FILINGS CURRENT. ADDITIONALLY, A NEW LINE OF BUSINESS HAS ALSO COMMENCED
WHICH WILL BE REPORTED ON IN THE FISCAL 2011 AND 2012 FILINGS.

ACCORDINGLY,
THIS FILING IS BEING SUBMITTED ONLY TO COMPLY WITH SEC RULES AND REGULATIONS AND SHOULD NOT BE RELIED UPON FOR YOUR INVESTMENT
DECISIONS. THE OPERATIONS REPORTED ON IN THIS DOCUMENT HAVE BEEN DISCONTINUED AS OF FEBRUARY 4, 2010. NEW MANAGEMENT ENCOURAGES
THE READERS OF THIS DOCUMENT TO SUSPEND ANY INVESTMENT DECISIONS PERTAINING TO THIS STOCK UNTIL THE FILINGS ARE BROUGHT CURRENT.

The accompanying reviewed interim
consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q.  Therefore, they
do not include all information and footnotes necessary for a complete presentation of financial position, results of operations,
cash flows, and stockholders' equity in conformity with generally accepted accounting principles.  Except as disclosed
herein, there has been no material change in the information disclosed in the notes to the consolidated financial statements included
in the Company's Annual Report on Form 10-K for the year ended September 30, 2008.  In the opinion of management, all
adjustments considered necessary for a fair presentation of the results of operations and financial position have been included
and all such adjustments are of a normal recurring nature.  Operating results for the six months ended March 31, 2009
are not necessarily indicative of the results that can be expected for the year ending September 30, 2009.

Table of Contents-3-







|CLOUD MEDICAL DOCTOR SOFTWARE CORPORATION                                                                                                                                     
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(Formerly National Scientific Corporation)                                                                                                                                    
|BALANCE SHEET                                                                                                                                                                 
|                                                                                                                                                                              
|                                                                                                                                                                              
|ASSETS                                                                                                                                                                        
|Cash                                                                                                                                                                          
|Account receivables, net                                                                                                                                                      
|Prepaid expenses                                                                                                                                                              
|Inventory                                                                                                                                                                     
|Total current assets                                                                                                                                                          
|                                                                                                                                                                              
|Deposit                                                                                                                                                                       
|Deferred offering costs, net                                                                                                                                                  
|TOTAL ASSETS                                                                                                                                                                  
|LIABILITIES AND SHAREHOLDERS DEFICIT                                                                                                                                          
|Account payables and accrued expenses                                                                                                                                         
|Disputed accrued expenses - related party                                                                                                                                     
|Accrued interest                                                                                                                                                              
|Notes payable - related party                                                                                                                                                 
|Total current liabilities                                                                                                                                                     
|                                                                                                                                                                              
|Convertible note payable - less discount of $19,485 and $25,639                                                                                                               
|TOTAL LIABILITIES                                                                                                                                                             
|                                                                                                                                                                              
|CONTINGENCIES AND COMMITMENTS                                                                                                                                                 
|                                                                                                                                                                              
|STOCKHOLDERS' DEFICIT:                                                                                                                                                        
|Preferred stock, $0.01 par value, 4,000,000 shares authorized; none issued and outstanding as of March 31, 2009 and
    September 30, 2008, respectively                      
|Common stock, $0.01 par value, 187,000,000 shares authorized; 165,276,879 and 137,276,879 issued and outstanding as of
    March 31, 2009 and September 30, 2008, respectively
|Additional paid in capital                                                                                                                                                    
|Accumulated deficit                                                                                                                                                           
|Total stockholders' deficit                                                                                                                                                   
|TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                                                                                                                                   
|                                                                                                                                                                              
|THE LINE OF BUSINESS REPORTED ON THESE FINANCIAL STATEMENTS                                                                                                                   
|WAS DISCONTINUED IN FEBRUARY 2010. SEE NOTE 1                                                                                                                                 
|The accompanying notes are an integral part of these financial statements.                                                                                                    



Table of Contents-4-







|CLOUD MEDICAL DOCTOR SOFTWARE CORPORATION                                 
|--------------------------------------------------------------------------
|(Formerly National Scientific Corporation)                                
|STATEMENTS OF OPERATIONS - UNAUDITED                                      
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Revenue                                                                   
|Total                                                                     
|                                                                          
|COST OF SALES                                                             
|                                                                          
|GROSS PROFITS                                                             
|                                                                          
|OPERATING EXPENSES:                                                       
|General and administrative                                                
|Total operating expenses                                                  
|OPERATING LOSS                                                            
|                                                                          
|OTHER (INCOME) AND EXPENSES                                               
|Interest expense                                                          
|Interest income                                                           
|Total other expense                                                       
|                                                                          
|NET LOSS                                                                  
|                                                                          
|NET LOSS PER COMMON SHARE:                                                
|Basic and diluted:                                                        
|                                                                          
|WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:                               
|Basic and diluted:                                                        
|                                                                          
|                                                                          
|THE LINE OF BUSINESS REPORTED ON THESE FINANCIAL STATEMENTS               
|WAS DISCONTINUED IN FEBRUARY 2010. SEE NOTE 1                             
|The accompanying notes are an integral part of these financial statements.



Table of Contents-5-







|CLOUD MEDICAL DOCTOR SOFTWARE CORPORATION                                 
|--------------------------------------------------------------------------
|(Formerly National Scientific Corporation)                                
|STATEMENTS OF CASH FLOWS - UNAUDITED                                      
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Net loss                                                                  
|Adjustments to reconcile net loss to net cash from operating activities:  
|Depreciation                                                              
|Common stock issued for services                                          
|Stock options issued for services                                         
|Amortization of deferred financing costs                                  
|Amortization of debt discount                                             
|Amortization of beneficial conversion feature                             
|Changes in operating assets and liabilities:                              
|Inventory                                                                 
|Account receivables                                                       
|Deposits                                                                  
|Accounts payable and accrued expenses                                     
|Net cash provided by (used in) operating activities                       
|                                                                          
|CASH FLOWS FROM FINANCING ACTIVITIES:                                     
|Repayment of note payable                                                 
|Proceeds from factor                                                      
|Net cash (used in) provided by financing activities                       
|                                                                          
|(DECREASE) IN CASH                                                        
|CASH, BEGINNING OF PERIOD                                                 
|CASH, END OF PERIOD                                                       
|                                                                          
|SUPPLEMENTAL CASH FLOW INFORMATION                                        
|Interest paid                                                             
|Taxes paid                                                                
|Conversion of accounts payable and accrued expenses for equity            
|                                                                          
|THE LINE OF BUSINESS REPORTED ON THESE FINANCIAL STATEMENTS               
|WAS DISCONTINUED IN FEBRUARY 2010. SEE NOTE 1                             
|The accompanying notes are an integral part of these financial statements.



Table of Contents-6-







CLOUD MEDICAL DOCTOR SOFTWARE
CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED
MARCH 31, 2009 AND 2008



NOTE 1 - DESCRIPTION OF
BUSINESS

The Company was incorporated in Texas
on June 22, 1953 as American Mortgage Company. On May 16, 1996, the Company changed its name to National Scientific Corporation.
On April 3, 2012, the Company changed its name to Cloud Medical Doctor Software Corporation. During 1996, the Company acquired
the operations of Eden Systems, Inc. (Eden) as a wholly owned subsidiary. Eden was engaged in water treatment and the retailing
of cleaning products. Eden’s operations were sold on October 1, 1997. From September 30, 1997 through the year ended September
30, 2001, we aimed our efforts in the research and development of semiconductor proprietary technology and processes and in raising
capital to fund its operations and research. Beginning in calendar 2002, we focused our efforts on the development, acquisition,
enhancement and marketing of location device technologies. Our revenue is derived from sales of electronic devices, recognized
as the product is delivered.



In February 4, 2010 the prior Board
members Mr. Michael Grollman and Mr. Greg Szabo, decided to discontinue the operations and wind down the operation of the Company
and operate the Company assets in a Limited Liability Company named NSC Labs, LLC controlled and owned by Mr. Grollman. Mr. Grollman
and NSC Labs, LLC was to pay the Company 2% of revenues and $100,000. Mr. Grollman nor NSC Labs, LLC never paid consideration for
this transaction.



In November 19, 2010, the prior management
was terminated and changed management and began working on operations related to the Company’s medical billing software.



Table of Contents-7-







NOTE 2 – BASIS OF PRESENTATION
OF INTERIM FINANCIAL STATEMENTS AND SIGNIFICANT ACCOUNTING POLICIES



Basis of Presentation of Interim
Financial Statements



The Company prepares its consolidated
financial statements in accordance with accounting principles generally accepted in the United States of America.  The accompanying
interim unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles
for interim financial information in accordance with the instructions to Form 10-Q/A and Article 8 of Regulation S-X. In our opinion,
all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating
results for the six months ended March 31, 2009 are not necessarily indicative of the results that may be expected for the year
ending September 30, 2009. Notes to the unaudited interim consolidated financial statements that would substantially duplicate
the disclosures contained in the audited consolidated financial statements for fiscal year 2008 have been omitted; this report
should be read in conjunction with the audited consolidated financial statements and the footnotes thereto for the fiscal year
ended September 30, 2008 included within its Form 10-K as filed with the Securities and Exchange Commission.



Use of Estimates and Assumptions

The preparation of financial statements
in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make
estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent
assets and liabilities known to exist as of the date the financial statements are published, and (iii) the reported amount
of net revenues and expenses recognized during the periods presented. Adjustments made with respect to the use of estimates often
relate to improved information not previously available. Uncertainties with respect to such estimates and assumptions are inherent
in the preparation of financial statements; accordingly, actual results could differ from these estimates.



Revenue Recognition



Revenue includes provision
of services. The Company recognizes revenue from provision of services at the time evidence of an arrangement exists, fees are
contractually fixed or determinable, collection is reasonably assured through historical collection results and regular credit
evaluations, and there are no uncertainties regarding customer acceptance.



Table of Contents-8-







Accounts Receivable and Allowance
for Uncollectible Accounts



Substantially all of the Company’s
accounts receivable balance is related to trade receivables. Trade accounts receivable are recorded at the invoiced amount and
do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit
losses in its existing accounts receivable. The Company will maintain allowances for doubtful accounts for estimated losses resulting
from the inability of its customers to make required payments for services. Accounts with known financial issues are first reviewed
and specific estimates are recorded. The remaining accounts receivable balances are then grouped in categories by the number of
days the balance is past due, and the estimated loss is calculated as a percentage of the total category based upon past history.
Account balances are charged off against the allowance when it is probable the receivable will not be recovered. The Company had
no charge offs for year ended September 30, 2008.



