U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                   FORM 10-QSB



[X]  Quarterly  Report under Section 13 or 15(d) of the Securities  Exchange Act
     of 1934 for the quarterly period ended June 30, 2000

[    ] Transition  report under Section 13 or 15(d) of the  Securities  Exchange
     Act of 1934 for the transition period from _________ to ________




                                 SURGICARE, INC.
                 (NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)


             DELAWARE                                    58-1597246
   (STATE OR OTHER JURISDICTION OF          (I.R.S. EMPLOYER IDENTIFICATION NO.)
    INCORPORATION OR ORGANIZATION)


    6699 CHIMNEY ROCK, SUITE 105
          HOUSTON, TEXAS                                   77081
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                (ZIP CODE)

ISSUER'S TELEPHONE NUMBER: (713) 665-1406


Check  whether the  Registrant:  (1) filed all  reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the  Registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days.

Yes [X]  No [ ]

As of July 10, 2000,  12,596,657  shares of Common  Stock,  $0.005 par value per
share, were outstanding.

As of July 10,  2000,  1,450,000  shares of Series A Redeemable  Preferred
Stock, $0.001 par value per share, were outstanding.

Transitional Small Business Disclosure Format:  Yes [ ]  No [X]


<PAGE>

PART I
                              FINANCIAL INFORMATION


The information  contained  herein contains certain  forward-looking  statements
within the meaning of Section 27A of the  Securities Act of 1933, as amended and
Section  21E of the  Securities  Exchange  Act of 1934,  as  amended,  which are
intended  to be covered  by the safe  harbors  created  thereby.  Investors  are
cautioned that all forward  looking  statements  involve risks and  uncertainty,
including,  without  limitation,  the  ability  of  SurgiCare  to  continue  its
expansion strategy,  changes in federal or state healthcare laws and regulations
or third party payer practices,  SurgiCare's  historical and current  compliance
with existing or future  healthcare  laws and  regulations and third party payer
requirements, changes in costs of supplies, labor and employee benefits, as well
as general  market  conditions,  competition  and  pricing.  Although  SurgiCare
believes  that  the  assumptions   underlying  the  forward  looking  statements
contained herein are reasonable, any of the assumptions could be inaccurate, and
therefore,  there  can be no  assurance  that  the  forward  looking  statements
included  in  this  Form  10-QSB  will  prove  to be  accurate.  In  view of the
significant  uncertainties  inherent in the forward-looking  statements included
herein,  the  inclusion  of  such  information  should  not  be  regarded  as  a
representation by SurgiCare or any other person that the objectives and plans of
SurgiCare  will be achieved.  SurgiCare  undertakes  no  obligation to update or
revise forward-looking statements to reflect changed assumptions, the occurrence
of unanticipated events or changes to future operating results over time.



ITEM 1.

Financial Statements

The information required hereunder is included in this report as set forth
in the "Index to Financial Statements"

                          INDEX TO FINANCIAL STATEMENTS

                                                                    Page
Consolidated Balance Sheet as of December 31 1999, and
June 30, 2000                                                         3

Consolidated  Income  Statement for the 3 months ending as
of June 30, 1999 and 2000 and the 9 months ending as of
June 30, 1999 and 2000.                                               5

Consolidated Statement of Cash Flows for the 3 months ending as
of June 30, 1999 and 2000 and the 9 months ending as of
June 30, 1999 and 2000.                                               6





<PAGE>


                                 SURGICARE, INC.

                           CONSOLIDATED BALANCE SHEETS

<TABLE>


<CAPTION>
                                                    December 31,     June 30,
                                                        1999            2000
                                                                     (Unaudited)
                            ASSETS

<S>                                                   <C>             <C>
Current Assets
     Cash and cash equivalents                       $   243,859  $      76,162
     Accounts receivable (less allowance for
      contractual adjustments and doubtful accounts    1,832,833      2,495,922
      of $1,470,530 and $2,008,981 at December
      31, 1999 and June 30, 2000, respectively)
     Inventory                                            89,361        139,863
     Prepaid expenses                                     27,175         23,178
     Other current Assets                                 21,200          8,934

