SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-QSB/A

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

           For Quarter Ended June 30, 2002 Commission File No. 0-29804

                                 eClickMD, INC.

               (Exact name of registrant as specified in charter)


             Nevada                                   82-0255758
             ------                                   ----------
      (State or Jurisdiction              (IRS Employee Identification Number)
         Of Incorporation)


   201 East Main Street, Brady Texas                    78625
   ---------------------------------                    -----
(Address of Principal Executive Offices)              (Zip Code)


       Registrant's Telephone Number, Including Area Code: (915) 792-8400

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed 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 [X]   NO

As of June 30, 2002, there were 20,678,847 shares of common stock, $.001 par
value, of the registrant issued and outstanding.

Transitional Small Business Disclosure Format (check one)

                               YES       NO [X]

<PAGE>

eClickMD, INC.
                                  JUNE 30, 2002
                                      INDEX


                                                                        Page No.
                                                                        --------
PART I          FINANCIAL INFORMATION

      Item 1.   Financial Statements

                Consolidated Balance Sheets as of June 30, 2002
                (unaudited)(restated) and December 31, 2001                 2

                Consolidated Statements of Operations (unaudited)
                for the three months ended June 30, 2002 (restated)
                and 2001                                                    3

                Consolidated Statements of Operations (unaudited)
                for the six months ended June 30, 2002 (restated)
                and 2001                                                    4

                Consolidated Statements of Cash Flows (unaudited)
                for the six months ended June 30, 2002 (restated)
                and 2001                                                    5

                Notes to Consolidated Financial Statements (unaudited)      6

      Item 2.   Management's Discussion and Analysis of Financial
                Condition and Results of Operations (as Restated)           9

PART II         OTHER INFORMATION

      Item 1.   Legal Proceedings                                          12

      Item 2.   Changes in Securities and Use of Proceeds                  13

      Item 3.   Defaults Upon Senior Securities                            13

      Item 4.   Submission of Matters to a Vote of Security Holders        13

      Item 5.   Other Information                                          13

      Item 6.   Exhibits and Reports on Form 8-K                           13

SIGNATURES                                                                 14

                                        1
<PAGE>
<TABLE>
<CAPTION>

                        eClickMD, Inc. and Subsidiaries
                          CONSOLIDATED BALANCE SHEETS
                June 30, 2002 (UNAUDITED) and December 31, 2001

                                     ASSETS
                                     ------

                                                                   2002 (Unaudited)      2001
                                                                      (restated)
                                                                   ----------------  ------------
<S>                                                                  <C>             <C>
Current assets
  Cash and cash equivalents                                          $     74,971    $    290,222
  Accounts receivable - trade, net of allowance
  for doubtful accounts of $48,727 (unaudited)
  and $31,706 at June 30, 2002 and December 31,
  2001, respectively                                                       22,359          16,543
  Deferred financing fees, net of accumulated
  amortization of $2,077 (unaudited) at June 30, 2002                      24,964             -
  Other current assets                                                     21,501           5,802
                                                                     ------------    ------------
  Total current assets                                                    143,795         312,567

Property and equipment, net of accumulated depreciation of
  $373,606 (unaudited) and $296,007 at June 30, 2002 and
  December 31, 2001, respectively                                         184,488         252,313

Other assets                                                                9,350             -
                                                                     ------------    ------------
  Total assets                                                       $    337,633    $    564,880
                                                                     ============    ============
                     LIABILITIES AND SHAREHOLDERS' DEFICIT
                     -------------------------------------

Current liabilities
  Line of credit                                                     $    360,000    $    360,000
  Current notes payable (including $140,249 (unaudited) and
   $130,060 owed to related parties at June 30, 2002 and
   December 31, 2001, respectively)                                       360,249         152,307
  Convertible notes and debentures - current maturities
   (including $51,250 to related parties at June 30, 2002
   (unaudited) and December 31, 2001, respectively), net of
   unamortized debt discount of $70,402 at June 30, 2002
   (unaudited)                                                          1,033,673         174,350
  Customer deposits                                                        33,944             -
  Payable to related parties                                              428,093         381,493
  Accounts payable (including $19,230 to a related party at
   June 30, 2002 (unaudited) and December 31, 2001,
   respectively)                                                          749,141         904,394
  Accrued payroll tax liabilities                                          60,250         129,649
  Lease obligation payable - current maturities                            50,138             -
  Accrued liabilities                                                     411,893         213,294
                                                                     ------------    ------------
  Total current liabilities                                             3,487,381       2,315,487

Lease obligation, net of current portion                                  166,081             -

Long-term notes payable (including $69,810 (unaudited)
 and $64,810 to a related party at June 30, 2002 and
 December 31, 2001, respectively)                                         120,452         123,805

Long-term convertible notes and debentures                                608,695       1,919,116

