FORM 10-KSB

                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

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

         For the fiscal year ended              FEBRUARY 28, 2003
                                                -----------------

         Commission File Number                 0-12305
                                                -------

                             REPRO-MED SYSTEMS, INC.
                             -----------------------
             (Exact name of registrant as specified in its charter)

                New York                                    13-3044880
                --------                                    ----------
      (State or other jurisdiction of                     (IRS Employer
       incorporation or organization)                   Identification No.)

         24 Carpenter Road, Chester, NY                        10918
         ------------------------------                        -----
    (Address of principal executive offices)                 (Zip Code)

Registrant's telephone number, including area code (845) 469-2042
                                                   --------------

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

Securities registered pursuant to Section 12(g) of the Act:

                                                Name of each exchange on
         Title of each class                        which registered
         -------------------                        ----------------
    Common stock, $.01 Par Value             Over the Counter Bulletin Board

         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
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[ ]

         Indicate by check mark if the disclosure of delinquent filers pursuant
to Item 405 of Regulation S-B, is not contained herein, and will not be
contained, to the best of 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. [ ]

         Based on the closing sales price of February 28, 2003, the aggregate
market value of the voting and nonvoting common equity held by non-affiliates of
the registrant was $636,870.

         The number of issued outstanding of the registrant's common stock, $.01
par value was 23,504,000 at February 28, 2003 which includes 2,275,000 shares of
Treasury Stock.

<PAGE>
                             Repro-Med Systems, Inc.

                                Table of Contents

PART I                                                                      Page

         Item 1.    Business ..................................................3

         Item 2.    Description of Property ..................................10

         Item 3.    Legal Proceedings ........................................11

         Item 4.    Submission of Matters to a Vote of Security Holders ......11

PART II

         Item 5.    Market for the Registrant's Common Equity and Related
                    Shareholder Matters ......................................11

         Item 6.    Management's Discussion and Analysis of Financial
                    Condition and Results of Operations ......................12

         Item 7.    Financial Statements .....................................17

         Item 8.    Changes in and Disagreements with Accountants on
                    Accounting and Financial Disclosures .....................33

PART III

         Item 9.    Directors, Executive Officers, Promoters and Control
                    Persons: Compliance With Section 16(a) of the
                    Exchange Act .............................................33

         Item 10.   Executive Compensation ...................................34

         Item 11.   Security Ownership of Certain Beneficial Owners
                    and Management ...........................................35

         Item 12.   Certain Relationships and Related Transactions ...........37

PART IV

         Item 13.   Exhibits and Reports on Form 8-K .........................38

SIGNATURES ...................................................................39

CERTIFICATIONS ...............................................................40

                                        2
<PAGE>
                                     PART I

ITEM 1.  BUSINESS

THE COMPANY

Repro-Med Systems, Inc. went public in 1982 (OTC - symbol REPR). We design and
manufacture medical devices directing resources to the global markets for
emergency medical products and infusion therapy. We maintain a presence in the
US markets for impotency treatments and gynecological instruments. These
products are regulated by the FDA.

Repro-Med Systems, Inc. was incorporated under the laws of the State of New
York, March 1980. The corporate offices are located at 24 Carpenter Road,
Chester, New York 10918. The telephone number is 845-469-2042, fax is
845-469-5518 and the Internet site is www.repro-med.com

PRODUCTS

The primary growth strategy is to develop unique, proprietary medical devices.
These devices are intended to save money for the user and create a repetitive
demand for replacement of the disposable component - "razor - blade model". This
strategy led to our development of products for the ambulatory infusion systems
and emergency medical equipment markets. Historically, contract manufacturing
was a strong source of revenue, but the Company is transitioning away from this
market in order to concentrate on our own proprietary devices. Male infertility
and impotency treatments were the first markets entered in the early 1980's. Our
presence in this market has decreased due to a shift in focus towards the
RES-Q-VAC and FREEDOM60. The Company is seeking outside funding to introduce
additional products into this market. Gyneco, the gynecological instrument
subsidiary, was acquired in 1986 and sales continue primarily through repeat
business.

         The table below presents the product mix for the last two fiscal years.

                                                        2003         2002
                                                     % of Sales   % of sales
                                                     ----------   ----------
         Infusion Therapy                                16%          12%
         Emergency Medical                               70%          63%
         Contract Manufacturing                           3%          16%
         Gynecological Instruments                       11%           9%
         Male Impotency Treatments              Less than 1%         < 1%

We have also been developing other new proprietary medical devices, which would
be viewed as state-of-the-art and as fixed asset devices. These products include
a device for female incontinence and a device that can be used to detect certain
cancers non-invasively using special imaging techniques. Thus, we have products
currently on the market, new short-term products about to be marketed, and long
range products to support and enhance future growth. Research and Development
efforts for our new products have been temporarily suspended for some and
continue at a reduced rate for others. The Company will focus more efforts on
the Research and Development front once funds become available through increased
funds or outside financing.

                                        3
<PAGE>
                        FREEDOM60 SYRINGE INFUSION SYSTEM

The FREEDOM60 Syringe Infusion Pump was designed for ambulatory infusions.
Ambulatory infusion pumps are most prevalent in the home care market. We are
also considering using the FREEDOM60 for pain control applications and
chemotherapy. The home infusion therapy market is comprised of 4,500 sites of
service, including local and national organizations, hospital-affiliated
organizations, and national home infusion organizations with approximately $4.5
Billion in revenue annually (Ref: www.nhianet.org). With insurance reimbursement
in a severe decline, there is a tremendous need for a low-cost, effective
alternative to electronic and expensive disposable IV administration devices for
the home care and nursing home market.

The FREEDOM60 provides a high-quality delivery to the patient at costs similar
to gravity and is targeted for the home health care industry, patient emergency
transportation, and for any time a low-cost infusion is required.

For the home care patient, FREEDOM60 is an easy-to-use lightweight mechanical
pump acting on a 60cc syringe, completely portable, cost effective and
maintenance free--no batteries to replace, no cumbersome IV pole. For the
infusion professional, FREEDOM60 delivers precise infusion rates and uniform
flow profiles providing consistent transfer of medication. A Form 510(k)
Premarket Notification for initial design of the FREEDOM60 as a Class II device
was approved by the FDA in May 1994.

During 2001, we developed a new version of the pump called the FREEDOM60-FM
containing an electronic flow monitor system (occlusion and end of infusion
alarm) which has opened excellent marketing avenues in nursing homes, hospitals
and pediatric ambulatory applications where alarms are generally required for
nursing acceptance. Nurses also appreciate being able to visualize the drug
volume by reading the scale on the syringe.

We signed a group purchasing agreement in December 1999 with Child Health
Corporation of America (CHCA) for the FREEDOM60 Syringe Infusion System. CHCA is
a cooperative and business alliance of 38 children's hospitals and home care
facilities. The agreement called for CHCA to assist us to market the FREEDOM60
to its members and ended December 2002. Currently eight of the hospitals
continue to actively use the system, and we will continue to pursue other
CHCA-affiliated hospitals as independent customers.

During August 2001, we began a trial of the FREEDOM60 at one location of a major
national home healthcare agency. We received our first order, as a result of the
successful trial, in September 2001 and have developed them into our largest
FREEDOM60 customer. We have leveraged our relationship and currently provide the
FREEDOM60 to 5 additional centers. As a direct result of our sales efforts at
the Medica Trade Show in Dusseldorf, Germany, the Company authorized an Italian
distributor to obtain the CE Mark to market the FREEDOM60 in Europe. This
distributor has secured the CE mark for sales into Europe of FREEDOM60 and has
begun initial sales of the product into Italy, France, Spain, Germany and
Greece. We are working with this distributor to introduce new additions to the
FREEDOM60 product line.

Repro-Med Systems' objective is to build a product franchise with FREEDOM60 and
the sale of patented disposable tubing sets. FREEDOM60 uses rate-controlled
tubing with standard slide clamp and luer-lock connector. The PATENTED SYRINGE
DISC CONNECTOR insures that only FREEDOM60 tubing sets sold by us will function
within the pump. Non-conforming tubing sets, without the patented disc
connector, are ejected from the pump and prevent an overdose or runaway pump
from injuring the patient.

                                       4
<PAGE>

THE MARKET FOR PUMPS & DISPOSABLES

The ambulatory market has been rapidly changing due to reimbursement issues.
Insurance reimbursement has been drastically reduced providing opportunity for
FREEDOM60. The market share of high-end electronic type delivery systems is on
the decline as well as high-cost disposable non-electric devices. Market
pressures have forced patients to go on low-cost gravity systems or IV push
where the drug is pushed into the vein directly from a syringe. This is a
low-cost option but has been associated with complications and considered by
many to be a high-risk procedure. Thus, the overall trend has been towards
syringe pumps due to the low-cost of disposables. FREEDOM60-FM addresses the
largest market segments with the lowest cost alarm syringe pump system.

The chart below summarizes the market trends of devices.

            METHOD OF                             MARKET
          ADMINISTRATION                          TREND
          --------------                          -----

         Ambulatory Pump                      Flat/Declining
         Gravity Infusion                       Increasing
         Pole Mounted Pump                      Declining

           Elastomeric                          Declining
             Syringe                            Increasing
             Implant                            Increasing
             IV Push                            Increasing

ECONOMIC BENEFITS OF FREEDOM60 DISPOSABLE SALES

At the moment we estimate that there are approximately 2,350 FREEDOM60 pumps
currently in use. We sold approximately 740 pumps during the past fiscal year.
The FREEDOM60 pump is designed for a minimum use of 4,000 cycles which at our
list price is amortized at a low $.05 per use. The tubing sets currently have a
list price of $3.30. From past experience, we have noted that each pump is used
an average of 12 times per month. If the pump is operated up to 4 times per day,
the total use per month would be 48, and thus the pump life expectancy is
anticipated to be over six and a half years. This monthly rate amounts to annual
usage of 144 sets producing typical gross revenues to the distributor of $475
per pump. Installed bases for various levels of pumps produce the following
sales:

               Pumps In                        Annual Sales
                Market                        of Disposables
                ------                        --------------

                  5000                           $2,376,000
                 10000                           $4,752,000
                 50000                          $23,760,000
                100000                          $47,520,000

We have a combination of direct sales and sales through distributors.
Distributors typically receive discounts from list price depending upon
servicing and volumes of up to 35%.

                                       5
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COMPETITION FOR THE FREEDOM60

FREEDOM60 competes in the United States infusion pump market based on price,
service and product performance. Some of the competitors have significantly
greater resources for research and development, manufacturing and marketing, and
as a result may be better prepared to compete for market share even in areas in
which FREEDOM60 products may be superior. The industry is subject to
technological changes and there can be no assurance that we will be able to
maintain any existing technological lead long enough to establish our products
and to sustain profitability.