        Total Current Assets                           2,214,428      2,744,059

Property and Equipment
     Office furniture and equipment                       40,922         44,228
     Medical and surgical equipment                      660,225        715,723
     Leasehold improvements                               28,016        398,019
     Computer equipment                                   58,303         61,103
     Construction in progress                            117,121

                                                         904,587      1,219,073

     Less: Accumulated depreciation and                 (487,998)      (567,191)
        amortization

        Total Property and Equipment                     416,589        651,882


Other Assets
     Goodwill                                            166,367        160,631


        TOTAL ASSETS                              $    2,797,384  $   3,556,572



<PAGE>



                                 SURGICARE, INC.

                           CONSOLIDATED BALANCE SHEETS



                         LIABILITIES

Current Liabilities
     Current portion of capital lease             $       21,464   $     30,061
     Notes Payable                                       633,764        547,105
     Accounts Payable                                    147,685        312,245
     Accrued Expenses                                    128,280         51,275
     Federal income tax payable                           95,637        752,931
     Deferred federal income tax                         546,000        368,121

        Total Current Liabilities                      1,572,830      2,061,738

Long-Term Capital Lease Obligations                       49,544         27,736

        Total Liabilities                              1,622,374      2,089,474
                SHAREHOLDERS' EQUITY

Preferred Stock, Series A, par value
  $.001, 1,650,000 authorized, 1,400,000 and               1,400          1,450
   1,450,000 issued and outstanding at
   December 31, 1999 and June 30, 2000 respectively

Common Stock, par value $.005, 50,000,000 shares
     authorized, 12,596,657 issued and outstanding        62,983         62,983

Additional Paid-In Capital                               900,245        922,695

Retained Earnings                                        237,882        744,450

Less:   Shareholders receivables                        (27,500)       (264,480)

        Total Shareholders' Equity                     1,175,010      1,467,098

     TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY   $    2,797,384    $ 3,556,572


</TABLE>



<PAGE>




                                                 SURGICARE, INC.

                                          CONSOLIDATED INCOME STATEMENT
                                                   (unaudited)
<TABLE>

<CAPTION>

                                                              FOR THE                        FOR THE
                                                        THREE MONTHS ENDING             SIX MONTHS ENDING
                                                             June 30,                        June 30
                                                         1999           2000           1999             2000
<S>                                                     <C>           <C>             <C>              <C>
Revenues, net                                      $    1,081,707 $    1,370,750 $     1,973,770 $      2,599,453

Expenses
Direct Surgical Expenses
      Surgical Costs                                      137,285        197,123         250,531          390,331
      Salaries, wages and Benefits                        155,172        105,918         232,201          214,532
      Contract services                                    18,978         65,693          52,900           96,722
              Total Direct Surgical Expenses              311,435        368,733         535,632          701,585
 Gen. and Admin. Expenses
      Salaries, Wages and Benefits                         63,122         71,493          82,112          118,196
      Management company termination fee                        0                              0                0
      Professional fees                                     1,251         56,967           1,941           63,758
      Rent                                                 43,020         44,682          86,571           85,365
      Management  Fee                                      75,453         16,794         153,969           38,011
      Insurance                                             7,761          8,823          13,836           17,761
      Depreciation                                         26,951         42,713          56,609           84,930
      Repairs and maintenance                               3,444         18,147           9,429           30,445
      Other operating expenses                           (17,156)         47,793          30,957           99,928
      Taxes                                                15,730          4,476          17,526           10,052
          Total Direct Gen. and Admin.  Expenses          219,576        311,888         452,950          548,444
          Total Expenses                                  531,011        680,622         988,582        1,250,029

Other Income
      Gain on sale of property and equipment                8,775              0          12,025                0
      Miscellaneous income                                  4,624              0           7,439                0
          Total Other Income                               13,399              0          19,464                0

Earnings Before  Income Tax Expense                       564,095        690,128       1,004,652        1,349,423

Federal Income Tax Expense (Benefit)
      Deferred                                            428,651        176,841         428,651          206,931
      Current                                                   0         52,016               0          232,295
      State                                                     0         29,425               0           59,629