Shareholders' deficit
 Preferred stock - $0.001 par value; 15,000,000 shares
  authorized, no shares issued and outstanding                                -               -
 Common stock - $0.001 par value; 50,000,000 shares authorized,
  20,678,847 (unaudited) and 17,121,368 shares issued and
  outstanding at June 30, 2002 and December 31, 2001,
  respectively                                                             20,679          17,121
 Additional paid-in capital                                             6,068,743       5,100,419
 Receivable for the purchase of equity                                   (275,794)       (275,794)
 Accumulated deficit                                                   (9,858,604)     (8,635,274)
                                                                     ------------    ------------
 Total shareholders' deficit                                           (4,044,976)     (3,793,528)
                                                                     ------------    ------------

 Total liabilities and shareholders' deficit                         $    337,633    $    564,880
                                                                     ============    ============
</TABLE>

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

                                        2
<PAGE>
<TABLE>
<CAPTION>

                        eClickMD, Inc. and Subsidiaries
               CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
               FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001

                                                                         2002           2001
                                                                      (restated)
                                                                     ------------   ------------
<S>                                                                  <C>            <C>
Revenues                                                             $     81,031   $    130,336

Operating Expenses
 Cost of Service                                                           51,829         25,174
 Research & Development Costs                                              24,877         59,584
 Selling, General & Administrative                                        480,763        368,298
                                                                     ------------   ------------

 Operating Loss                                                          (476,438)      (322,720)

Other Income                                                                3,712             76
Interest Expense                                                          (67,099)       (67,305)

                                                                     ------------   ------------
 Net Loss                                                            $   (539,825)  $   (389,949)
                                                                     ============   ============

Net loss per common share - basic and diluted                        $      (0.03)  $      (0.03)
                                                                     ============   ============
Weighted-average number of common shares outstanding - basic
 and diluted                                                           20,417,257     12,672,985
                                                                     ============   ============
</TABLE>

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

                                        3
<PAGE>
<TABLE>
<CAPTION>

                         eClickMD, Inc. and Subsidiaries
                CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
                 FOR THE SIX MONTHS ENDED June 30, 2002 AND 2001

                                                                         2002            2001
                                                                      (restated)
                                                                     ------------   ------------
<S>                                                                  <C>            <C>
Revenues                                                             $    176,588   $    226,156

Operating Expenses
 Cost of Service                                                          123,429         56,899
 Research & Development Costs                                              55,538        157,259
 Selling, General & Administrative                                      1,105,125        724,740
                                                                     ------------   ------------

 Operating Loss                                                        (1,107,504)      (712,742)

Other Income                                                                7,423             76
Interest Expense                                                         (123,249)      (133,459)

                                                                     ------------   ------------
 Net Loss                                                            $ (1,223,330)  $   (846,125)
                                                                     ============   ============

Net loss per common share - basic and diluted                        $      (0.07)  $      (0.07)
                                                                     ============   ============
Weighted-average number of common shares outstanding - basic
 and diluted                                                           18,844,371     12,276,341
                                                                     ============   ============

</TABLE>

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

                                       4
<PAGE>
<TABLE>
<CAPTION>

                        eClickMD, Inc. and Subsidiaries
               CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001

                                                                                         2002            2001
                                                                                      (restated)
                                                                                     ------------   ------------
<S>                                                                                  <C>            <C>
Cash flows from operating activities
   Net loss                                                                          $ (1,223,330)  $   (846,125)
   Adjustments to reconcile net loss to net cash used in operating activities
     Depreciation                                                                          77,598         77,335
     Fair value of common stock issued for services                                       187,500         38,355
     Fair value of stock options issued for services                                       22,205            -
     Amortization of deferred financing fees                                                2,077         69,288
     Amortization of debt discount                                                         14,079            -
   Increases and decreases in working capital accounts:
     Accounts receivable - trade                                                          ( 5,816)       (32,168)
     Other assets                                                                         (25,049)       (18,495)
     Customer deposits                                                                     33,944         41,684
     Accounts payable                                                                      83,785        173,422
     Accrued liabilities                                                                  129,200        225,779
                                                                                     ------------   ------------
     Cash flows used in operating activities                                             (703,807)      (270,925)

Cash flows from investing activities
   Purchases of property and equipment                                                     (9,772)          (932)

Cash flows from financing activities
   Bank overdraft                                                                             -          (37,240)
   Payments on lease obligation                                                           (22,820)           -
   Payments on convertible notes payable and debentures                                    (5,000)           -
   Deferred financing fees                                                                (27,041)           -
   Borrowings on convertible notes payable and debentures                                 233,000        150,100
   Borrowings from related parties                                                         46,600        119,994
   Borrowings on notes payable (including $10,188 from related parties in 2002)           210,188          6,810
   Payments on notes payable                                                               (5,599)           -
   Exercise of stock options                                                               69,000         28,708
                                                                                     ------------   ------------
     Cash flows provided by financing activities                                          498,328        268,372

Net decrease in cash and cash equivalents                                                (215,251)        (3,485)

Cash and cash equivalents, beginning of period                                            290,222          6,599
                                                                                     ------------   ------------

Cash and cash equivalents, end of period                                             $     74,971   $      3,114
                                                                                     ============   ============
Supplemental disclosures for cash flow information:
   Cash paid during the period for:
     Interest                                                                        $     18,968   $      8,789
                                                                                     ============   ============

