UNITED  STATES
                       SECURITIES  AND  EXCHANGE  COMMISSION

                           WASHINGTON,  D.  C.  20549

                              FORM  10-QSB/A

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

               For  the  Quarterly  Period  Ended       September  30,  2002

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

               For  the  Transition  Period  From  ___________  to  ____________


                        COMMISSION  FILE  NUMBER:   0-30018


                              MERIDIAN  HOLDINGS,INC.
                              ----------------------
             (Exact  Name  of  Registrant  as  Specified  in  its  Charter)

              COLORADO                                   52-2133742
    -------------------------------               ------------------------
    (State  of  Other  Jurisdiction  of                  (I.R.S.  Employer
    Incorporation  or  Organization)               Identification  Number)

        900  WILSHIRE  BOULEVARD,  SUITE  500,  LOS  ANGELES,  CALIFORNIA  90017
        ----------------------------------------------------------------
                    (Address  of  Principal  Executive  Offices)

                                 (213)  627-8878
        ----------------------------------------------------------------
              (Registrant's  telephone  number,  including  area  code)

                                       N/A
        ----------------------------------------------------------------
    (Former  name,  former address and formal fiscal year, if changed since last

                                     report)


Indicate  by  check  mark  whether  the  Registrant  (1)  has  filed all reports
required  to  be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934  during  the  preceding  12 months and, (2) has been subject to such filing
requirements  for  the  past  90  days.     Yes  (  X  )   No   (    )

As  of   September  30,  2002,   Meridian   Holdings,   Inc.,   Registrant   had
93,706,485 shares  of  its  $0.001  par  value  common  stock  outstanding.












                                       Page  1 of 12 sequentially numbered pages
                                                                       Form 10-Q
                                                              Third Quarter 2002
                            MERIDIAN  HOLDINGS,  INC.

                                      INDEX
<TABLE>
<CAPTION>

                                                                               PAGE
                                                                               ----
<S>                                                                          <C>
PART  I.  FINANCIAL INFORMATION

          Condensed Consolidated Balance Sheets                                    3

          Condensed Consolidated Statements of Operations                          4

          Condensed Consolidated Statements of Cash Flows                          5

          Notes to Condensed Consolidated Financial Statements                   6-7

          Management's Discussion and Analysis of Financial Condition
          and Results of Operations                                                8

PART II   OTHER INFORMATION
          Legal Proceedings                                                       12
          Additional Information                                                  13
          Signature                                                               14
</TABLE>





































                                       2
<PAGE>
                              MERIDIAN  HOLDINGS,  INC.
                       Condensed Consolidated Balance Sheets
                                   (Unaudited)

<TABLE>
<CAPTION>

ASSETS
                                                      As  of  Sept.  30,
                                                      2002               2001
                                                   ==========        ==========
<S>                                                 <C>            <C>
Current  assets
Cash  and  cash  equivalents                      $      2,071       $    19,944
    Restricted  Cash  (Note 1)                         623,286           269,022
Accounts  receivable,  net  of  allowance  for
doubtful accounts of ($179,812)                      1,099,909         1,382,161
Other current assets                                    53,140            37,920


                                                     ---------        ----------
Total current assets                                 1,778,406         1,708,777

Fixed assets, net of accumulated depreciation         380,122             51,445
Pre-paids                                               4,541              4,761
Investments                                          3,915,003         4,018,100
                                                     ---------         ----------
 Total assets                                       $6,078,072      $  5,783,083
                                                     ==========        ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable                                     $ 180,388       $    99,542
Accrued payroll and other                              144,000           213,103
Reserve for incurred but not reported claims           366,258           203,794
Accrued interest                                        45,716            23,668
Line of credit                                          65,063            33,473
Current portion of long-term debt                       96,375            96,375
                                                       -------            -------
    Total current liabilities                          897,800           669,955

Long Term liabilities
    Loan from majority stockholder/officer             266,380           253,767
    Long-term debt, net of current portion             297,625            51,636
                                                      ---------         ---------
    Total liabilities                                1,461,805           975,358
                                                      =========        ==========
Commitments and contingencies

Stockholders' equity
Preferred stock (20,000,000 shares authorized,
par value $0.001; no shares issued and outstanding)            -               -
Common stock (100,000,000 shares authorized, par value
$0.001; 93,706,485 shares issued and outstanding as
at September 30, 2002 and 93,206,485  as at
September 30, 2001                                      93,706            93,206
Additional paid-in capital                           4,947,424         4,947,424
Accumulated deficit                                   (424,863)         (232,905)
                                                     ----------       ----------
    Total stockholders' equity                       4,616,276         4,807,725
                                                      -----------     -----------
    Total liabilities and stockholders' equity     $ 6,078,072      $  5,783,083
                                                     ============    ============
</TABLE>
See accompanying notes to Condensed consolidated financial statements