EMERGENCY MEDICAL PRODUCTS

RES-Q-VAC products provide a complete emergency suction system for neonates,
children and adults for use in any location, as it is non-electric. RES-Q-VAC
removes fluids from a patient's airway. RES-Q-VAC consists of a hand-held,
portable suction pump that can be connected to various sized sterile or
non-sterile catheters. The one-hand operation makes it extremely effective
particularly in emergencies. The disposable features of the RES-Q-VAC reduce the
risk of contaminating the technician, for example, from HIV when suctioning a
patient or during post treatment cleanup. All the parts that connect to the pump
are disposable. RES-Q-VAC was introduced in 1990 and is now sold in thirty-one
countries. The product is generally found in emergency vehicles, hospitals and
as backup support for powered suction systems.

The RES-Q-VAC is currently the market leader for manual, portable suction
instruments. The primary competition is the V-Vac from Laerdal. The V-Vac is
more difficult to use, cannot suction infants, and cannot be used while wearing
heavy gloves such as in chemical warfare or extreme cold. Laerdal had more
resources than Repro-Med Systems and had begun marketing the V-Vac before
RES-Q-VAC entered the market. The RES-Q-VAC, however, has proven to be
significantly superior and dominates the market to date. Another competitor is
Ambu, with the Res-Cue brand pump, a product similar to RES-Q-VAC, made in
China. Management believes the product is not as well made or as versatile, and
may not be purchased by the military segment of the market due to lines of
supply concerns. With additional capital, management believes it will continue
to maintain and build market share with an improved RES-Q-VAC (discussed below)
and gain a significant portion of the electric suction pump market with the
introduction of the RES-Q-VAC Plus system currently under development.

On June 10, 2003, we received notice that a patent approval was issued for our
new FULL STOP PROTECTION. This upgrade to the RES-Q-VAC system prevents any
fluids from exiting the system. It also serves to trap airborne and fluid
pathogens. We believe that the addition of the full stop design substantially
separates the RES-Q-VAC from competitive units, which tend to leak fluid when
becoming full or could pass air born pathogens during use. There is a heightened
concern from health care professionals concerning exposure to disease and the
new RES-Q-VAC provides substantially improved protection for these users.

OSHA 29CFR 1910.1030 - Occupational Exposure to Bloodborne Pathogens requires
that employers of "...emergency medical technicians, paramedics, and other
emergency medical service providers; fire fighters, law enforcement personnel,
and correctional officers... must consider and implement devices that are
appropriate [to contain bloodborne pathogens], commercially

                                       6
<PAGE>

available and effective." These first responders risk exposure to serious
disease, and the employers may risk OSHA violations and lawsuits if they fail to
consider protective measures such as Repro-Med's FULL STOP PROTECTION for
RES-Q-VAC. The Company has received a letter from OSHA indicating the RES-Q-VAC
meets the intent of this regulation.

Recently (April 29, 2003) the Centers for Disease Control issued additional
guidelines for the control of SARS (Sudden Acute Respiratory Syndrome) which
requires all suction systems to have filtration equivalent to a HEPA filter to
prevent the spread of this disease. At the current time, we believe that the
RES-Q-VAC with FULL STOP PROTECTION is the only portable device to comply with
the CDC directives.

We are exploring additional markets for RES-Q-VAC which will include a special
version for use in dental offices, and a system for home care use. The RES-Q-VAC
is ideal for home care, especially patients on ventilators, tracheotomy
patients, or patients with swallowing disorders. The low cost, portability and
the fact it does not require electric power make the RES-Q-VAC an excellent
back-up system for these patents.

RES-Q-VAC is sold domestically and internationally by emergency medical device
distributors. These distributors generally advertise these products in their
catalogs.

IMPOTENCY TREATMENTS

We market the RESTORE Kit for the treatment of impotency. RESTORE uses vacuum
therapy to naturally induce blood flow to enable an erection. The kit includes
Pro-Long constriction rings that make it possible to trap the blood and maintain
the erection.

The US market for impotency treatments is estimated at 30 million men. Pfizer
reports that Viagra will not work for 30%-40% of impotent men. Consequently, the
potential market for the RESTORE Kit in the US is approximately 10 million men.
We have been compelled by limited resources to rely heavily on the web site to
generate interest and sales for the RESTORE Kit.

GYNECOLOGICAL INSTRUMENTS

We purchased the Gyneco product line in 1986. Products included the Masterson
Endometrial Biopsy Kit for in-office biopsy sampling procedures and the Thermal
Cautery System used for tubal ligation procedures.

Masterson Endometrial Biopsy Kit is a self-contained unit that offers a quick
and easy procedure for in-office tissue sampling. The powerful vacuum pump is
easily operated with one hand. The pump is supplied with sterile disposable
curettes and specimen containers presented in a kit.

The Thermal Cautery System is designed to provide a safe, reliable and effective
method of female sterilization. The unit is small, compact and portable. A
rechargeable battery supplies power. The unit uses disposable components that
include the cautery hook assembly, cannula and Trocar stylette.

                                       7
<PAGE>

CONTRACT MANUFACTURING

Historically, we have used OEM profits to partially fund internal product
development that has resulted in RES-Q-VAC and FREEDOM60. OEM sales have been as
high as 70% of sales (1996). In 2003 and 2002, contract manufacturing for one
customer amounted to 3% and 16% of sales, respectively. In late 1998, one
customer substantially reduced marketing support for its product and
consequently requested postponement of shipments. We have been manufacturing a
portable, hand-operated suction pump for sale to the remaining active customer
but have been informed that the demand for this product has diminished. As a
result, the Company has transitioned from these contracts to building and
selling its own proprietary products due to the much-improved margins associated
with directly marketed devices.

SALES AND DISTRIBUTION

Distribution channels for the products are those generally common to their
respective markets. Emergency medical products are sold through a wide network
of domestic and international distributors in 31 overseas countries. Ambulatory
infusion systems are sold through both direct sales efforts concentrated on
large national accounts and a network of medical device distributors.
Gynecological instruments are sold from the corporate offices primarily through
repeat business. Male impotency treatment products are marketed primarily
through the web site and a limited number of distributors of personal care
items.

We had signed a group purchasing agreement that facilitates sales presentations
to approximately 38 allied members of the Child Health Corporation of America
which has expired in December 2002. Currently eight of the members are using our
products. We continue to pursue additional CHCA centers independently as we
believe that the FREEDOM60 advantages of cost reduction and performance are
benefits required to remain competitive.

During the past year, we signed agreements with other distribution groups for
various marketing efforts of our different products, but these proved not to be
fruitful and the Company has decided to take a more active role in the sales and
marketing process. We are still open to outside distributors but we have no
assurance that they will be able to produce and at what sales levels they will
be able to produce.

MANUFACTURING AND EMPLOYEES

Electromechanical assembly, calibration, pre- and post-assembly quality control
inspection and testing, and final packaging for all products are performed at
the facility by the employees. Products are assembled using molded plastic parts
acquired from one supplier located in Taipei, Taiwan and several U.S. vendors.
The availability of parts has not been a problem. The cost and time required to
fabricate molds to manufacture parts can slow the development of new products
and might temporarily limit supply if we determine it is advisable to seek
alternate sources of supply for existing products. Our policy has been to have
multiple vendors as suppliers, where practicable, that also offer mold-building
capabilities as a service.

In February 2003, we employed 19 employees, 14 were assigned to manufacturing
operations, two to sales and customer support, one to administrative functions,
one Vice President of Operations (responsible for manufacturing, warehouse and
procurement operations), and one Executive Officer (Andrew Sealfon).

                                       8
<PAGE>

The Company is dependent on the services of Andrew Sealfon who serves as
President and the head of Research and Development and is also instrumental in
marketing and finance. The Company does not have insurance on the life of Andrew
Sealfon and may not be able to replace him if the need arose.

REGULATIONS GOVERNING THE MANUFACTURING OPERATIONS

The Food, Drug and Cosmetic Act governs the development and manufacturing of all
medical products. The Act requires us to register the facility, list devices,
file notice of intent to market new products, track the locations of certain
products and to report any incidents of death or serious injury relating to the
products with the FDA. We are subject to civil and criminal penalties and/or
recall seizure or injunctions if we fail to comply with regulations of the FDA.

The most recent Form 510(k) filings with the FDA were for the resuscitator and
the vacuum erection device and constriction rings, both approved in 1998.

We are required to comply with federal, state and local environmental laws;
however, there is no significant effect of compliance on capital expenditures,
earnings or competitive position. We do not use significant amounts of hazardous
materials in the assembly of these products.

Periodically we are subject to inspections and audits by FDA inspectors. During
the year ended February 28, 2003, we were subject to a routine QSR review by the
FDA. The FDA inspection did not find any significant violations and no DD483 was
issued. As a result of FDA audits, the Company is always subject to further
audits and could be impacted by adverse findings.

PATENTS AND TRADEMARKS

We have filed and received U.S. protection for many of our products and in some
cases, where it was no longer deemed economically beneficial, we have allowed
certain patent protections to lapse. The RES-Q-VAC, an emergency medical
product, is susceptible in the international market to imitation. In 2002 a
competitor had introduced a competitive product to the RES-Q-VAC into the
market. We responded with the introduction of new innovative features for the
RES-Q-VAC that enhances the product and places it steps above the competition in
safety.

On January 14, 2003, we received notice of allowability for a patent for our new
Full Stop Protection. This patent, #6,575,946, was issued on June 10, 2003. This
addition to the RES-Q-VAC system prevents any fluids from exiting the system. It
also serves to trap airborne and fluid pathogens. We believe that the addition
of the flow block design substantially separates the RES-Q-VAC from competitive
units, which tend to leak fluid when becoming full or could pass air born
pathogens during use. There is a heightened concern from health care
professionals concerning exposure to disease and the new RES-Q-VAC provides
improved protection for these users.

OSHA 29CFR 1910.1030 - Occupational Exposure to Bloodborne Pathogens requires
that employers of "...emergency medical technicians, paramedics, and other
emergency medical service providers; fire fighters, law enforcement personnel,
and correctional officers...must consider and implement devices that are
appropriate [to contain bloodborne pathogens], commercially available and

                                       9
<PAGE>

effective." These first responders risk exposure to serious disease, and the
employers may risk OSHA violations and lawsuits if they fail to consider
protective measures such as Repro-Med's FULL STOP PROTECTION for RES-Q-VAC The
Company has received a letter from OSHA indicating the RES-Q-VAC meets the
intent of this regulation

Recently (April 29, 2003) the Centers for Disease Control issued additional
guidelines for the control of SARS (Sudden Acute Respiratory Syndrome) which
requires all suction systems to have filtration equivalent to a HEPA filter to
prevent the spread of this disease. At the current time, we believe that the
RES-Q-VAC with FULL STOP PROTECTION is the only portable device to comply with
the CDC directives.

