UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 Washington,
D.C. 20549
 FORM
10-Q /A2
 
 (Mark
One)
 üQUARTERLY
REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
 For the
quarterly period ended:  March 31, 2008
 
 rTRANSITION
REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
 For the
transition period from to
 Commission
file number:0-12968
 
 InMedica
Development Corporation
 (Exact
name of small business issuer as specified in its charter)
 
 UTAH
              87-0397815(State
      or other jurisdiction of incorporation or organization)
              (IRS
      Employer Identification No.)
 
 825 North
300 West, Suite N132
 Salt Lake
City, Utah 84103
 (Address
of principal executive offices)
 
 (801)
521-9300
 (Issuer’s
telephone number)
 
 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 üNo r
 
 Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.
  Large
accelerated
filer                                    Accelerated
filer
  Non-accelerated
filer                                   ü Smaller reporting
company
  Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act).Yes rNo ü
 
 State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of the latest practicable date:18,629,493 shares of $.001
par value common stock as of September 30 , 2008




1




The
Company hereby amends and restates in its entirety, Item 1 of its Form 10Q for
the period ended March 31, 2008.


PART I -
FINANCIAL INFORMATION





Item
1.  Financial Statements


INMEDICA
DEVELOPMENT CORPORATION AND SUBSIDIARY
 CONSOLIDATED
BALANCE SHEET
 
 
 ASSETSAs
      of
              
              
              As
      ofMarch
      31,
              
              
              December
      31,2008
              
              
              2007(Unaudited)
              
              
              (audited)CURRENT
      ASSETS:Cash
      & cash equivalents
              
              $
              11,969
              
              
              $
              2,706Prepaid
      expenses and other
              
              
              200
              
              
              
              200Total
      current assets
              
              
              12,169
              
              
              
              2,906EQUIPMENT
      AND FURNITURE, at cost,Less
      accumulated depreciation of$254,947
      and $254,856 respectively
              
              
              274
              
              
              
              365Total
      assets
              
              $
              12,443
              
              
              $
              3,271
 
 
 See notes
to consolidated financial statements
  
  INMEDICA
DEVELOPMENT CORPORATION AND SUBSIDIARY
 CONSOLIDATED
BALANCE SHEET (Continued)
 
 LIABILITIES AND STOCKHOLDERS'
      EQUITYAs
      of
              
              
              As
      ofMarch
      31,
              
              
              December
      31,2008
              
              
              2007(Unaudited)
              
              
              (audited)CURRENT
      LIABILITIES:Related
      party consulting fees payable
              
              $
              84,000
              
              
              $
              78,000Accounts
      payable
              
              
              21,232
              
              
              
              5,503Accrued
      payroll
              
              
              12,000
              
              
              
              -Accrued
      interest
              
              
              20,362
              
              
              
              16,495Related
      party royalty payable
              
              
              83,333
              
              
              
              73,333Preferred
      stock dividend payable
              
              
              51,069
              
              
              
              49,177Current
      portion of long term debt
              
              
              140,000
              
              
              
              60,617Total
      current liabilities
              
              
              411,996
              
              
              
              283,125LONG
      TERM LIABILITIESLong
      term convertible promissory note
              
              
              85,033
              
              
              
              140,000TOTAL
      LIABILITIES
              
              
              497,029
              
              
              
              423,125MINORITY
      INTEREST
              
              
              (217,169
              )
              
              
              (191,668
              )STOCKHOLDERS'
      EQUITY:Preferred
      stock, 10,000,000 shares authorized;Series
      A preferred stock, cumulative andconvertible,
      $4.50 par value,1,000,000
      shares designated,21,016
      shares issued and outstanding
              
              
              94,573
              
              
              
              94,573Common
      stock, $.001 par value;40,000,000
      shares authorized,18,629,493
      issued and outstanding
              
              
              18,629
              
              
              
              18,629Additional
      paid-in capital
              
              
              8,426,839
              
              
              
              8,426,839Accumulated
      deficit
              
              
              (8,807,458
              )
              
              
              (8,768,227
              )Total
      stockholders equity
              
              
              (267,417
              )
              
              
              (228,186
              )Total
      liabilities and stockholders' equity
              
              $
              12,443
              
              
              $
              3,271
 
 
 See notes
to consolidated financial statements


INMEDICA
DEVELOPMENT CORPORATION AND SUBSIDIARY


CONSOLIDATED
STATEMENTS OF CASH FLOWS





For
      the ThreeMonths
      EndedMarch
      31,2008
            
            
            2007(Unaudited)CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      loss
            
            $
            (38,282
            )
            
            $
            (
      31,753
            )Adjustments
      to reconcile net loss to net cash used in operating
      activities-Depreciation
      and amortization
            
            
            91
            
            
            
            123Minority
      interest in losses
            
            
            (24,558
            )
            
            
            (23,848
            )Change
      in assets and liabilitiesAccount
      receivable
            
            
            -0-
            
            
            
            (200
            )Consulting
      fee payable to related party
            
            
            6,000
            
            
            