                                       3
<PAGE>
                        MERIDIAN  HOLDINGS,  INC.
             Condensed Consolidated Statements of Operations
                                (UNAUDITED)
<TABLE>
<CAPTION>
                            Three Months Ended Sept 30,  Nine Months Ended Sept 30,
                             2002             2001            2002          2001
                            =====             ====              ====          ====
<S>                        <C>             <C>            <C>           <C>
Revenues
 HMO Capitation Revenue    $ 492,033       $ 324,485     $ 1,323,347       $ 999,129
 Risk Pool Revenue (Note7)   264,612         862,362         565,384       1,241,501
 Other  Software Sales             -               -          -              149,600
 Fee For Service               9,131               -          25,327               -
     ---------               --------      ----------      -----------   --- ---------
                             765,776       1,186,847       1,914,058       2,390,230

General Operating expenses

 Cost of Provider Services   156,668         111,182         441,360         573,918
 Research and development          -             -                            80,833
 General and Administrative  574,644       1,082,037       1,424,444       2,018,955
                             --------       --------       ----------        -------
Income/loss from operations   34,464          (6,372)         48,254        (283,476)
                             --------       --------       ----------        -------

Other income and expense
 Equity interest in earnings
 (loss) of investment             99         (12,687)       111,312          (86,868)
 Other net                     8,209          (2,865)       (31,289)         (17,639)
                             --------       -------       ----------         --------
 Net Other                     8,308         (15,552)        80,023         (104,507)
                             --------       -------       ----------       --------
Net income/loss before
 Extraordinary items.         26,156         (21,924)       128,277         (387,983)
                             --------       -------       ---------         -------
Extraordinary items
 Loss on abandonment of
 Software (Note 2)                  -             -             -         (2,193,750)
 Gain on forgiveness of
 debt                               -             -             -          2,891,250
                          -----------        -----------   -----------     ---------
                                    -             -             -            697,500
                          -----------       -----------     -----------    ---------
Net income after
 Extraordinary items      $   26,156         (21,924)     $ 128,277       $  309,517
                          ===========       ===========     ===========    ==========
Net income/loss per share:
 Basic and diluted - Net
 Income(loss) before
 Extraordinary items      $  .0003            (0.0002)      $ .001        $  (0.004)

 Basic and diluted
 Extraordinary items      $     -    $        -      $         -              0.007
                           ----------      ----------      ----------       ---------
 Basic and diluted
 Net income (loss)after
 extraordinary items      $  .0003       $  (0.0002)    $     .001    $       0.003
                           ==========      ==========      ==========      ==========
Common Shares (Note 8)
 outstanding              93,706,485       93,206,485      93,706,485      93,206,485
                          ===========      ==========      ==========      ==========

</TABLE>
See accompanying notes to Condensed consolidated financial statements
                                       4
<PAGE>

                       MERIDIAN  HOLDINGS,  INC.
            Condensed Consolidated Statements of Cash Flows
                              (UNAUDITED)

<TABLE>
<CAPTION>
                                                     Nine Months Ended Sept 30,
                                                         2002            2001
                                                         =====          ======
<S>                                                  <C>           <C>
Cash flows from operating activities
  Net income                                          $ 128,276        $  309,517
  Adjustments to reconcile net Loss to net
  cash used in operating activities:
  Loss on abandonment of software                           -           2,193,750
  Gain on forgiveness of debt                               -          (2,891,250)
  Depreciation and amortization                          26,182           129,579
  Equity interest in earnings of investments               -               86,868
  (Increase) decrease in:
         Restricted cash                               (292,054)         (793,395)
         Accounts receivable                            385,621          1,382,161
         Other current assets                          ( 39,799)          (37,920)
         Accounts payable                              ( 22,362)          (99,542)
         Accrued payroll and other                     (139,475)         (213,103)
         Incurred but not reported reserve              222,233          (269,022)
         Accrued interest                                45,716           (23,668)
                                                       ----------       ----------
Net  cash  used  in  operating  activities              314,388          (226,025)
                                                       ---------        ----------
Cash  flow  from  investing  activities
   Acquisition  of  fixed  assets                         (368,434)      (15,162)
   Invenstment  in  Intercare                             (111,312)            -
                                                        ----------      ---------
Net  cash  used  in  investing  activities                (479,746)      (15,162)
                                                        -----------     ---------

Cash flow from financing activities
   Borrowings from majority stockholder/officer         266,380           253,767
   Borrowings on long-term debt                             -              51,636
   Repayment of debt                                   (124,905)          (25,288)
   Borrowings on line of credit                          18,785            (3,733)
                                                        --------          ---------
Net cash (used in) provided by financing activities     160,260           276,382
                                                        --------          ---------
   (Decrease) increase in cash and cash equivalents      (5,148)           35,195

Cash and cash equivalents, beginning of period            7,219           253,501
                                                        ----------     ----------
Cash and cash equivalents, end of period                 $2,071         $ 288,696
                                                        ==========     ==========

Supplemental Disclosure of non-cash investing and financing activities

During  the  nine months ended September 30, 2002, the Company recorded non-cash
fixed  assets  of  $350,000, This  represented  the purchased of ICE source-code
from InterCare.com-Dx, Inc., an  affiliated  company.

