<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-QSB


(Mark One)

/X/ Quarterly Report pursuant to Section 13 or 15 (d) of the Securities Exchange
Act of 1934 for the quarterly period ended June 30, 2001.

/ / Transition Report pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934 for the transition period from ______________ to _________.

                          Commission File No. 000-30294
                                              ---------

                           IMX PHARMACEUTICALS, INC.
                 ---------------------------------------------
                 (Name of Small Business Issuer in its Charter)

             Utah                                        87-0394290
--------------------------------          --------------------------------------
(State or Other Jurisdiction of          (I.R.S. Employer Identification Number)
Incorporation or Organization)

1900 Corporate Boulevard, Suite 400 E, Boca Raton, Florida              33431
-----------------------------------------------------------         ------------
(Address of Principal Executive Offices)                             (Zip Code)

561.998.5660
--------------------------------------------------------------------------------
(Issuer's Telephone Number)

Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the past 12
months (or such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days: Yes / / No /X/

       State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date.

       At September 30, 2001 there were 8,132,076 shares of common stock, par
value $.001 per share outstanding.

      Transitional Small Business Disclosure Format (check one):  Yes / / No /X/


<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES

                                      INDEX
Page
Number
------
                         Part I. Financial Information

        Item 1.Financial Statements

1-3      Consolidated Balance Sheets as of December 31, 2000 (audited) and June
         30, 2001 (unaudited)

4        Consolidated Statements of Operations for the Six Months Ended June 30,
         2001 (unaudited) and June 30, 2000 (unaudited) and Three Months Ended
         June 30, 2001 (unaudited) and June 30, 2000 (unaudited)

5        Consolidated Statements of Changes In Stockholders' Equity

6        Consolidated Statements of Cash Flows for the Six Months Ended June 30,
         2001 (unaudited) and June 30, 2000 (unaudited) and Three Months Ended
         June 30, 2001 (unaudited) and June 30, 2000 (unaudited)

7-37     Notes to Consolidated Financial Statements (unaudited)

        Item 2.Management's Discussion and Analysis or Plan of Operation

38-41    Text

                      Part II.              Other Information

41       Item 2(c). Recent Sales of Unregistered Securities


<PAGE>


                            IMX PHARMACEUTICALS, INC.
                                AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS


                                     ASSETS


<TABLE>
<CAPTION>


                                                          (Unaudited)           (Audited)
                                                            June 30,           December 31,
                                                              2001                2000
                                                          -----------          ------------
<S>                                                    <C>                   <C>
CURRENT ASSETS:

      Not Subject to Bankruptcy Proceedings:

        Cash and cash equivalents                           $     4,667        $    10,414
        Accounts receivable (net of allowance for
          doubtful accounts of $50,000 and $50,000)               4,269             10,510
                                                            ------------       ------------
         Current Assets, Not Subject
           to bankruptcy proceedings                              8,936             20,924
                                                            ------------       ------------

        Subject to Bankruptcy Proceedings:

        Cash and cash equivalents                                 7,485              9,216
        Securities available for sale                                 0              1,828
        Other receivables                                       501,727            501,703
        Prepaid expenses and other                               18,583             18,583
                                                            ------------       ------------
         Current Assets, Subject
           to bankruptcy proceedings                            527,795            531,330
                                                            ------------       ------------

             Total Current Assets                               536,731            552,254
                                                            ------------       ------------
PROPERTY AND EQUIPMENT:

      Subject to Bankruptcy Proceedings:

        Building and Land, (net of accumulated
         depreciation of $15,437 and $ 9,989)                   979,114            990,011
                                                            ------------       ------------

             Total Property and Equipment                       979,114            990,011
                                                            ------------       ------------
OTHER ASSETS:

      Not Subject to Bankruptcy Proceedings:

        Inventories in excess of amounts expected
         to be sold currently                                   106,380            110,000
                                                            ------------       ------------
         Total Other Assets, Not Subject
           to bankruptcy proceedings                            106,380            110,000
                                                            ------------       ------------
       Subject to Bankruptcy Proceedings:

        Deposits and other                                        4,919              6,144
                                                            ------------       ------------
         Total Other Assets, Subject
           to bankruptcy proceedings                              4,919              6,144
                                                            ------------       ------------