The second most recent patent granted to us was #5,336,189 for a "Combination IV
Pump & Disposable Syringe" which confers a unique syringe to IV pump interface
design. This patent is for the FREEDOM60 Infusion System, an infusion therapy
product. The cost of filing and maintaining applications has deterred pursuing
international patents.

The patent position of small companies is highly uncertain and involves complex
legal and factual questions. Consequently, there can be no assurance that patent
applications relating to products or technology will result in patents being
granted or that, if issued, the patents will afford protection against
competitors with similar technology. Furthermore, some patent licenses held may
be terminated upon the occurrence of certain events or become non-exclusive
after a specified period. There can be no assurance that we will have the
financial resources necessary to enforce any patent rights we may hold.

Our product names are registered trademarks. There can be no assurance that
patents or trademarks will provide competitive advantages for the products
covered or that they will not be challenged or circumvented by competitors.

ITEM 2. DESCRIPTION OF PROPERTY

In February 1999, we executed a sale-leaseback for our masonry and steel frame
building erected on 3.27 acres of land located at 24 Carpenter Road, Chester,
New York 10918. The facility is the only location and is used for our
headquarters and manufacturing operations.

Under terms of the contract of sale, we have the option to re-purchase the
building, beginning on the second anniversary of the sale and ending on the
eighth anniversary. We are required to give 12 months prior notice of the intent
to re-purchase the building. The agreed upon amount for re-purchase is as
follows:

         Year Four  $2,205,000                  Year Five   $2,315,250
         Year Six   $2,431,013                  Year Seven  $2,552,563

The property is currently subject to a 20-year lease. We are responsible for
repairs, maintenance and upkeep of the space we occupy. The terms of the lease
call for monthly lease payments of $10,000 per month and 65% of the annual
property taxes that amounted to $40,614 for the year ended February 28, 2002.
Our monthly rent is $10,000 for the first 10 years of the lease and $11,042
thereafter.

                                       10
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ITEM 3.  LEGAL PROCEEDINGS

We are not a party to any material litigation, nor to the knowledge of the
officers and directors, is there any material litigation threatened against us.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matters were submitted to a vote of security holders during the fiscal year
ended February 28, 2003.

                                     PART II

ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED
         SHAREHOLDER MATTERS

We are authorized to issue 50,000,000 shares of Common Stock, $.01 par value. As
of February 28, 2003, 23,504,000 shares were issued and outstanding and there
were approximately 1,155 holders of record.

Our Common Stock is traded in the over-the-counter market and is quoted through
the National Daily Quotation Service. The following table sets forth the high
and low closing bid quotations for the Common Stock as reported by Commodity
Systems, Inc. for the periods indicated. These quotations do not include retail
mark-up, markdown or commission and may not represent actual transactions.

                                                      High Bid         Low Bid
                                                      --------         -------
 Year Ended February 28, 2002
 ----------------------------

 1st Quarter                                           $0.260          $0.150
 2nd Quarter                                           $0.230          $0.110
 3rd Quarter                                           $0.230          $0.110
 4th Quarter                                           $0.140          $0.070

 Year Ended February 28, 2003
 ----------------------------

 1st Quarter                                           $0.140          $0.030
 2nd Quarter                                           $0.060          $0.040
 3rd Quarter                                           $0.040          $0.030
 4th Quarter                                           $0.040          $0.010

On February 2, 1993 we issued 10,000 shares of 8% Cumulative Convertible
Preferred Stock in a private placement for $100,000. We are obligated to pay
semi-annual dividend payments of $4,000 until conversion by shareholders or
redemption by us. The 10,000 shares of Cumulative Convertible Preferred Stock
are convertible to 294,117 shares of Repro-Med common stock at $0.40 per share.
The 10,000 shares of Cumulative Convertible Preferred Stock are convertible
based on the following formula: multiply the number of shares of Preferred Stock
to be converted by $10.00, divide the result by the conversion price of $0.20
per share (or by the conversion price as last adjusted and in effect at the date
any shares are surrendered for conversion). The Conversion Price shall increase
by $.02 for each year that the Preferred Stock is outstanding. The current
conversion price is $0.40.

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<PAGE>

We have not declared or paid any cash dividends on our Common Stock and do not
anticipate that any dividends will be paid in the foreseeable future. During the
fiscal year ended February 28, 2003, dividends on the Convertible Preferred
Stock were accrued in the amount of $8,000 on the balance sheet.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

This Annual Report on Form 10-KSB contains certain "forward-looking" statements
(as such term is defined in the Private Securities Litigation Reform Act of
1995) and information relating to us that are based on the beliefs of the
management, as well as assumptions made by and information currently available.
Our actual results may vary materially from the forward-looking statements made
in this report due to important factors such as, recent operating losses,
uncertainties associated with future operating results, unpredictability related
to Food and Drug Administration regulations, introduction of competitive
products, limited liquidity, reimbursement related risks, government regulation
of the home health care industry, success of the research and development
effort, market acceptance of FREEDOM60, availability of sufficient capital to
continue operations and dependence on key personnel. When used in this report,
the words "estimate," "project," "believe," "anticipate," "intend," "expect" and
similar expressions are intended to identify forward-looking statements. Such
statements reflect current views with respect to future events based on
currently available information and are subject to risks and uncertainties that
could cause actual results to differ materially from those contemplated in such
forward-looking statements. Readers are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date hereof. These
statements involve risks and uncertainties with respect to the ability to raise
capital to develop and market new products, acceptance in the market place of
new and existing products, ability to penetrate new markets, our success in
enforcing and obtaining patents, obtaining required Government approvals and
attracting and maintaining key personnel that could cause the actual results to
differ materially. Repro-Med does not undertake any obligation to release
publicly any revision to these forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.

RESULTS OF OPERATIONS

2003 VS. 2002

We have focused on two of our main products for the past three years, RES-Q-VAC
and FREEDOM60 and this year we decided to write down a significant portion of
our inventory associated with discontinued products. Thus the Net Loss of the
Year Ended February 29, 2003, including our inventory adjustment of $207,519, is
$268,190 as compared to the previous year loss of $386,075. Without the
inventory write off of $207,519, the loss is $60,671. Total sales also declined
for the year ended February 28, 2003 to $1,656,553 from $1,758,904 due to the
elimination of sales of the less profitable products and a decrease in OEM
sales.

Sales of our key products have again increased this year. Sales of the FREEDOM60
Syringe Infusion System increased by 34% over the prior year and

                                       12
<PAGE>

sales of our RES-Q-VAC Airway Suction System increased by 9% over the prior
year. These sales increases were offset by the elimination of low margin
products.

In FY2002, the company has added a new FULL STOP PROTECTION to the RES-Q-VAC,
which protects the users from any contamination from overflow and traps all
pathogens inside the suction container. This new feature is also a requirement
of the Occupational Safety and Health Administration under OSHA 29CFR 1910.1030
- Occupational Exposure to Bloodborne Pathogens. The RES-Q-VAC is the only
hand-held non-electric suction system with sterile catheters for infants, large
catheters for adults, and meets the intent of the OSHA requirements with the
FULL STOP PROTECTION device. The Company has received a letter from OSHA
confirming that the Full Stop Protector falls under the engineering controls of
the Bloodborne Pathogen regulation and therefore would be required by any
employer of medical personnel to protect their employees from potentially
infectious materials. The Centers for disease control have issued Guidelines for
medical personnel for the treatment of patients with SARS which include the
recommendation to employ suction devices containing HEPA type filtration on the
output to prevent the spread of this disease. We believe RES-Q-VAC is the only
hand-held portable suction system which meets this requirement.

In August 2001, we received our first military order for the RES-Q-VAC from one
base location of the US Air Force. We received several small orders from other
bases during the past year for RES-Q-VAC under their existing AFMLO/VA contract.
The company anticipates additional orders will be placed during Fiscal year
2004.

Management is seeking funds to design a new improved RES-Q-VAC suction device to
expand the market substantially, although there is no assurance that such
funding can be obtained, or obtained at terms acceptable to us, or that if
funded, the markets would develop as expected. We are also planning to further
promote the RES-Q-VAC in the home care market, for which the RES-Q-VAC is
ideally suited due to its low cost, portability and convenience. We are also
jointly developing a dental version of RES-Q-VAC with a specialty distributor in
that market.

We have been marketing FREEDOM60 directly to national providers, other
distributors, and regional home care agencies. Sales of FREEDOM60 are expected
to continue to improve as new pump sales and restocking orders for disposables
are received. Furthermore, we are negotiating with a national distributor, which
may additionally improve sales potential for the line.

In September 2001, the Company began selling to a major national home care
agency and we continued to expand the use of the FREEDOM60 to its regional
centers across the country. Currently five centers of the agency are using the
FREEDOM60. We have also begun sales into Europe with an Italian master
distributor who arranged for CE approval of the FREEDOM60.

Gross profit margin for the year ended February 28, 2003 is 42% which includes
an inventory write down of $207,519. Without the inventory write down, the gross
profit is 55%. This shows improvement over the previous year's gross profit of
25% primarily due to certain reallocations of expenses and improvements in
production efficiencies. Selling, General & Administrative Expenses (SG&A)
increased $192,336 year over year from $635,530 to $827,866 primarily as a
result of these same reallocations.

                                       13
<PAGE>

Research and development stayed essentially constant decreasing slightly by $566
from $40,835 to $40,269.

LIQUIDITY AND CAPITAL RESOURCES

For the Year Ended February 28, 2003 Net Cash from operations was $18,322 as
compared with $(156,595)for the prior year, an improvement of $174,917 due to a
reduction in net losses which is a result of effective cost containment
activities and the increased sales of our higher margin core products.

At the end of fiscal year 2003, the net working capital decreased to $(72,677)
from $183,120 due primarily to adverse cash flow and an increase in payable
aging.

During June 2000, we negotiated a $200,000 line of credit with M&T Bank that is
guaranteed by the President and one of the directors. As of February 28, 2002,
$200,000 has been advanced on the line of credit. In accordance with the
agreement the line of credit was to be renewed or paid off by June 30, 2001. We
have received a verbal continuance from the bank through June 30, 2003.

We negotiated a settlement with a lender that was remitted on October 29, 1999.
As part of the agreement, we signed a promissory note for $66,000 that became
due through October 2002 only upon the sale of either of our two major product
lines. If neither of the two product lines was sold, the note terminated. The
note is no longer payable.