</TABLE>




See accompanying notes to Condensed consolidated financial statements
                                       5
<PAGE>

                            MERIDIAN  HOLDINGS,  INC.

                   Notes  to Condensed Consolidated  Financial  Statements
1.     General

Basis  of  Reporting

The  interim  accompanying unaudited condensed consolidated financial statements
have   been   prepared   in   accordance   with  generally  accepted  accounting
principles   ("GAAP")   for   interim   financial   information   and  with  the
instructions  to  Form  10-QSB.  Accordingly,  they  do  not  include all of the
information and footnotes required by  GAAP  for  complete financial statements.
In  the opinion of management, all adjustments  (consisting of normal, recurring
accruals)  considered  necessary for a  fair  presentation  have  been included.
For  further  information,  management  suggests  that  the  reader refer to the
audited  financial  statements  for the year ended December 31, 2001 included in
its  Annual  Report  on   Form  10-KSB. Operating  results  for  the  nine-month
period ended  Septmber 30, 2002 are not necessarily indicative of the results of
operations  that  may  be  expected  for  the  year  ending December  31,  2002.

The  interim  accompanying unaudited condensed consolidated financial statements
include  the  operations  of  the  Company  and  its  majority-owned  subsidiary
Corsys  Group  Limited.

Cash  And  Cash  Equivalents

The  Company considers all highly liquid investments with original maturities of
three  months  or  less  to  be cash equivalents. From time to time, the Company
maintains  cash  balances  with  financial  institutions  in excess of federally
insured limits.

Reclassification

Certain amounts in the unaudited financial statements for the three month period
ended  September  30,  2001 have been reclassified to conform with the September
30, 2002  financial  statement  presentation.

Nature  of  Operations

Meridian  Holdings,  Inc. (the "Company") was incorporated under the laws of the
State  of  Colorado  on October 13, 1998.  The Company is located in the City of
Los  Angeles, California, U.S.A. and contracts with physicians to provide health
care  services  primarily  within  the  area  of  Los  Angeles  County.

The  Company  is  an  acquisition-oriented  holding company focused on building,
operating, and managing a portfolio of business-to-business companies.  It seeks
to acquire majority or controlling interests in companies engaged in e-commerce,
e-communication,  and  e-business services, which will allow the holding company
to  actively participate in management, operations, and finances.  The Company's
network  of  affiliated  companies  is designed to encourage maximum leverage of
information  technology,   operational   excellence,   industry  expertise,  and
synergistic  business  opportunity.

2.     Investments  and  Intellectual  Property

On June 29, 2000, the Company purchased all of the assets of Sirius Computerized
Technologies Limited (Israel), consisting primarily of intellectual property and
technology  related  to  that  company's software used in healthcare management.
The asset purchase includes the highly innovative intellectual property commonly
known  as  MedMaster   and   the  associated  Virtual  Multi-object-architecture
Database, as well as all components, subsystems, source code, and documentation.
The  purchase  price  was $2.7 million.

The   purchase   of   intellectual   property   was   funded   by  the  majority

                                       6
<PAGE>

stockholder/officer  of the Company, and the Company has recorded a note payable
to  the majority stockholder/officer in the amount of $2.7 million. Intellectual
property  has been capitalized in the amount of $2.7 million in the accompanying
condensed  consolidated  balance  sheet.  The  acquisition  was  made  with  the
understanding  that  the  Company  would  have  free  and  clear  title  to  the
intellectual  property.
The   intellectual   property,   including   its  subsystems,  source  code  and
documentation,  was  acquired  out  of  the  bankruptcy  proceedings  of  Sirius
Computerized  Technologies  Limited  (Israel) and Sirius Technologies of America
(Collectively,  "Sirius").  The acquisition was made with the understanding that
the  Company  would  have  free  and  clear  title to the intellectual property.

However,  during  fiscal  year  2000, a significant creditor of Sirius, Lockheed
Martin  Systems Integration, Owego  ("Lockheed")  obtained  a  judgment  against
Sirius  and  executed same to obtain  possession  of  the source code underlying
the  Sirius  MedMaster  suite  of  software  products,  and  has  expressed  its
intention  to  exploit  same,  thus creating  competition  with  the Company. In
April  2001,  the receiver for Sirius filed the appropriate documents to prevent
the  Company from taking the software from the Corsys premises. In May 2001, the
Company  notified  the  receiver  of  its  intent not to pursue the intellectual
property  rights  further  and  to  cancel  the  original  purchase   agreement.