             Total Other Assets                                 111,299            116,144
                                                            ------------       ------------

               TOTAL ASSETS                                 $ 1,627,144        $ 1,658,409
                                                            ============       ============

</TABLE>

See accompanying notes to the consolidated financial statements.
                                                                               1
<PAGE>

                            IMX PHARMACEUTICALS, INC.
                                AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS


                                  LIABILITIES


<TABLE>
<CAPTION>


                                                          (Unaudited)           (Audited)
                                                            June 30,           December 31,
                                                              2001                2000
                                                          -----------          ------------
<S>                                                    <C>                   <C>
CURRENT LIABILITIES:

    Not Subject to Bankruptcy Proceedings:

        Accounts payable                                    $   146,490        $   136,299
        Accrued expenses and other current
         liabilities                                                459              2,523
        Commissions payable                                       1,229              1,113
        Sales tax payable                                         1,593              1,648
                                                            ------------       ------------

         Current Liabilities, Not Subject
           to Bankruptcy Proceedings                            149,771            141,583

    Subject to Bankruptcy Proceedings:

      Not Subject to Compromise

        Current portion of fully secured long term notes        425,000            425,000
        Postpetition trade accounts payable                      54,008             14,183
        Accrued salaries payable - Pre-petition                  73,746             73,746
        Accrued salaries payable - Post-petition                104,334             19,667
        Accrued payroll taxes - Pre-petition                      6,753              6,753
        Accrued payroll taxes - Post-petition                    10,433              1,967
        Sales tax payable                                       193,792            193,792
                                                            ------------       ------------
       Current Liabilities, Not Subject
           to Compromise                                        868,066            735,108
                                                            ------------       ------------
    Subject to Compromise

        Current portion of unsecured long term notes
          payable                                             1,350,172          1,350,172
        Prepetition trade accounts payable                    1,572,001          1,572,001
        Accrued prepetion expenses                               34,279             34,279
        Accrued salaries payable - Post-petition                 29,791             29,791
        Stock recission payable                                 488,300            488,300
        Loans payable                                            53,500             53,500
        Commissions payable                                     256,592            277,425
                                                            ------------       ------------
         Current Liabilities, subject to compromise           3,784,635          3,805,468
                                                            ------------       ------------

             Total Current Liabilities                        4,802,472          4,682,159

LONG-TERM LIABILITIES:

    Not Subject to Bankruptcy Proceedings:

        Officer's notes payable                                  71,198             30,000
                                                            ------------       ------------
         Long-Term Liabilities, not subject
           to bankruptcy proceedings                             71,198             30,000
                                                            ------------       ------------
    Subject to Bankruptcy Proceedings:

      Not Subject to Compromise

        Fully secured long-term notes,
         less current portion                                   287,137            287,137
                                                            ------------       ------------
      Subject to Compromise

        Unsecured long term notes payable,
         less current portion                                   552,988            553,366
                                                            ------------       ------------
             Total Long-Term Liabilities                        911,323            870,503
                                                            ------------       ------------
               TOTAL LIABILITIES                            $ 5,713,795        $ 5,552,662
                                                            ============       ============

</TABLE>



See accompanying notes to the consolidated financial statements.

                                                                               2
<PAGE>


                            IMX PHARMACEUTICALS, INC.
                                AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS


                        STOCKHOLDERS' EQUITY (DEFICIENCY)

<TABLE>
<CAPTION>


                                                                            (Unaudited)           (Audited)
                                                                              June 30,           December 31,
                                                                                2001                2000
                                                                            -----------          ------------
<S>                                                                        <C>                   <C>
STOCKHOLDERS'  EQUITY (DEFICIENCY):

        Common stock, $.001 par value, 50,000,000 shares
          authorized, 12,898,522 and 12,898,522 shares
          issued, 8,132,076 and 8,132,076 shares outstanding               $       12,898     $       12,898
         Additional paid-in capital                                            10,495,487         10,495,487
         Retained earnings (deficiency)                                       (14,016,982)       (13,815,440)
         Treasury stock, at cost - 4,766,446 and
           4,766,446 shares                                                      (578,054)          (578,054)
         Accumulated other comprehensive income (loss)                                  0             (9,144)
                                                                           ---------------    ---------------

             Total Stockholders' Equity (Deficiency)                           (4,086,651)        (3,894,253)
                                                                           ---------------    ---------------

               STOCKHOLDERS' EQUITY (DEFICIENCY)                           $    1,627,144     $    1,658,409
                                                                           ===============    ===============

</TABLE>






See accompanying notes to the consolidated financial statements.