We maintained our operations during Fiscal Year 2003 by borrowing $15,000 from
the President. We are operating at neutral cash flow and are continuing to
increase sales for the FREEDOM60 and RES-Q-VAC, and decreasing material costs.
We continue to pursue capital investment through debt or equity. The Company is
working with outside distributors to increase market share in the European
markets for the RES-Q-VAC, and to introduce the FREEDOM60 into the European
market. We are in the process of validating new lower-cost and more efficient
vendors for our raw materials, which will assist us in improving and maintaining
our margins on our current products.

Accounts Receivable decreased slightly at February 28, 2002 to $184,103 as
compared to $195,777 for the previous year. Domestic sales are made primarily on
net 30-day payment terms. A variety of terms continue to be employed for export
sales including cash prepayments and net 45 days to allow for increased delays
due to transportation and communications. As of February 28, 2003, 62% of
Accounts Receivable were current, 28% were at 30-60 days and 10% were over 60
days.

Prepaid expenses and other receivables increased $3,402 from $8,068 to $11,470.

Capital expenditures in 2003 decreased $57,457 to $23,470 as compared to $80,927
in 2002 primarily due to increases in the purchase of new tooling and a new
efficient phone system acquired through outside leasing programs which occurred
during the previous year. Other assets increased $2,802.

In February 1999, we executed a sale-leaseback for our masonry and steel frame
building erected on 3.27 acres of land located at 24 Carpenter Road, Chester,
New York 10918. The facility is our only location and is used for our
headquarters and manufacturing operations.

                                       14
<PAGE>

Under terms of the contract of sale, we have the option to re-purchase the
building, beginning on the second anniversary of the sale and ending on the
eighth anniversary. We are required to give 12 months prior notice of the intent
to re-purchase the building. The agreed upon amount for re-purchase is as
follows:

         Year Four  $2,205,000                  Year Five   $2,315,250
         Year Six   $2,431,013                  Year Seven  $2,552,563

The property is currently subject to a 20-year lease. We are responsible for
repairs, maintenance and upkeep of the space occupied. The terms of the lease
call for monthly lease payments of $10,000 per month and 65% of the annual
property taxes that amounted to $42,600 for the year ended February 28, 2003.
Our monthly rent is $10,000 for the first 10 years of the lease and $11,042
thereafter.

SUBSEQUENT EVENTS

On March 13, 2003 we signed a contract with Joint Purchasing Corporation. JPC is
a non-profit, health services organization headquartered in New York that helps
healthcare providers strengthen their bottom line by assisting in the
implementation of cost control and resource management strategies. JPC has
approximately 3,500 members and is assisting us to promote our cost saving
products to their members.

In April, we signed agreements with an outside salesman to provide field
representation to our products, and to a medical consultant who is introducing
us to national distributors and buying groups.

On June 10, 2003 we were notified by the US Patent and Trademark Office that our
patent for the FULL STOP PROTECTION Device used in our RES-Q-VAC to prevent the
spread of disease, was granted and issued with the patent number of 6,575,946.

2002 VS. 2001

For the year ended February 28, 2002 we showed a loss of $386,075 as compared to
a loss for the previous year of $104,457. This decline was mainly a result of a
decrease in total net sales for the year ended February 28, 2002 due to a
reduction in sales for less profitable products.

Sales of our key products have significantly increased this year. Sales of the
FREEDOM60 Syringe Infusion System increased by 37% over the prior year and sales
of our RES-Q-VAC Airway Suction System increased by 13% over the prior year.
These sales increases were offset by the elimination of low margin products and
recognition of an OEM sale, which resulted in overall sales this year decreasing
16% to $1,758,904 for 2002 from $2,085,912 for 2001. Without the OEM sale
recognized during fiscal year 2001, net sales would have decreased by only 4%
overall as a result of the elimination of low margin products offset by
significant increases in our key products.

The company has recently added FULL STOP PROTECTION to the RES-Q-VAC, which
protects the users from any contamination from overflow and traps all pathogens
inside the suction container. This new feature is also a requirement of the
Occupational Safety and Health Administration under OSHA 29CFR 1910.1030 -
Occupational Exposure to Bloodborne Pathogens.

                                       15
<PAGE>

The RES-Q-VAC is the only hand-held non-electric suction system with sterile
catheters for infants, large catheters for adults, and meets the intent of the
OSHA requirements with the FULL STOP PROTECTION device. The Company has recently
received a letter from OSHA confirming that the Full Stop Protector falls under
the engineering controls of the Bloodborne Pathogen regulation and therefore
would be required by any employer of medical personnel to protect their
employees from potentially infectious materials.

In August 2001, we received our first military order for the RES-Q-VAC from one
base location of the US Air Force. We received several small orders from other
bases during the last half of the year for RES-Q-VAC under their existing
AFMLO/VA contract. The company anticipates additional orders will be placed
during Fiscal year 2003.

Management is seeking funds to design a new improved RES-Q-VAC suction device to
expand the market substantially, although there is no assurance that such
funding can be obtained, or obtained at terms acceptable to us, or that if
funded, the markets would develop as expected. We are also planning to further
promote the RES-Q-VAC in the home care market, for which the RES-Q-VAC is
ideally suited due to its low cost, portability and convenience.

We have been marketing FREEDOM60 directly to national providers, other
distributors, and regional home care agencies. Sales of FREEDOM60 are expected
to continue to improve as new pump sales and restocking orders for disposables
are received. Furthermore, we are negotiating with a national distributor, which
would additionally improve sales potential for the line.

In September 2001, the Company began selling to a major national home care
agency that anticipates expanding the use of the FREEDOM60 to its regional
centers across the country. Currently three centers of the agency are using the
FREEDOM60 and four others are on trials. We anticipate starting trials in the
remaining centers within the next six to twelve months. We have also begun sales
into Europe with an Italian master distributor who arranged for CE approval of
the FREEDOM60.

Gross profit decreased to 25% of net sales for the year ended February 28, 2002
from 38% for the year ended February 28, 2001 primarily as a result of the
timing of the recognition of an OEM sale during the year ended February 28,
2001. When excluding this OEM sale for the year ended February 28, 2001, the
current gross profit percentage is indicative of our current core business.

Selling, General & Administrative Expenses (SG&A) decreased year over year 2%
primarily as a result of a reduction in administrative personnel.

Research and development increased 14% to $40,835 from $35,843 as a result of
the use of outside engineering personnel during the year and for final
developments on the FULL STOP PROTECTION device for the RES-Q-VAC.

Net loss increased 270% to $386,075 for the year ended February 28, 2002 from
$104,457 for the year ended February 28, 2001, primarily as a result of the
decrease in net sales for the year ended February 28, 2002.

For the year ending February 28, 2002, one customer's, Timm Medical, sales were
16% of the total sales. Management has been informed that Timm Medical has
sufficient inventory on hand to cover sales through September and that future
orders will be at a significantly reduced rate. As a result management has
decided to shift Company focus to its own proprietary products and markets.

                                       16
<PAGE>

ITEM 7.  FINANCIAL STATEMENTS


              Index to Financial Statements and Supplementary Data
              ----------------------------------------------------

                                                                            Page
                                                                            ----

         Report of Independent Certified Public Accountants ..................19


         Financial Statements:  Balance Sheet, February 28, 2003 .............20


         Statements of Income, For the Years Ended
           February 28, 2003 & February 28, 2002 .............................21


         Statements of Changes in Stockholders' Equity,
           For the Years Ended February 28, 2003 and February 28, 2002 .......22


         Statements of Cash Flows, For the Years Ended
           February 28, 2003 & February 28, 2002 .............................23


         Notes to Financial Statements ..................................24 - 32


                                       17
<PAGE>



                             REPRO-MED SYSTEMS, INC.

                              FINANCIAL STATEMENTS

                 FOR THE YEARS ENDED FEBRUARY 28, 2003 AND 2002

                              ____________________


                              MEYLER & COMPANY, LLC

                          CERTIFIED PUBLIC ACCOUNTANTS

                                  ONE ARIN PARK

                                 1715 HIGHWAY 35

                              MIDDLETOWN, NJ 07748

                              ____________________




                                       18
<PAGE>
                              MEYLER & COMPANY, LLC

                          CERTIFIED PUBLIC ACCOUNTANTS

                                  ONE ARIN PARK

                                 1715 HIGHWAY 35

                              MIDDLETOWN, NJ 07748

                          INDEPENDENT AUDITOR'S REPORT

To the Board of Directors of
Repro-Med Systems, Inc.

Chester, NY

We have audited the accompanying consolidated balance sheet of Repro-Med
Systems, Inc. as of February 28, 2003 and the related statements of operations,
stockholders equity and cash flows for the year then ended. 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. The balance sheet as of February 28, 2002 and the related statements
of operations, stockholders' equity and cash flows for the year ended February
28, 2002 were audited by Radin, Glass & Co., LLP for which they expressed a
qualified opinion in their report dated April 15, 2002.

We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. 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 Repro-Med Systems, Inc. as of
February 28, 2003, and the results of its operations and its cash flows for the
year then ended February 28, 2003, in conformity with accounting principles
generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 1 to the
consolidated financial statements, the Company has incurred recurring losses
from operations including net losses of $268,190 and $386,075 for the years
ended February 28, 2003 and 2002, respectively. These conditions raise
substantial doubt about its ability to continue as a going concern. Management's
plans regarding those matters are described in Note 1. The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.