Inventory

The Company’s inventory
is carried at the lower of cost or net realizable value using the first-in, first-out (“FIFO”) method. The Company’s
inventory is comprised of supplies and parts used in the Company’s operations. The Company evaluates the need to record adjustments
for obsolescence for inventory on a regular basis. At March 31, 2009, the Company’s inventory
balance was $6,902 and at September 30, 2008, the Company’s inventory balance was $660.

Cash and Cash Equivalents

The Company considers all highly
liquid investments with an original maturity of three months or less to be cash equivalents.  At March 31, 2009, cash
and cash equivalents include cash on hand and cash in the bank and the FDIC insures these deposits up to $250,000.

Income Taxes

Deferred income taxes are provided
to reflect the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial
reporting amounts based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected
to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected
to be realized.

The Company adopted the provisions
of ASC Topic 740, Accounting For Uncertainty In Income Taxes-An Interpretation of ASC Topic 740("ASC Topic 740").
ASC Topic 740 contains a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate
the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, that
the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step
is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement.
The Company considers many factors when evaluating and estimating the Company's tax positions and tax benefits, which may require
periodic adjustments. At September 30, 2008, the Company did not record any liabilities for uncertain tax positions.

Table of Contents-9-





Share-Based Compensation

The Company measures the cost of services
received in exchange for an award of an equity instrument based on the grant-date fair value of the award.  Compensation cost
is recognized over the vesting or requisite service period.  The Black-Scholes option-pricing model is used to estimate the
fair value of options or warrants granted.



Basic and Diluted Net Loss Per Share

Basic
income (loss) per share is computed by dividing net income (loss) available to common shareholders by the weighted average number
of common shares outstanding during the reporting period.The weighted average number of shares is calculated by taking
the number of shares outstanding and weighting them by the amount of time that they were outstanding.  Diluted
earnings per share reflects the potential dilution that could occur if stock options, warrants, and other commitments to issue
common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of
the Company.

Diluted loss per share is the
same as basic loss per share during periods where net losses are incurred since the inclusion of the potential common stock equivalents
would be anti-dilutive as a result of the net loss.

Concentration
of Credit Risk

All of the Company’s cash and cash equivalents
are maintained in regional and national financial institutions. The Company has exposure to credit risk to the extent that its
cash and cash equivalents exceed amounts covered by the U.S. federal deposit insurance; however, the Company has not experienced
any losses in such accounts. In management’s opinion, the capitalization and operating history of the financial institutions
are such that the likelihood of material loss is remote.



Table of Contents-10-





Fair Value of Financial Instruments

The Company's financial instruments consist
primarily of cash, accounts payable and accrued expenses, and debt.  The carrying amounts
of such financial instruments approximate their respective estimated fair value due to the short-term maturities
and approximate market interest rates of these instruments.

The Company adopted ASC Topic
820, Fair Value Measurements (“ASC Topic 820”), which defines fair value, establishes a framework for measuring
fair value, and expands disclosures about fair value measurements.  The standard provides a consistent definition of
fair value which focuses on an exit price that would be received upon sale of an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date.  The standard also prioritizes, within the measurement
of fair value, the use of market-based information over entity specific information and establishes a three-level hierarchy for
fair value measurements based on the nature of inputs used in the valuation of an asset or liability as of the measurement date.

The three-level hierarchy for fair value measurements
is defined as follows:

|Level 1- |  | inputs to the valuation methodology are quoted prices (unadjusted) for identical
assets or liabilities in active markets; liabilities in active markets;
|-------- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------

|Level 2- |  | inputs to the valuation methodology include quoted prices for similar assets
and liabilities in active markets, and inputs that are observable for the asset or liability other than quoted prices, either
directly or indirectly, including inputs in markets that are not considered to be active; or directly or indirectly including
inputs in markets that are not considered to be active;
|-------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|Level 3- |  | inputs
to the valuation methodology are unobservable and significant to the fair value measurement
|-------- |  | --------------------------------------------------------------------------------------------------



Recent Accounting Pronouncements

No accounting standards or interpretations
issued recently are expected to a have a material impact on the Company’s financial position, operations or cash flows.

Reclassification of Prior Year
Amounts

Certain amounts in the prior comparative
period have been reclassified for consistency of presentation with the current period.

Table of Contents-11-







NOTE 3 - GOING CONCERN ISSUES

The accompanying financial statements
have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate
continuation of the Company as a going concern. However, the Company has a net loss for the six months ended March 31, 2009 of
$198,656, an accumulated deficit of $25,689,740, cash flows provided by operating activities of $31,957 and needs additional cash
to maintain its operations.



These factors raise doubt about the
Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that
might result from the outcome of this uncertainty. The Company’s continued existence is dependent upon management’s
ability to develop profitable operations, continued contributions from the Company’s executive officers to finance its operations
and the ability to obtain additional funding sources to explore potential strategic relationships and to provide capital and other
resources for the further development and marketing of the Company’s products and business.



NOTE 4- ACCOUNT RECEIVABLES

Accounts receivables consist of the following:

|                  |  | March 31, 2009 |       | September 30, 2008
|----------------- |  | -------------- | ----- | ------------------
|Trade receivables |  | $              | 9,940 |                   
|Less: reserves    |  |                | —     |                   
|Total receivables |  | $              | 9,940 |                   



On September 7, 2005, we entered into
a factoring agreement with United Capital Funding (UCF) of Florida. UCF is a specialized financial services firm offering Accounts
Receivable Management and working capital funding via factoring. We expect to improve our cash flow with this arrangement.



Table of Contents-12-







Under the arrangement, we sell to UCF
as absolute owner, invoices that we submit to UCF to be factored. Upon purchase, UCF assumes the risk of non-payment on purchased
invoices, so long as the cause of non-payment is solely due to the occurrence of an insolvency event. As collateral securing the
obligations, we grant UCF a continuing first priority security interest in all accounts and related inventory. Notwithstanding
the creation of the above security interest, our relationship with UCF is one of Seller and Purchaser of accounts, and not that
of lender and borrower. However, as there is certain recourse for non-payment, the accounts receivable are recorded at the estimated
realizable value, net of allowances and the net advanced amount from UCF is recorded as an obligation at the end of fiscal 2007
and 2006. The initial and periodic factoring fee is .45% of the face amount of factored invoices. The factoring period is five
days and the purchase price is 80% of the face amount, excluding sales tax.



UCF typically advances to us 80% of
the total amount of invoices factored, excluding sales tax. UCF retains 20% of the outstanding factored invoices as a reserve,
which it holds until the customer pays the factored invoice to UCF.





NOTE 5- INVENTORY



Inventory, net consists of the
following:

|                               |  | March 31, 2009 |       | September 30, 2008
|------------------------------ |  | -------------- | ----- | ------------------
|                               |  |                |       |                   
|Inventory, gross               |  | $              | 6,902 |                   
|Less: reserve for obsolescence |  |                | —     |                   
|Inventory, net                 |  | $              | 6,902 |                   



NOTE 6- DISPUTED ACCRUED EXPENSES – RELATED
PARTY

Disputed accrued expenses from
related parties consist of the following:

|                                                                |  | March 31, 2009 |           | September 30, 2008
|--------------------------------------------------------------- |  | -------------- | --------- | ------------------
|                                                                |  |                |           |                   
|Disputed salaries & vacation pay - current management and staff |  | $              | 911,766   |                   
|Disputed salaries & vacation pay - former employee              |  |                | 20,256    |                   
|Disputed payroll taxes for back pay                             |  |                | 75,889    |                   
|Disputed interest expense                                       |  |                | 184,023   |                   
|Total Disputed Accrued Expenses – Related Party                 |  | $              | 1,191,934 |                   





Table of Contents-13-







NOTE 7 – NOTES PAYABLE



All long-term debt consisted of the following notes
payable:



|                                                                                                                                | March 31, 2009 |         | September 30, 2008
|------------------------------------------------------------------------------------------------------------------------------- | -------------- | ------- | ------------------
|8% ( 6% in 2006) note payable to an Officer of the Company; principal and interest payable on demand                            | $              | 59,723  |                   
|                                                                                                                                |                |         |                   
|                                                                                                                                |                |         |                   
|Non- interest bearing note payable; unsecured; payable on demand                                                                |                |         |                   
|12% note payable; secured;  payable on demand                                                                                   |                | 11,625  |                   
|12% note payable; secured;  payable on demand                                                                                   |                | 20,000  |                   
|8% note payable; unsecured; principal payable in full in November 2010; with semi- annual interest payments in May and November |                | 175,000 |                   
|                                                                                                                                |                |         |                   
|6% note payable; unsecured;  payable on demand                                                                                  |                | 2,376   |                   
|                                                                                                                                |                |         |                   
|                                                                                                                                |                | 268,724 |                   
|Less:                                                                                                                           |                |         |                   
|Current portion of long term debt                                                                                               |                | (93,724 | )                 
|Discount                                                                                                                        |                | (16,340 | )                 
|Beneficial conversion feature                                                                                                   |                | (3,145  | )                 
|                                                                                                                                |                |         |                   
|Long-term debt, net of current portion                                                                                          | $              | 155,515 |                   



Table of Contents-14-





On November 1, 2005, as an important
phase in the current year’s financing plan, we entered into a financing program with Strategic Working Capital Fund, LP.
The terms of this program include a five-year Note payable at maturity in November 2010 for $175,000, at an effective annual interest
rate of 8%. Interest is due and payable semi-annually on May 1st and November 1st for each year in which the note is outstanding
The transaction also included 1,200,000 restricted common shares and a conversion/exchange option to convert the principal amount
and any unpaid interest of the Note into common shares at a per share conversion price of $0.0525. These shares include weighted
average anti-dilution provisions, as well as piggyback registration rights. Additionally, the Note has various put and call rights,
and has a right to early payment under certain conditions after 2 years. The 1,200,000 restricted common shares were recorded at
$0.043, which was the five-day average market closing price of our stock. The note and common stock were issued with a debt discount
of $51,600 and a beneficial conversion feature of $9,933. The discount and beneficial conversion feature are being amortized to
interest expense over the term of the note, which is approximately 60 months. The issuance of the shares resulted in deferred financing
costs of $24,000. The deferred financing costs are being amortized over term of the note, which is approximately 60 months, and
are included in the statement of operations as offering costs.

