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

                                   FORM 10-KSB

(Mark One)

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

     FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000

                                       OR

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

     For the transition period from ______________ to _______________

Commission File Number 333-45464


                        MEDICAL CAPITAL MANAGEMENT, INC.
                 ----------------------------------------------
                 (Name of small business issuer in its charter)


                Delaware                                          88-0473359
        ------------------------                             -------------------
        (State of incorporation)                               (I.R.S. Employer
                                                             Identification No.)

             5190 Neil Road
              Reno, Nevada                                           89502
----------------------------------------                      ------------------
(Address of principal executive offices)                          (Zip Code)


                   Issuer's telephone number: (775) 825-8822

     Securities registered under to Section 12(b) of the Exchange Act: None

     Securities registered under to Section 12(g) of the Exchange Act: None

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

     Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of the registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [X]

     State issuer's revenues for its most recent fiscal year: None

     All of the issuer's common equity is held by affiliates.

     As of April 25, 2001, the issuer had 2,000 shares issued and outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

     None.

   IN ACCORDANCE WITH RULE 15d-2 UNDER THE EXCHANGE ACT, THIS REPORT CONTAINS
ONLY FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000.
<PAGE>
                                    PART F/S

1.   FINANCIAL STATEMENTS. See Index to Financial Statements on page F-1 of this
     Report.

2.   FINANCIAL STATEMENT SCHEDULES. See Index to Financial Statements on page
     F-1 of this Report. All other schedules are omitted since they are not
     required, are inapplicable, or the required information is included in the
     financial statements or notes thereto.

                                       2
<PAGE>
                                   SIGNATURES

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

                                         MEDICAL CAPITAL MANAGEMENT, INC.


Date:  April 30, 2001                    By /s/ Sidney M. Field
                                            ------------------------------------
                                            Sidney M. Field, President,
                                            Chief Executive Officer and Director


     In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the registrant and in the capacities and on
the dates indicated.


Date: April 30, 2001                     By /s/ Sidney M. Field
                                            ------------------------------------
                                            Sidney M. Field, President,
                                            Chief Executive Officer and Director


Date: April 30, 2001                     By /s/ Alan Meister
                                            ------------------------------------
                                            Alan Meister, Treasurer and Chief
                                            Accounting Officer (Chief Financial
                                            Officer)


Date: April 30, 2001                     By /s/ Joseph J. DioGuardi
                                            ------------------------------------
                                            Joseph J. DioGuardi, Director


Date: April 30, 2001                     By /s/ Lawrence J. Edwards
                                            ------------------------------------
                                            Lawrence J. Edwards, Director


Date: April 30, 2001                     By /s/ Joseph J. Lampariello
                                            ------------------------------------
                                            Joseph J. Lampariello, Director


Date: April 30, 2001                     By /s/ Gary L. Nielsen
                                            ------------------------------------
                                            Gary L. Nielsen, Director


     SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO
           SECTION 15(d) OF THE EXCHANGE ACT BY NON-REPORTING ISSUERS.


     The Issuer did not send any annual reports or proxy statements to security
holders during the fiscal year ended December 31, 2000.

                                       3
<PAGE>
                   INDEX TO FINANCIAL STATEMENTS AND SCHEDULES

                                                                            Page
                                                                            ----
INDEPENDENT AUDITORS' REPORT                                                 F-2

FINANCIAL STATEMENTS:
  Balance Sheet                                                              F-3
  Statement of Operations                                                    F-4
  Statement of Stockholder's Equity                                          F-5
  Statement of Cash Flows                                                    F-6
  Notes to Financial Statements                                              F-7

                                      F-1
<PAGE>
                          INDEPENDENT AUDITORS' REPORT

Board of Directors
Medical Capital Management, Inc.
Anaheim, California

We have audited the  accompanying  balance sheet of Medical Capital  Management,
Inc., (a development  stage enterprise) as of December 31, 2000, and the related
statements  of  operations,  stockholder's  equity and cash flows for the period
from  inception of  operations  on August 4, 2000 to December  31,  2000.  These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audit.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of Medical Capital  Management,
Inc. as of December 31,  2000,  and the results of its  operations  and its cash
flows for the period from  inception of operations on August 4, 2000 to December
31, 2000, in conformity with generally accepted accounting principles.

/s/ Stonefield Josephson, Inc.
CERTIFIED PUBLIC ACCOUNTANTS

Santa Monica, California
March 2, 2001

                                      F-2
<PAGE>
                        MEDICAL CAPITAL MANAGEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                        BALANCE SHEET - DECEMBER 31, 2000

                                     ASSETS
CURRENT ASSETS -
  cash                                                                   $   100

DEFERRED OFFERING COSTS                                                   86,808
                                                                         -------

                                                                         $86,908
                                                                         =======
                      LIABILITIES AND STOCKHOLDER'S EQUITY

CURRENT LIABILITIES -
  accrued expenses - due to parent                                       $86,808

STOCKHOLDER'S EQUITY:
  Preferred stock; $0.01 par value, 10,000 shares
    authorized, no shares issued and outstanding             $    --
  Common stock; $0.01 par value, 10,000 shares
    authorized, 1,000 shares issued and outstanding               10
  Additional paid-in capital                                      90
  Deficit accumulated during development stage                    --
                                                             -------
          Total stockholder's equity                                         100
                                                                         -------

                                                                         $86,908
                                                                         =======

                See accompanying notes to financial statements.