                                       /s/ Meyler & Company, LLC

June 11, 2003
Middletown, NJ

                                       19
<PAGE>
                             REPRO-MED SYSTEMS, INC.
                                 BALANCE SHEETS

                                     ASSETS
                                                             February 28,
                                                          2003         2002
                                                          ----         ----
CURRENT ASSETS
   Cash ............................................  $    16,738   $    25,670
   Accounts receivable .............................      184,103       195,777
    Inventory ......................................      381,623       600,635
   Prepaid expenses ................................       11,470         8,068
                                                      -----------   -----------
          Total Current Assets .....................      593,934       830,150

PROPERTY AND EQUIPMENT, NET ........................      415,755       467,985
OTHER ASSETS
   Patents, net of amortization of $63,073 and
     $57,698 for 2003 and 2002, respectively .......       35,285        37,854
   Goodwill, net of amortization of $4,088 and
     $3,728 for 2003 and 2002, respectively ........       10,049        10,409
   Investment in securities ........................          801           801
   Security deposits ...............................       54,802        52,000
                                                      -----------   -----------
                                                          100,937       101,064
                                                      -----------   -----------
                                                      $ 1,110,626   $ 1,399,199
                                                      ===========   ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Note payable to bank ............................  $   199,461   $   200,000
   Accounts payable ................................      267,634       189,111
   Accrued expenses ................................       44,526       106,511
   Notes payable to related party ..................       84,000        69,000
   Current portion of capital lease obligations ....       26,492        21,646
   Accrued preferred stock dividends ...............        8,000         4,000
    Accrued payroll and related taxes ..............       14,017        34,281
    Current portion of capital gain ................       22,481        22,481
                                                      -----------   -----------
          Total Current Liabilities ................      666,611       647,030

OTHER LIABILITIES
   Capital lease obligations, less current portion .       45,614        55,098
   Deferred capital gain ...........................      337,215       359,695
                                                      -----------   -----------
          Total Liabilities ........................    1,049,440     1,061,823

STOCKHLDERS' EQUITY
   Preferred stock, 8% cumulative, liquidation value
     $100,000, $0.01 par value, 2,000,000 shares
     authorized, 10,000 shares outstanding at
     February 28, 2003 and 2002 ....................          100           100
   Common stock, $0.01 par value, 50,000,000 shares
     authorized, 23,504,000 issued at February 28,
     2003 and 2002 .................................      235,040       235,040
   Additional paid-in capital ......................    2,211,631     2,211,631
   Accumulated deficit .............................   (2,243,585)   (1,967,395)
                                                      -----------   -----------
                                                          203,186       479,376
          Less: Treasury stock, 2,275,000 shares
            at cost at February 28, 2003 and 2002 ..     (142,000)     (142,000)
                                                      -----------   -----------
          Total Shareholders' Equity ...............       61,186       337,376
                                                      -----------   -----------
                                                      $ 1,110,626   $ 1,399,199
                                                      ===========   ===========
   The accompanying notes are an integral part of these financial statements.

                                       20
<PAGE>
                             REPRO-MED SYSTEMS, INC.

                             STATEMENT OF OPERATIONS

                                                       For the Years Ended
                                                           February 28,
                                                           ------------
                                                       2003             2002
                                                       ----             ----

NET SALES ......................................   $  1,656,553    $  1,758,904

COSTS AND EXPENSES
   Cost of goods sold ..........................        959,538       1,330,960
   Selling, general and administrative .........        827,866         635,530
   Research and development ....................         40,269          40,835
   Stock based compensation ....................              -          41,000
   Depreciation and amortization ...............         81,435          84,839
                                                   ------------    ------------

          Total Costs and Expenses .............      1,909,108       2,133,164
                                                   ------------    ------------

NET OPERATING LOSS .............................       (252,555)       (374,260)

OTHER INCOME (EXPENSE)
   Interest and other income ...................         11,648           9,009
   Interest expense ............................        (26,483)        (20,252)
                                                   ------------    ------------

          Total Other Expenses .................        (14,835)        (11,243)
                                                   ------------    ------------

NET LOSS BEFORE TAXES ..........................       (267,390)       (385,503)
STATE INCOME TAXES .............................            800             572
                                                   ------------    ------------

NET LOSS .......................................   $   (268,190)   $   (386,075)
                                                   ============    ============

NET LOSS PER COMMON SHARE
   Basic and diluted ...........................   $       (0.1)   $      (0.02)
                                                   ============    ============

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING .....     23,504,000      23,504,000
                                                   ============    ============

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

                                       21
<PAGE>
<TABLE>
<CAPTION>
                                                 REPRO-MED SYSTEMS, INC.

                                            STATEMENT OF STOCKHOLDERS' EQUITY

                                     For the Years Ended February 28, 2003 and 2002


                    Preferred Stock          Common Stock          Paid-in      Accumulated     Treasury
                   Shares     Amount      Shares       Amount      Capital        Deficit         Stock         Total
                   ------    -------    ----------    --------    ----------    -----------     ---------     ---------
<C>                <C>       <C>        <C>           <C>         <C>           <C>             <C>           <C>
Balance
February 28,
2001 ..........    10,000    $   100    23,504,000    $235,040    $2,211,631    $(1,569,320)    $(142,000)    $ 735,451

Preferred stock
dividend ......         -          -             -           -             -        (12,000)            -       (12,000)

Net loss for
the year ended
February 28,
2002 ..........         -          -             -           -             -       (386,075)            -      (386,075)
                   ------    -------    ----------    --------    ----------    -----------     ---------     ---------
Balance
February 28,
2002 ..........    10,000    $   100    23,504,000    $235,040    $2,211,631     (1,967,395)     (142,000)      337,376

Preferred stock
dividend ......         -          -             -           -             -         (8,000)            -        (8,000)

Net loss for
the year ended
February 28,
2003 ..........         -          -             -           -             -       (268,190)            -      (268,190)
                   ------    -------    ----------    --------    ----------    -----------     ---------     ---------
Balance
February 28,
2003 ..........    10,000    $   100    23,504,000    $235,040    $2,211,631    $(2,243,585)    $ 142,000     $  61,186
                   ======    =======    ==========    ========    ==========    ===========     =========     =========


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

                                                           22
</TABLE>
<PAGE>
                             REPRO-MED SYSTEMS, INC.

                            STATEMENTS OF CASH FLOWS

                                                           For the Years Ended
                                                              February 28,
                                                              ------------
                                                            2003         2002
                                                            ----         ----
CASH FLOWS FROM OPERATING ACTIVITIES
   Net Loss ............................................  $(268,190)  $(386,075)
     Adjustments to reconcile net loss to net cash
      used in operating activities:
       Stock based compensation ........................          -      41,000
       Depreciation and amortization ...................     81,435      84,839
       Deferred capital gain - building lease ..........    (22,481)    (22,481)
     Changes in operating assets and liabilities:
       Decrease in accounts receivable .................     11,674      13,879
       Decrease (increase) in inventory ................    219,012     (13,769)
       (Increase) decrease in prepaid expenses .........     (3,402)     26,680
       Increase in accounts payable ....................     78,523      86,974
       Increase in preferred stock dividend ............      4,000           -
       Decrease in accrued payroll and related taxes ...    (20,264)          -
       (Decrease) Increase in accrued expenses .........    (61,985)     12,358
                                                          ---------   ---------
   NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES .     18,322    (156,595)

CASH FLOWS FROM INVESTING ACTIVITIES
   Purchases of property and equipment .................    (23,470)    (80,927)
   Increase in security deposits .......................     (2,802)          -
   Additional patent costs .............................     (2,807)          -
   Decrease in other assets ............................          -       1,012
                                                          ---------   ---------
   NET CASH USED IN INVESTING ACTIVITIES ...............    (29,079)    (79,915)

CASH FLOWS FROM FINANCING ACTIVITIES
   Proceeds from note payable to bank ..................          -     130,000
   Repayment of note payable to bank ...................       (539)          -
   Preferred stock dividends ...........................     (8,000)    (12,000)
   Proceeds from note payable to related party .........     15,000      69,000
   Payments, incurred obligations on
     capitalized lease obligations .....................     (4,636)     39,714
                                                          ---------   ---------
   NET CASH PROVIDED BY FINANCING ACTIVITIES ...........      1,825     226,714
                                                          ---------   ---------
   NET DECREASE IN CASH AND CASH EQUIVALENTS ...........     (8,932)     (9,796)

CASH AND CASH EQUIVALENTS-BEGINNING OF YEAR ............     25,670      35,466
                                                          ---------   ---------
CASH AND CASH EQUIVALENTS-END OF YEAR ..................  $  16,738   $  25,670
                                                          =========   =========
Supplemental Disclosures of Cash Flow Information:

   Interest paid .......................................  $  20,061   $  20,252
   Income taxes ........................................          -         572

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

                                       23
<PAGE>
                             REPRO-MED SYSTEMS, INC.

                          NOTES TO FINANCIAL STATEMENTS

                           February 28, 2003 and 2002

NOTE 1   DESCRIPTION OF BUSINESS, GOING CONCERN UNCERTAINTY AND
         MANAGEMENT'S PLANS

         THE COMPANY AND NATURE OF BUSINESS

         Repro-Med Systems, Inc. (the "Company") was incorporated on March 24,
         1980 under the laws of the State of New York. The Company was organized
         to engage in the research, development, laboratory and clinical
         testing, production and marketing of medical devices used in the
         treatment of the human condition.

         GOING CONCERN UNCERTAINTY AND MANAGEMENT'S PLANS

         As shown in the accompanying financial statements, the Company incurred
         a net loss of $268,190 and $386,075 during the years ended February 28,
         2003 and 2002, respectively, and has an accumulated deficit of
         $2,243,585. Additionally, for the year ended February 28, 2003 the
         Company had a negative working capital $72,677. The Company is seeking
         to raise additional working capital through debt or equity channels and
         is working with outside distributors to increase its market share in
         the European and U.S. markets for its RES-Q-VAC and Freedom 60
         products. However, even if the Company does raise capital through debt
         or equity channels or increases its sales through new marketing
         strategies, there can be no assurances that the net proceeds of the
         capital raised or the revenue generated from the new marketing
         strategies will be sufficient to enable it to develop business to a
         level where it will generate profits and cash flows from operations.

         These matters raise substantial doubt about the Company's ability to
         continue as a going concern. However, the accompanying financial
         statements have been prepared on a going concern basis, which
         contemplates the realization of assets and satisfaction of liabilities
         in the normal course of business. These financial statements do not
         include any adjustments relating to the recovery of the recorded assets
         or the classification of the liabilities that might be necessary should
         the Company be unable to continue as a going concern.

NOTE 2   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         CASH AND CASH EQUIVALENTS

         For purposes of the statement of cash flows, the Company considers all
         short-term investments with an original maturity of three months or
         less to be cash equivalents.

         INVENTORY

         Inventories consist primarily of purchased parts and assembled units
         and are stated at the lower of cost (first-in, first-out) or market
         value.

         PATENTS

         Costs incurred in obtaining patents have been capitalized and are being
         amortized over seventeen years. Costs of goodwill have been capitalized
         and are being amortized over thirty-five years.

                                       24
<PAGE>
                             REPRO-MED SYSTEMS, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                           February 28, 2003 and 2002

NOTE 2   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

         INCOME TAXES

         The Company accounts for income taxes using the liability method, which
         requires the determination of deferred tax assets and liabilities based
         on the differences between the financial and tax bases of assets and
         liabilities using enacted tax rates in effect for the year in which
         differences are expected to reverse. Deferred tax assets are adjusted
         by a valuation allowance, if, based on the weight of available
         evidence, it is more likely than not that some portion or all of the
         deferred tax assets will not be realized.