On February
24, 2005, March 28, 2005, May 2, 2005, and May 27, 2005 our Chairman Michael Grollman made new personal loans to the Company totaling
$159,000 to assist us with working capital needs. The loans are evidenced by a demand note that provides for repayment within five
business days of a demand notice from Mr. Grollman, with interest of 6% compounded annually from June 1, 2005. These loans were
secured by an interest in the copyrights in the Company’s iBus software and designs.  During the quarter to September
30, 2007, these loans were paid down by $11,000. As of September 30, 2007, these loans had a balance outstanding of $148,000 and
the interest rate going forward was adjusted to 8% compounded annually from October 1, 2007.  On September 30, 2007,
the Company converted unpaid interest of $13,300 on demand notes payable to Michael Grollman into a new demand note of $13,300
that provides for repayment within five business days of a demand notice from Mr. Grollman, with interest of 8% compounded annually
on October 1st. The balance of the note at September 30, 2008 is $97,992 and the note was repaid in the amount of $50,000.
The balance of the note at March 31, 2009 is $59,723 and the note was repaid in the amount of $38,269.

On April 27, 2006, we secured
a short-term loan of $16,625 from a shareholder. The loan carries an origination/placement fee of $500 and has a perfectible security
interest a) prior to delivery in any assets purchased for the fulfillment of a customer’s order dated March 16, 2006, and
b) in any receivable resulting from the fulfillment of the customer’s purchase order. The interest rate on the loan is 12%.
The transaction also included 100,000 warrants to purchase our common stock at $0.036 at any time before April 27, 2009. The note
had an approximate maturity date of June 15, 2006. Since September 30, 2006this note was in default. A partial payment towards
principal and interest of $5,258 was made on October 6, 2006. As of March 31, 2009 and September 30, 2008 $11,625 of this loan
was in default.

Table of Contents-15-





On May
31, 2006, we secured a short-term loan of $20,000 from a shareholder. The loan carries an origination/placement fee of $500 and
has a perfectible security interest a) prior to delivery in any assets purchased for the fulfillment of Clover Park, WA’s
order and b) in any receivable resulting from the fulfillment of the Clover Park purchase order. The interest rate on the
loan is 12%. The transaction also included 100,000 warrants to purchase our common stock at $0.036 at any time before May 31, 2009.
The note had a maturity date of July 10, 2006. At March 31, 2009 this note was in default.

On December
27, 2006, we signed a loan agreement with an employee for $8,000. The loan is unsecured and carries an interest rate of 6%. The
note is payable on demand with 30 days prior notice On February 27, 2007 we paid $2,000 towards the principal amount. During March
31, 2009 $1,168 was paid towards the principal amount and the balance was $2,376 for six months ended.



NOTE 8 – COMMITMENT AND
CONTINGENCIES

On August
27, 2004 the Company signed a twenty-six month non-cancelable operating lease agreement for an office in Scottsdale, Arizona.
The lease for the Scottsdale facility expired October 31, 2006. On October 20, 2006 NSC executed a lease for 1,601 square feet
of office/warehouse space at 8361 E. Evans Road, Suite 106, Scottsdale, Arizona 85260. The lease for this Scottsdale
facility commenced on November 1, 2006 and expires October 31, 2008 and is at a base rental rate of $1,963 per month for the first
twelve months and $ 2,028 per month for the final twelve months. In 2009 the Company lease was on a month to month basis.



Table of Contents-16-





NOTE 9– RELATED PARTY
TRANSACTIONS

On July 14, 2008, Mr. Grollman agreed
to convert approximately $25,000 of his back pay to 5,000,000 shares of our restricted common stock, at the rate of the average
market price per share of $0.005.

On July 14, 2008, Mr. Clark
agreed to convert approximately $25,000 of his back pay to 5,000,000 shares of our restricted common stock, at the rate of the
average market price per share of $0.005.



On September 8, 2008, Mr. Clark
agreed to convert approximately $10,000 of his back pay to 5,000,000 shares of our restricted common stock, at the rate of the
average market price per share of $0.002.

During September 30, 2008 the Company
issued 281,044 for services provided by the Board of Directors to the Company valued at a weighted trading price of $.02 valued
at $3,000.



In September 30, 2009 the Company issued
28,000,000 common shares at the trading price of the common stock of $0.001. The Stock was issued for unpaid compensation to officers
and reduced accrued compensation by $35,800.



NOTE 10- EQUITY

As of March 31, 2009 the Company had 165,276,879 common
shares outstanding at a par value of $.01 and no preferred shares outstanding at a par value of $.01.

2009

In September 30, 2009 the Company
issued 28,000,000 common shares at the trading price of the common stock of $0.001. The Stock was issued for unpaid compensation
to officers and reduced accrued compensation by $35,800.

2008

In September 30, 2008 the Company
issued 15,193,966 common shares at the trading price of the common stock of $0.001. The Stock was issued for unpaid compensation
to officers and reduced accrued compensation by $63,000.



Table of Contents-17-





Common Stock

The holders
of our common stock are entitled to receive such dividends, if any, as may be declared by our board of directors from time to time
out of legally available funds. The dividend rights of our common stock are junior to any preferential dividend rights of any outstanding
shares of preferred stock. The holders of our common stock also are entitled to receive distributions upon our liquidation, dissolution
or winding up of our assets that are legally available for distribution, after payment of all debt and other liabilities and distribution
in full of preferential amounts, if any, to be distributed to holders of our preferred stock.

The holders
of our common stock are not entitled to preemptive, subscription, redemption or conversion rights. The rights, preferences and
privileges of holders of our common stock are subject to, and may be adversely affected by, the rights of any series of preferred
stock that we may designate and issue in the future.

Preferred Stock

The Company has authorized 4,000,000
shares of preferred stock, at $.001 par value and zero are issued and outstanding as of September 30, 2008. The Corporation established
and designates the rights and preferences of a Series A Convertible Preferred Stock, and reserves 4,000,000 shares of preferred
stock against its issuance, such rights, preferences and designations. Each share of the Preferred Stock shall have 150 votes on
all matters presented to be voted by the holders of our common stock. All 4,000,000 shares of preferred stock that have been issued
to our CEO & CF on April 11, 2011 valued at the trading price of the common stock of $0.0095 and recorded as an expense of
$38,000.

The issuance
of preferred stock by our board of directors could adversely affect the rights of holders of the common stock by, among other things,
establishing preferential dividends, liquidation rights or voting powers.



Table of Contents-18-





Warrants and Options

Options

The Prior board
of directors adopted the 2000 Stock Option Plan effective January 1, 2001. Our stockholders formally approved the 2000 Stock Option
Plan on February 14, 2001. The Current Board of Directors has terminated the Stock Option Plan.



Under the 2000
Stock Option Plan, the purchase price must be at least 100% of the fair market value of our common stock (if the option is an incentive
stock option), or at least 25% of the fair market value of our common stock at the time the option is granted (if the option is
a nonqualified grant), or such higher price as may be determined by the Board of Directors at the time of grant. If however, an
incentive stock option is granted to an individual who would, immediately before the grant, directly or indirectly own more than
10% of the total combined voting power of all our classes of stock, the purchase price of the shares of common stock covered by
such incentive stock option may not be less than 110% of the fair market value of such shares on the day the incentive stock option
is granted. As the price of the Company’s common stock is currently quoted on the OTC Bulletin Board, the fair market value
of the common stock underlying options granted under the 2000 Stock Option Plan shall be the last closing sale price of the common
stock on the day the options are granted. If there is no market price for the common stock, then our Board of Directors may, after
taking all relevant facts into consideration, determine the fair market value of our common stock.



As of September
30, 2008, we have granted options to purchase an aggregate of 5,271,756 shares of our common stock, under the plan, leaving a balance
of 1,728,244 available for grant. Also as of September 30, 2008, 5,271,756 options are exercisable and 5,271,756 are vested. We
have reserved the right to issue a total of 7,000,000 shares of our common stock for issuance under the 2000 Stock Option Plan.



Table of Contents-19-







On October
9, 2007, 20,000 options were granted to Greg Szabo, a director, for board services. The weighted average grant date fair value
of these options was $0.008.  Stock based compensation of $158 was recognized in the financial statements using the Black-Scholes
option pricing model value on the grant date. The options have a life of ten years, an exercise price of $0.0212 and vested immediately.



On November
14, 2007, 225,000 options were granted to Graham Clark, a director. The compensation committee as an incentive to retain key staff
members approved this grant. The weighted average grant date fair value of these options was $0.016.  Stock based compensation
of $3,579 was recognized in the financial statements using the Black-Scholes option pricing model value on the grant date. The
options have a life of ten years, an exercise price of $0.03 and vested immediately.



On November
14, 2007, 100,000 options were granted to Greg Szabo, a director. The compensation committee approved this grant. The weighted
average grant date fair value of these options was $0.016.  Stock based compensation of $1,591 was recognized in the
financial statements using the Black-Scholes option pricing model value on the grant date. The options have a life of ten years,
an exercise price of $0.03 and vested immediately.



On November
14, 2007, 100,000 options were granted to Michael Grollman, a director. The compensation committee as an incentive to retain key
staff members approved this grant. The weighted average grant date fair value of these options was $0.016.  Stock based
compensation of $1,591 was recognized in the financial statements using the Black-Scholes option pricing model value on the grant
date. The options have a life of ten years, an exercise price of $0.03 and vested immediately. Also, on November 14, 2007, in lieu
of taking a larger grant, 450,000 options granted to Michael Grollman on December 1, 2000 at an exercise price of $1.84 were canceled
and exchanged for 450,000 options having an exercise price of $0.03.The incremental cost of the modified award recognized in the
financial statements was $4,785.



On January
14, 2008, 20,000 options were granted to Greg Szabo, a director, for board services. The weighted average grant date fair value
of these options was $0.0189.  Stock based compensation of $379 was recognized in the financial statements using the
Black-Scholes option pricing model value on the grant date. The options have a life of ten years, an exercise price of $0.019 and
vested immediately.



On April 11,
2008, 20,000 options were granted to Greg Szabo, a director, for board services. The weighted average grant date fair value of
these options was $0.0118.  Stock based compensation of $236 was recognized in the financial statements using the Black-Scholes
option pricing model value on the grant date. The options have a life of ten years, an exercise price of $0.016 and vested immediately.



During the
six months ended March 31, 2009, no options were exercised.