                                                                               3
<PAGE>


                            IMX PHARMACEUTICALS, INC.
                                AND SUBSIDIARIES
     CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)


<TABLE>
<CAPTION>

                                                            (Unaudited)                       (Unaudited)
                                                         Six Months Ended                    Three Months
                                                              June 30,                         June 30,
                                                        --------------------             --------------------
                                                        2001            2000             2001            2000
                                                    -------------  ---------------   -------------   --------------
<S>                                                <C>            <C>                <C>           <C>
NET SALES                                               $ 67,289      $ 1,525,311        $ 33,441      $ 1,293,965

COST OF SALES                                              5,174          520,972           3,069          439,471
                                                    -------------  ---------------   -------------   --------------

GROSS PROFIT                                              62,115        1,004,339          30,372          854,494
                                                    -------------  ---------------   -------------   --------------

OPERATING EXPENSES:

  Selling                                                 56,800        1,283,981           5,128          891,677
  Advertising                                                620           48,132               -           15,602
  General and administrative                             206,579        1,076,299          51,691          686,662
  Depreciation and amortization                           10,897           31,883           5,309           13,789
                                                    -------------  ---------------   -------------   --------------

Total Operating Expenses                                 274,896        2,440,295          62,128        1,607,730
                                                    -------------  ---------------   -------------   --------------

LOSS FROM OPERATIONS                                    (212,781)      (1,435,956)        (31,756)        (753,236)
                                                    -------------  ---------------   -------------   --------------


OTHER INCOME (EXPENSES):

  Medicis inventory recovery gain                                         180,162                          180,162
  Other                                                   11,239           49,447            (596)        (196,046)
                                                    -------------  ---------------   -------------   --------------

Total Other Income (Expenses)                                  0           49,447            (596)         (15,884)
                                                    -------------  ---------------   -------------   --------------

Loss before income taxes                                (201,542)      (1,206,347)        (32,352)        (769,120)

Provision for Income Taxes                                     0                0               0                0
                                                    -------------  ---------------   -------------   --------------


Net loss available to common stockholders              $(201,542)  $   (1,206,347)      $ (32,352)       $(769,120)
                                                    =============  ===============   =============   ==============

Weighted average number of shares of common
  stock outstanding:
    Basic                                              8,132,076        5,811,252       8,132,076        5,820,043
    Diluted                                            8,132,076        6,142,000       8,132,076        6,150,791

Net loss per common share:
    Basic                                                $ (0.02)         $ (0.21)        $ (0.00)         $ (0.13)
    Diluted                                              $ (0.02)         $ (0.20)        $ (0.00)         $ (0.13)


</TABLE>






See accompanying notes to the consolidated financial statements.


                                                                               4
<PAGE>

                            IMX PHARMACEUTICALS, INC.
                                AND SUBSIDIARIES
                           CONSOLIDATED STATEMENTS OF
                  CHANGES IN STOCKHOLDERS' EQUITY (DEFICIENCY)


<TABLE>
<CAPTION>


                                                            PREFFERED STOCK                  COMMON STOCK
                                                      ---------------------------       ----------------------           ADDITIONAL
                                                        NUMBER                           NUMBER                           PAID-IN
                                                       OF SHARES           AMOUNT       OF SHARES       AMOUNT            CAPITAL
                                                      -----------          ------       ---------       ------           ----------

<S>                                                 <C>                  <C>         <C>             <C>            <C>
Balance - December 31, 1999                                0                  0         9,634,707        9,635          $ 7,943,050

Issuance of common stock for
 acquisition of Select Benefits, Inc.                                                     100,000          100               74,900

Issuance of common stock for
 acquisition of Dri-Kleen, Inc. Distribution
 network, inventory of finished goods and
 materials and manufacturing facility in
 Elbow Lake, Minnesota                                                                  2,500,000        2,500            1,872,500

Issuance of common stock tyo VoyagerIT.com                                                500,000          500              499,500