         At February 28, 2003, the Company has net operating loss carry forwards
         of approximately $1,696,000 which expire through 2022. Based on the
         fact that the Company has generated significant operating losses, a
         deferred tax asset of approximately $790,000 has been offset by a
         valuation allowance of $790,000.

         PROPERTY AND EQUIPMENT AND DEPRECIATION

         Property and equipment is stated at cost and is depreciated using the
         straight line method over the estimated useful lives of the respective
         assets. Routine maintenance, repairs and replacement costs are expensed
         as incurred and improvements that extend the useful life of the assets
         are capitalized. When property and equipment is sold or otherwise
         disposed of, the cost and related accumulated depreciation are
         eliminated from the accounts and any resulting gain or loss is
         recognized in operations.

         NET LOSS PER COMMON SHARE

         The Company computes per share amounts in accordance with Statement of
         Financial Accounting Standards ("SFAS") No. 128, "Earnings per Share".
         SFAS No. 128 eliminates the presentation of primary and fully diluted
         earnings per share ("EPS") and requires presentation of basic and
         diluted EPS. Basic EPS is computed by dividing the income (loss)
         available to Common Stockholders by the weighted-average number of
         common shares outstanding for the period. Diluted EPS is based on the
         weighted-average number of shares of Common Stock and Common stock
         equivalents outstanding during the periods. Common stock equivalents
         have been excluded from the weighted average shares outstanding
         calculation, as inclusion is anti-dilutive.

         USE OF ESTIMATES IN THE FINANCIAL STATEMENTS

         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 asset 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.

         STOCK-BASED COMPENSATION

         SFAS No. 123, "Accounting for Stock-Based Compensation" prescribes
         accounting and reporting standards for all stock-based compensation
         plans, including employee stock options, restricted stock,

                                       25
<PAGE>
                             REPRO-MED SYSTEMS, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                           February 28, 2003 and 2002

         STOCK-BASED COMPENSATION (Continued)

         employee stock purchase plans and stock appreciation rights. SFAS No.
         123 requires employee compensation expense to be recorded (1) using the
         fair value method or (2) using the intrinsic value method as prescribed
         by accounting Principles Board Opinion No. 25, "Accounting for Stock
         Issued to Employees" ("APB25") and related interpretations with pro
         forma disclosure of what net income and earnings per share would have
         been had the Company adopted the fair value method. The Company
         accounts for employee stock based compensation in accordance with the
         provisions of APB 25. For non-employee options and warrants, the
         company uses the fair value method as prescribed in SFAS 123.

         FAIR VALUE OF FINANCIAL INSTRUMENTS

         SFAS No. 107, "Disclosures about Fair Value of Financial Instruments"
         requires that the Company disclose estimated fair values of financial
         instruments. The carrying amounts reported in the statement of
         financial position for current assets and current liabilities
         qualifying as financial instruments are a reasonable estimate of fair
         value.

         NEW ACCOUNTING PRONOUNCEMENTS

         In July 2001, the Financial Accounting Standards Board ("FSAB") issued
         SFAS NO. 141, "Business Combinations". SFAS No. 141 requires the
         purchase method of accounting for business combinations initiated after
         June 30, 2001 and eliminates the pooling-of-interests method. In July
         2001, the FASB issued SFAS NO. 142, "Goodwill and Other Intangible
         Assets", which will become effective for the Company in 2002. SFAS No.
         142 requires, among other things, the discontinuance of goodwill
         amortization. In addition, the standard includes provisions for the
         reclassification of certain existing recognized intangibles as
         goodwill, reassessment of the useful lives of existing recognized
         intangibles, reclassification of certain intangibles out of previously
         reported goodwill and the identification of reporting units for
         purposes of assessing potential future impairment of goodwill.

         In August 2001, the FASB issued SFAS No. 144, "Accounting for the
         Impairment or Disposal of Long-Lived Assets". SFAS No. 144 changes the
         accounting for long-lived assets to be held and used by eliminating the
         requirement to allocate goodwill to long-lived assets to be tested for
         impairment, by providing a probability weighted cash flow estimation
         approach to deal with situations in which alternative courses of action
         to recover the carrying amount of possible future cash flows and by
         establishing a primary-asset approach to determine the cash flow
         estimation period for a group of assets and liabilities that represents
         the unit of accounting for long-lived assets to be held and used. SFAS
         No. 144 changes the accounting for long-lived assets to be disposed of
         other than by sale by requiring that the depreciable life of a
         long-lived asset to be abandoned be revised to reflect a shortened
         useful life and by requiring the impairment loss to be recognized at
         the date a long-lived asset is exchanged for a similar productive asset
         or distributed to owners in a spin-off if the carrying amount of the
         asset exceeds its fair value. SFAS No 144 changes the accounting for
         long-lived assets to be disposed of by sale by requiring that
         discontinued operations no longer be recognized in a net realizable
         value basis (but at the lower of carrying amount or fair value less
         costs to sell), by eliminating the recognition of future operating
         losses of discontinued components before they occur and by broadening
         the presentation of discontinued operations in the income statement to

                                       26
<PAGE>
                             REPRO-MED SYSTEMS, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                           February 28, 2003 and 2002

         NEW ACCOUNTING PRONOUNCEMENTS (Continued)

         include a component of an entity rather than a segment of a business. A
         component of an entity comprises operations and cash flows that can be
         clearly distinguished, operationally, and for financial reporting
         purposes, from the rest of the entity.

         The Company has adopted SFAS No. 144 effective March 1, 2002. The
         adoption of the new statement will not have a significant impact on the
         Company's financial statements.

NOTE 3   INVENTORY

         Inventory at February 28 consists of the following:

                                             2003      2002
                                             ----      ----
                    Raw material .......   264,943   315,808
                    Work in progress ...    29,573   185,474
                    Finished goods .....    87,107    99,353
                                           -------   -------
                                           381,623   600,635
                                           =======   =======

NOTE 4   PROPERTY AND EQUIPMENT

         Property and equipment at February 28, consist of the following:

                                                                      Estimated
                                                                       Useful
                                                 2003        2002       Lives
                                                 ----        ----     ---------
         Furniture and office equipment        $331,803    $331,803    5 years
         Manufacturing equipment and tooling    867,969     844,499   7-12 years
                                              ---------   ---------
                                              1,199,772   1,176,302
         Less: accumulated amortization and
               depreciation                    (784,017)   (708,317)
                                              ---------   ---------
         Property and Equipment, Net           $415,755    $467,985
                                              =========   =========
NOTE 5   MARKETABLE SECURITIES

         Companies are required to classify each of their investments into one
         of three categories, with different accounting for each category. At
         February 28, 2003, management has classified all their equity
         securities consisting of shares of common stock of one marketable
         equity security, as long term investments, which are reported at cost
         whose market value is not substantially different.

NOTE 6   NOTE PAYABLE TO BANK

         The Company has a demand note with a local financial institution in the
         amount of $199,461. The note bears interest at the rate of 5.25% and is
         secured by the Company's assets as well as personal guarantees of the
         President and a Company Director. The note is due June 30, 2003.

                                       27
<PAGE>
                             REPRO-MED SYSTEMS, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                           February 28, 2003 and 2002

NOTE 7   RELATED PARTY TRANSACTIONS

         NOTE PAYABLE TO RELATED PARTY

         The President of the Company has advanced the Company $84,000 under a
         demand loan which bears interest at the rate of 8%. The note has been
         approved by the Board of Directors.

         LEASED AIRCRAFT

         The Company leases an aircraft from a company controlled by the
         President. The lease payment aggregated $22,500 and $21,500 for the
         years ended February 28, 2003 and 2002 respectively. The original lease
         agreement expired and the Company is on a month to month basis for
         rental payments.

NOTE 8   CAPITAL LEASE OBLIGATIONS

         During the year ended February 28, 2003 the Company obtained various
         pieces of equipment under capital leases expiring through April 2008.
         The assets and liabilities under these capital leases are recorded at
         the lower of the present values of the minimum lease payments or the
         fair values of the assets. The assets are included in property and
         equipment and are depreciated over their estimated useful lives.

         As of February 28, 2003, minimum future lease payments under these
         capital leases are:
                                                  For the
                                                Years Ending
                                                February 28,         Amount
                                                -----------          ------
                                                    2004             $35,823
                                                    2005              27,199
                                                    2006              21,040
                                                    2007              13,232
                                                    2008                 857
                                                                     -------
         Total minimum lease payments (forward)                      $98,151
                                                                     =======

                                                         For the Year Ended
                                                             February 28
                                                             -----------
                                                          2003        2002
                                                          ----        ----
         Total minimum lease payments (forward)          $98,151    $103,654
         Less: amounts representing interest              26,045      26,910
                                                         -------    --------
               Net minimum lease payments                 72,106      76,744
         Less: current portion                            26,492      21,646
                                                         -------    --------
         Long-term portion                               $45,614    $ 55,098
                                                         =======    ========

                                       28
<PAGE>
                             REPRO-MED SYSTEMS, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                           February 28, 2003 and 2002

NOTE 9   STOCKHOLDERS' EQUITY

         On February 2, 1993, the company issued and sold 10,000 shares of $0.01
         par value Convertible Cumulative Preferred Stock at a price of $10.00
         per share. Dividends are payable semi-annually at an annual rate of
         $8,000 or 8% of the original sale price of $100,000. As of February 28,
         2003, the Convertible Cumulative Preferred Stock can be converted to
         250,000 shares of common stock at the conversion price of $0.40 per
         share. Dividends of $8,000 were paid through February 28, 2002 and an
         additional $4,000 was accrued on the Balance Sheet. The dividend for
         the year ending February 28, 2003 has not been paid and has been
         accrued. On October, 31, 1996, the Company purchased, in a private
         offering, 275,000 shares of common stock at a price of $0.08 per share
         or a total of $22,000.

         On September 10, 1996, the Company purchased, in a private offering,
         2,000,000 shares of common shares at a price of $0.06 per share or a
         total of $120,000. The 2,275,000 shares redeemed were previously
         restricted in part as to their sale under "Rule 144" of the Securities
         and Exchange Act. The 2,000,000 shares redeemed are subject to a ten
         year voting agreement dated June 30, 1992 under which Mr. Andrew I.
         Sealfon, President and Chairman of Repro-Med, has the exclusive right
         to vote all the shares covered under the voting agreement. The
         2,000,000 shares redeemed on September 10, 1996, while held by the
         Company, were voted exclusively by Mr. Sealfon until June 30, 2002 as
         required by the voting trust. Treasury Stock shares may be sold at a
         future time or held by the Company for corporate use.