Table of Contents-20-







The
Company values all warrants using the Black-Scholes option-pricing model.  Critical assumptions for the Black-Scholes
option-pricing model include the market value of the stock price at the time of issuance, the risk-free interest rate corresponding
to the term of the warrant, the volatility of the Company’s stock price, dividend yield on the common stock, as well as the
exercise price and term of the warrant.  The warrants are not subject to any form of vesting schedule and, therefore,
are exercisable by the holders anytime at their discretion during the life of the warrant.  No discounts were applied
to the valuation determined by the Black-Scholes option-pricing modelfor the six months ended March 31, 2009:



|                                       |  | 2008
|-------------------------------------- |  | ----
|                                       |  |     
|Risk - free interest rate              |  |     
|Expected life (years)                  |  |     
|Expected volatility                    |  |     
|Expected dividends                     |  |     
|Forfeitures assumed                    |  |     
|Weighted average grant date fair value |  |     



The following table summarizes the stock option activity
during the six months ended March 31, 2009:

|                                        |  | Number of Shares |  |  |   | Weighted Average Exercise Price |  |  |  | Weighted Average Remaining Contractual Term (1) |  |  |   | Aggregate Intrinsic Value (2) | 
|--------------------------------------- |  | ---------------- |  |  | - | ------------------------------- |  |  |  | ----------------------------------------------- |  |  | - | ----------------------------- | 
|                                        |  |                  |  |  |   |                                 |  |  |  |                                                 |  |  |   |                               | 
|Options Outstanding, September 30, 2008 |  | 5271756          |  |  | $ | 0.43                            |  |  |  | 5.97                                            |  |  |   |                               | 
|Granted                                 |  | —                |  |  |   | —                               |  |  |  |                                                 |  |  |   |                               | 
|Exercised                               |  | —                |  |  |   | —                               |  |  |  |                                                 |  |  |   |                               | 
|Forfeited or expired                    |  | —                |  |  |   | —                               |  |  |  |                                                 |  |  |   |                               | 
|                                        |  |                  |  |  |   |                                 |  |  |  |                                                 |  |  |   |                               | 
|Options Outstanding, March 31, 2009     |  | 5271756          |  |  | $ | 0.43                            |  |  |  | 5.97                                            |  |  | $ | —                             | 
|Options Exercisable March 31, 2009      |  | 5271756          |  |  | $ | 0.43                            |  |  |  | 5.97                                            |  |  | $ | —                             | 



|(1) |  | Remaining contractual term is presented in years.
|--- |  | -------------------------------------------------

|(2) |  | The aggregate intrinsic
value is calculated as the difference between the exercise price of the underlying awards and the closing price of our common
stock as of September 30, 2008, for those awards that have an exercise price currently below the closing price as of September
30, 2008. Awards with an exercise price above the closing price of $0.015 as of September 30, 2008 are considered to have no intrinsic
value.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Table of Contents-21-





Warrants

During the six months ended March
31, 2009, no awards were granted, no share purchase warrants were exercised, and no warrants were forfeited.



On June 24, 2008, three year warrants
previously issued to purchase 135,000 shares of common stock with an exercise price of $0.062 expired.



On June 25, 2008, our board of directors
resolved to instruct management to extend the expiration date of 2,550,000 warrants previously set to expire on September 30, 2008.  The
warrants, issued to purchase 2,550,000 shares of common stock exercisable at prices ranging from $0.35 to $0.75 per share were
issued between July  2003 and March 2004 in connection with the June 2003 Private Placement Memorandum.  The
fair value of these warrants, on September 30, 2008, determined to be $9,099 was expensed as stock based compensation.



The following assumptions were utilized
to value warrants during the fiscal six months ended March 31, 2009:

|                                       |  | 2008   
|-------------------------------------- |  | -------
|                                       |  |        
|Risk - free interest rate              |  | 2.36%  
|Expected life (years)                  |  | 1      
|Expected volatility                    |  | 228.0% 
|Expected dividends                     |  | None   
|Forfeitures assumed                    |  | None   
|Weighted average grant date fair value |  | $0.0037



The following table summarizes
the warrant activity during the three months ended March 31, 2009:



|                                         |  | Number of Shares |  |  |   | Weighted Average Exercise Price |  |  |  | Weighted Average Remaining Contractual Term (1) |  |  |   | Aggregate Intrinsic Value (2) | 
|---------------------------------------- |  | ---------------- |  |  | - | ------------------------------- |  |  |  | ----------------------------------------------- |  |  | - | ----------------------------- | 
|                                         |  |                  |  |  |   |                                 |  |  |  |                                                 |  |  |   |                               | 
|Warrants Outstanding, September 30, 2008 |  | 17,714,197       |  |  | $ | 0.18                            |  |  |  | 1.18                                            |  |  |   |                               | 
|Granted                                  |  | —                |  |  |   | —                               |  |  |  |                                                 |  |  |   |                               | 
|Exercised                                |  | —                |  |  |   | —                               |  |  |  |                                                 |  |  |   |                               | 
|Expired                                  |  | —                |  |  |   | —                               |  |  |  |                                                 |  |  |   |                               | 
|                                         |  |                  |  |  |   |                                 |  |  |  |                                                 |  |  |   |                               | 
|Warrants Outstanding, March 31, 2009     |  | 17,579,197       |  |  | $ | 0.18                            |  |  |  | 1.18                                            |  |  | $ | —                             | 



|(1) |  | Remaining contractual term is presented in years.
|--- |  | -------------------------------------------------

|(2) |  | The aggregate intrinsic
value is calculated as the difference between the exercise price of the underlying awards and the closing price of our common
stock as of September 30, 2008, for those awards that have an exercise price currently below the closing price as of September
30, 2008. Awards with an exercise price above the closing price as of September 30, 2008 of $0.015 are considered to have no intrinsic
value.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Currently all warrants and options
issued have expired as of the filing of this 10K.

Table of Contents-22-





Stock Option Plan

Our board
of directors adopted the 2000 Stock Option Plan effective January 1, 2001. Our stockholders formally approved the 2000 Stock Option
Plan on February 14, 2001. The 2000 Stock Option plan terminates in accordance with the term on December 1, 2010. The Current Board
of Directors has not approved nor extended the Stock Option Plan therefore it is terminated.

NOTE 11– SUBSEQUENT EVENTS

In accordance with the Subsequent
Events Topic of the FASB ASC 855, Management has evaluated subsequent events, and have determined that the following events are
reasonably likely to impact the financial statements:

2012

The Company issued 30,000,000 common
shares for there the reduction of debt from our CEO and reduced debt of the company by $3,325,949.



The Company issued 19,000 common shares
for services rendered by professionals and recorded the expenses based upon the trading price of the common shares of $0.0102 and
expensed $204 as consulting fees.



The Company issued 1,055,333 common
shares to third parties that have purchased our medical billing software at the trading price of the common stock of $0.0160 and
recorded a revenue contra account of $20,871.



The Company issued 90,000 common shares
for $18,000 in cash.



The Company issued 200,000 common shares
to Kroos Medical Management in accordance with the acquisition agreement and recorded it at the trading price of the common shares
of $0.020 and recorded an investment in Kroos Medical Management of $4,000.

2011

In September 30, 2011 the Company issued
15,000,000 common shares at the trading price of the common stock of $0.007. The Stock was issued for compensation to new management
and recorded and expense of $105,000.



The Company issued 250,000 in common
stock for $25,000 in cash.



Table of Contents-23-







2010

No common stock was issued.

Software asset purchases:

On
June 22, 2012 the Company acquired Doctors Network of America in Flowood, Mississippi for 500,000 common shares and the
acquisition was valued at $10,000.

The fair value of the consideration
and the assets acquired is based on the aggregate value of the common stock issued in exchange for the software as shown below:



|                                                     |  | June 22, 2012
|---------------------------------------------------- |  | -------------
|Fair Value of Consideration:                         |  |              
|Common Stock (500,000 common shares valued at $.008) |  | $            
|Total Purchase Price                                 |  | $            
|                                                     |  |              
|Fair Value of Assets acquired:                       |  |              
|Assets:                                              |  |              
|Software                                             |  | $            
|Fair value of total assets                           |  | $            



The
acquisitions terms are as follows:

|1. |  | Cloud-MDs will provide medical billing services under
Cloud-MDs Corporation. No need for a wholly owned subsidiary to be formed to accommodate medical billing.
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------

|2. |  | DNA will provide personnel, network access, facilities
and expertise to deliver contracted billing service support to Cloud-MDs for clients that Cloud-MDs sends to DNA for billing support.
DNA will be compensated on an agreed upon schedule. All revenue will be reported as Cloud-MDs revenue and tracked separately.
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|3. |  | Goal is to grow DNA related gross revenue within Cloud-MDs
to 3X, or greater, current DNA gross revenue over the next 3 years.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------



|4. |  | Cloud-MDs will acquire the assets of Krooss Medical
management Systems, LLC once the revenue goals in item #3 are achieved. As consideration to Bill Krooss and Marie Krooss (collectively
“Ownership”) of Krooss Medical Management Systems, LLC for the acquisition of DNA, Cloud-MDs proposes the following:
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|a. |  | Current Ownership will remain in their current roles
at Krooss Medical Management Systems, LLC with current responsibilities and will take on additional responsibilities of sales
and marketing in the territory of the state of Mississippi and surrounding states and will assume new responsibilities within
Cloud-MDs corporate.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Table of Contents-24-







|b. |  | Current executive management will remain for a period
of not less than 1 year after the acquisition and Ownership salary will be established as $200,000.00.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------

|c. |  | Current Ownership will be awarded NSCT class 144 stock in the amount of 500,000 common
shares, with anti-dilution clause, that is restricted for 12 months during which time Ownership may not sell the awarded stock.
These shares will be awarded as follows:
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|i. |  | Upon acquisition, 200,000 shares of class 144 common
stock with a 12 month restriction with applicable anti-dilution clause. This stock is non-refundable to NSCT in the event of any
misrepresentations by NSCT to Krooss Medical Management Systems, LLC during the acquisition or the first 90 days following the
acquisition;
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|ii. |  | After the first 90 days following the acquisition, NSCT
will award to the Ownership 300,000 shares of class 144, common stock with a 12 month restriction with applicable anti-dilution
clauses.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|d. |  | For one (1) year after the acquisition, current Ownership will have the opportunity
to earn up to 125,000 shares, per calendar quarter, of additional shares of NSCT common stock based on meeting certain performance
criteria. The shares will be issued with applicable anti-dilution clause.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|5. |  | The acquired assets and customer base of Krooss Medical
Management Systems, LLC will be merged into the current asset and customer base of Cloud-MDs.
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------



|6. |  | Upon the purchase of DNA by Cloud-MDs, all liabilities
of DNA as of the date of asset transfer will be the responsibility of Krooss Medical management Systems, LLC.
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------



|7. |  | DNA cannot add new clients. New clients will be sent
to Cloud-MDs.
|-- |  | ------------------------------------------------------------------