The   original   intent   of   the   related   note   payable  to  the  majority
stockholder/officer  was to pay him back for the proceeds of $2,700,000 which he
had  pledged  in  connection  with the acquisition of the intellectual property.
The  majority  stockholder/officer  is  now seeking return of the stock, and, in
July  2001,  has  also  rescinded the note payable, plus accrued interest.  This
forgiveness  of debt was recorded as of June 30, 2001 to match the timing of the
cancellation  of  the  acquisition.

Given  the  above  events,  the  Company  has  recorded a loss on abandonment of
software  during the nine months ended September  30,  2001  in  the  amount  of
$2,193,750, which is classified  as  an  extraordinary  item in the accompanying
condensed consolidated  statement  of  operations.

During  the  nine months ended September 30, 2002, the Company recorded non-cash
fixed  assets  of  $350,000,  this  represented  the  purchase  price of ICE(tm)
software  source-code  from  InterCare.com-Dx, Inc.,  an affiliated company. The
soruce-code as  well  as  the  prototype  application  so  developed, will  form
the basis of further development  of  a  replacement software program for the
now abandoned Medmaster Software.

3.     Fixed  Assets

Fixed assets consist of the following:
<TABLE>
<CAPTION>
                                            As of
                                           Sept 30, 2002   December 31,2001
<S>                                      <C>                    <C>
Computer equipment                          $  87,574            $ 73,816
Leasehold improvements                          6,500               6,500
Office furniture, fixtures and equipment       61,915              72,928
Software                                       25,803              22,389
Medical equipment                               6,654               5,391
ICE software source code                      350,000                  -
                                             --------              -------
                                              538,446             170,012
Less accumulated depreciation                (158,324)           (132,141)
                                            ---------             --------
                                            $ 380,122            $ 48,883
                                            =========            ==========
</TABLE>

                                       7
<PAGE>
4.     Line  of  Credit

The  Company has a $50,000 line of credit with a financial institution.  Related
advances  bear  interest  at  11%, and interest is payable monthly.  The line of
credit  expires  March  21,  2003.

5.     Long-term  Debt

The  Company  has  various  loans  with  financial  institutions  and  majority
shareholder,  with  interest  rates  ranging  from  4%  to  15%  and  maturity
dates ranging  from  2015  to  2024.

6.     Risk  Pool  Agreement

The  Company  is  a  party  to  a  Risk  Pool  Agreement  (the "Agreement") with
Tenet HealthSystem Hospitals, Inc. ("Tenet").  Pursuant to the Agreement, 50% of
the monthly  capitation revenue is received directly  by  the  Company,  and the
remaining  50%  is  deposited  into  an escrow account from which Cap-Management
Systems,  Inc.,  a  subsidiary  of Tenet pays all claims  expenses,  reinsurance
expenses,  make  allowance  for  IBNR  reserve,  and  retains  a management fee.
The  Company  is  responsible  for 50% of  Profit (loss) after all institutional
claims  reinsurance  and management fees are paid, and Incurred But Not Reported
("IBNR")  reserve  have  been  accounted  for.

These   revenues   and   expenses  have   been  reflected  in  the  accompanying
consolidated   statements   of   operations  for  the  for  the  quarters  ended
September  30,  2002  and  2001.

                          MERIDIAN  HOLDINGS,  INC.

THE  COMPANY

Meridian  Holdings,  Inc. (the "Company") was incorporated under the laws of the
State  of  Colorado  on October 13, 1998.  The Company is located in the City of
Los  Angeles, California, U.S.A. and contracts with physicians to provide health
care  services  primarily  within  the  area  of  Los  Angeles  County.

The  Company  is  an  acquisition-oriented  holding company focused on building,
operating, and managing a portfolio of business-to-business companies.  It seeks
to acquire majority or controlling interests in companies engaged in e-commerce,
e-communication,  and  e-business services, which will allow the holding company
to  actively participate in management, operations, and finances.  The Company's
network  of  affiliated  companies  is designed to encourage maximum leverage of
information   technology,  operational  excellence,  industry   expertise,   and
synergistic  business  opportunity.