                                      F-3
<PAGE>
                        MEDICAL CAPITAL MANAGEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                             STATEMENT OF OPERATIONS

                         FROM INCEPTION OF OPERATIONS ON
                       AUGUST 4, 2000 TO DECEMBER 31, 2000

NET REVENUES                                                           $      --

COST OF REVENUES                                                              --
                                                                       ---------

GROSS PROFIT                                                                  --

OPERATING EXPENSES                                                            --
                                                                       ---------

NET INCOME                                                             $      --
                                                                       =========

NET INCOME PER SHARE - BASIC AND DILUTED                               $    0.00
                                                                       =========

WEIGHTED AVERAGE NUMBER OF COMMON STOCK EQUIVALENTS                        1,000
                                                                       =========

                 See accompanying notes to financial statements.

                                      F-4
<PAGE>
                        MEDICAL CAPITAL MANAGEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                        STATEMENT OF STOCKHOLDER'S EQUITY

                         FROM INCEPTION OF OPERATIONS ON
                       AUGUST 4, 2000 TO DECEMBER 31, 2000

<TABLE>
<CAPTION>
                                                                           Deficit
                                                                         accumulated
                                          Common stock      Additional      during         Total
                                       ------------------     paid-in    development   stockholder's
                                       Shares      Amount     capital       stage         equity
                                       ------      ------     -------       -----         ------
<S>                                    <C>         <C>         <C>          <C>           <C>
Issuance of common stock at
  inception on August 4, 2000          1,000       $   0       $  90        $  --         $ 100

Net income for the period from
  inception on August 4, 2000 to
  December 31, 2000                       --          --          --           --            --
                                       -----       -----       -----        -----         -----
Balance at December 31, 2000           1,000       $  10       $  90        $  --         $ 100
                                       =====       =====       =====        =====         =====
</TABLE>

                 See accompanying notes to financial statements.

                                      F-5
<PAGE>
                        MEDICAL CAPITAL MANAGEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                             STATEMENT OF CASH FLOWS

                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

                         FROM INCEPTION OF OPERATIONS ON
                       AUGUST 4, 2000 TO DECEMBER 31, 2000

CASH FLOWS PROVIDED BY (USED FOR) OPERATING ACTIVITIES:
  Net income                                                             $    --

CASH FLOWS PROVIDED BY FINANCING ACTIVITY -
  proceeds from issuance of common stock                                     100
                                                                         -------

NET INCREASE IN CASH                                                         100
CASH, beginning of period                                                     --
                                                                         -------

CASH, end of period                                                      $   100
                                                                         =======
Supplemental disclosure of non-cash financing activity -
  due to parent for deferred offering costs incurred                     $86,808
                                                                         =======

                 See accompanying notes to financial statements.

                                      F-6
<PAGE>
                        MEDICAL CAPITAL MANAGEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                          NOTES TO FINANCIAL STATEMENTS

                         FROM INCEPTION OF OPERATIONS ON
                       AUGUST 4, 2000 TO DECEMBER 31, 2000

(1)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

ORGANIZATION:

     The Company was organized on August 4, 2000, under the laws of the State of
     Delaware. The Company currently has no operations and in accordance with
     Statement of Financial Accounting Statement No. 7, is considered a
     development stage company.

     The Company is a wholly owned subsidiary of Medical Capital Holdings, Inc.
     (Parent).

BUSINESS ACTIVITY:

     The Company was formed primarily to acquire healthcare receivables. The
     Company will acquire these receivables at a discount to the face amount of
     the receivable, and then attempt to collect the full face amount of the
     receivable, and retain any profit resulting from the difference, at a
     predetermined rate of profit from the receivables. As of December 2000, the
     Company has not entered into any agreements or arrangements to acquire
     receivables from identified providers.

USE OF ESTIMATES:

     The preparation of financial statements in conformity with generally
     accepted accounting principles requires management to make estimates and
     assumptions that affect certain reported amounts of assets and liabilities
     and disclosure of contingent assets and liabilities at the date of the
     financial statements and the reported amounts of revenues and expenses
     during the reporting period. Actual results could differ from those
     estimates.

CASH:

     EQUIVALENTS

     For purposes of the statement of cash flows, cash equivalents include all
     highly liquid debt instruments with original maturities of three months or
     less which are not securing any corporate obligations.

                     See accompanying financial statements.