Issuance of common stock to Shulman & Associates                                          100,000          100               99,900

Meyer Zall Laboratories Ltd. return of stock
  in exchange of release of certain license agreements                                                       0

Return to authorized

Prior period correction of preffered stock conversion                                      48,815           48                  (48)

Net proceeds from sale of common stock                                                  1,300,000        1,300              492,700

Recission of stock purchase                                                            (1,285,000)      (1,285)            (487,015)

Net loss
Change in other comprehensive income
                                                      ------              -----        ----------  -----------           -----------
Balance - December 31, 2000                                0                  0        12,898,522   $   12,898           10,495,487

Change in unrealized gain (loss)
  on securities available-for-sale

Net loss for the six months
  ended June 30, 2001
                                                      ------              -----        ----------  -----------          ------------
Balance - June 30, 2001                                    0              $   0        12,898,522  $    12,898          $10,495,487
                                                      ======              =====        ==========  ===========          ============


<CAPTION>


                                                                                 TREASURY STOCK      ACCUMULATED          TOTAL
                                                                             ---------------------     OTHER           STOCKHOLDERS'
                                                                             NUMBER OF              COMPREHENSIVE         EQUITY
                                                               (DEFICIT)      SHARES      AMOUNT       INCOME           (DEFICIENCY)
                                                               ---------     ---------    -------   -------------     --------------
<S>                                                           <C>           <C>          <C>           <C>           <C>
Balance - December 31, 1999                                   (4,348,955)   3,832,246    (578,054)     (21,751)          3,003,925

Issuance of common stock for
 acquisition of Select Benefits, Inc.                                                                                       75,000

Issuance of common stock for
 acquisition of  Dri-Kleen, Inc. Distribution
 network, inventory of finished goods and materials
 and manufacturing facility in Elbow Lake, Minnesota                                                                     1,875,000

Issuance of common stock tyo VoyagerIT.com                                                                                 500,000

Issuance of common stock to Shulman & Associates                                                                           100,000

Meyer Zall Laboratories Ltd. return of stock
  in exchange of release of certain license agreements                        734,000           0                                0

Return to authorized                                                          200,200

Prior period correction of preffered stock conversion                                                                            0

Net proceeds from sale of common stock                                                                                     494,000

Recission of stock purchase                                                                                               (488,300)

Net loss                                                      (9,466,485)                                               (9,466,485)
  Change in other comprehensive income                                                                  12,607              12,607
                                                            -------------   ---------     ---------     -------         ------------
Balance - December 31, 2000                                  (13,815,440)   4,766,446     (578,054)     (9,144)         (3,894,253)

Change in unrealized gain (loss)
  on securities available-for-sale                                                                       9,144               9,144

Net loss for the six months
  ended June 30, 2001                                           (201,542)                                                 (201,542)
                                                            -------------  ---------     ---------     -------         ------------

Balance - June 30, 2001                                     $(14,016,982)  4,766,446     $(578,054)    $     0         $(4,086,651)
                                                            =============  =========     ==========    =======         ============
</TABLE>



See accompanying notes to the consolidated financial statements.

                                                                               5
<PAGE>


                            IMX PHARMACEUTICALS, INC.
                                AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS


<TABLE>
<CAPTION>

                                                                       (Unaudited)                              (Unaudited)
                                                                     Six Months Ended                        Three Months Ended
                                                                         June 30,                                  June 30,
                                                            -----------------------------------    ---------------------------------
                                                                 2001                2000                2001              2000
                                                            -------------    ------------------    ---------------    --------------
<S>                                                         <C>                 <C>                  <C>              <C>
OPERATING ACTIVITIES:

Net loss                                                    $ (201,542)         $ (1,206,347)        $ (32,352)       $ (769,120)
Adjustments to reconcile net loss to net cash (used)
    provided by operating activities:
    Depreciation and amortization                               10,897                31,206             5,449            13,112
    Loss on securities transactions                              7,461                                   7,461                 -
    Provision for doubtful accounts                                                  (24,324)                              1,570
    Changes in assets and liabilities:                                                                       -
      Decrease in accounts receivable                            6,241                54,767            (1,145)          295,838
      Increase in other receivable                                 (24)                                   (439)
      Decrease (increase) in inventories                         3,620              (806,415)            1,662          (653,380)
      (Increase) in prepaid expenses                                                    (506)                             17,540
      Decrease (increase) in deposits                            1,225            (1,320,000)            1,225          (970,000)
      Decrease (increase) in other assets                                            (45,000)                            (35,000)
      (Decrease) increase in accounts payable
         and accrued expenses                                  120,313               265,438            15,736           311,178
                                                            -----------         -------------        ----------       -----------