The  Company also provides medical services management to its' Capnet IPA health
care  provider  network.  We  provide  the  following  services:

     - disease management -- a method to manage the  costs and care of high risk
       patients and produce better patient care

     - quality management -- a review of overall  patient  care measured against
       best medical practice patterns

     - utilization management -- a daily review of  statistical  data created by
       encounters, referrals, hospital, admissions and nursing  home information

     - claims adjudication and payment

Under  our  model,  the  primary  care  physicians  maintain  their independence
but  are aligned with a professional staff to assist in providing cost effective
medicine.  Each  primary  care  physician  provides direct patient services as a
primary care  doctor  including  referrals to specialists,  hospital  admissions
and referrals to diagnostic services. These physicians are  compensated on a per
                                        8
<PAGE>
member per month capitation  basis.

We  believe  our  expertise  allows  us to provide a service and manage the risk
that  health  insurance  companies  cannot  provide on an efficient and economic
level. Health insurance companies are typically structured as marketing entities
to  sell  their  products  on  a broad scale. Due to mounting pressures from the
industry,  managed  care organizations have altered their strategy, returning to
the  traditional  model  of  selling  insurance  and  transferring the risk to a
provider  service  network  such  as  us.  Under such arrangements, managed care
organizations  receive  premiums  from  the  Healthcare Financing Administration
(HCFA),  state  Medicaid  programs  and  other  commercial  groups  and  pass  a
significant  percentage  of  the  premium  on  to  a  third party such as us, to
provide covered  benefits  to  patients, including sometimes pharmacy  and other
enhanced services.  After  all medical expenses are paid, any surplus or deficit
remains with  the  provider  service network. When managed  properly,  accepting
this risk can  create  significant  surpluses.

SELECTED  FINANCIAL  DATA

The  Company had  net working capital of $880,605  as  at  September  30,  2002
compared  to  $1,038,822  at  September  30,  2001.  This  represents a decrease
in working  capital  of  15%.  This  decrease  in  working capital is the result
of increase  in  operating  expense  during  the  reporting  period.

The  selected  financial data set forth above should be read in conjunction with
"Management's  Discussion  and  Analysis  of  Financial Condition and Results of
Operations"  and  the  consolidated  financial  statements  and  notes  thereto.

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION AND RESULTS OF
OPERATIONS:

The following section contains forward-looking statements that involve risks and
uncertainties,  including  those  referring  to the period of time the Company's
existing  capital  resources  will  meet the Company's future capital needs, the
Company's future operating results, the market acceptance of the services of the
Company, the  Company's  efforts  to  develop new products and services, and the
Company's  planned  investment  in  the  marketing  of  its current services and
research  and  development   with  regard  to  future endeavors.  The  Company's
actual   results  could  differ  materially  from  those  anticipated  in  these
forward-looking  statements  as a result of certain factors, including: domestic
and  global  economic  patterns  and  trends.

LIQUIDITY  AND  CAPITAL  RESOURCES  OF  THE  COMPANY.

We  believe that we will be able to fund our capital commitments, operating cash
requirements  and  satisfy our obligations as they become due from a combination
of  cash  on  hand,  restricted  cash  as  they  become  available, and expected
operating  cash  flow  improvements  through  HMO  premium  increases as well as
royalities  from  software  licensing.

However,  there  can  be  no  assurances  that  these  sources  of funds will be
sufficient  to  fund  our  operations and satisfy our obligations as they become
due.

Long-term   cash   requirements,  other  than  normal  operating  expenses,  are
anticipated  for the continued development of the Company's business plans.  The
Company  will need to raise additional funds from investors in order to complete
these  business plans.

If  we   need   additional   capital  to  fund  our  operations,  there  can  be
no  assurance that such additional capital can be obtained or, if obtained, that
it  will be on terms acceptable to us. The incurring or assumption of additional
indebtedness could result in the issuance of additional equity and/or debt which
could have a dilutive effect on current shareholders and a significant effect on
our  operations.
                                        9
<PAGE>
RESULTS  OF  OPERATIONS

THE  FINANCIAL  RESULTS  DISCUSSED  BELOW  RELATE  TO  THE OPERATION OF MERIDIAN
HOLDINGS FOR THE THREE MONTHS ENDED AND  NINE MONTHS ENDED SEPTEMBER 30, 2002 AS
COMPARED TO THE THREE MONTHS ENDED AND  NINE  MONTHS  ENDED SEPTEMBER 30, 2001.

REVENUE

Medical services (Capitation) revenues increased by   51.5%  from  $324,485  for
the three months ended September 30, 2001 to  $492,033   for  the  three  months
ended September 30, 2002, and by  32.5%  from $999,129 for the nine months ended
September 30, 2001 to $1,323,347 for  the nine  months ended September 30, 2002.
The increase in revenue is as a result of increased membership enrolment in the
Capnet IPA physician network. There was $0 revenue generated from software sales
or  services during  the  three  and  nine  months  ended  September  30, 2002,
respectively, compared to revenue of $149,600 during comparable period in  2001.
Risk  pool   revenue  for  the  three  months   ended  September  30,  2002  was
$264,612 a decrease  of  69% compared to  $862,362  for the same period in 2001.