Net Earnings                                       $      135,444 $      431,847 $       576,001 $        850,567

Pro forma income data (unaudited):
      Earnings before federal income tax expense   $      564,095 $      431,847 $     1,004,652 $        850,567
      Proforma federal and state income tax              (219,997)                      (391,814)
      Dividends Paid                                     (161,875)      (174,000)       (299,375)        (344,000)

      Pro forma Net Earnings                       $      182,223 $      257,847 $       313,463 $        506,567

      Pro forma earnings per share - basic and     $         0.02 $         0.02 $          0.03 $           0.04
      diluted

</TABLE>

<PAGE>

<TABLE>


                                             SURGICARE, INC.
                                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                                               (unaudited)
<CAPTION>
                                                         FOR THE                       FOR THE
                                                    THREE MONTHS ENDING             SIX MONTHS ENDING
                                                        June 30,                       June 30
                                                    1999           2000          1999            2000
<S>                                                 <C>           <C>           <C>               <C>
Cash Flows From Operating Activities
     Net earnings                              $     135,444 $     431,847 $     576,001 $         850,567
     Adjustments to reconcile net earnings to
     net cash provided by operations:
         Depreciation and amortization                30,458        42,713        56,612            84,930
         Gain on sale of property and                 24,450                      24,450
         Deferred federal income tax                 428,651       176,841       428,651           206,931
         Management company termination fee
         (Increase) Decrease in:
         Accounts receivable                       (279,486)      (517,149)     (449,004)         (663,819)
         Inventory                                   (4,026)       (50,326)       (2,013)          (50,502)
         Prepaid expenses                            (3,308)         1,176          (260)            3,997
         Other current assets                        (4,326)         6,977       (2,437)            12,266
         State income tax payable                                   29,425                          59,629
         Federal income tax receivable                     0        52,016                         232,295
         Increase (Decrease) in:
         Accounts payable                             38,420        58,510        83,094           164,560
         Accrued expenses                           (57,240)       (46,652)      (14,611)          (99,505)

         Net Cash Provided by Operating              309,037        185,376       700,483           801,349
         Activities

Cash Flows From Investing Activities
     Capital expenditures                            (12,989)       (35,406)      (93,487)         (314,486)
     Collections on shareholder receivable            41,001         6,000        72,501            31,750
     Proceeds from sale of property and               52,565                      52,565
     equipment
     Acquisition of SurgiCare, Inc.                                                              (267,000)
         Net Cash Used in Investing Activities        80,577      (29,406)        31,579         (549,736)

Cash Flows From Financing Activities
     Borrowings on debt                                             50,000       50,612            50,000
     Payments on debt                               (52,500)      (72,112)     (107,079)         (136,659)
     Principal payments on capital lease            (26,761)       (5,115)      (55,720)          (11,151)
     Contributions by shareholders                                                                 22,500
     Dividends paid to preferred shareholders                    (174,000)                       (344,000)
     Distributions to shareholders                 (324,000)                   (599,000)
         Net Cash Used in Financing Activities     (403,261)     (201,227)     (711,187)         (419,310)

Net Decrease in Cash and Cash Equivalents           (13,648)      (45,257)       20,874          (167,697)

Cash and Cash Equivalents - Beginning of              91,571      121,419        57,049           243,859
Period

Cash and Cash Equivalents - End of Period      $     77,923 $      76,162        77,923            76,162
</TABLE>

<PAGE>



                                 SURGICARE, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

     The accompanying financial statements are unaudited,  but in the opinion of
management,  include  all  adjustments  necessary  for a  fair  presentation  of
financial position and results of operations for the periods presented.

Note 1 - Accounting Policies

SurgiCare,  Inc. (the Company)  maintains its accounts on the accrual  method of
accounting  in  accordance  with  generally  accepted   accounting   principles.
Accounting  principles followed by the Company and the methods of applying those
principles which  materially  affect the  determination  of financial  position,
results of operations and cash flows are summarized below:

   Description of Business

     Bellaire SurgiCare,  Inc. (Bellaire) was formed in January, 1995 as a Texas
     corporation  to  operate  a day  surgery  center  in  Houston,  Texas,  and
     therefore  operates as a single segment.  Effective July 1, 1999,  Bellaire
     acquired SurgiCare,  Inc. (formerly Technical Coatings,  Inc.) in a reverse
     acquisition.  Bellaire SurgiCare,  Inc. is now a wholly owned subsidiary of
     SurgiCare, Inc.