Net cash (used) provided by operating activities               (51,809)           (3,051,181)           (2,403)       (1,788,262)
                                                            -----------         -------------        ----------       -----------
Investing Activities:

  Purchase of furniture and equipment                                0               (85,263)                -           (68,872)
  Proceeds from  sale of securities available-for-sale           3,511                 2,194             3,511             2,194
  Net proceeds from (repayment) of loans to related party       41,198                 1,028            41,198              (558)
  Goodwill purchased                                                                (264,303)                -          (264,303)
  Decrease in investment in securities                                                 8,730                 -             8,730
                                                            -----------         -------------        ----------       -----------

Net cash (used) provided by investing activities                44,709              (337,614)           44,709          (322,809)
                                                            -----------         -------------        ----------       -----------

Financing Activities:

  Net proceeds from (repayments of) notes payable                 (378)              938,504              (378)          939,303
  Net proceeds from (repayments of) loans payable
  Stock issuance to purchase goodwill                                                 75,000                 -            75,000
                                                            -----------         -------------        ----------       -----------

Net cash (used) provided by financing activities                  (378)            1,013,504           (35,378)        1,014,303
                                                            -----------         -------------        ----------       -----------

Net increase (decrease) in cash and cash equivalents            (7,478)           (2,375,291)            6,928        (1,096,768)

Cash and cash equivalents - beginning of period                 19,630             2,497,791             5,224         1,219,268
                                                            -----------         -------------        ----------       -----------
Cash and cash equivalents - end of period                     $ 12,152             $ 122,500          $ 12,152         $ 122,500
                                                            ===========         =============        ==========       ===========

SUPPLEMENTAL SCHEDULE OF CASH FLOW INFORMATION

  Cash paid for interest                                            $0                $7,843                                $166
  Cash paid for income taxes                                        $0                    $0                $0                $0

</TABLE>


See accompanying notes to the consolidated financial statements.


                                                                               6

<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 1 -       BANKRUPTCY AND GOING CONCERN

               The company has incurred operating losses for each of the last
               four years ended December 31, 1997, 1998, 1999 and 2000 and the
               six months ended June 30, 2001. As of June 30, 2001 the Company's
               current liabilities exceeded its current assets by $4,265,741 and
               its total liabilities exceeded its total assets by $4,086,651.
               These matters raise substantial doubt about the ability of the
               Company to continue as a going concern. The Company's continuance
               will be dependent on the ability to restructure its operations to
               achieve profitability in the near term and its ability to raise
               sufficient debt or equity capital to fund continuing operations
               until such restructuring is completed.

NOTE 2 -       ORGANIZATION AND CAPITALIZATION

               IMX Pharmaceuticals, Inc. (the "Company"), formerly IMX
               Corporation, was organized under the laws of the State of Utah on
               June 2, 1982. The Company changed its name to IMX
               Pharmaceuticals, Inc. on June 30, 1997. The consolidated
               financial statements include the accounts of the Company and its
               subsidiaries, imx-eti Life Partners, Inc. ("imx-eti"), Sarah J.
               Inc. ("Sarah J."), Proctozone, Inc. (`Proctozone"), Podiatrx,
               Inc. ("Podiatrx") and Select Benefits, Inc. ("Select Benefits").
               All significant intercompany balances and transactions have been
               eliminated in consolidation.

               In 1995, the Company entered into an acquisition agreement (the
               "Agreement'), with Interderm, Ltd., ("Interderm") for the
               assignment of the exclusive marketing and distribution rights in
               the United States for certain pharmaceutical products
               manufactured by Meyer-Zall Laboratories of South Africa
               ("Meyer-Zall"). The products included Exorex, an over-the-counter
               psoriasis medication.

               In connection with the Agreement, the Company also acquired the
               right of first refusal for distribution rights in the United
               States for new pharmaceutical products developed or manufactured
               by Meyer-Zall.