For the nine months ended September 30, 2002,  risk  pool  revenue was $565,384,
a decrease of 46%  compared  to $1,241,501  for  the  nine month ended September
30, 2001. The decrease in risk  pool revenue was  due  to  a change in recording
procedures  for risk pool revenue.

We  provided  managed  care services  for approximately 75,000 and 55,000 member
months  (members  per  month  multiplied  by  the  months   for  which  services
were available)  during the nine months  ended  September  30,  2002  and  2001,
respectively.

Revenue  generated  by  our  managed  care  entities  under  our  contracts with
HMOs  as  a  percentage  of  medical  services  revenue  was  approximately 100%
during the  nine months  ended September 30, 2002 and 2001 respectively. Revenue
generated by the Los Angeles  County Community Health Plan ("CHP") contracts was
99% of medical services  revenue  for the  nine  months ended September 30, 2002
and 2001,  respectively.  Revenue  generated  by  LACARE  Health Plan ("LACARE")
contract was  approximately  1%  of  medical services  revenue for the three and
nine months  ended  September  30,  2002  and  2001,  respectively.

EXPENSES

Of  the  $574,644  General   Operating  expense  for  the  three  months  ended
September 30, 2002, $156,668 was  paid for the cost of provider services, which
consist  of capitation  payments  to  our  contracted  primary  care  providers
or 20.5% of medical  services revenue after giving  account  to  IBNR reserves,
compared  to $111,182  or  34%  of medical services revenue for the three month
period ended  September  30,  2001.

General and  administrative  expenses  were  $574,644 or 75 % of total revenues
and $1,082,037 or 91% of total revenues, for the three months  ended  September
30, 2002 and September 30, 2001 respectively and $1,424,444  or 74.4%  of total
revenues compared to $2,018,955 or 84.5% of total revenues for  the nine months
ended  September  30, 2002  and  2001  respectively.  Medical  claims expenses,
for  the  nine month  period  ended September 30,2002 were $488,582 or 25.5% of
medical  services  revenue,  compared  to  $573,918  or 24% of medical services
revenue for the nine  month  period  ended  September  30,  2001.

Medical claims  represent  the  costs  of  medical  services  provided by other
healthcare  providers   other  than  our  contracted  primary  care  providers,
but which are to be paid by  us  for individuals  covered by our capitated risk
contracts with HMOs. Our  claim  loss ratio  varies  from  quarter  to  quarter
due  to  fluctuations  in utilization, the  timing  of  claims paid by the HMOs
on  our  behalf,  as  well  as  increases  in  medical  costs   without counter
balancing increases  in  capitation  revenues.

For the  three  months  ended September 30, 2002, payroll and employee benefits
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for administrative personnel was $111,913 or 15% of total revenues, compared to
$148,540 or  15%  of  revenue  for  comparable  period  in  2001, respectively.
Payroll  and employee  benefits  for  administrative personnel was $349,995 for
the nine months ended September 30, 2001, or 18% of total revenues, compared to
$408,115  or  29%  of  revenue  for  comparable period in 2001. The decrease in
employee  payroll  expenses  was due to recent cost cutting measures, including
laying-off  of  some  employees.

INCOME/LOSS  FROM  OPERATIONS

The  registrant  recorded a  profit  from operations for the three months ended
September 30,  2002  of  $34,464,  or  4.5%  of  total  revenues, and a loss of
$6,372, or 2% of total revenues, for the three months ended September 30, 2001.
During the nine months  ended  September  30,  2002,  the registrant recorded a
profit from operations of $48,254,  or  2.5%  of  total  revenues  compared  to
a loss from operations of $283,476 or 28% of total revenues for the nine months
ended September 30, 2001. The increase in net profit  from  operations  are due
to the decrease in operating expenses, decrease in  cost of medical claims paid
and  outside consultants fees.

CERTAIN  FACTORS  AFFECTING  FUTURE  OPERATING  RESULTS

This  Form   10-QSB  contains  certain  forward-looking  statements  within  the
meaning  of  Section  27A  of  the Securities Act of 1933 and Section 21E of the
Securities  Exchange  Act  of  1934.  When  used  in  this  Form 10-Q, the words
"believe,"  "anticipate,"  "think,"  "intend,"  "plan,"  "will  be," and similar
expressions, identify such forward-looking statements. Such statements regarding
future events and/or the future financial performance of our Company are subject
to  certain  risks  and  uncertainties,  which  could cause actual events or our
actual  future  results to differ materially from any forward-looking statement.
Certain  factors  that  might  cause such a difference are set forth in our Form
10-K  for  the  period  ended  December  31,  2001, including the following: our
success  or  failure  in  implementing  our  current  business  and  operational
strategies; the availability,  terms  and  access to capital and customary trade
credit;  general  economic  and business conditions; competition; changes in our
business strategy; availability, location and terms of new business development;
availability and terms of necessary or desirable financing or refinancing; labor
relations; the outcome  of  pending or  yet-to-be  instituted legal proceedings;
and labor and employee  benefit  costs.