                                      F-7
<PAGE>
                        MEDICAL CAPITAL MANAGEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                         FROM INCEPTION OF OPERATIONS ON
                       AUGUST 4, 2000 TO DECEMBER 31, 2000

(1)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED:

INCOME TAXES:

     The Company uses the liability method of accounting for income taxes
     pursuant to SFAS No. 109, "Accounting for Income Taxes." Deferred income
     tax assets result from temporary differences when certain amounts are
     deducted for financial statement purposes and when they are deducted for
     income tax purposes.

NET LOSS PER SHARE:

     The Company computes net loss per share following SFAS No. 128, "Earnings
     Per Share". Under the provisions of SFAS No. 128, basic net income (loss)
     per share is computed by dividing the net income (loss) available to common
     shareholders for the period by the weighted average number of common shares
     outstanding during the period. Diluted net income (loss) per share is
     computed by dividing the net income (loss) for the period by the weighted
     average number of common and common equivalent shares outstanding during
     the period. Common equivalent shares are not included in the computation of
     diluted loss per share for the periods presented because the effect would
     reduce net loss per share.

(2)  STOCKHOLDER'S EQUITY:

     During August 2000, the Company issued 1,000 shares of its $0.01 par value
     common stock in consideration for $100 in cash.

(3)  RELATED PARTY TRANSACTIONS:

     Several affiliates that are wholly owned by the Parent will provide
     services to the Company. These related parties are as follows:

     The Company has entered into an Administrative Services Agreement with
     Medical Capital Corporation, Inc. who is an administrator in purchasing and
     monitoring healthcare receivables generated by all healthcare providers.
     Medical Capital Corporation, Inc. will be compensated for underwriting and
     administering the healthcare receivables that are purchased.

     Medical Tracking Services, Inc., will be compensated for servicing those
     receivables purchased.

                     See accompanying financial statements.

                                      F-8
<PAGE>
                        MEDICAL CAPITAL MANAGEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                         FROM INCEPTION OF OPERATIONS ON
                       AUGUST 4, 2000 TO DECEMBER 31, 2000

(4)  THE OFFERING:

     The Company plans on offering $75,000,000 in principal amount of secured
     notes, to acquire healthcare receivables as filed on a registration
     statement with the Securities and Exchange Commission. The Company will
     sell the notes in incremental denominations of $1,000 (with a $5,000
     minimum investment amount) on a continuous basis. The notes will be issued
     in book-entry form.

     Interest only will be paid on the notes monthly on the tenth day of the
     month to the holder of record as of the first day of the month preceding
     the month in which the payment date occurs. Interest will be paid without
     any compounding. Each class of notes will have a different maturity date
     and will accrue interest at different rates.

     The principal balance will be paid together with any unpaid interest of
     each note on the stated maturity date of that class, unless the note is
     paid sooner.

     The notes will be secured by the assets acquired using the proceeds from
     this offering or from the proceeds of the healthcare receivables previously
     pledged that are paid before the maturity of the notes. The Company will
     pay interest and principal primarily from proceeds of the assets pledged as
     collateral. These assets will consist of the insured portion of receivables
     arising from healthcare services provided by others and may consist of
     other operating or financial assets of companies related to the healthcare
     industry. Collateral other than healthcare receivables will be acquired for
     fair market value as determined in good faith by the board of directors
     from persons or entities that may or may not be affiliated with the
     Company.

     The Company will also pledge other security, including amounts held from
     time to time by Zions First National Bank, the trustee (i) in various
     accounts under the note agreement, (ii) the Company's rights under the
     agreements they use to acquire healthcare receivables, and (iii) the
     company's rights under lock box accounts where insurance payments on the
     healthcare receivables securing the notes are deposited directly by the
     healthcare providers or third parties required to pay the receivables.

     The Company will pledge the collateral to an independent trustee for the
     note holder's benefit. As the Company sells additional notes under the
     prospectus they will acquire additional collateral, which will also be
     pledged to the trustee. The pledged collateral will secure all of the
     notes, regardless of when the collateral was acquired or when the notes
     were issued. Although the collateral pledged will be acquired from the
     proceeds of the sale of the notes, or previously pledged healthcare
     receivables that are paid, the value of the collateral pledged can
     fluctuate and may at times be less than 100% of the outstanding principal
     amount of the notes. Also, because the Company will pledge assets other
     than healthcare receivables as notes are issued, the percentage of the
     collateral that consists of healthcare receivables can change over time.

     The Company plans on issuing additional series of notes in the future under
     the note agreement. The collateral securing the notes issued under the
     prospectus and the collateral acquired with the proceeds from additional
     series of notes may secure both the notes and the additional series of
     notes.

                     See accompanying financial statements.

                                      F-9
<PAGE>
                        MEDICAL CAPITAL MANAGEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                         FROM INCEPTION OF OPERATIONS ON
                       AUGUST 4, 2000 TO DECEMBER 31, 2000

(5)  SIGNIFICANT AGREEMENTS:

     The Company has entered into Broker-Dealer Agreements for the purpose of
     offering, selling, and distributing certain secured notes of the Company on
     a best efforts basis. The effective term is generally for one year.

                     See accompanying financial statements.

                                      F-10