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND
 FINANCING ACTIVITIES
     Refinancing of equipment through capital lease                                  $    239,039   $        -
                                                                                     ============   ============
     Conversion of notes payable and accrued interest to common stock                $    608,696   $  1,256,259
                                                                                     ============   ============
     Warrants issued in connection with convertible debentures                       $     40,269   $        -
                                                                                     ============   ============
     Common stock issued in connection with convertible debentures                   $     44,212   $        -
                                                                                     ============   ============
</TABLE>

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

                                        5
<PAGE>

                         ECLICKMD, INC. AND SUBSIDIARIES

         NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Unaudited)

1. BASIS OF PRESENTATION

The interim financial statements of eClickMD, Inc. and Subsidiaries (the
"Company" or "eClick") at June 30, 2002, and for the three and six months ended
June 30, 2002 and 2001, are unaudited, and include all adjustments (consisting
only of normal recurring adjustments) which the Company considers necessary for
a fair presentation. The December 31, 2001 balance sheet was derived from the
balance sheet included in the Company's audited financial statements as filed on
Form 10-KSB for the year ended December 31, 2001. Certain amounts previously
reported in prior interim financial statements have been reclassified to conform
to the 2002 presentation.

The accompanying unaudited interim financial statements are for interim periods
and do not include all disclosures normally provided in annual financial
statements, and should be read in conjunction with the Company's audited
financial statements included in the 10-KSB for the year ended December 31,
2001. The accompanying unaudited interim financial statements for the three and
six months ended June 30, 2002 are not necessarily indicative of the results
which can be expected for the entire fiscal year.

2. GOING CONCERN

The consolidated financial statements for the six months ended June 30, 2002
have been prepared on the assumption the Company will continue as a going
concern. The Company sustained net losses of $1,223,330 and $3,938,685 during
the six months ended June 30, 2002 and the year ended December 31, 2001,
respectively, and has accumulated losses through June 30, 2002 of $9,858,604.
Cash used in operating activities for the same periods aggregated $703,807 and
$1,586,522, respectively. Total liabilities at June 30, 2002 of $4,382,609
(including approximately $60,000 to the Internal Revenue Service for delinquent
payroll taxes) exceed total assets of $337,633. As of the date of this report,
the Company is unable to meet all of its short-term obligations as they fall due
and has substantial amounts outstanding with key vendors. In addition, the
Company has contingent liabilities, as further discussed in Note 11, that could
further impact its liquidity.

The Company's continued existence depends upon the success of management's
efforts to raise additional capital necessary to meet the Company's obligations
as they come due and to obtain sufficient capital to execute its business plan.
The Company intends to obtain capital primarily through issuances of equity. In
addition, the founding shareholders have agreed to sell personally owned shares
into the market (subject to regulatory limitation and limitations provided for
in the finance agreement) and loan the proceeds (net of taxes) to the Company.
There can be no degree of assurance given that the Company will be successful in
completing additional financing transactions or that the founding shareholders
will be successful in selling their shares.

The consolidated financial statements do not include any adjustments to reflect
the possible effects on the recoverability and classification of assets or
classification of liabilities which may result from the inability of the Company
to continue as a going concern.

3. USE OF ESTIMATES AND ASSUMPTIONS

Management uses estimates and assumptions in preparing financial statements in
accordance with generally accepted accounting principals. These estimates and
assumptions affect the reported amounts of assets and liabilities, the
disclosure of contingent assets and liabilities, and the reported amounts of
revenues and expenses. Actual results could vary from the estimates that were
used.

4. RESTATEMENT OF PREVIOUSLY REPORTED RESULTS

The Company is amending and restating its Form 10-QSB for the three and six
months ended June 30, 2002 to record the issuance in the first quarter of 2002
of 250,000 shares of common stock for financial consulting services valued at
$187,500. The restatement results in a net loss per share of $0.07 for the six
months ended June 30, 2002 instead of a net loss per share of $0.06 as
originally reported. The net loss per share for the three months ended June 30,
2002 was not affected.

                                        6
<PAGE>

5. CONVERTIBLE NOTES AND DEBENTURES

At June 30, 2002 the Company had outstanding convertible notes totaling $158,000
which were issued in 1999 with a conversion rate of $2.00 per share, $585,000 of
convertible notes issued in 2000 with a conversion rate equal to the principle
plus accrued interest at the conversion date divided by the price per share of
equity instruments sold in the next financing transaction, $608,695 of
convertible notes issued in 2001 with a conversion rate of the lower of $1.00
per share of common stock or 80 percent of the fair market value of the common
stock, $128,075 of convertible notes issued in 2001 with a conversion rate equal
to the lesser of a 12.5% discount to the market price or $1.50 per share and
$162,598, net of unamortized debt discount of $70,402, of convertible notes
issued in 2002 with a conversion rate equal to the lesser of $1.25 per share or
150% of the market price.