Medical claims payable include estimates  of  medical  claims  expenses incurred
by our members but not yet reported to us. These estimates are based on a number
of  factors,  including  our  prior  claims  experience  and  pre-authorizations
of treatment. Adjustments, if necessary, are made to medical claims expenses  in
the period the actual claims costs are ultimately determined. We  cannot  assure
that  actual  medical  claims  costs  in  future  periods  will  not  exceed our
estimates. If  these  costs  exceed  our  estimates, our profitability in future
periods  will  be  adversely  affected.

Pursuant   to   the   Medicaid   program,  the  federal  government  supplements
funds  provided  by  the  various states for medical assistance to the medically
indigent.  Payment  for such medical and health services is made to providers in
an  amount determined in accordance with procedures and standards established by
state  law  under  federal  guidelines.  Significant  changes  have been and may
continue  to  be made in the Medicaid program which could have an adverse effect
on  our  financial  condition,  results  of  operations  and  cash  flows.

During certain fiscal years,  the  amounts  appropriated  by  state legislatures
for payment of Medicaid claims have not been  sufficient to reimburse  providers
for  services  rendered to Medicaid patients. Failure of a state to pay Medicaid
claims on a timely basis may have an adverse  effect on our cash  flow,  results
of  operations  and  financial  condition.



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PLAN  OF  OPERATIONS

On  September  16,  2002,  the  Company  announced the release of version 3.0 of
its' flagship software application  known  as  ICE(tm),  a  scalable  healthcare
software  solution  that  integrates  every aspect of the healthcare enterprise,
designed  for  information  tracking,  error  reduction,  patient  safety.

ICE  's extensive, scalable system flexibility allows its adaptation to clinical
workflow,  operating  independently in centralized and decentralized facilities.
The  program  features  intuitive  order  entry,  "tapering"  orders, a clinical
knowledge  base,  digital  video  enhanced  patient  education module, real-time
electro-physiological   data   capture   and   display,   voice  command,  voice
recognition,  digital   dictation  module  and  numerous  other  capabilities to
complement  and  document  the  diagnostic  and  treatment  processes, including
unlimited free-text notes.

ICE   provides  practical  business  solutions  unique  to  current  health care
environments,   where   error   reduction,  medical  necessity  checking,  HIPAA
compliance and revenue loss reduction  are  essential.  The  software meets HL-7
standards,  operating as a stand-alone system or integrated with other Legacy or
third-party healthcare  applications.

Microsoft  OCX, GRID, SQL Server and PUSH technologies are provided on ICE , and
the  system  provides  real-time  information to physicians and other healthcare
providers  on  a  need-to-know  basis.  Maximized  information displays increase
workflow  efficiency  by  minimizing  mouse  clicks  and  screen  changes.
ICE  is  available  for  both  inpatient and outpatient clinical documentations,
thus enabling healthcare providers to create a life-time longitudinal multimedia
patient clinical record.

InterCare.com-Dx Inc. an affiliate of the Company has now embarked on aggressive
marketing  and  sales  efforts  in  other  to introduce the application into the
highly  competitive  healthcare  market.  As of this writing, no sales prospects
have been closed,  however, this event represents a significant milestone in the
Company's overall business plan. The  Company  anticipates a significant revenue
increase in future  from  software  licensing  royalties.

RECENT  EVENTS

On  October  21,  2002,  the  registrants  CGI  Communications  Services,  Inc.,
subsidiary announced that it  has  teamed up with Superwire, Inc., an integrated
broadband Managed Service  Provider  (MSP)  delivering  local  and long distance
voice, high-speed Internet, network  monitoring  and support for small to medium
enterprises  (SMEs),  to  give  a  series  of joint presentations in Los Angeles
beginning on October 23, 2002  to provide  Superwire and  CGI  products  to  the
healthcare  market.

CGI  also announced that it is releasing the new ASP version of ICE  software, a
Scalable  healthcare  software  solution  that  integrates  every  aspect of the
healthcare  enterprise,  designed  for  information  tracking,  error reduction,
patient  safety.  The  project   calls   for  delivery  of  a  turnkey  solution
which  includes  broad-band  connectivity,  Voice Over IP telephony,  brand new,
state  of  the  art  computers  and software to create a wireless network in the
                                                         ----------------
healthcare  providers  office  or clinic, at a minimal monthly cost. The Company
believes  that  the  potential  for  this  market  is big, as a result of recent
healthcare  initiatives  geared  towards  improving  patient  care,  safety  and
confidentiality.