NOTE 10  STOCK OPTIONS

         On March 1, 1995, the board of Directors approved two incentive stock
         options programs for the benefit of key employees, directors, and
         officers of the Company. The two plans, termed the 1995 Stock Option
         Plan and the 1995 Stock Plan For Non-Employee Directors (the "Option
         Plans"), provide options to purchase 5,000,000 and 500,000 shares,
         respectively, of Repro-Med common stock. The Company has filed a
         Registration Statement with the Securities and Exchange Commission for
         the Option Plans. The Option Plans expire March 1, 2005. Options
         granted under the 1995 Stock Option Plan to full time employees are
         intended as "incentive stock options; within the meaning of Section
         422A of the Internal Revenue Code. During the year ended February 28,
         2002, 400,000 options were granted to employees and 190,000 were
         granted to Directors, 100,000 to a new Director and 30,000 each to the
         three Directors that were members of the board for the year ended
         February 28, 2001. The employee options vest over a period of five
         years beginning one year from the grant date and are exercisable until
         one year from the date all options have vested. The 90,000 Director's
         options are exercisable immediately while the 100,000 options for the
         new Director are exercisable in the same manner as the employee
         options. All options were issued at fair market value on the date the
         options were granted.

                                       28
<PAGE>
                             REPRO-MED SYSTEMS, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                           February 28, 2003 and 2002

NOTE 10  STOCK OPTIONS (CONTINUED)

         Stock option activity for the years February 28, 2003 and 2002 is
         summarized as follows:

         QUALIFIED OPTIONS
                                                             Weighted
                                                             Average
                                                             Exercise
                                                 Shares       Price
                                                 ------      --------
         Outstanding at February 28, 2001       2,400,000     $0.09
           Granted                                690,000      0.20
           Exercised                                    -         -
           Expired or cancelled                         -         -
                                                ---------     -----
         Outstanding at February 28, 2002       3,090,000     $0.11
           Granted                                      -         -
           Exercised                                    -         -
           Expired or cancelled                   100,000         -
                                                ---------     -----
         Outstanding at February 28, 2003       2,990,000     $0.10
                                                =========     =====

         NON-QUALIFIED OPTIONS
                                                             Weighted
                                                             Average
                                                             Exercise
                                                 Shares       Price
                                                 ------      --------
         Outstanding at February 28, 2001       1,135,000     $0.30
           Granted                                      -         -
           Exercised                                    -         -
           Expired or cancelled                  (500,000)        -
                                                ---------     -----
         Outstanding at February 28, 2002         635,000     $0.38
                                                ---------     -----
           Granted                                      -         -
           Exercised                                    -         -
           Expired                                250,000         -
                                                ---------     -----
         Outstanding at February 28, 2003         385,000     $0.18
                                                =========     =====

         Information at date of issuance, regarding stock option grants for the
         year ended February 28, 2002 is as follows:

                                                             Weighted   Weighted
                                                             Average    Average
                                                             Exercise    Fair
                                                 Shares       Price      Value
                                                 ------      --------   --------
         Year ended February 28, 2002                   -     $   -          -
           Exercise price exceeds market price          -         -          -
           Exercise price equals market price     690,000       .20        .13

                                       30
<PAGE>
                             REPRO-MED SYSTEMS, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                           February 28, 2003 and 2002

NOTE 10  STOCK OPTIONS (CONTINUED)

         No options were granted during the year ended February 28, 2003.

         For disclosure purposes in accordance with SFAS No. 123, the fair value
         of each stock option grant is estimated on the date of grant using the
         Black-Scholes option-pricing model with the following weighted-average
         assumptions used for stock options granted during the year ended
         February 28, 2002: annual dividends of $0.00, expected volatility of
         97% at February 28, 2002 risk-free interest rate of 5.75% and expected
         life of three years for all grants. The Company did not grant any
         options during the year ended February 28, 2003.

         If the Company recognized compensation cost for the vested portion of
         the employee stock option plan in accordance with SFAS No. 123, the
         Company's pro-forma net (loss) and income per share for the years ended
         February 29, 2002 would have been approximately ($469,124) and ($.02).

         The non-qualified stock options outstanding are partially vested. The
         compensation expense attributed to the issuance of these stock options
         has been amortized and expensed over 24 months. The compensation
         expense was fully amortized during the year ended February 28, 2002.
         These stock options are exercisable for three years from the grant
         date. The employee options are exercisable for ten years from the grant
         date and vest over three years. As of February 28, 2003, 2,200,000 of
         these stock options were vested or earned.

         The following table summarizes information about options outstanding
         and exercisable at February 28, 2003:

                                                   Outstanding
                                     ----------------------------------------
                                                    Weighted        Weighted
                                                     average        average
                                                    remaining       exercise
                                       Shares     life in years      price
                                       ------     -------------     ---------
         Range of exercise prices
            $.01 to $.10             2,285,000        2.71           $0.08
            $.11 to $.80             1,190,000        1.60            0.22
                                     ---------
                                     3,475,000
                                     =========

NOTE 11  SALE-LEASEBACK TRANSACTION - OPERATING LEASE

         On February 25, 1999, the Company entered into a sale-leaseback
         arrangement. Under the arrangement, the company sold its land and
         building at 24 Carpenter Road in Chester, New York and leased it back
         for a period of 20 years. The leaseback has been accounted for as an
         operating lease. The gain of $449,617 realized in this transaction has
         been deferred and will be amortized to income in proportion to rental
         expense over the term of the lease.

                                       31
<PAGE>
                             REPRO-MED SYSTEMS, INC.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                           February 28, 2003 and 2002

NOTE 11  SALE-LEASEBACK TRANSACTION - OPERATING LEASE (CONTINUED)

         At February 28, 2003 the future minimum rental payments are:

                       Year              Minimum Rental Payments
                       ----              -----------------------
                       2004                  $  120,000
                       2005                     120,000
                       2006                     120,000
                       2007                     120,000
                thereafter                   $1,565,000
                                             ----------
                                             $3,048,000
                                             ==========

         Rent expense for the year ended February 28, 2003 aggregated $120,000.

         In March 2003, the company negotiated with the landlord to utilize
         $27,500 of the security deposit (currently held by the landlord) to pay
         for March and April 2003 rent. The agreement provides for replenishment
         within 90 days.

NOTE 12  COMMITMENTS AND CONTINGENCIES

         The Company is contingently liable to rework approximately 19,500 units
         of its product for a customer order which was completed in prior years.
         The total product cost of the order approximates $400,000.

                                       32
<PAGE>

ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

None

                                    PART III

ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS:
         COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

The following table sets forth-certain information with respect to the Executive
Officers and Directors:

         Name                      Age        Position/Held Since
         ----                      ---        -------------------

         Andrew I. Sealfon         57         President 1980,
                                              Treasurer 1983,
                                              Chairman 1989,
                                              Director 1980,
                                              CEO 1986

         Paul Mark Baker           53         Director 1991

         Nathan Blumberg           68         Director 2000

         Joseph Rosen              53         Director 2001

         Remo Spagnoli             74         Director 1993

         Joseph Drohan             50         Director 2002

         David Florman             49         Director 2002

Mr. Sealfon is deemed a "parent" and "promoter" as those terms are defined under
the Securities Act of 1933 as amended.

All directors hold office until the next annual meeting of shareholders or until
their successors are elected. Executive Officers hold office at the discretion
of the Board of Directors.

Mr. Sealfon co-founded Repro-Med Systems, Inc. in 1980. He is an electrical
engineer and inventor and has been granted numerous United States patents. Mr.
Sealfon is a graduate of Lafayette College.

Dr. Baker earned a medical degree from Cornell University Medical College. He is
a practicing pediatrician and is attending at Department of Pediatrics Horton
Memorial Hospital, Middletown, NY and attending at New York Hospital-Cornell
Medical Center in New York City. Dr. Baker assisted us in the development of the
RES-Q-VAC Suction System. In addition, Dr. Baker has published results of use of
the RES-Q-VAC in a letter to Lancet, a medical journal.

Dr. Blumberg was a practicing urologist in the New York area, and has founded
and sold an IV business to 3M. He teaches medicine at Stony Brook University on
Long Island, and now consults for various medical companies. He makes available
a wealth of medical and business acumen to the Company.

                                       33
<PAGE>

Mr. Rosen was a principal of Kuala Medical, a public health care company which
services the nursing, home care and infusion markets. Mr. Rosen has extensive
experience in the management and operation of medical companies as well as real
estate interests.

Mr. Spagnoli is a principal founder and past President and Chairman of CRS,
Inc., Newburgh, NY, a manufacturer of proprietary inventory control and point of
sale software and distributor of computer equipment. Mr. Spagnoli presently
consults for CRS, Inc.

Mr. Drohan is the President and Co-Founder of Healthwave, Inc., healthcare
technology and services company, located in Long Island, New York. He held
several positions with the North Shore Long Island Jewish Health System and has
been a Director for various health organizations.

Mr. Florman is currently employed by Empire Blue Cross Blue Shield of New York
as the Senior Vice President of Medical Delivery and Medicare Risk. He has held
various positions with Aetna US Healthcare, Inc. as well.

ITEM 10. EXECUTIVE COMPENSATION

Andrew I. Sealfon, President, received $133,909 in salary from Repro-Med during
the fiscal year ended February 28, 2003. Mr. Sealfon has been granted incentive
stock options in Repro-Med under its 1995 Stock Option Plan.

The officers are reimbursed for travel and other expenses incurred on behalf of
Repro-Med Systems, Inc. We do not have pension or profit sharing plans.

                              Summary Compensation

 Name & Position            Year        Salary         Other *
 ---------------            ----        ------         -------

 Andrew I. Sealfon,         2003      $133,909**            -
          President         2002      $129,750         $6,000
                            2001      $129,750         $6,000

* Other compensation includes car allowance and $6,000 for rental of lab
facilities ($2,500 was accrued at year-end FY2002).

** The increase in paid salary from 2002 was the result in a change in payroll
cycles for management employees from bi-weekly to semi-monthly that had the
effect of accelerating one pay period. As of February 28, 2003, nominal salary
remained unchanged from prior years.