               During 1996 and 1997, the Company began to market and distribute
               Exorex and other related products in the retail market using
               capital raised from private placements.

               Effective June 24, 1998, the Company entered into an agreement
               (the "Joint Venture Agreement") with various affiliates of
               Medicis Pharmaceutical

                                                                               7
<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 2 -       ORGANIZATION AND CAPITALIZATION (CONT'D)

               Corporation ("Medicis") to form a joint venture, Medicis Consumer
               Products Company, LLC ("LLC"), to develop and market skin care
               products. Under the terms of the Joint Venture Agreement, Medicis
               contributed cash of $4,000,000 to the joint venture in return for
               a 51% interest in the LLC. The Company contributed all of the
               assets, property and associated rights in connection with the
               Exorex product line, with an unamortized cost of approximately
               $5,200, in return for a 49% interest in the LLC.

               Effective June 30, 1999, the Company entered a Sale and Transfer
               Agreement ("Sale Agreement") with Medicis, whereby the Company
               sold its 49% interest in the LLC to Medicis for $3,600,000.

               On June 16, 2000 the Company signed an agreement with Pure
               Distributors' Inc. d/b/a Envion International to become the
               exclusive worldwide distributor of all Envion's products. The
               main products include meal replacement bars and nutritional
               supplements marketed under the labels of BioZone and Envitamins.
               Envion's products are now marketed through its WellnessShop.com
               web site and companion catalogue, both of which were to be
               operated by the Company as of the completion of the agreement.
               The Company was to pay a fee to Envion for the distributorship of
               $185,000 during 2000, $86,000 during 2001, and $66,000 during
               2002 and each year thereafter.

               The Company also acquired Envions entire current product
               inventory for $750,000 payable monthly over two years. The
               Company agreed to purchase all of its requirements for Envion
               products from Envion.

               The Company had an option to purchase all of Envion's rights to
               its products, customer lists and various other contract rights
               for $200,000. If the option were exercised, the fees paid in
               connection with the Distribution Agreement would be cancelled;
               the Company would no longer be required to purchase its
               requirements from Envion, and would only pay Envion royalties
               based on its purchase of Envion products from the manufacturers
               thereof. The exercise date of the option was any time after
               February 1, 2001. The Company has not exercised the option.

               On June 15, 2000 the Company purchased all the stock of Select
               Benefits Corporation for a three-year note in the amount of
               $189,510 and 100,000 shares of its common stock. Select Benefits
               has now changed its name to IMX Select


                                                                               8
<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 2 -       ORGANIZATION AND CAPITALIZATION (CONT'D)

               Benefits Corporation. Select Benefits provides discount health
               care memberships that provide discounts of 10% to 60% for
               prescription drugs, vision care, dentistry, chiropractic, hearing
               and other health related benefits. Sales and expenses in
               connection with Select Benefits for the initial period ended
               December 31, 2000 were not material.

               On July 21, 2000 the Company and Enviro-Tech signed a revised
               agreement for the sale and purchase of assets. The revised
               agreement provided that, in addition to purchasing the
               Distribution Network, the Company would acquire all of
               Enviro-Tech's inventory of Dri-Wash n' Guard, nutritional
               supplement products and its 45,000 square foot factory,
               warehouse, and distribution center in Elbow Lake, Minnesota. The
               consideration for the purchase was changed to $1,900,000 in cash
               (the balance of which was paid upon execution of the revised
               agreement), 2,500,000 shares of the Company's common stock, a
               ninety-day interest-free note and assumption of almost $1,000,000
               in various Enviro-Tech debts. In addition the Company and
               Enviro-Tech signed a long-term supply agreement with respect to
               the Dri-Wash n' Guard line of waterless car and home cleaning
               products. The Company took control of the assets on July 24,
               2000.

               The Company assumed responsibility for (i) all payments to the
               first and second mortgage holders of the Las Vegas property owned
               by Enviro-Tech which was pending foreclosure and (ii) all
               operating expenses of the Las Vegas property. The Company's
               responsibility for items (i) and (ii), collectively, the "Las
               Vegas Expenses" commenced at the closing date and terminated
               after four months or until the Company had expended $100,000,
               whichever occured first. The Company was to be reimbursed for all
               amounts paid for the Las Vegas Expenses from the proceeds of the
               Sale of the Las Vegas property after all the obligations of the
               first and second trust deed notes were satisfied.