PART  II     -  OTHER  INFORMATION

LEGAL  PROCEEDINGS

On  October  21,  2002,  the  Company   announced   that  effective  October  17
2002,   it   has   reached   a   settlement   agreement  of  the  entire  action
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with  Silicon  Valley  Bank   Corporation,   including  the  registrant's  cross
complaint,  entitled  Silicon  Valley  Bank Corporation  .v. Meridian  Holdings,
Inc.,  a  Colorado  Corporation,  InterCare.com,  Inc.,  a  Nevada  Corporation,
Los  Angeles  California,  Superior  Court  Case  number  BC  259513.

The  salient  terms  of  the  settlement  include  mutual general  releases with
prejudice  by  all  parties.

The  lawsuit,  as  well  as  the  cross-complaint,  resulted  from  the  earlier
acquisition of the asset of Sirius Computerized  Technology of Israel, for which
Silicon  Valley  Bank  claimed  that  said  asset  was  pledged as collateral by
Sirius et al for a loan in  the  amount  of  $450,000. The company  had  earlier
abandoned  the  proposed  asset  purchase,  and  filed a  lawsuit against Sirius
et  al  as  described in  the  company's Quarterly report  on  form  10-QSB  for
the  quarter  ended  June  30,  2002  filed  with  the  SEC  and  accessible  at
www.sec.gov.

On May 3, 2002 the registrant filed a counter-claim styled Ventures & Solutions,
LLC.,  Plaintiff v.  Meridian Holdings,  Inc,  in Virginia Circuit Court for the
City  of Alexandria, Case No.  CL020075, as amended. The Company is seeking over
$1,500,000  for both compensatory and punitive damages against the plaintiff and
Mr.  Dale  Church  the CEO of Ventures and Solutions, LLC, for misrepresentation
and  fraud,  breach  of  contract  and   breach  of   fiduciary   duties.   This
counter-claim was as a result of a lawsuit filed by  the P laintiff,  which  was
earlier dismissed as a non-suit by the State of Virginia Circuit Court  for  the
City of Alexandria, for  which  the  plantiff  had  filed  an amended lawsuit in
November 2001. This lawsuit is  in  the  discovery  phase.

Equitable  Relief  in  Superior Court of the State of California, for the County
of  Los  Angeles  (Case  No.  BC 2566860),  titled "Meridian Holdings, vs Sirius
Technologies  of  America,  a  Delaware  Corporation;  Sirius  Computerized
On  August  27,  2001,  the  Company  filed  a  Civil Complaints for Damages and
Technologies Ltd; an  Israeli  Corporation,  Amir  Dolev;  an  individual;  Glen
Crowe,  an  individual;

Danny Basel, an individual; Shaul Bergerson, an individual and DOES through 500,
inclusive.  This  lawsuit  is  in  connection  to the recent cancellation by the
registrant,  the  purchase  of  the  intellectual  property  commonly  known  as
Medmaster  Software including the Source-Code and  Subsystems. The registrant is
claiming amongst order things: rescission based  on  fraud;  damages  for fraud;
money  had  and  received; rescission based on failure of consideration; damages
for   breach   of  written  contract;  negligent  misrepresentation; conversion;
declaratory   relief;  preliminary   and   permanent   injunction  and  damages;
intentional  interference   with   contract  and  other  economic  relationship;
negligent interference with economic relationship; breach of fiduciary duty etc.
As of this filing, no trial  date  has  been  set.

From  time  to time, we may be engaged in litigation in the ordinary  course  of
our  business  or in respect of which we are insured or the cumulative effect of
which  litigation our management does not believe  may reasonably be expected to
be  materially adverse.  With  respect  to  existing  claims  or litigation, our
management  does not believe that they will have a  material  adverse  effect on
our    consolidated  financial  condition,  results  of  operations,  or  future
cash  flows.

ADDITIONAL  INFORMATION

Exhibits 99.1      Certification  pursuant to 18 U.S.C.  section 1350 as adopted
                   Pursuant  to  Section 906  of the  SARBANES-OXLEY ACT OF 2002
                   Filed a correspondence.

                                   SIGNATURE

Pursuant  to  the  requirements  of Section 12 of the Securities Exchange Act of
1934,  the  Registrant has duly caused this report to be signed on its behalf by
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<PAGE>
the  undersigned  thereunto  duly  authorized.

MERIDIAN  HOLDINGS,  INC.

DATE: November 17,  2002           By: /s/  Foday Sorsor Conteh
                                        -------------------
                                           Foday Sorsor Conteh
                                           Vice-President Finance

























































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