   Principles of Consolidation

     These consolidated financial statements include the accounts of the Company
     and its wholly  owned  subsidiary,  Bellaire  SurgiCare,  Inc. All material
     inter  company   balances  and   transactions   have  been   eliminated  in
     consolidation.

   Cash and Cash Equivalents

     The Company considers all short-term  investments with an original maturity
     of three  months  or less to be cash  equivalents.  During  the  year,  the
     Company maintained cash balances in excess of federally insured limits.

   Revenue Recognition

     Revenue  is  recognized  on the  date the  procedures  are  performed,  and
     accounts receivable are recorded at that time. Revenues are reported at the
     estimated  realizable amounts from patients and third-party payers. If such
     third-party payers were to change their reimbursement  policies, the effect
     on revenue could be significant.  Earnings are charged with a provision for
     contractual  adjustments  and  doubtful  accounts  based on fee  schedules,
     contracts and collection experience.  Contractual  adjustments and accounts
     deemed uncollectible are applied against the allowance account.

   Inventory

     Inventory consists of medical and pharmaceutical  supplies which are stated
     at the  lower of cost or  market.  Cost is  determined  under the first in,
     first-out method.

   Property and Equipment

     Property  and  equipment  are  presented  at  cost.  Medical  and  surgical
     equipment,  of approximately  $144,000,  under capital lease is recorded at
     the  present  value of future  minimum  lease  payments.  Depreciation  and
     amortization  are computed at rates  considered  sufficient to amortize the
     cost of the assets,  using the  straight-line  method over their  estimated
     useful lives as follows:

          Office furniture and equipment         7 years
          Medical and surgical equipment         5 years
          Leasehold improvements                 5 years
          Computer equipment                     5 years

   Goodwill

   Goodwill  arises  from the  acquisition  of  assets at an amount in excess of
   their fair market value. Amortization is computed by the straight-line method
   over 15 years.


                                 SURGICARE, INC.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                             June 30, 1999 and 2000


   Federal Income Taxes

   Prior  to  July  1,  1999,  the  Company  had  elected  to be  taxed  as an S
   corporation  under provisions of the Internal Revenue Code. As such,  current
   taxable   income  had  been  included  on  the  income  tax  returns  of  the
   shareholders  for federal  income tax purposes and no provision had been made
   for federal income taxes.

   Effective July 1, 1999,  the Company  changed its election to be taxed as a C
   corporation  under the Internal  Revenue  Code.  Taxes on income are provided
   based upon Statement of Financial  Accounting  Standards No. 109, "Accounting
   for  Income  Taxes,"  which  requires  an asset  and  liability  approach  to
   financial  accounting  and reporting for income  taxes.  Deferred  income tax
   assets and  liabilities  are computed for  differences  between the financial
   statement and tax bases of assets and liabilities that will result in taxable
   or  deductible  amounts in the  future.  Such  deferred  income tax asset and
   liability  computations are based on enacted tax laws and rates applicable to
   periods in which the differences are expected to affect taxable income.

   Use of Estimates

   The preparation of financial statements in conformity with generally accepted
   accounting  principles  requires management to make estimates and assumptions
   that affect the 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.