Table of aggregated options exercised in the fiscal year and option values at
year-end February 2003:
                                                            Value of
                                           Number of       Unexercised
                                          Unexercised      In-the-Money
                   Shares                  Options at        Options
                  Acquired                  Year-end       at Year-end
   Name of           On        Value      Exercisable /    Exercisable/
  Individual      Exercise    Realized    Unexercisable    Unexercisable
  ----------      --------    --------    -------------    -------------
 A. I. Sealfon
 -------------
 Exercisable          0           0         1,500,000            $0
 Unexercisable        0           0                 0            $0

                                       34
<PAGE>

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth, as of February 2003, the number of shares of
Common Stock beneficially owned by each person owning more than 5% of the
outstanding shares, by each officer and director, and by all officers and
directors as a group:

 Name of Principal Shareholders       Number of       Percent
 and Identity of Group               Shares Owned     Of Class     Notes:
 ---------------------               ------------     --------     ------

 Andrew I. Sealfon*                    6,567,250        31%        1,2,6

 Dr. Paul Mark Baker                   1,284,000         5%        6

 Dr. Nathan Blumberg                     180,000         0%        5,6

 Joseph Rosen                            100,000         0%        6

 Remo Spagnoli                         1,375,950         6%        3,4,6

  All Directors and Officers           9,507,200        42%        7
 as a Group (5 Persons)

*Andrew I. Sealfon is deemed a "parent" and a "promoter" of Repro-Med Systems,
Inc. as those terms are defined under the Securities Act of 1933, as amended.

(1) Does not include 690,000 shares of common stock owned by members of Mr.
Sealfon's family, as to which Mr. Sealfon disclaims beneficial ownership.

(2) Under the terms of a voting agreement dated June 30, 1992, Messrs. Sealfon
and Zorgniotti agreed to vote their shares jointly when voting as stockholders.
This agreement which was in effect for 10 years represents 3,571,500 shares
previously owned by the Estate of A. Zorgniotti. In 1996, 2,000,000 shares were
purchased by Repro-Med Systems, Inc., January 1997, 1,571,500 were purchased in
a private transaction by a number of individual investors including at that time
an officer and three directors of Repro-Med. This same group purchased 400,000
shares from the estate of A. Zorgniotti in May 1998. These transactions were
subject to the voting agreement and resulted in 3,971,500 shares being
classified as owned by Mr. Sealfon in prior years. The voting agreement ended
June 30, 2003, and these shares are no longer included in Mr. Sealfon's reported
holdings.

(3) Includes 477,000 shares of Common Stock owned by six members of Mr.
Spagnoli's family.

(4) Mr. Spagnoli directly owns 10,000 shares of Repro-Med Convertible 8%
Preferred Stock. For fiscal 2003, $8,000 in preferred stock dividends has been
accrued on the balance sheet. The preferred stock can be redeemed for 250,000
shares of Repro-Med common stock at $0.40 per share. Consequently, 250,000
shares are deemed beneficially owned by Mr. Spagnoli and included above.

                                       35
<PAGE>

(5) Dr. Blumberg was issued 50,000 shares through an agreement between Princeton
Research and Repro-Med Systems, Inc., which called for a total issue of 250,000
shares of stock in exchange for services rendered.

(6) On March 1, 1995, the Board of Directors approved two incentive stock option
programs for the benefit of key employees, directors, and officers of Repro-Med
Systems, Inc. The two plans, termed the 1995 Stock Option Plan and the 1995
Stock Option Plan For Non-Employee Directors (the "Option Plans"), provide
options to purchase 5,000,000 and 500,000 shares, respectively, of Repro-Med
common stock. We have filed a Registration Statement with the Securities and
Exchange Commission for the Option Plans. The Option Plans expire March 1, 2005.
Options granted under the 1995 Stock Option Plan to full time employees and are
intended as "incentive stock options" within the meaning of Section 422A of the
Internal Revenue Code. On March 1, 1995, the Board of Directors granted options
for 3,800,000 shares. On August 28, 1998 the option price was reduced from $.15
to $.06 per share. The option price of $.06 per share was not less than the fair
market value of the common stock on the date the price was reduced. The option
price of $.066 cents per share was not less than 110% of the fair market value
of the common stock on the date the price was reduced. Options for 100,000
shares are awarded to each Director upon signing on as a Director. Options for
30,000 shares were issued to Dr. Blumberg, Dr. Baker and Ray Spagnoli for their
efforts during the fiscal year ended February 28, 2001.

(7) Treasury stock acquired by Repro-Med Systems, Inc. total cost as reflected
on balance sheet for 2,275,000 shares of Common Stock is $142,000.

                                                           No. Shares & Earliest
 Name            Main Position          Price Per Share      Date of Exercise
 ----            -------------          ---------------      ----------------

 Sealfon, A.     President                  $0.066           1,500,000, 3/1/95
 Baker, M.       Clinical Consultant        $0.060             300,000, 3/1/95
                                            $0.250              30,000, 5/9/01


 1995 Stock Option Plan for Non-Employee Directors:

 Spagnoli, R.    Director                   $0.060              20,000, 3/1/96
                                                                20,000, 3/1/97
                                                                20,000, 3/1/98
                                                                20,000, 3/1/99
                                                                20,000, 3/1/00
                                            $0.250              30,000, 5/9/01

 Blumberg N      Director                   $0.230              20,000, 8/1/01
                                                                20,000, 8/1/02
                                                                20,000, 8/1/03
                                                                20,000, 8/1/04
                                                                20,000, 8/1/05
                                            $0.250               30,000 5/9/01

 Rosen J.        Director                   $0.180              20,000, 5/9/02
                                                                20,000, 5/9/03
                                                                20,000, 5/9/04
                                                                20,000, 5/9/05
                                                                20,000, 5/9/06

                                       36
<PAGE>

The above calculations give effect to purchase of shares exercisable under the
terms of the Option Plans on these issued options by each officer and director,
and by all officers and directors as a group.

All new directors were granted an option for 100,000 shares at an exercise price
of $.25 per share during the fiscal year 2002, which are vested at 20,000
options per year for five years. The Company is requesting each of said
directors to file an SEC Form 3 with respect to such option grant.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

To reduce corporate travel expenses, we maintain and operate a corporate
aircraft. Since 1992, the aircraft has been leased from AMI Aviation. Mr.
Sealfon is a majority shareholder in AMI Aviation. The lease expenses paid in
2003 were $22,500 versus $21,500 paid in 2002. We believe the AMI lease is on
terms competitive with those that could be obtained from unaffiliated third
parties. As of February 28, 2003, the Company owes AMI Aviation approximately
$3,000 for repairs made to the aircraft during the year (in accordance with the
lease agreement).

During 2003, the Company borrowed $15,000 from the President, Andrew Sealfon,
under a demand loan with an annual interest rate of 8%. The note has been
approved by the Board of Director's.

Messrs. Sealfon and Zorgniotti entered into a ten year voting agreement June 30,
1992 pursuant to which they agreed on their behalf and on behalf of their
successors in interest to vote all the shares over which they then had voting
control when voting for the election of directors (or as directors when filling
vacancies in the board) for persons designated jointly by them with one half or
a majority (if there are an odd number of directors) of the designees to be
named by Mr. Sealfon and the remainder by Dr. Zorgniotti. The voting agreement
further provided for either of them to designate all directors or to determine
how all of the shares shall be voted on other matters requiring the approval of
stockholders, in the event of the death of the other. Dr. Zorgniotti died July
7, 1994; therefore Mr. Sealfon had the exclusive right to vote all the shares
covered under the voting agreement until expiration of the agreement on June 30,
2002.

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<PAGE>

                                     PART IV

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

(a) EXHIBITS

         (3)      Articles of Incorporation and By-Laws

                  3(a) - Articles of Incorporation(1)

                  3(b) - By-Laws(2)

         (10)     Material Contracts:

                  10(c)    Voting Agreement for Repro-Med Systems, Inc. Common
                           Stock between Andrew I. Sealfon and Dr. Adrian
                           Zorgniotti(3)

                  10(e)    1995 Stock Option Plan(5)

                  10(f)    1995 Stock Option Plan for Non-Employee Directors(5)

                  10(h)    Sales Representative Agreement(7)

                  10(i)    Termination Agreement(7)

         (21)     Subsidiary of Registrant:

         NONE

(b) REPORTS ON FORM 8-K:

Form 8-K/A, Item 4, Changes in Registrant's Certifying Accountant, incorporated
by reference for February 28, 2003 as amended June 11, 2003.
__________

(1)      Incorporated by reference from the Registration and Offering Statement
         of Repro-Med Systems, Inc., dated November 12, 1982.

(2)      Incorporated by reference from the Form 10-KSB Report of Repro-Med
         Systems, Inc., dated February 28, 1987.

(3)      Incorporated by reference from Form 10-KSB Report of Repro-Med Systems,
         Inc., dated February 29, 1993.

(5)      Incorporated by reference from Form 10-KSB Report of Repro-Med Systems,
         Inc., dated February 28, 1995.

(6)      Incorporated by reference from Form 10-QSB Report of Repro-Med Systems,
         Inc., dated November 30, 1998.

                                       38
<PAGE>
                                   SIGNATURES

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

REPRO-MED SYSTEMS, INC.

/s/ Andrew I. Sealfon
Andrew I. Sealfon, President
Dated:  June 13, 2003

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.

/s/ Andrew I. Sealfon                                       June 13, 2003
-----------------------------
Andrew I. Sealfon, President,
Treasurer, Chairman of the Board, Director, and
Chief Executive Officer, Chief Financial Officer


/s/ Dr. Nathan Blumberg                                     June 13, 2003
--------------------------------
Dr. Nathan Blumberg, Director

/s/ Dr. Paul Mark Baker                                     June 13, 2003
--------------------------------
Dr. Paul Mark Baker, Director

/s/ Remo Spagnoli                                           June 13, 2003
-------------------------------
Remo Spagnoli, Director

/s/ Joseph Rosen                                            June 13, 2003
-------------------------------
Joseph Rosen, Director


                                       39
<PAGE>
                                  CERTIFICATION

I, Andrew Sealfon, certify that:

1. I have reviewed this annual report on Form 10-KSB of Repro-Med Systems,
Inc.;

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

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

4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

   a) Designed such disclosure controls and procedures to ensure that material
   information relating to the registrant, including its consolidated
   subsidiaries, is made known to us by others within those entities
   particularly during the period this annual report is being prepared;

   b) Evaluated the effectiveness of the registrant's disclosure controls and
   procedures as of a date within 90 days prior to the filing date of this
   annual report (the "Evaluation Date"); and

   c) Presented in this annual report our conclusions about the effectiveness of
   the disclosure controls and procedures based on our evaluation as of the
   Evaluation Date;

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

   a) All significant deficiencies in the design or operation of internal
   controls which would adversely effect the registrant's ability to record,
   process, summarize and report financial data and have identified for the
   registrant's auditors any material weaknesses in internal controls; and

   b) Any fraud, whether or not material; that involves management or other
   employees who have a significant role in the registrant's internal controls;
   and

6. The registrant's other certifying officers and I have indicated in this
annual report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date:  June 13, 2003

/s/ Andrew I. Sealfon
-----------------------------
Andrew I. Sealfon, President, Treasurer, Chairman of the Board, Director,
Chief Executive Officer and Chief Financial Officer

                                       40