|8. |  | DNA ownership may be called upon to act as a reference
for Cloud-MDs and/or work with Cloud-MDs senior management in an advisory capacity.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------



|9. |  | DNA will become a Cloud-MDs software (PM/EMR/RM) reseller
and will acquire an enterprise license with unlimited use:
|-- |  | --------------------------------------------------------------------------------------------------------------------



|a. |  | Enterprise license is $100,000 and includes all updates,
hosting, etc. and DNA receives 100,000 shares of Cloud-MDs 144 class stock if done prior to stock roll-back. If after roll-back,
stock award shall equal $100,000/then current share price. Leasing is available.
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|b. |  | DNA can resell licenses to current DNA clients or other
clients:
|-- |  | ----------------------------------------------------------------

|i. |  | MSRP of software license is $50,000/provider, leasing
is available
|-- |  | ------------------------------------------------------------------

|ii. |  | A commission of up to 40% of revenue on each software
license sold goes to DNA + up to 3,000 shares of stock per software license sold and support will be provided by DNA staff after
training.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|iii. |  | All revenue other than commissions goes to Cloud-MD
|---- |  | ---------------------------------------------------

|iv. |  | DNA takes 1st support call on all software
licenses it sells
|--- |  | ------------------------------------------------------------

|v. |  | Primary, non-exclusive, territories are the states of
Mississippi, Alabama and Louisiana with additional non-exclusive territories permissible based on a specific sales opportunity
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|c. |  | DNA will become official beta site for Cloud-MDs PM/EMR/RM
software releases.
|-- |  | -----------------------------------------------------------------------------



|
|

Table of Contents-25-







|7. |  | Upon acquisition of DNA by Cloud-MDs, Cloud-MDs will
assume employer responsibilities for all current Krooss Medical Management Systems, LLC employees. All employees of Krooss Medical
Management Systems, LLC will remain employed by Cloud-MDs in their current positions for at least 180 days after the acquisition
after which time each will be evaluated for their then current responsibilities or considered for new responsibilities.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|8. |  | Independent Medical Practice Support, LLC (“IMPS”)
assets and customer base are not part of this acquisition discussion or negotiation and any IMPS related expenses or liabilities
must be removed from DNA accounting records and will not be considered in future acquisition discussions or negotiations.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



On
August 14, 2012 The Company through a comprehensive agreement with MediSouth, LLC, has purchased a complete source code
license and will integrate and enhance this feature set as part of its ever expanding Cloud-MD Office product suite.

The fair value of the consideration
and the assets acquired is based on the aggregate value of the common stock issued in exchange for the software as shown below:



|                                                     |  | August 14, 2012
|---------------------------------------------------- |  | ---------------
|Fair Value of Consideration:                         |  |                
|Common Stock (100,000 common shares valued at $.025) |  | $              
|Total Purchase Price                                 |  | $              
|                                                     |  |                
|Fair Value of Assets acquired:                       |  |                
|Assets:                                              |  |                
|Software source code                                 |  | $              
|Fair value of total assets                           |  | $              





Table of Contents-26-





Principal
Conditions and Consideration.
Subject to all of the terms and conditionsset forth in
this Agreement,and in consideration of the sale,assignment,
transfer and delivery ofthe Purchased Assets
by Licensorto Licensee,as of the Effective Date of this agreementLicensee
and Licensor agree to the following(the "Purchase
Consideration"):

|a) |  | MediSouth
will provideCloud-MD with the software source code forthe License,expertise
toinstall
and integrate the License into Cloud-MD
product offerings and deliver the MediSouth softwaresource code to Cloud-MD.
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|b) |  | For aslong
asLicensee makes use of the License, Licensor agrees
to provide Licenseewithall software
updates for the License within 5 working days ofLicensorimplementingthose
same software
updates in its own production version of the License.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|c) |  | Licensoragrees
that Licensee shall have the right to modify the softwarecontained
intheLicense
to meetLicensee's operational
needs.
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------

|d) |  | Cloud-MD
shallprovide
back to MediSouth,with the permission of each affectedCloud-MDclient,the de-identified
purchasing data it collects as a result of Cloud-MD clients utilizing
theembedded Medical Supplies and Pharmaceutical InventoryManagement functionalityprovided bythe License.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|e) |  | MediSouth shall receive
100,000 shares of non-diluteable,Class 144,Cloud-MDstockwith
a one (1)year
tradingrestriction if this agreement is executed priortoLicensee'splannedstockroll-back.If this agreement
is executed after the Licensee's
stock roll-back,the stock
award shall equal $300,OOO/thencurrent
share price of Licensee'spublicly
traded stock.
MediSouth shall complete the Subscription Agreement.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|f) |  | MediSouthwill grantCloud-MD
all necessaryrights to use the License andrelated
patents andthoserightsshall be transferableto anyLicensee who
maypurchaseCloud-MDand its
assets.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|g) |  | Inthe
event thatCloud-MD
isacquired
byanother entity,the use of the Licenseshall
transfertotheacquiringentitywith
theprovision that the License maybe used only within
theCloud-MD
softwareapplicationas itwas
used atthetimeof theacquisition.
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|h) |  | Other
than 2.4.gabove,Cloud-MD
may not sell the License, transferthe License,allow anyotherentitytousetheLicenseas partof
that entity's software
application or transfer
any rightsto another
party
touse theLicense
separatelyfrom Cloud-MDproducts
inwhichtheLicense isembedded.
|-- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|i) |  | If from
the EffectiveDateofthis
agreementthrough the end of the1styearfollowingthePermanentTransfer,Licensee discovers anymisrepresentations
onthe part of
Licensor
to LicenseeorLicensor,Licenseeor Licensor will have the rightto
dissolve thisagreement.Shouldthis
occur , Licensor will be required to forfeit the stock
awardedto
it asdescribedinitem2.4.e
abovewith
that stock having an established per share value equal
to thevalue
ofashare of
Licensee'sstock asofficiallyrecorded on the date ofLicensee'sstockrollback
and anyassets from the original acquisition that still
remain under thecontrolof Licenseewillbe returned toLicensor
and in theirthen currentcondition
orstatus
andboth partieswillexit
therelationshipholding each
otherharmless in allmatters.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Table of Contents-27-







|j) |  | Licensor
agrees to
provide a softwaredevicein the licensedsoftware that will
offeranautomaticlogon fromLicensee's
software.
|-- |  | ---------------------------------------------------------------------------------------------------------------------------

|k) |  | Licensoragrees
to provide software
operations,communications andhostingservices for thelicensedsoftware
in same computing
facilityas Licensee has itsoperationalsoftwareuntilLicenseeand Licensormutuallyagreethat
this service is nolonger
necessary,
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|1) |  | LicenseeandLicensor
agree toexecute
salesagreements for each other'sproductsandservices.
|-- |  | ----------------------------------------------------------------------------------------

|m) |  | Licenseeagrees that
ifdueto
Licensee modifications
to the Licensed software, data from themodifiedLicensed software
cannot be processed by Licensor, Licenseeshall
provide data
inoriginalLicensedsoftwareformat and makethat
data available toLicensoras in2.4.d.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|n) |  | Licensee
shall havetherightto copyand use all forms
ofdocumentation,
marketinginformation
and data relatedtothe
License.
|-- |  | ------------------------------------------------------------------------------------------------------------------------

|o) |  | Licensee
shallhave the right to brand the License with a product
name selected bythe Licensee and
Licensor.
|-- |  | -----------------------------------------------------------------------------------------------------------

|p) |  | Licensor
shall change the appearance of the License's
end-user computer display screens tomatch
the appearance of the Licensee's
computer application's end-user
computer displays,including
the branding described in 2.4.0
above.
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|q) |  | In the event
that Licensor should cease doing business, Licensee shall have theright
to continueusage
of the License and all associated documentation and related
marketing materialwithout recourse from Licensor or anyentityrepresenting
Licensor's interests.
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|r) |  | The"powered byMediScan"
text or graphic must alwaysbe
displayed on modulesandapplication
web pages provided byLicensor.
|-- |  | -----------------------------------------------------------------------------------------------------------------------



Table of Contents-28-







2.5 Holdback
Stock.Pursuant to
the terms and subject to the conditions of thisAgreement,
no provisions
shall be made for the purpose of withholding previouslyawardedstock by LicenseetoLicensor
other than thosealreadycited in section 2.4
of this Agreement.

Cloud-MD
Inventory Management System is a ground breaking Cloud-based Medical Supply Inventory Management System, specifically designed
for small and medium Medical Practices, DME's, Home Health, Long-term Care, and Surgery Centers that will offer:

1. Centralized management control
over medical supply and drug inventories 
2. Real time utilization and financial inventory summary 
3. Low price notifications 
4. Par level/reorder tracking 
5. RX expiration tracking 
6. Auto supply re-ordering from a practices established suppliers

Based on
a barcode scanning technology, Cloud-MD Inventory Management is designed to reduce
workloads by automating inventory control processes. The Cloud-MD's Inventory Management System requires no installation, on-site
software or special hardware. The new Cloud-MD Office application suite, of which Cloud-MD Inventory Management is a part, is fully
delivered via the Internet and requires no special computing environment at the end-user facility.

Manual inventory
is time consuming, labor intensive and leaves room for error. Benefiting healthcare professionals across the country, Cloud-MD's
Inventory Management System is a low-cost, low-maintenance, easy to use automated system that can provide effective solutions.

On January 1, 2011the Company agreed to purchase the software and the source code from Absolute Medical Software Systems, LLC a company
controlled by Michael De La Garza. The Company purchased the software for a $5,000,000 promissory note for 8% interest rate the
note matures on April 30, 2021. On October 5, 2011 the Company issued Absolute Medical Software Systems, LLC 30,000,000 common
shares in full payment of this promissory note. The Company valued the software and source code on the development cost of the
software provided by Absolute Medical Software Systems, LLC. of $4,296,000.

In this Quarterly Report on Form
10-Q, “Company,” “our company,” “us,” and “our” refer to Cloud Medical Doctor
Software Corporation and its subsidiaries, unless the context requires otherwise.