Note 2 - Unaudited Pro Forma Net Earnings and Pro Forma Earnings Per Share

         Pro forma earnings per share  represent pro forma net earnings (after a
pro forma  provision  for income  taxes as if the  Company  had been  subject to
federal and state income taxation as a C corporation since inception)  available
to common  shareholders  divided  by the pro forma  weighted  average  number of
common shares  outstanding  during the period. Pro forma weighted average shares
were  calculated  giving  effect to the 7,304 to 1 exchange of SurgiCare  common
stock for Bellaire common stock,  as if the reverse  acquisition had occurred at
the beginning of each period  presented.  The  conversion of preferred  stock to
common stock is anti-dilutive


The following table sets forth the computation of basic and diluted earnings per
share:


<TABLE>
<CAPTION>

                                                            For the Three            For the Six
                                                             Months Ended            Months Ended
                                                              June 30,                  June 30,
                                                             (Unaudited)              (Unaudited)
                                                             --------------          ------------
                                                            1999        2000        1999        2000

<S>                                                     <C>          <C>           <C>        <C>
Basic Earnings Per Share:
   Pro forma net earnings                                $ 344,098   $ 431,847    $ 612,838  $ 850,567

   Less: Preferred dividends                               161,875     174,000      299,375    344,000
                                                         -----------  --------    ---------  ---------
   Pro forma net earnings available for common
   Shareholders.                                         $ 182,223   $ 257,847    $ 313,463  $ 506,567
                                                      ============= =========== =========== ==========
   Weighted average shares outstanding                  10,914,188  12,596,657   10,914,188 12,596,657
                                                      ============= =========== =========== ==========
   Pro forma net earnings per share - basic               $.02          $.02         $.03          $.04
                                                      ============= ============ ========== ==========

   Proforma  earnings  per  share  for 1999 have  been  reduced  to  assume  the
preferred stock had been issued at the beginning of the period.
</TABLE>






Note 3 - Preferred Stock

The Series A preferred  stock is convertible at a rate of one share of preferred
stock into one share of $.005 par value common stock. The Company can redeem the
stock at $5 per share. The Series A preferred stock accrues  dividends at a rate
of $.48 per share per annum which are payable,  in arrears,  on the first day of
the month. Holders of Series A preferred stock are entitled to one vote for each
share of Series A preferred stock held.



ITEM 2.

Management's  Discussion  and  Analysis of  Financial  Condition  and results of
Operation.

SurgiCare   principal   business   strategies  are  to  (i)  increase  physician
utilization of existing facilities,  (ii) increase both the revenue and profits,
from current cases and procedures  being  performed in existing  facilities and,
(iii) achieve growth and expand revenues by pursuing  strategic  acquisitions of
existing,  and the  development  of new,  physician  owned  ambulatory  surgical
centers.

     (i) SurgiCare  has completed its addition of one new operating  room to its
Bellaire facility.  This additional operating room has increased the capacity at
Bellaire by 50%.

     (ii)  SurgiCare is  constantly  striving to achieve  increased profits from
existing  revenues.  Surgical supply costs are the single largest cost component
of any ambulatory  surgical  center.  Therefore  SurgiCare is always looking for
ways to  decrease  the  cost of  surgical  supplies.  Through  participation  in
national buying groups SurgiCare has been able to negotiate discounts on most of
the commonly used surgical  supplies.  SurgiCare has also implemented a "Just in
Time"  approach to  inventory.  This allows the center to minimize the amount of
supplies  that it is required  to keep in  inventory.  SurgiCare  is also always
looking for new  distributors of its surgical  supplies that have the capability
to deliver the majority of its  surgical  supplies  "Just in Time",  and provide
quality  service,  at reduced  prices.  SurgiCare has found that the  purchasing
policies that govern the  acquisition of surgical  equipment is an important key
to maximize a centers  profit.  Therefore  all  equipment  is  purchased  at the
corporate  level,  in order to insure  that the  equipment  is purchased at the
lowest possible price.

     (iii)  SurgiCare  is in the  process  of  identifying  ambulatory  surgical
centers as  potential  acquisition  targets,  and has, in some cases,  conducted
preliminary discussions with representatives of centers. Except as stated below,
such  discussions  have been  tentative  in nature and there can be no assurance
that  SurgiCare  will  acquire  any  center  with  whom  discussions  have  been
conducted.  SurgiCare  expects that generally the acquisition of another surgery
center   would  take  the  form  of  a  merger,   stock-for-stock   exchange  or
stock-for-assets  exchange,  and that in most  instances the target company will
wish to structure  the business  combination  to be within the  definition  of a
tax-free  reorganization under Section 368 of the Internal Revenue Code of 1986,
as  amended.   SurgiCare  may,  however,   use  other  acquisition   structuring
techniques,  including  purchases of assets or stock for cash or cash and stock,
or through  formation of one or more limited  partnerships or limited  liability
companies.