            6,000Royalty
      payable to Related party
            
            
            10,000
            
            
            
            10,000Accounts
      payable
            
            
            15,730
            
            
            
            -0-Accrued
      interest payable
            
            
            3,866
            
            
            
            2,713Accrued
      payroll and related taxes
            
            
            12,000
            
            
            
            -0-Net
      cash used in operating activities
            
            
            (15,153
            )
            
            
            (36,965
            )CASH
      FLOWS FROM INVESTING ACTIVITIES:Proceeds
      from note receivable
            
            
            -0-
            
            
            
            -0-Net
      cash provided by investing activities
            
            
            -0-
            
            
            
            -0-CASH
      FLOWS FROM FINANCING ACTIVITIES:Proceeds
      from notes payable
            
            
            24,416
            
            
            
            21,998Payments
      on notes payable
            
            
            -0-
            
            
            
            -0-Net
      cash provided by financing activities
            
            
            24,416
            
            
            
            21,998NET
      INCREASE (DECREASE) IN CASH
            
            
            9,263
            
            
            
            (14,967
            )CASH
      AT BEGINNING OF PERIOD
            
            
            2,706
            
            
            
            34,079CASH
      AT END OF PERIOD
            
            $
            11,969
            
            
            $
            19,112





See notes
to consolidated financial statements.





4


INMEDICA
DEVELOPMENT CORPORATION AND SUBSIDIARY


NOTES TO
CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)





1.           Basis
of Presentation





The
accompanying unaudited consolidated financials statements of InMedica
Development Corporation and its majority owned subsidiary, MicroCor, Inc.
(collectively the Company) have been prepared on a going concern basis which
contemplates the realization of assets and satisfaction of liabilities that
might be necessary should the Company be unable to continue as a going
concern.  The Company generated a net loss of $38,282 and $31,753 for
the three month periods ended March 31, 2008 and 2007, respectively, and
negative cash flows from operations of $15,153 and $36,965 for the three month
periods ended March 31, 2008 and 2007, respectively.  As of March 31,
2008, the Company had an accumulated deficit of $8,807,458.  At March
31, 2008, the Company had a stockholder’s deficit of $267,417.  These
conditions raise substantial doubt as to the Company’s ability to continue as a
going concern.  The Company’s continued existence is dependent upon
its ability to execute its operating plan and to obtain additional debt or
equity financing.  There can be no assurance that the necessary debt
or equity financing will be available, or will be available on terms acceptable
to the Company.  Management’s operating plan includes working with
Wescor to complete research, development and, if warranted, marketing of its
hematocrit technology and/or pursuing other strategic alliances and licensing
agreements such as the current Agreement  with Wescor,
Inc.  See Item 2 – “Management’s Discussion and
Analysis.”





The
accompanying consolidated financial statements of the Company are unaudited.
However, in management’s opinion, all adjustments, consisting only of normal
recurring adjustments necessary for fair presentation of results for the interim
periods shown, have been made. Results for interim periods are not necessarily
indicative of those to be expected for the full year.   These
consolidated financial statements should be read in conjunction with the audited
consolidated financial statements and notes to consolidated financial statements
included in the Company’s annual report on form 10-K for the year ended December
31, 2007.





2.           Summary
of Significant Accounting Policies





Principles
of Consolidation - The consolidated financial statements include the accounts of
InMedica and MicroCor.   All material inter-company accounts and
transactions have been eliminated.





Use of
Estimates – The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
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.


5


Item
2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
PLAN OF OPERATION





Overview.  Since
1989, the Company has engaged in research and development  of a
device  to  measure  hematocrit  non-invasively
(the  "Non-Invasive  Hematocrit Technology" and/or the
"Technology") and fund raising to finance the payment of research, development
and administrative expenses.  Hematocrit is the percentage of red
blood cells in a given volume of human blood.  Research, development
and administrative expenses of the Company relating to the Technology were
funded during the 1990’s by borrowing and by royalty revenues from the sale of a
portable ECG monitor which incorporated Company technology.   The
monitor was marketed by Critikon, Inc., then a Johnson and Johnson
subsidiary.   However Critikon discontinued the monitor in 2001
and InMedica has not since had revenues from operations.  During 2001
the Company and its subsidiary, MicroCor, Inc. sold restricted common stock to
Chi Lin Technologies, Ltd. of the Republic of China (Taiwan) for $1,000,000 and
used the funds to continue funding of research, development and administrative
expenses.   Chi Lin also signed a development agreement under
which it performed or financed the Company’s primary research and development
effort conducted initially in Taiwan and later in the United States. When
remaining funds from the stock sale were expended during 2003, the Company began
searching for additional funding and/or a partner to conduct additional research
and development. The Company’s officers and Chairman also agreed to the accrual
of their wages and consulting fees pending receipt of funds to pay those
obligations.  In January 2005, the shareholders of the Company
approved an Agreement with Wescor which provided additional funding for
administrative expenses and provides for research and development of the
Hematocrit Technology by Wescor.