6. CURRENT NOTES PAYABLE

On April 9, 2002 the Company issued a Promissory Note to Gryphon Opportunity
Fund I, LLC in the amount of $100,000 with interest at 6% per annum which
matures at the earliest of July 10, 2002 or upon completion of a financing round
of a minimum of $500,000. Again on May 7, 2002 an additional Promissory note was
issued by the Company to Gryphon Opportunity Fund I, LLC for $100,000 with
interest at 6% per annum which matures at the earliest of August 7, 2002 or upon
completion of a financing round of a minimum of $500,000.

7. DEFERRED FINANCING FEES

Deferred financing fees related to notes payable are amortized on a straight-
line basis over the term of the notes payable of three months.

8. LEASE OBLIGATION

During April 2002, the Company refinanced accounts payable in the amount of
$239,039 through a capital lease with a financing company. The assets and
liabilities related to the equipment under capital lease are recorded at the
lower of the present value of the minimum lease payment or the fair value of the
asset.

Minimum future lease payments under capital leases as of June 30, 2002 are as
follows:

                                 2002            $   37,752
                                 2003                75,504
                                 2004                75,504
                                 2005                75,504
                                 2006                18,876
    Less amount representing interest               (66,921)
                                                 ----------
             Present value of minimum
                        lease payment               216,219
                 Less current portion               (50,138)
                                                 ----------
         Lease obligation - long term            $  166,081
                                                 ==========

9.  SHAREHOLDERS' DEFICIT

During the six months ended June 30, 2002, $608,696 of convertible notes and
debentures were converted to 2,843,045 shares of the Company's common stock. The
Company issued 163,100 shares of common stock valued at $44,212 and warrants to
purchase 151,450 shares of common stock associated with the issuance of
convertible notes and debentures and recognized expense of $22,205 related to
stock options granted in a prior period. The Company issued 301,333 shares of
common stock as a result of the exercise of stock options for cash totaling
$69,000 and 250,000 shares of common stock for financial consulting services
valued at $187,500.

10. TREATMENT OF CERTAIN STOCK OPTIONS FOR DISPUTED SERVICES

In July 2001, the Company issued stock options as retainers for services and as
collateral for financing in connection with such services to Oxford Financial
and Mark Anthony Christini which were subsequently converted into common stock.
In September, 2001, the Company filed a complaint against Oxford Venture Fund,
L.L.C. and Karim Rajani alleging the defendants had received Company stock
options to purchase 275,000 shares as a retainer and for the purpose of
collateralizing financing for the Company, and that the defendant then sold a
portion of the stock thereby converting it to their own use instead of using it
for collateral. The Company sought compensatory damages, exemplary damages and
injunctive relief. The defendant's appeared for a hearing to argue against the
Court's in personam jurisdiction over them as well as to argue against the need
for injunctive relief. On September 14, 2001, the Court granted a temporary
injunction against the defendants making sales of the Company's stock. At the
date of this filing, 1,800,000 shares are being restricted from transfer of
which 600,000 shares are being held in certificate form by the transfer agent.
The defendants have not filed their answer in the matter and the Company intends
to seek a default judgment against the defendants. The Company also issued
options to purchase an aggregate of 275,000 shares to Mark Anthony Christini as
a retainer in exchange for legal services associated with Oxford Venture Fund.
The options were converted to shares of common stock. Subsequently, Mr.
Christini became deceased before any services were rendered. The Company plans
to seek recovery of such shares from the estate of Mr. Christini. The Company
expects to recover the before mentioned shares. Due to the circumstances
surrounding the issuance of the options and the subsequent dispute that has
arisen due to the failure of the optionees to perform according to the
agreement, no value has been recorded in the accompanying financial statements
related to the original issuance of the options. In the event that the shares
are not recovered, the Company may incur an associated expense during the
reporting period in which the settlement occurs. Management believes the shares
indicated above will be recovered.

11. CONTINGENCIES

Certain officers and employees who were previously employed by the Company and
were parties to employment contracts were terminated during the fourth quarter
of 2000. One of these employees has filed suit against the Company. The outcome
of this dispute and these terminations is unknown at this time, but could
materially affect these consolidated financial statements. No provision has been
made in these consolidated financial statements concerning this contingency.

The Company was previously indebted to a vendor for the purchase of computer
equipment in the amount of approximately $260,000 which in prior periods was
included in accounts payable. The vendor has filed a suit to collect payment.
During the 2nd Quarter of 2002 the Company successfully negotiated a lease
agreement with the original manufacturer of the equipment. The vendor, in turn,
sold the equipment to the original manufacturer and the Company entered into a
four year capital lease agreement with the manufacturer. Rental payments on this
leasing facility commenced in May of 2002. The vendor has agreed to release The
Company from the lawsuit. As of the date of this filing, this release has not
been obtained by The Company.