Table of Contents-29-







ITEM 2 - MANAGEMENT’S DISCUSSION
AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS



Forward-Looking Statements



Management’s Discussion
and Analysis contains various “forward looking statements” within the meaning of Section 21E of the Securities Exchange
Act of 1934, as amended, regarding future events or the future financial performance of the Company that involve risks and uncertainties.
Certain statements included in this Form 10-Q, including, without limitation, statements related to anticipated cash flow sources
and uses, and words including but not limited to “anticipates”, “believes”, “plans”, “expects”,
“future” and similar statements or expressions, identify forward looking statements. Any forward-looking statements
herein are subject to certain risks and uncertainties in the Company’s business, including but not limited to, reliance on
key customers and competition in its markets, market demand, delayed payments of accounts receivables, technological developments,
maintenance of relationships with key suppliers, difficulties of hiring or retaining key personnel and any changes in current accounting
rules, all of which may be beyond the control of the Company. Management will elect additional changes to revenue recognition to
comply with the most conservative SEC recognition on a forward going accrual basis as the model is replicated with other similar
markets (i.e. SBDC). The Company’s actual results could differ materially from those anticipated in these forward-looking
statements as a result of certain factors, including those set forth therein.

Forward-looking statements involve
risks, uncertainties and other factors, which may cause our actual results, performance or achievements to be materially different
from those expressed or implied by such forward-looking statements. Factors and risks that could affect our results and achievements
and cause them to materially differ from those contained in the forward-looking statements include those identified in the section
titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended September 30, 2008, as well
as other factors that we are currently unable to identify or quantify, but that may exist in the future.

In addition, the foregoing factors
may affect generally our business, results of operations and financial position. Forward-looking statements speak only as of the
date the statement was made. We do not undertake and specifically decline any obligation to update any forward-looking statements.

Our Company

The Company was incorporated in Texas
on June 22, 1953 as American Mortgage Company. On May 16, 1996, the Company changed its name to National Scientific Corporation.
On April 3, 2012, the Company changed its name to Cloud Medical Doctor Software Corporation. During 1996, the Company acquired
the operations of Eden Systems, Inc. (Eden) as a wholly owned subsidiary. Eden was engaged in water treatment and the retailing
of cleaning products. Eden’s operations were sold on October 1, 1997. From September 30, 1997 through the year ended September
30, 2001, we aimed our efforts in the research and development of semiconductor proprietary technology and processes and in raising
capital to fund its operations and research. Beginning in calendar 2002, we focused our efforts on the development, acquisition,
enhancement and marketing of location device technologies. Our revenue is derived from sales of electronic devices, recognized
as the product is delivered.



Table of Contents-30-







In February 4, 2010 the prior Board
members Mr. Michael Grollman and Mr. Greg Szabo, decided to discontinue the operations and wind down the operation of the Company
and operate the Company assets in a Limited Liability Company named NSC Labs, LLC controlled and owned by Mr. Grollman. Mr. Grollman
and NSC Labs, LLC was to pay the Company 2% of revenues and $100,000. Mr. Grollman nor NSC Labs, LLC never paid consideration for
this transaction.



In November 19, 2010, the prior management
was terminated and changed management and began working on operations related to the Company’s medical billing software.

Item 1. Description of Business

Our Current Business
of the Company – Cloud Doctor Medical Software

Cloud-MD Software Solutions introduces
the Cloud-MD Office, a “Cloud Based”, 5010 and ICD-10 compliant, fully integrated and interoperable suite of medical
software and services, designed by experienced healthcare analysts and programmers for healthcare providers, that produces “Actionable
Information” to help Independent Physician Practices, New Care Delivery Models (ACO), Healthcare Systems and Billing Services
optimize a wide range of business processes resulting in Increased Profits, Higher Quality, Greater Efficiency, Noticeable Cost
Reductions and Better Patient Care. Current software product offerings include Practice Management, Electronic Medical Records,
Revenue Management, Patient Financial Solutions, Medical and Pharmaceutical Supply Management, Claims Management and PHI Exchange.

Cloud-MD Billing Services provides:
Management of Medical Claims from posting physician charges into our medical billing software to posting of payments; Continuous
Insurance Claim Follow Up to track and research all rejected or denied medical claims; Comprehensive Reporting including monthly
financial Statements sent to our clients so they can see how their practice is doing and a variety of detailed reports give our
clients the important information and tools used to assist in the increased production which leads to more profit; Patient Account
Inquiries & Support to assist patients with their billing and insurance questions.

Cloud-MD Medical and Pharmaceutical
Supply Management Software Services provides: a ground breaking cloud-based Medical Supply Inventory Management System, specifically
designed for small and medium Medical Practices, DME’s, Home Health, Long-term Care, and Surgery Centers that offers:

Centralized management control
over your medical supply and drug inventory

Real time utilization and financial
inventory summary

Low price notifications

Par level/reorder tracking

RX expiration tracking

Auto supply re-ordering



Table of Contents-31-





Based on a barcode scanning system,
designed to reduce workloads by automating inventory control processes, the Cloud-MD® Inventory Management System requires
no installation, on-site software or special hardware. The Cloud-MD® application suite is fully delivered via the Internet
and requires no special computing environment at the end-user facility.

Cloud-MD Healthcare Systems Consulting
Services specializes in the implementation of sustainable, comprehensive solutions that increase financial and operational performance
in healthcare businesses. By partnering with clients, we deliver solutions across the healthcare enterprise that improve quality,
increase revenue, reduce operational expenses and attract physicians, patients and employees. We bring resources, in-depth knowledge,
and significantly deeper experience than most in the field.

Cloud-MD Acquisition Services provides
medical supply acquisition services that are fully integrated with Cloud-MD Office’s Medical and Pharmaceutical Inventory
Management software and offers a full range of medical, surgical, and laboratory supply products and equipment for medical offices
and surgery centers. Cloud-MD Acquisition Services easy-to-use and seamless process makes supply purchasing quicker and more cost
efficient.



Table of Contents-32-





Discontinued Operations
of the Business through February 4, 2010

Mobile DVR and Location Products

Most of our customers require monitoring
and or tracking of a person or object, and reporting this information back to a central location.

Our current MDVR technology has
not been awarded any patents as of the date of this report and has been awarded trademark protection on one other. We use a combination
of confidentiality agreements, copyright and other trade secret management techniques to protect our trade secrets.

Location Products



Overview of This Technology

We have developed a group of
mobile products with the capability to record high quality digital video, determine location and identify individuals and concatenate
this information into a homogeneous information stream that can be easily displayed on a remote computer. We use a technology called
Global Positioning System or GPS to determine location. These products report the location information as well as other desired
information back to the user through a radio network. The products typically contain a small computer to provide the overall control
and data processing capacity for the device. The products can be thought of as having three distinct pieces or systems. These are
the data collection system, the data control & processing system, and the data transport system. This design concept is the
basis for our Mobile DVR products. The diagram below shows in a general way how the system works with our products:



Table of Contents-33-





Data Collection System

This system can be thought of as the
“eyes and ears” of the product. It is comprised of two systems. One determines location of the product, while the other
system records specific events that the customer may be interested in, such as a door opening on a school bus or the speed of the
bus at a certain location. The location system determines the position of the product using a technology developed by the U.S.
Government called the Global Positioning System, or GPS, as it is commonly known. The U.S. Government developed the system which
consists of approximately 24 satellites that orbit the earth rapidly. It is a worldwide navigation support system that allows users
of GPS receivers to determine their precise geographic locations to within a few meters in most cases. The network of satellites
and their ground control and monitoring stations are maintained and operated by the United States Department of Defense, which
maintains an ongoing satellite replenishment program to ensure continuous global system coverage. Access to the system for all
users is currently provided free of charge by the U.S. Government.



GPS works by ranging and triangulating
the product’s position from a group of satellites. Of the 24 GPS satellites in orbit, a minimum of four is needed to reliably
determine the product’s three-dimensional position. A GPS receiver measures distance by calculating the amount of time it
takes a navigation and time reference radio signal from the satellite to make a one-way trip to the GPS receiver.

GPS receivers typically are very compact;
and it is not necessary to have a large dish antenna to receive GPS signals. Typical information that can be obtained from these
GPS signals are latitude, longitude, elevation, speed, direction, date, and time.



The second part of this Data Collection
System is customer specific. Many customers have additional types of data that they want to know or want collected relevant to
a location. An example of this is, every time a child enters or leaves a school bus or the time and location that the bus stops.
This data input system can therefore be customized to meet the exact needs of a customer.

Another kind of data collection technology
we use in some of our products is called RFID, which stands for Radio Frequency Identification. RFID devices are small radios that
could be used to track information about people or objects. RFID provides a low-cost solution for certain kinds of tracking activities,
especially short-range activities, typically less than a hundred feet. RFID devices are primarily used to determine if the object
is close to a given location.



Another kind of data collection technology
we use in some of our products is called MDVR, which stands for mobile digital video recorder. MDVR devices use a small digital
camera that takes up to 30 pictures per second and then stores these images electronically. When these individual pictures are
‘played back’, you see a movie of the recorded event. Schools are particularly interested in this type of technology
in conjunction with GPS to monitor what is happening on their buses.



Table of Contents-34-





Data Control & Processing
System

This system can be thought of as the
“brains” of the product. A technical term for this system is an embedded system, meaning one that lives deep inside
the overall product. An embedded system is a small special-purpose computer system built into a larger device. The reason we use
an embedded system in our products is to keep cost to us low, so our products stay more competitive in price. Simple embedded systems
can cost us as little as a few dollars each and use very little power compared to the desktop computers that many people are familiar
with, which usually cost much more. On our embedded systems there is typically no disk drive, operating system, keyboard, or screen.
Our embedded systems instead communicate with other computers by radio. These other computers typically have a keyboard and screens,
and they are used to display our information.



The programs that we run on these systems
are custom designed and built by our software engineers. These programs are called firmware. The firmware controls how the data
is collected, what data should be collected and what events should be monitored and reported, what should be ignored, and how,
when and what data should be sent back to the user. As mentioned above, the system is relatively easy to customize, and the firmware
is also easy to customize as it has been written in a modular fashion that allows changes to one section to be implemented without
the need to completely re-write the program. This also helps us keep costs down.



Data Transport System

This system can be thought of
as the “mouth” of the product. It communicates to the outside world where it is and what has happened. There are many
different types of technology that can be used to transport this data back to the user, generally using some kind of wireless
technology based on radios. We currently use cellular radios, satellite radios, Wi-Fi radios, and other special purpose radios.

We use a cellular radio based on GSM
cellular technology. GSM, or Global System for Mobile Communications, is a second-generation digital mobile telephone standard.
GSM was initially developed as pan-European collaboration, intended to enable mobile roaming between member countries.

The cellular radios typically operate
in “real time.” When an event occurs, the data is immediately transported back to a user at a remote location.