     SurgiCare  has  entered  into a letter of  intent  with  Memorial  Villages
Surgery  Center,  Ltd.  ("Memorial  Villages")  pursuant to which SurgiCare will
acquire a majority  interest in the surgery center  currently  owned by Memorial
Villages,  located in Houston. The consideration for such acquisition would be a
combination of cash and SurgiCare common stock.  Consummation of the transaction
is subject,  among other  things,  to  negotiation  and  execution of definitive
agreements,  receipt of necessary regulatory approvals, approval by the board of
directors  of  SurgiCare  and the  general  and  limited  partners  of  Memorial
Villages,  and certain  other  conditions.  There can be no  assurance  that the
acquisition contemplated by the letter of intent will be consummated.

FINANCIAL CONDITION AND RESULTS OF OPERATION

     The following table sets forth for the periods indicated the percentages of
revenues represented by income statement items.
<TABLE>
<CAPTION>

                                                          For the Six
                                                          Month Ended
                                                            June 30
                                                       1998       1999
<S>                                                  <C>        <C>
------------------------------------------------------------------------
Revenues, net                                         100.00%    100.00%
------------------------------------------------------------------------
Expenses

Direct Costs of Sales
------------------------------------------------------------------------
       Surgical Costs                                  12.69%    15.02%
------------------------------------------------------------------------
       Clinical Salaries, Wages and benefits           11.76%     8.25%
------------------------------------------------------------------------
       Other Surgical Cost                              2.68%     3.72%
------------------------------------------------------------------------
       Total Direct Cost of Services                   27.14%    26.99%
------------------------------------------------------------------------
General & Administrative Expenses
------------------------------------------------------------------------
       Salaries, Wages and benefits                     4.16%     4.55%
------------------------------------------------------------------------
       Management Co. Termination Fee                   0.00%     0.00%
-----------------------------------------------------------------------
       Professional Fees                                0.10%     2.45%
------------------------------------------------------------------------
       Rent                                             4.39%     3.28%
------------------------------------------------------------------------
       Management Fee                                   7.80%     1.46%
------------------------------------------------------------------------
       Insurance                                        0.70%     0.68%
------------------------------------------------------------------------
       Depreciation                                     2.87%     3.27%
------------------------------------------------------------------------
       Repairs & Maintenance                            0.48%     1.17%
------------------------------------------------------------------------
       Other operating expenses                         1.57%     3.84%
------------------------------------------------------------------------
       Taxes                                            0.89%     0.39%
------------------------------------------------------------------------
Total G & A                                            22.95%    21.10%
------------------------------------------------------------------------
       Total Expenses                                  50.09%    48.09%
------------------------------------------------------------------------
       Operating Income                                49.91%    51.91%
------------------------------------------------------------------------
Other Income
------------------------------------------------------------------------
       Gain on sale of property and equipment           0.61%     0.00%
------------------------------------------------------------------------
       Miscellaneous income                             0.38%     0.00%
------------------------------------------------------------------------
Total Other Income                                      1.99%     0.00%
------------------------------------------------------------------------
Earnings Before Federal Income Tax Expense             50.90%    51.91%
------------------------------------------------------------------------
Federal Income Tax Expense (Benefit)
------------------------------------------------------------------------
       Current                                          0.00%     8.94%
------------------------------------------------------------------------
       Deferred                                        21.72%     7.96%
------------------------------------------------------------------------
       Net Earnings                                    29.18%    32.72%
------------------------------------------------------------------------
</TABLE>



RESULTS OF OPERATION

The following  table sets forth for the period  indicated the number of surgical
cases.