                                        7
<PAGE>

12. SUBSEQUENT EVENTS

Subsequent to June 30, 2002 and pursuant to the Placement Agency Agreement ("the
Agreement") dated April 29, 2002 with Gryphon Financial Securities Corp. (the
Placement Agent), the Company received funds through a private placement.
Aggregate gross proceeds of the financing through August, 9, 2002 were $288,459.
The Company paid commissions of 7%, paid certain expenses of the financing and
realized net proceeds of approximately $265,000. In the financing, the Company
issued an aggregate of $288,459 of principal amount of 7.5% senior promissory
notes having a 180 day maturity. The Notes are convertible into common stock at
the lower of $1.25 per share or 150% of the stock price on the conversion date.
The placement agent and investors in the financing received warrants to purchase
an aggregate of 187,472 shares of common stock at an exercise price of $.75 per
share with 43,242 warrants issued to the Placement Agent and 144,230 warrants
issued to the investor. These warrants expire in July and August of 2007. In
addition, the placement agent and investor in the financing received shares of
common stock totaling 201,922 shares with 57,692 shares issued to the Placement
Agent and 144,230 shares issues to the investor.

Cause No. 67-190588-01: 67th Judicial District Court of Travis County, Texas.
Fred Klutts vs. LEP Capital & Consulting Inc., John W. Pittman, Link.Com k/n/a
eClickMD. Lawsuit filed for collection of LEP Capital and Consulting, Inc.
promissory note payable to Fred Klutts totaling $40,000 plus accrued interest. A
"No-Answer Final Default Judgment" was rendered upon the defendents on January
29, 2002. eClickMD, Inc. settled the matter with the plaintiff on August 5, 2002
and arranged a pay-out plan over time for the promissory note payable plus
accrued interest. Accordingly, at June 30, 2002 The Company has recorded a
liability in the amount of approximately $46,000 for payment of the note plus
accrued interest.

Case No. 258052: Travis County Court 1, Travis County, Texas. Immedient Inc. vs.
eClickMD, Inc. Lawsuit filed for collection of debt. A "No-Answer Final Default
Judgment" was rendered upon the defendant on April 24, 2002. eClickMD, Inc.
settled the matter with the plaintiff on July 10th and as of the date of this
filing has fully paid the mutually agreed settlement obligation.

On April 22, 2002, the Company was served notice regarding Cause No. 2002044:
198th Judicial District Court of McCulloch County, Texas. The RECOVAR Group, LLC
vs. eClickMD, Inc. The lawsuit filed was for the collection of outstanding
accounts payable in the amount of approximately $5,000. The plaintiff was also
demanding reasonable attorney's fees and court costs. eClickMD, Inc. settled the
matter with the plaintiff on July 23, 2002 and as of the date of this filing has
fully paid the mutually agreed settlement obligation.


                                       8
<PAGE>

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

                           Forward Looking Statements

This Quarterly Report on Form 10-QSB contains "forward-looking" statements as
such term is defined in the Private Securities Litigation Reform Act of 1995 and
information relating to the Company and its subsidiaries that are based on the
beliefs of the Company's management as well as assumptions made by and
information currently available to the Company's management. When used in this
report, the words "anticipate," "believe," "estimate," "expect" and "intend" and
words or phrases of similar import, as they relate to the Company or its
subsidiaries or Company management, are intended to identify forward-looking
statements. Such statements reflect the current risks, uncertainties and
assumptions related to certain factors including, without limitations,
competitive factors, general economic conditions, customer relations,
relationships with vendors, the interest rate environment, governmental
regulation and supervision, seasonality, distribution networks, product
introductions and acceptance, technological change, changes in industry
practices, onetime events and other factors described herein and in other
filings made by the company with the Securities and Exchange Commission, based
upon changing conditions, should any one or more of these risks or uncertainties
materialize, or should any underlying assumptions prove incorrect, actual
results may vary materially from those described herein as anticipated,
believed, estimated, expected or intended. The Company does not intend to update
these forward-looking statements.

Overview

eClickMD, Inc. management believes it is the leader in the Health Insurance
Portability and Accountability Act (HIPAA)-compliant, coordination of care
technology for the health care industry. Home health care executives founded the
Company in 1996 to address inefficiencies in workflow processes between agencies
and physicians. That same year, the U.S. government released the HIPAA Act that
mandated Internet-based electronic storage and transmission of patient data be
standardized, secured, and subjected to rigorous privacy rules. eClickMD quickly
enhanced its digital certificate and e-signature technology to comply with these
HIPAA standards. Today, the Company has nine technology patents pending
encompassing over 150 specific claims for managing and transmitting sensitive
patient data. There are also over 400 health care professionals moving in excess
of 12,000 patient documents annually through the eClickMD system.

The Company has developed and intends to provide a broad range of Web-based
healthcare electronic commerce services that will improve communication among
physicians, suppliers, and other providers; however, there can be no assurance
given that the Company will be successful in its development efforts. These
services using Internet technology in the healthcare electronic commerce
industry are subject to risks, including but not limited to those associated
with competition from existing companies offering similar services, rapid
technological change, development risks, management of growth and a minimal
previous record of operations or earnings.

                                        9
<PAGE>

Restatement of Previously Reported Results

The Company is amending and restating its Form 10-QSB for the three and six
months ended June 30, 2002 to record the issuance in the first quarter of 2002
of 250,000 shares of common stock for financial consulting services valued at
$187,500. The restatement results in a net loss per share of $0.07 for the six
months ended June 30, 2002 instead of a net loss per share of $0.06 as
originally reported. The net loss per share for the three months ended June 30,
2002 was not affected.