While cellular coverage and reception
is good in urban areas, it is less effective in rural areas and is non-existent in most wilderness areas. Sometimes our products
are used in areas where there is poor or no cellular coverage. To overcome this we sometimes use a special radio that communicates
with satellites orbiting the earth. This form of communication has the advantage that our products can be used in very remote areas
almost anywhere in the world. The major downside is that these radios are large and expensive and the airtime usage costs can be
high. Another problem associated with this technology is that, like GPS, these satellite radios work best when there is a clear
line of site to the satellites; as such they may not work well indoors, or under dense foliage or in deep valleys. The satellite
radios typically operate in “real time.” When an event occurs, the data is immediately transported back to the user.
Some of our customers do not want to have the expense of a real time cellular or satellite connection, nor are they interested
in having the data in real time. For this we use either a special purpose radio or a Wi-Fi radio.



The Wi-Fi radio operates in a very similar
manner to cordless phones found in many households. These phones typically consist of a base station and handset. Our system is
very similar; it consists of a base station unit that receives data from the mobile unit that would be on the asset or vehicle
being tracked. The base station is typically attached to a personal computer that takes the raw data from the radio and re-formats
it into information that can be displayed by other computers on the Internet. Wi-Fi stands for “Wireless Fidelity”
and is a technology in very common use to wirelessly connect personal computers to other computer networks, including the Internet.



Table of Contents-35-







Our special purpose radios work in a
very similar manner to the Wi-Fi radio, except that they can sometimes transmit data over longer distances.



Wi-Fi radios operate in an unlicensed
part of the radio spectrum and as such do not have any special government licensing fees associated with them. Because they operate
in a license-free spectrum, the Federal Communications Commission (FCC) imposes some restrictions on the use of these radios. One
major restriction is that the radio signal range is limited to about 300 feet.

Since most of the time our product
operates well beyond 300 feet from the base station, all the collected data is stored within the device for later transmission
when the product comes back into that range again. When the vehicle or asset comes back into base-station range, the mobile units
automatically download their information. We call this mode of operation “near time.” These “near time”
products do not incur any special airtime usage charges. As such, they can be significantly cheaper to operate than the cellular
or satellite equivalents.

Once the data is transmitted back to
the user they can either display the information on our software or on some other computer application.

Results of Operations
for the Three and Six Months ended March 31, 2009 and March 31, 2008



Revenues decreased to $78,344
from $156,216 for the three months ended March 31, 2009 and 2008 respectively. Revenues decreased to $243,259 from $371,755 for
the six months ended March 31, 2009 and 2008, respectively. This decrease is primarily attributable to decrease in sales for 2009
and less marketing of our products.

Cost of goods sold decreased
to $39,679 from $83,033 for the three months ended March 31, 2009 and 2008 respectively. Cost of goods sold decreased to $132,736
from $206,473 for the six months ended March 31, 2009 and 2008, respectively. Our cost of goods sold is directly related to the
decrease in revenue.

General and administrative expense
decreased to $139,143 from $176,334 for the three months ended March 31, 2009 and 2008 respectively. General and administrative
expense decreased to $285,503 from $337,481 for the six months ended March 31, 2009 and 2008, respectively. The decrease in general
and administrative expense was related to the decrease in research and development costs of the Company.

Interest expense decreased to
$11,661 from $21,772 for the three months ended March 31, 2009 and 2008 respectively. Interest expense decreased to $23,706 from
$44,620 for the six months ended March 31, 2009 and 2008, respectively. Our interest expense is related to the cost of debt and
it has been reduced by repayment of loans of $1,168 and related party notes payables of $38,269.

Net loss for the three months
ended March 31, 2009 net loss decreased to $112,139 and $124,923 for March 31, 2008 as compared to six months ended March 31, 2009
and 2008 decreased to $198,656 from $216,819 respectively.



Table of Contents-36-





Liquidity and Capital Resources

The Company has material notes, one from our
prior Chief Executive Officer for approximately $59,723 , one convertible note with an investor relationship with Strategic Working
Capital Fund, LP$155,515 net of discount and beneficial conversion feature of $19,485 with a total balance due of $175,000, and
three notes with shareholders of $34,000. In March 31, 2009 the Company was in compliance with the note agreement with Strategic
Working Capital Fund LP and all other note requirements are in default.

Our cash provided by (used in) operating activities were $31,957
and ($85,451) for the six months ended March 31, 2009 and 2008, respectively. The decrease in cash flows used in operations was
primarily attributable to the changes in operating assets and liabilities, primarily related to increases in amounts payable, in
March 31, 2009 as compared to the 2008 period.



Cash (used in) provided by financing
activities was ($39,438) and $1,886 for the six months ended March 31, 2009and 2008, respectively. We repaid notes payables of
$1,169 and related party notes payables of $38,269 as compared to repayment of related party notes payables of $17,424 and increase
in notes payables of 19,310.

We are currently investigating
opportunities regarding the acquisition or leasing of companies in the software sector and are actively pursuing acquisitions.



There is a strong possibility that, in attempting
to accomplish the above, we may not be able to satisfy our cash requirements over the next twelve months and may be required to
raise additional cash from outside sources.



In the event that we are required to raise additional
cash from outside source, we may issue equity securities or incur additional debt. There is no assurance that such funding, if
required will be available to us or, if available, will be available upon terms favorable to us.



Off-Balance sheet arrangements

We have no off-balance sheet arrangements including
arrangements that would affect the liquidity, capital resources, market risk support and credit risk support or other benefits.



WHERE YOU CAN FIND MORE INFORMATION



You are advised to read this Quarterly
Report on Form 10-Q in conjunction with other reports and documents that we file from time to time with the SEC. In particular,
please read our Quarterly Reports on Form 10-Q, Annual Report on Form 10-K, and Current Reports on Form 8-K that we file from time
to time. You may obtain copies of these reports directly from us or from the SEC at the SEC’s Public Reference Room at 100
F. Street, N.E. Washington, D.C. 20549, and you may obtain information about obtaining access to the Reference Room by calling
the SEC at 1-800-SEC-0330. In addition, the SEC maintains information for electronic filers at its website http://www.sec.gov.



Table of Contents-37-





ITEM 3.        
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK



Our business is currently conducted
principally in the United States. As a result, our financial results are not affected by factors such as changes in foreign currency
exchange rates or economic conditions in foreign markets. We do not engage in hedging transactions to reduce our exposure to changes
in currency exchange rates, although if the geographical scope of our business broadens, we may do so in the future.



We do not hold any derivative instruments
and do not engage in any hedging activities.



ITEM 4.         
CONTROLS AND PROCEDURES



(a) Evaluation of Disclosure Controls and Procedures



We maintain disclosure controls and
procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed,
summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and
that such information is accumulated and communicated to our Chief Executive Officer and Principal Financial Officer, as appropriate,
to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures,
management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance
of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship
of possible controls and procedures. Our disclosure controls and procedures were designed to provide reasonable assurance that
the controls and procedures would meet their objectives. As required by SEC Rule 13a-15(b), our Chief Executive Officer and Principal
Financial Officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures
as of the end of the period covered by this report. Based on the foregoing, our Chief Executive Officer and Principal Financial
Officer concluded that our disclosure controls and procedures were not effective since the Company has been ineffective in filing
timely.



Our Chief Executive Officer and Principal
Financial Officer are responsible for establishing and maintaining adequate internal control over our financial reporting. In order
to evaluate the effectiveness of internal control over financial reporting, as required by Section 404 of the Sarbanes-Oxley Act,
management has conducted an assessment, including testing, using the criteria in Internal Control — Integrated Framework,
issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Our system of internal control
over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with generally accepted accounting principles. Because of its inherent
limitations, internal control over financial reporting may not prevent or detect misstatements. Management has used the framework
set forth in the report entitled Internal Control-Integrated Framework published by the Committee of Sponsoring Organizations of
the Treadway Commission, known as COSO, to evaluate the effectiveness of our internal control over financial reporting. Based on
this assessment, our Chief Executive Officer and Principal Financial Officer have concluded that our internal control over financial
reporting was not effective as of March 31, 2009. There has been no change in our internal controls over financial reporting during
our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal controls
over financial reporting. The Company has been ineffective in the timely filing of the company’s quarterly filings.



Table of Contents-38-







The Company’s material weaknesses in financial reporting were:



|a. |  | The inability of the Company to prepare and file its
financial statements timely due to its limited financial and personnel resources and delays in the Company’s ability to
respond to SEC inquiries regarding financial and accounting presentation. Further, the Company is delinquent in filings for fiscal
year ended 2009 through 2012.
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|b. |  | There were no changes in our internal control over financial
reporting that occurred during the six months ended March 31, 2009 that have materially affected, or are reasonably likely to
materially affect, our internal control over financial reporting.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|c. |  | It should be noted that any system of controls, however
well designed and operated, can provide only reasonable and not absolute assurance that the objectives of the system are met.
In addition, the design of any control system is based in part upon certain assumptions about the likelihood of certain events.
Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in
achieving its stated goals under all potential future conditions, regardless of how remote.
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------





Table of Contents-39-







PART II

OTHER INFORMATION



ITEM 1. LEGAL PROCEEDINGS



We are currently not involved in any
litigation except noted below that we believe could have a material adverse effect on our financial condition or results of operations.
Other than described below, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board,
government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our company or
any of our subsidiaries, threatened against or affecting the Company, our common stock, any of our subsidiaries or of the Company’s
or our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material
adverse effect.



ITEM 1A - RISK FACTORS



There were no material changes from the risk factors previously
disclosed in Part II, Item 1A, “Risk Factors” in our  Annual Report on Form 10-K for the year ended September
30, 2008 during our three months ended March 31, 2009.



ITEM 2.  UNREGISTERED SALES
OF EQUITY SECURITIES AND USE OF PROCEEDS SECURITIES



2012

The Company issued 30,000,000 common
shares for there the reduction of debt from our CEO and reduced debt of the company by $3,325,949.



The Company issued 19,000 common shares
for services rendered by professionals and recorded the expenses based upon the trading price of the common shares of $0.0102 and
expensed $204 as consulting fees.



The Company issued 1,055,333 common
shares to third parties that have purchased our medical billing software at the trading price of the common stock of $0.0160 and
recorded a revenue contra account of $20,871.



The Company issued 90,000 common shares
for $18,000 in cash.



The Company issued 200,000 common shares
to Kroos Medical Management in accordance with the acquisition agreement and recorded it at the trading price of the common shares
of $0.020 and recorded an investment in Kroos Medical Management of $4,000.



Table of Contents-40-





2011

In September 30, 2011 the Company
issued 15,000,000 common shares at the trading price of the common stock of $0.007. The Stock was issued for compensation to new
management and recorded and expense of $105,000.