<TABLE>
<CAPTION>


                                                   For the Three                For the Six
                                                    Months Ended                Months Ended
                                                      June 30,                    June 30,
                                                 1999         2000            1999        2000
                                                 -----------------            ----------------
<S>                                         <C>           <C>           <C>          <C>
Total Number of Cases                             681          874            1200        1531

Total Revenue Generated                      $ 1,081,707  $ 1,370,750    $1,973,770 $ 2,599,453

Revenue Generated per Case                       $ 1,588      $ 1,568       $ 1,645     $ 1,698

Earnings Before Income Tax per Case              $   828      $   789       $   837     $   881

</TABLE>

THREE MONTHS ENDING June 30, 2000 vs. THREE MONTHS ENDING June 30, 1999

In the three months ending June 30, 2000 Bellaire again recorded  record revenue
of  $1,370,750  compared  to  $1,081,707  for the  same  period  in  1999,  this
represents a 27% increase in total revenue.

     SurgiCare  performed 874 cases by June 30, 2000 compared to 681  procedures
done for the same  period in 1999,  this  represents  28%  increase  in  average
monthly utilization.  However the revenue generated per case decreased 1.3% from
$1,588 for the  six-month  period  ending June 30, 1999, to $1,568 for the same-
six-month  period in 2000.  This slight  decrease is because the 28% increase in
cases was not  proportionate  through out each surgical  specialty.  High volume
quick turn around  procedures  that are extremely cost efficient to perform made
up a large portion of the increase. These quick turn around cases are very short
procedures,  subsequently reimbursement for these types of procedures is usually
lower than  procedures  that take more time to perform,  however what is lost in
reimbursement is offset by increased volume.

     The pre-tax earnings generated per case also decreased from $828 per case
for  the  three-month  period  ending  June  30,  1999,  to $789  for  the  same
three-month  period in 2000, this represents a 5% decrease.  In 2000 the company
has  incurred  the cost of being a public  company,  that it did not  experience
during  the first  half of 1999.  These  costs  such as audit,  legal,  investor
relations,  and shareholder  awareness have increased the company's  General and
Administrative expenses, thus decreasing the pre-tax earnings per-case.


Direct  surgical  cost dropped  slightly as a percentage  of total  revenue from
28.79% for the period ending June 30, 1999 to 26.9% for the same period in 2000.
Management  expects that direct  surgical cost as a percentage of total revenue,
has stabilized at the Bellaire facility, and should continue to remain stable in
26% to 28% range.

General and administrative  expenses increased slightly as a percentage of total
revenue from 20.30% for the period  ending June 30, 1999, to 20.55% for the same
period in 2000. Management does not consider this increase to be material.

     As a percentage of revenue,  total expenses also rose ever so slightly from
49.09% for the period  ending  June 30,  1999,  to 49.65% for the same period in
2000. Management  anticipates this slow increase to continue for the short term,
as the  company  absorbs  the cost of being  public.  These  cost such as audit,
legal,  investor  relations,  and shareholder  awareness  increase the company's
overall General and Administrative expenses.

This  slight  increase  in  expenses  coupled  with the 26% growth in  revenues
translated  to an  increase  in pre-tax  earning of 22.34% to  $690,128  for the
three-period ending June 30, 2000, from $564,095 for the same period in 1999.

SIX MONTHS ENDING June 30, 2000 vs. SIX MONTHS ENDING June 30, 1999

In the six-months ending June 30, 2000 Bellaire once again posted record revenue
of  $2,599,453  compared  to  $1,973,770  for the  same  period  in  1999,  this
represents a 32% increase in total revenue.

     SurgiCare performed 1531 cases by June 30, 2000 compared to 1200 procedures
done for the same  period in 1999,  this  represents  28%  increase  in  average
monthly  utilization.  Revenues  generated per case increased a 3.2% from $1,645
for the six-month  period ending June 30, 1999, to $1,698 for the same six-month
period in 2000.

         The pre-tax  earnings  generated per case increased  slightly from $837
per case for the  six-month  period  ending June 30, 1999,  to $881 for the same
six-month period in 2000, this represents a 5% increase.

     As  percentage  of revenue,  total  expenses rose from 50.9% for the period
ending June 30, 1999, to 51.9% for the same period in 2000.  This increase again
can be attributed to the company incurring the cost of being public, that it did
not experience during the first half of 1999. These costs such as audit,  legal,
investor  relations,  and  shareholder  awareness  have  increased the company's
overall General and Administrative expenses.