Results of Operations (as Restated)

Three Months Ended June 30, 2002 Compared to Three Months Ended June 30, 2001

Revenues for the three months ended June 30, 2002 were $81,031 compared to
$130,336 in the same period in 2001. Lower revenues were primarily the result of
non-recurring revenues booked in the second quarter of 2001. Fewer customers
were billed in 2002 as a result of a year-end review of accounts receivable,
where a significant number of customers with aged receivable balances were
assigned former client status. In addition, as the Company maximized available
resources in 2001 and 2002, fewer sales and marketing programs existed.

Operating expenses were $557,470 for the three months ended June 30, 2002
compared to $453,056 for the three months ended June 30, 2001. This 23 %
increase in operating expenses was primarily attributable to expenses accrued at
June 30, 2002 for outstanding legal settlement obligations and expenses incurred
for stock options issued for services in relation to the private placement debt
financing that occurred in the second quarter of 2002.

Interest expense for the quarter ended June 30, 2002 was $67,099 compared to
$67,305 in 2001. Interest expense remained consistent between the periods.


Six Months Ended June 30, 2002 Compared to Six Months Ended June 30, 2001

Revenues for the six months ended June 30, 2002 were $176,588 compared to
$226,156 in the same period in 2001. Lower revenues were primarily the result of
non-recurring revenues booked in the second quarter of 2001. Fewer customers
were billed in 2002 as a result of a year-end review of accounts receivable,
where a significant number of customers with aged receivable balances were
assigned former client status. In addition, as the Company maximized available
resources in 2001 and 2002, fewer sales and marketing programs existed.

Operating expenses were $1,284,092 for the six months ended June 30, 2002
compared to $938,898 for the six months ended June 30, 2001. This 37% increase
in operating expenses was primarily attributable to expenses of $187,500
incurred for the issuance of 250,000 shares of common stock for financial
consulting services and expenses accrued at June 30, 2002 for outstanding legal
settlement obligations. In addition, expenses incurred for stock options issued
for services in relation to the private placement financing that occurred in the
second quarter of 2002 increased expenses. Finally, higher selling, general and
administrative expenses resulting from hiring increases in the areas of
management and sales that occurred in the fourth quarter of 2001 drove higher
salaries and wages and other employee-related expenses in 2002.

Interest expense for the six months ended June 30, 2002 was $123,249 compared to
$133,459 in 2001. Decreases in interest expense resulted primarily from
conversion of a portion of convertible notes payable to common shares in 2001,
partially offset by interest charges incurred for quarterly amortization of debt
discount in relation to the private placement financing that occurred in the
second quarter of 2002.

Liquidity and Capital Resources

Net cash used by operating activities for the six month period ended June 30th
totaled $703,807 and $270,925 for 2002 and 2001, respectively. Increased net
uses of cash in 2002 resulted primarily from lower revenues and higher operating
expenses resulting from hiring in the areas of management and sales in the
fourth quarter of 2001 as well as from the Company paying down the balance in
accounts payable, payroll tax liabilities and certain other accrued liabilities.

Net cash provided by financing activities was $498,328 for the six months ended
June 30, 2002 and $268,372 for the six months ended June 30, 2001 and consisted
primary of borrowings on convertible notes payables and debentures, exercise of
stock options for cash and other borrowings of notes payable, including related
parties in 2002 and 2001.

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<PAGE>

At June 30, 2002 the Company had outstanding convertible notes totaling $158,000
which were issued in 1999 with a conversion rate of $2.00 per share, $585,000 of
convertible notes issued in 2000 with a conversion rate equal to the principle
plus accrued interest at the conversion date divided by the price per share of
equity instruments sold in the next financing transaction, $608,695 of
convertible notes issued in 2001 with a conversion rate of the lower of $1.00
per share of common stock or 80 percent of the fair market value of the common
stock, $128,075 of convertible notes issued in 2001 with a conversion rate equal
to the lesser of a 12.5% discount to the market price or $1.50 per share and
$162,598, net of unamortized debt discount of $70,402, of convertible notes
issued in 2002 with a conversion rate equal to the lesser of $1.25 per share or
150% of the market price.

On April 5, 2002, Gryphon Opportunity Fund I, LLC converted $608,696 of
convertible notes into 2,843,045 shares of common stock and adjusted the
conversion feature on the balance of the notes payable and any compounded
interest to a conversion price of $1.00 per share of common stock. The sole
investor in the Financing, Gryphon Opportunity Fund I (the Investor), had
received warrants to purchase an aggregate of 436,239 shares of common stock and
Gryphon Financial Securities Corp, the Placement Agent, had received an
aggregate of 426,870 warrants of similar tenor (the Agent's Warrants). Both the
Investor and the Placement Agent agreed to change the exercise price of all the
Investor and Placement Agent Warrants to $1.00 and maintain the number of
exercisable shares as indicated on the face of the warrants without adjustment
except for normal anti-dilution provisions for stock splits, stock rights and
stock dividends and waive penalties for demand registration for six months and
one year, respectively.