The Company issued 250,000 in
common stock for $25,000 in cash.

2010

No common stock was issued.

2009

In September 30, 2009 the Company
issued 28,000,000 common shares at the trading price of the common stock of $0.001. The Stock was issued for unpaid compensation
to officers and reduced accrued compensation by $35,800.

2008

In September 30, 2008 the Company
issued 15,193,966 common shares at the trading price of the common stock of $0.001. The Stock was issued for unpaid compensation
to officers and reduced accrued compensation by $63,000.

The offer and sale of such shares
of our common stock were effected in reliance on the exemptions for sales of securities not involving a public offering, as set
forth in Rule 506 promulgated under the Securities Act of 1933 and in Section 4(2) of the Securities Act of 1933. A legend was
placed on the certificates representing each such security stating that it was restricted and could only be transferred if subsequent
registered under the Securities Act of 1933 or transferred in a transaction exempt from registration under the Securities Act of
1933.

ITEM 3.  DEFAULTS UPON SENIOR
SECURITIES



There were no defaults upon senior securities
during the period ended March 31, 2009.



ITEM 4. MINING SAFETY DISCLOSURE



None

ITEM 5.  OTHER INFORMATION



There is no information with respect
to which information is not otherwise called for by this form.



Table of Contents-41-





ITEM 6.  EXHIBITS



Exhibits filed herein for March 31,
2009

Exhibits

|3.1   |  | Articles of Incorporation(1)                                                                                                                                                                            
|----- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.2   |  | Bylaws(2)                                                                                                                                                                                               
|10.1  |  | Employment Agreement between National Scientific Corporation and Michael A. Grollman dated January 2001(4)                                                                                              
|10.2  |  | Employment Agreement between National Scientific Corporation and Graham L. Clark dated January 2003(6)                                                                                                  
|10.3  |  | NSC Consulting Agreement dated August 2001, and Amendments dated August 2002 and July 2003, with Dr. El-Badawy El-Sharawy(6)                                                                            
|10.4  |  | Amended and Restated 2000 Stock Option Plan(3)                                                                                                                                                          
|10.5  |  | Form of 2004 Stock Retainage Plan Agreement(6)                                                                                                                                                          
|10.6  |  | Agreement Regarding Management Consulting Services with Stanton Walker of New York dated May 2003(6)                                                                                                    
|10.7  |  | Agreement Regarding Distribution and Marketing of Gotcha!® Child Safety Product and other products dated December 2002 with FutureCom Global, Inc.(6)                                                   
|10.8  |  | Purchase Order from Verify Systems, Inc, dated March 2003 for IBUSTM School Child Tracking Systems(5)                                                                                                    
|10.9  |  | Letter of Understanding and Agreement dated April 2004 Regarding Sales and Distribution of Verify School safety products, and an Unlimited Software License with Anthony Grosso and CIS Services, LLC(6)
|10.10 |  | Letter of Intent from Positus, Inc. dba Bike & Cycle Trak, dated February 2003 for Design of Power Sports Tracking System(6)                                                                            
|10.11 |  | Purchase Order from Positus, Inc. dba Bike & Cycle Trak, for Design of Power Sports Tracking System dated March 2003(6)                                                                                 
|14    |  | Code of Ethics(7)                                                                                                                                                                                       
|23    |  | Resignation of Semple, Marchal & Cooper, P.C. on December 7, 2011(8)                                                                                                                                    
|31    |  | Certification Pursuant to Section 302 of the Sarbanes-Oxley Act(9)                                                                                                                                      
|32    |  | Certification Pursuant to Section 906 of the Sarbanes-Oxley Act(9)                                                                                                                                      

____________

|(1) | Incorporated by reference to the Registrant’s Form 10-SB filed on or about January 3, 2000.                                               
|--- | ------------------------------------------------------------------------------------------------------------------------------------------
|(2) | Incorporated by reference to the Registrant’s Form 10-QSB for the quarter ended March 31, 2001 and filed on or about May 15, 2001.        
|(3) | Incorporated by reference to the Registrant’s Form 10-QSB for the quarter ended December 31, 2000 and filed on or about February 14, 2001.
|(4) | Incorporated by reference to the Registrant’s Form 10-KSB for the year ended September 30, 2000 and filed on or about December 19, 2000.  
|(5) | Incorporated by reference to the Registrant’s Form S-8 filed on or around June 3, 2003.                                                   
|(6) | Incorporated by reference to the Registrant’s Form SB2 filed on or around June 24, 2004.                                                  
|(7) | Incorporated by reference to the Registrant’s Form 10-QSB for the quarter ended June 30, 2004 and filed on or about August 16, 2004.      
|(8) | Incorporated by reference to the Registrant’s Form 10-K for year ended September 30, 2008                                                 
|(9) | Incorporated herein                                                                                                                       



Table of Contents-42-







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 on its behalf by the undersigned, thereunto
duly authorized.



|Registrant
        
        Date: February 4, 2013 |  | Cloud Medical Doctor Software Corporation
        
        By: /s/ Michael De La Garza
|-------------------------------------------------- |  | --------------------------------------------------------------------------------------
|                                                   |  | Michael De La Garza                                                                   
|                                                   |  | Chief Executive Officer (Principal Executive Officer)                                 







|Registrant
        
        Date: February 4, 2013 |  | Cloud Medical Doctor Software Corporation
        
        By:/s/ Pamela Thompson
|-------------------------------------------------- |  | ---------------------------------------------------------------------------------
|                                                   |  | Pamela Thompson                                                                  
|                                                   |  | Principal Financial Officer                                                      





Table of Contents-43-





Exhibit 31.1

Certification pursuant to 18 U.S.C. Section 1350 as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and pursuant to Rule 13a-14(a) and Rule 15d-14 under the Securities Exchange
Act of 1934



I, Michael De La Garza certify that:

|1. |  | I have reviewed this Quarterly
report on Form 10-Q of Cloud Medical Doctor Software Corporation;
|-- |  | ------------------------------------------------------------------------------------------------



|2. |  | Based on my knowledge, this
report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by
this report;
|-- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|3. |  | Based on my knowledge, the
financial statements, and other financial information included in this report, fairly present in all material respects the financial
condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|4. |  | The registrant's other certifying
officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act
Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))
for the registrant and have:
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|a. |  | Designed
such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision,
to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in which this report is being prepared;
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|b. |  | Designed such internal control
over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles;
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|c. |  | Evaluated the effectiveness
of the registrant’s disclosure and procedures and presented in this report our conclusions about the effectiveness of the
disclosure controls and procedures, as of the end of the period covered by this report based on such evaluations: and
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|d. |  | Disclosed in this report any
change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal
quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial
reporting; and
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|5. |  | The registrant's other certifying
officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's
auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|a. |  | All significant deficiencies
and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to
adversely affect the registrant's ability to record, process, summarize and report financial information; and
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|b. |  | Any fraud, whether or not material,
that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|Registrant
        Date: February 4, 2013 |  | Cloud Medical Doctor Software Corporation
        By: /s/ Michael De La Garza
|----------------------------------------- |  | -----------------------------------------------------------------------------
|                                          |  | Michael De La Garza                                                          
|                                          |  | Chief Executive Officer (Principal Executive Officer,)                       



Table of Contents-44-







Exhibit 31.2

Certification pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and pursuant to Rule 13a-14(a) and Rule 15d-14
under the Securities Exchange Act of 1934



I, Pamela Thompson certify that:



|1 |  | I have reviewed this Quarterly
report on Form 10-Q of Cloud Medical Doctor Software Corporation;
|- |  | ------------------------------------------------------------------------------------------------



|2 |  | Based on my knowledge, this
report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by
this report;
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|3. |  | Based on my knowledge, the
financial statements, and other financial information included in this report, fairly present in all material respects the financial
condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|4. |  | The registrant's other certifying
officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act
Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))
for the registrant and have:
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|a. |  | Designed such disclosure controls
and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material
information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|b. |  | Designed such internal control
over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles;
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|c. |  | Evaluated the effectiveness
of the registrant’s disclosure and procedures and presented in this report our conclusions about the effectiveness of the
disclosure controls and procedures, as of the end of the period covered by this report based on such evaluations: and
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|d. |  | Disclosed in this report any
change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal
quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial
reporting; and
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|5. |  | The registrant's other certifying
officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's
auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|a. |  | All significant deficiencies
and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to
adversely affect the registrant's ability to record, process, summarize and report financial information; and
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|b. |  | Any fraud, whether or not material,
that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|Registrant
        Date: February 4, 2013 |  | Cloud Medical Doctor Software Corporation
        By: /s/ Pamela Thompson
|----------------------------------------- |  | -------------------------------------------------------------------------
|                                          |  | Pamela Thompson                                                          
|                                          |  | Principal Financial Officer                                              



Table of Contents-45-







Exhibit 32.1





CERTIFICATIONS PURSUANT TO SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION 1350)





In connection with the Quarterly Report
of Cloud Medical Doctor Software Corporation (the "Company") on Form 10-Q for the period ending March 31, 2009 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"), I, Michael De La Garza, Chief Executive
Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley
Act of 2002, that:



|(1) |  | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities
Exchange Act of 1934, as amended; and
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------



|(2) |  | The information contained in the Report fairly presents, in all material respects,
the financial condition and result of operations of the Company.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------





|Registrant
        
        Date: February 4, 2013 |  | Cloud Medical Doctor Software Corporation
        
        By: /s/ Michael De La Garza
|-------------------------------------------------- |  | --------------------------------------------------------------------------------------
|                                                   |  | Michael De La Garza                                                                   
|                                                   |  | Chief Executive Officer (Principal Executive Officer)                                 



Table of Contents-46-









Exhibit 32.2





CERTIFICATIONS PURSUANT TO SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION 1350)





In connection with the Quarterly Report
of Cloud Medical Doctor Software Corporation (the "Company") on Form 10-Q for the period ending March 31, 2009 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"), I, Pamela Thompson, Principle Financial
Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley
Act of 2002, that:



|(1) |  | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities
Exchange Act of 1934, as amended; and
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------



|(2) |  | The information contained in the Report fairly presents, in all material respects,
the financial condition and result of operations of the Company.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------





|Registrant
        
        Date: February 4, 2013 |  | Cloud Medical Doctor Software Corporation
        
        By: /s/ Pamela Thompson
|-------------------------------------------------- |  | ----------------------------------------------------------------------------------
|                                                   |  | Pamela Thompson                                                                   
|                                                   |  | Principal Financial Officer                                                       





Table of Contents-47-