This 1% increase in expenses as a percentage of revenue, in combination with the
32% growth in revenues  translated  to an increase in pre-tax  earning of 34% to
1,349,423  for the period  ending June 30, 2000,  from  $1,004,652  for the same
period in 1999.


LIQUIDITY and CAPITAL RESOURCES

         Since  its  formation,   the  Company  has  financed  its  operating
activities  primarily through cash generated from operations.  Net cash provided
by operating  activities increased from $.7 million for the six-month period end
June 30, 1999 to $.8 million for the same period in 2000,  due  primarily to the
level of net income and changes in operating assets and liabilities.

            Capital  expenditures  increased from $30 thousand for the six-month
period  ending June 30, 1999 to $314  thousand for the same period in 2000.  The
increase was due in part to the additional  equipment  required to increase case
capacity within specific surgical services,  as well as the expenses  associated
with  the  addition  of  the  new  operative  suite.  All  anticipated   capital
expenditures, can and will be funded from operating revenues.

            SurgiCare  does not  foresee any trend or  uncertainties  that would
impact the long or short-term liquidity of the company.

The company is in active  negotiations  with outside funding sources in order to
secure the funding required in order to begin its expansions  through its merger
and acquition model.


PART II
                                OTHER INFORMATION
ITEM 1.
Legal Proceedings

         SurgiCare is not currently involved in any legal proceedings.

ITEM 2.
Change in Securities and Use of Proceeds

     During  the first  quarter of 2000,  SurgiCare  sold  50,000  shares of its
Series A Redeemable  Preferred  Stock, par value $.005 per share, to Dr. Meynard
Nussbaum, for a total consideration of $22,500, of which $7,500 was paid in cash
and the balance is payable pursuant to a promissory note made by Dr. Nussbaum in
favor of  SurgiCare.  Each share of the Series A Redeemable  Preferred  Stock is
convertible  into one share of the Company's  common  stock,  subject to certain
adjustments.  The securities were sold without registration under the Securities
Act of 1933 (the 1933 "Act")in  reliance upon the exemption  afforded by Section
4(2) of the 1933 Act, as the  Company has  determined  that the  purchaser  is a
sophisticated investor with such knowledge of the Company and its affairs as not
to require the protections of the registration provisions of the 1933 Act.


ITEM 3.
Default Upon Senior Securities

         SurgiCare has not defaulted on any payments of principal or interest on
any securities.


ITEM 4.
Submission of Matters to a Vote of Security Holder




                                   SIGNATURES



In accordance with the  requirements of the Exchange Act, the Registrant  caused
this  Report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.


Date:    August 14, 2000                            REGISTRANT:

                                                     SurgiCare, Inc

                                                By: /s/ David Blumfield
                                                     Dr. David Blumfield
                                                     President and CEO


                                                By:  /s/ CHARLES S. COHEN
                                                     Charles S. Cohen
                                                     Chief Operating Officer


ITEM 6.
INDEX TO EXHIBITS

                                                           DESCRIPTION
     EXHIBIT
     NUMBER
       3.1         * Amended and Restated Certificate of Incorporation of
                     SurgiCare, Inc.
       3.2         * Articles of Incorporation of Bellaire SurgiCare, Inc.
       3.3         * By-Laws of Technical Coatings Incorporated
                     (now SurgiCare, Inc.)
       3.4         * By-Laws of Bellaire SurgiCare, Inc.
        4          * Certificate of Designation,  Powers, Preferences and Rights
                     of Series A Redeemable  Preferred  Stock, par value $.001
                     per share, of SurgiCare, Inc.
      10.1         * Agreement, dated July 29,1999, between
                     SurgiCare, Inc. and Surgery Centers of
                                America II, Inc.
      10.2         * Letter agreement with SCOA
       27          * Financial Data Schedule


* Incorporated herein by reference to the Company's Current Report on form 10-SB
filed on August 20, 1999.

(b) reports on Form 8-K. None