On April 9, 2002 the Company issued a Promissory Note to Gryphon Opportunity
Fund I, LLC in the amount of $100,000 with interest at 6% per annum which
matures at the earliest of July 10, 2002 or upon completion of a financing round
of a minimum of $500,000. Again on May 7, 2002 an additional Promissory note was
issued by the Company to Gryphon Opportunity Fund I, LLC for $100,000 with
interest at 6% per annum which matures at the earliest of August 7, 2002 or upon
completion of a financing round of a minimum of $500,000.

On April 29, 2002 the Company entered into a Placement Agency Agreement ("the
Agreement") with Gryphon Financial Securities Corp. (the Placement Agent), to
act as the exclusive placement agent, on a reasonable best efforts basis, in
connection with the private placement of Units, each Unit consisting of (1) a
$50,000 aggregate principal amount senior subordinated convertible promissory
note of the Company bearing interest at the rate of 7.5% per annum (the
"notes"), (2) 25,000 shares of common stock, par value $.001 per share of the
Company (the "Common Stock") and (3) a five (5) year warrant ("the warrants") to
purchase 25,000 shares of Common Stock at an exercise price of $0.75 per share.
In the offering, the Placement Agent will sell on a reasonable best efforts
basis a minimum of $100,000 of Units and up to a maximum of $500,000 of Units.
The Placement Agent reserves the right to sell up to an additional $250,000 of
Units (the "Over Allotment Securities").

The aggregate gross proceeds of the financing , through June 30, 2002 were
$233,000. The Company paid commissions of 7%, paid certain expenses of the
financing and realized net proceeds of approximately $200,959 on the financing.
In the financing, the Company issued an aggregate of $233,000 of principal
amount of 7.5% senior promissory notes having a 180 day maturity. The Notes are
convertible into common stock at the lower of $1.25 per share or 150% of the
stock price on the conversion date. The placement agent and investors in the
financing received warrants to purchase an aggregate of 151,450 shares of common
stock at an exercise price of $.75 per share. These warrants expire in June of
2007. In addition, the placement agent and investors in the financing received
shares of common stock totaling 163,100 shares.

The Company has limited cash resources and intends to raise additional capital
through convertible notes and the issuance of preferred stock or additional
common stock. The Company believes the additional capital will allow it to
continue its marketing efforts in its core products and develop and add new
functional enhancements to the browser-based versions of its products. The
availability of cash through such resources is not assured and if the Company is
not able to raise enough cash, the Company might be forced to limit its
operations and marketing activities, or ultimately cease operations.

The consolidated financial statements have been prepared on the assumption that
the Company will continue as a going concern. The Company's continued existence
depends upon the success of management's efforts to raise additional capital
necessary to meet the Company's obligations as they come due and to obtain
sufficient capital to execute its business plan. There can be no degree of
assurance given that the Company will be successful in completing additional
financing transactions.

The consolidated financial statements do not include any adjustments to reflect
the possible effects on the recoverability and classification of assets or
classification of liabilities which may result from the inability of the Company
to continue as a going concern.

                                       11
<PAGE>

                                     PART II

                                OTHER INFORMATION

Item 1. Legal Proceedings

Cause No. GN100323; 200th Judicial District Court of Travis County, Texas.
AmeriQuest Technologies, Inc. (the "vendor") vs. eClickMD, Inc., filed January
31, 2001. Ameriquest Technologies filed the lawsuit for collection of purchase
price of computer equipment purchased by eClickMD, Inc. totaling approximately
$260,000. During the 2nd Quarter of 2002 the Company successfully negotiated a
lease agreement with the original manufacturer of the equipment. The vendor, in
turn, sold the equipment to the original manufacturer and the Company entered
into a four year capital lease agreement with the manufacturer. Rental payments
on this leasing facility commenced in May of 2002. The vendor has agreed to
release The Company from the lawuit. As of the date of this filing, this release
has not been obtained by The Company.

Cause No. 3:OLV343LN:United States District Court, Southern District of
Mississippi. David Buck vs eClickMD. Inc. The lawsuit, filed on May 8, 2001
alleges breaches of severence in an employment agreement. David Buck is seeking
damages of up to $197,200. The Company is negotiating a settlement offer at the
time of this filing and cannot estimate the amount of any settlement.

On October 17, 2001, in the United States District Court, Western District of
Texas, Austin Division, the Company filed a counter suit against David Buck,
Philip Mattingly, and John Griffin for breach of fiduciary duty, statutory and
common law fraud, and conversion of corporate funds and assets. One or more of
the defendants have been served. The Company has reached a settlement with John
Griffin and agreed to release him from this suit.