Plan of
Operation.  Wescor recently advised the Company and Chi Lin
that its parent corporation is interested in shifting Wescor’s resources
presently dedicated to the research and development of the Hematocrit Technology
to other projects.  As a result, Wescor may be interested in bringing
on a new partner to conduct research and development or perhaps in selling
its interest in the Technology, although Wescor continues to fund research and
development at this time under the terms of the Joint Development
Agreement.  The Company is presently discussing the matter with
Wescor.   No present plans or commitments for other alternatives
have been made.  During 2007, the Company funded administrative
operations with the proceeds of minimum royalty payments from MicroCor.Wescor has loaned
MicroCor sufficient funds to enable MicroCor to pay one half of the minimum
royalty.  Payment of the balance of the minimum royalty was deferred
by the Company.  The Company has in the past borrowed from affiliates,
however, such borrowing is not expected to be available in the future to meet
obligations or to fund research and development. In past years, salaries of
employees and consulting fees have been accrued and later settled by the
issuance of restricted stock and the officers of the Company are presently
deferring all or part of their compensation. InMedica will look for other
funding sources or opportunities, as to which it presently has no
commitments.





6


Liquidity and Capital
Resources.





The
minimum royalty payments in the first quarter of 2008 and 2007,
provided minimum operating capital to the Company.  However, the
Company is currently in discussions with Wescor regarding Wescor’s continued
participation in the Joint Development Agreement.  Effective January,
2008, the Company’s CEO and CFO are each deferring payment of $2,000 per month
in salary .





During
the years 2007 and 2006, liquidity was generated by borrowings from Wescor and
from the payment of minimum royalties to InMedica by
MicroCor.   The Company may need to engage in fund raising during
2008 in order to meet future cash needs.





Results of
Operations.





The
Company had an accumulated deficit of $8,807,458 as of March 31, 2008.
..  No revenues from operations were received in the quarters ended
March 31, 2008 and March 31, 2007.      The
Company had a net loss from operations of $38,282 and $31,753 for the quarters
ended March 31, 2008 and March 31, 2007, as the Company used limited revenues
for essential expenses.





Item
3:   CONTROLS AND PROCEDURES





The
Company's Chief Executive Officer and Chief Financial Officer have concluded,
based on an evaluation required by paragraph (b) of Section 240.13a-15 or
240.15d-15 of the Rules of the Securities Exchange Act of 1934, conducted as of
the end of the period covered by this Quarterly Report on Form 10-QSB, that the
Company's disclosure controls and procedures (as defined in Exchange Act Rules
13a – 15e or 240.15d-15(e)) have functioned effectively.   For purposes of this Item, the term disclosure controls and
procedures means controls and other procedures of the Company that are
designed to ensure that information required to be disclosed by the Company in
the reports that it files or submits under the Securities Exchange Act (15
U.S.C. 78a et seq.) is
recorded, processed, summarized and reported, within the time periods specified
in the Commission's rules and forms. Disclosure controls and procedures include,
without limitation, controls and procedures designed to ensure that information
required to be disclosed by the Company in the reports that it files or submits
under the Act is accumulated and communicated to the issuer's management,
including its principal executive and principal financial officers, or persons
performing similar functions, as appropriate to allow timely decisions regarding
required disclosure.





There
have been no changes in the Company’s internal control over financial reporting
identified in connection with the evaluation required by paragraph (d) of
Section 240.13a-15 or 240.15d-15 of the Rules of the Securities Exchange Act of
1934, that occurred during the Company’s last fiscal quarter (the Company’s
fourth fiscal quarter in the case of an annual report) that have materially
affected, or is reasonably likely to materially affect, the Company’s internal
control over financial reporting.


7





PART II - OTHER
INFORMATION





Item
1.     Legal Proceedings:  None





Item 1A.
Risk Factors.Material changes
from risk factors as previously disclosed in the registrant's Form
10-K:  None





Item
2.    Unregistered Sales of Equity Securities and Use of
Proceeds:   None during the period covered by this
report.





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:





(31.1)                      Sarbanes-Oxley
Section 302 Certification – Ralph Henson


(31.2)                      Sarbanes-
Oxley Section 302 Certification- Richard Bruggeman


(32.1)                      Sarbanes-Oxley
Section 906 Certification





Reports
on Form 8-K: None


8








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.





INMEDICA
DEVELOPMENT CORPORATION








/s/ Ralph
Henson


By Ralph
Henson, President








/s/ Richard
Bruggeman


By
Richard Bruggeman, Treasurer








Date:   October 30  ,
2008








9








EXHIBIT
INDEX - INMEDICA DEVELOPMENT CORPORATION


FORM
      10Q /A2 – MARCH 31, 2008





EXHIBIT NUMBER
            DESCRIPTION31.1
            Section
      302 Certifications of Ralph Henson31.2
            Section
      302 Certifications of Richard Bruggeman32.2
            Sarbanes-Oxley
      Section 906 Certification