               During the first five contract years, (the Royalty period) The
               Company had agreed to pay a royalty to Enviro-Tech equal to 20%
               of the purchase price paid for the formula (the Royalty fee). The
               minimum guaranteed Royalty Fee (the Guaranteed Royalty Fee) for
               the first contact year is $286,000 and $300,000 for the
               succeeding four contract years. The Guaranteed Royalty Fee is due
               in monthly installments of no less than $20,000 and the minimum
               quarterly royalty fee is $61,000 for the first quarter and
               $75,000 for each following quarter. Interest on any monthly or
               quarterly royalty fee deficiency was to accrue interest


                                                                               9
<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 2 -       ORGANIZATION AND CAPITALIZATION (CONT'D)

               at an annualized rate of 12%.

               Upon notification of a royalty fee payment delinquency the
               Company would have had forty-five days to make payment. Should
               the Company fail to cure the delinquency within the forty-five
               day period, Enviro-Tech may at its sole discretion terminate the
               Company's right to exclusively distribute Enviro-Tech products in
               North America and the Caribbean Islands.

               The numerous acquisitions described above required the Company to
               raise approximately $1,500,000 in asset based financing to
               achieve the results forecast by its business plan. The Company
               was not able to obtain the financing. The Company experienced
               delays in consolidating its operations in Boca Raton, Florida and
               Elbow Lake, Minnesota, resulting in expenses that exceeded its
               current revenues. Consequently, the Company's cash flow generated
               was insufficient to sustain operations and pay its creditors.
               Accordingly, the Company decided to file a chapter 11 bankruptcy
               petition for the Company and imx-eti Life Partners' Inc. on
               November 20, 2000 (the "Petition Date").

               On December 1, 2000 the Company entered into an agreement with
               Dri-Kleen Inc. (Dri-Kleen) whereby Dri-Kleen would operate the
               business of marketing Dri Wash N' Guard products and other non
               Dri-Wash products. Dri-Kleen will operate the voice-mail, e-mail
               and toll free numbers. The operation of the business also
               includes payment by Dri-Kleen, Inc. of all operational expenses
               including those associated with the Elbow Lake, Minnesota
               facility. As remuneration for its services Dri-Kleen will receive
               ninety-seven percent of the net sales, defined as retail sales
               less forty percent, during the agreement term from all sales
               generated through its operation of the Dri Wash N Guard business
               and the other non Dri-Wash products. The Company will receive
               three percent of all net commissionable sales. The agreement may
               be terminated by any party with ninety days written notice to the
               other party. The Company may, however, terminate the agreement at
               any time for cause, which includes the failure of Dri-Kleen or
               its nominee to make any and all payments due to the Company under
               the terms of the agreement.

               On December 27, 2000 the bankruptcy court entered an order
               authorizing the joint administration of IMX Pharmaceuticals, Inc.
               (the parent) and imx-eti's respective bankruptcy cases. The other
               subsidiaries Sarah J, Proctozone, Podiatrix and


                                                                              10
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 2 -       ORGANIZATION AND CAPITALIZATION (CONT'D)

               Select Benefits are not a party to the bankruptcy proceedings.

               Post-petition, The Company has derived revenues from its
               subsidiaries through the sale of their respective products. The
               Company continues to operate as a debtor in possession. On March
               16, 2001 the Company and imx-eti filed a Motion to Extend the
               Exclusivity Period for filing a Plan and the periods to Solicit
               Exceptances of Plan ("the Exclusivity Motion")

               On July 8, 2000, 1,300,000 shares of common stock were issued to
               approximately thirteen (13) individuals at $.38 per share. Based
               upon the subsequent discovery of materially erroneous information
               concerning the volume of sales, the issuance of the stock was
               rescinded on November 5, 2000, by the Company's board of
               directors for five (5) of the individuals holding 435,638 shares
               of common stock. The Company lacked the funds to pay the
               individuals affected and therefore the liabilities created by the
               rescission was recorded as stock rescission payable. Subsequent
               to the Petition Date, The Company's board of directors resolved
               to rescind the issuance of the balance of 849,342 shares of
               common stock and the schedules will be amended to reflect these
               individuals and entity as unsecured creditors. One individual who
               was issued 15,000 shares elected to not participate in the
               recission.