Cause No. A 01 CA 599 SS; United States District Court, Western District of
Texas, Austin Division. eClickMD, Inc. v. Oxford Venture Fund, L.L.C. and Karim
Rajani. On September 14, 2001, the Company filed a complaint alleging the
defendants had received Company stock valued at over $1,525,000 for the purpose
of collateralizing financing for the Company. The defendant sold a portion of
the stock thereby converting it to their own use instead of using it for
collateral. The Company sought compensatory damages, exemplary damages and
injunctive relief. The defendant's appeared for a hearing to argue against the
Court's in personam jurisdiction over them as well as to argue against the need
for injunctive relief. On September 14, 2001, the Court granted a temporary
injunction against the defendants making sales of the Company's stock. At the
date of this filing, 1,800,000 shares are being restricted from transfer of
which 600,000 shares are held in certificate form by the transfer agent. The
defendants have filed their answer in this matter and the Company intends to
vigorously pursue this matter or seek settlement or summary judgement against
the defendants.

Cause No. 67-190588-01: 67th Judicial District Court of Travis County, Texas.
Fred Klutts vs. LEP Capital & Consulting Inc., John W. Pittman, Link.Com k/n/a
eClickMD. Lawsuit filed for collection of LEP Capital and Consulting, Inc.
promissory note payable to Fred Klutts totaling $40,000 plus accrued interest. A
"No-Answer Final Default Judgment" was rendered upon the defendents on January
29, 2002. eClickMD, Inc. settled the matter with the plaintiff on August 5, 2002
and arranged a pay-out plan over time for the promissory note payable plus
accrued interest. Accordingly, at June 30, 2002 The Company has recorded a
liability in the amount of approximately $46,000 for payment of the note plus
accrued interest.

Case No. 258052: Travis County Court 1, Travis County, Texas. Immedient Inc. vs.
eClickMD, Inc. Lawsuit filed for collection of debt. A "No-Answer Final Default
Judgment" was rendered upon the defendant on April 24, 2002. eClickMD, Inc.
settled the matter with the plaintiff on July 10th and as of the date of this
filing has fully paid the mutually agreed settlement obligation.

On April 22, 2002, the Company was served notice regarding Cause No. 2002044:
198th Judicial District Court of McCulloch County, Texas. The RECOVAR Group, LLC
vs. eClickMD, Inc. The lawsuit filed was for the collection of outstanding
accounts payable in the amount of approximately $5,000. The plaintiff was also
demanding reasonable attorney's fees and court costs. eClickMD, Inc. settled the
matter with the plaintiff on July 23, 2002 and as of the date of this filing has
fully paid the mutually agreed settlement obligation.

Cause No. 263219; GTECH Corporation v. eClickMD, Inc. f/k/a Link.com; County
Court at Law No. 1, Travis County, Texas. Lawsuit filed for collection of past
due rent obligation plus attorney's fees. At the time of the filing of this
report, the Company is working to settle this lawsuit. At June 30, 2002, the
full amount of this liability, approximately $65,000 is reflected in accounts
payable.

Cause No. 041385; GTECH Corporation v. eClickMD, Inc. f/k/a Link.com; Justice
Court, Precint 1, Travis County, Texas. Lawsuit filed for eviction. The Company
vacated the premises on June 19, 2002. As of the date of this filing, the
Company has satisfied its obligations under this lawsuit

On or about May 1, 2002, the Company received information regarding Cause No.
2002-21897; 1240 Blalock, Inc. and Barry Pulaski vs. Marion Robert Rice,
Link.Com, Inc. and eClickMD, Inc. Lawsuit filed for collection of amounts owed
on a Debenture agreement dated September 23, 1999 in the amount of $50,000 plus
accrued interest. The plaintiffs are also demanding reasonable attorney's fees
and court costs. As of the date of this filing, the Company has received notice
of written discovery from the plaintiffs and has until August 29, 2002 to
respond. At June 30, 2002 the full amount of this liability, approximately
$64,000.00 is recorded in the Company's accounts.

                                       12
<PAGE>

Item 2. Changes in Securities

None.

Item 3. Defaults Upon Senior Securities

None.

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

None.

Item 5. Other Information

None.

Item 6. Exhibits and Reports on Form 8-K

a) EXHIBITS

4.3   Placement Agency Agreement dated April 29, 2002 between the Company and
      the Placement Agent
4.4   Agent Warrant Agreement - Summary of transactions from April 29, 2002
      through August 6, 2002
4.5   Investor Warrant Agreement - Summary of transactions from April 29, 2002
      through August 6, 2002
4.6   Investor Note Agreement - Summary of transactions from April 29, 2002
      through August 6, 2002
99.1  Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
      Section 906 of the Sarbanes-Oxley Act of 2002
99.2  Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
      Section 906 of the Sarbanes-Oxley Act of 2002

b) REPORTS ON FORM 8-K

None.

                                       13
<PAGE>

                                   SIGNATURES

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

eClickMD, Inc.


     Date:  November 21, 2002          By: /s/ MARION ROBERT RICE
                                       -----------------------------------------
                                       Marion Robert Rice,
                                       President and Chief Executive
                                       Officer
                                       (Principal Executive)


                                       By: /s/ NEIL BURLEY
                                       -----------------------------------------
                                       Chief Financial Officer
                                       (Principal Financial
                                       and Accounting Officer)

                                       14