               On October 2000 the Company purchased fromVoyagerIT.com (f/k/a
               Enviro-Tech.com plc) debt owed to VoyagerIT.com from Enviro-Tech
               International, Inc. (the "Debt"). The purchase price for the Debt
               was $500,000. In satisfaction of payment the Company issued
               500,000 shares of the Company's common stock, $0.001 par value,
               at an issue price of $1.00 per share (the "Pledged shares").

               Terms of the purchase agreement include that should VoyagerIT.com
               realize net sales proceeds totaling $500,000 by selling fewer
               than all the Pledged shares, VoyagerIT.com would renounce its
               rights to the remainder of the Pledged shares and surrender them
               to the Company for cancellation or otherwise deal with them as
               mutually agreed to by the parties.

               If by July 1, 2001, the sum of the aggregate net proceeds of sale
               of the Pledged shares sold by VoyagerIT.com and the value of the
               retained Pledged shares (the "Sum") is less than $500,000 the
               Company agreed to pay immediately to VoyagerIT.com an amount
               equal to the shortfall between the Sum and $500,000.


                                                                              11
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 2 -       ORGANIZATION AND CAPITALIZATION (CONT'D)

               The value of the Pledged shares retained was to be taken as the
               average closing bid on the last 20 trading days before July 1,
               2001.

               On April 4, 2001 the bankruptcy court entered an Order granting
               the Exclusivity Motion and extended the time within which the
               Company had exclusive rights to file a plan for an additional
               thirty (30) days there from and extended the period for
               solicitation of acceptances for an additional sixty (60) days.

               Subsequent to the filing of the bankruptcy case it became evident
               that the Company could not sustain itself as an entity to assist
               in the operation of the subsidiaries respective businesses- the
               sole source of its revenues. The Company sought offers for
               recapitalization of the business and each of the subsidiaries'
               businesses by third parties. The Company received two expressions
               of interest, only one of which, in the opinion of the Company's
               management was substantial. The appeal to the two parties who
               expressed an interest in investing in the Company was based
               primarily on its status as a public company. Consequently, there
               is no value in the assets of the Company to provide a return to
               unsecured creditors and if the Company were liquidated, after
               payments are made to the secured creditors and priority and
               administrative creditors, there would be no property available
               for distribution to unsecured creditors. In the opinion of
               management, the only substantial offer was received from Cater
               Barnard, plc ("Cater Barnard"). Management determined that the
               value to be invested in the Company is substantially in excess of
               the Company's value as a going concern or on a liquidation basis.
               The Company has filed a plan of reorganization with the United
               States Bankruptcy Court, Southern District of Florida dated May
               23, 2001 pursuant to section 1125 of Title 11 of the United
               States Code. (The "Bankruptcy code"). The plan is currently
               pending approval of the United States Bankruptcy Court.

NOTE 3 -       SUBSEQUENT EVENT

               On September 5, 2001 a motion was brought to the bankruptcy court
               to dismiss imx-eti Life Partners, Inc.'s petition for bankruptcy.
               The bankruptcy court granted the motion on September 10, 2001.


                                                                              12
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)


NOTE 4 -       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

               Interim Financial Statements

               The accompanying unaudited consolidated financial statements as
               of June 30, 2001 and for the six and three month periods ended
               June 30, 2000 and 2001 have been prepared in accordance with
               generally accepted accounting principles for interim financial
               information. In the opinion of management, all adjustments
               consisting of normal recurring accruals considered necessary for
               a fair presentation have been included. Operating results for the
               six and three-month periods ended June 30, 2001 are not
               necessarily indicative of the results that may be expected for
               the year ending December 31, 2001.

               Cash and Cash Equivalents

               For purposes of reporting cash flows, the Company considers all
               highly liquid investments purchased with an original maturity of
               three months or less to be cash equivalents.

               Securities Available for Sale

               Securities available for sale are carried at estimated market
               values. Unrealized holding gains and losses on securities
               available for sale are reported as a net amount in a separate
               component of stockholders' equity until realized. Gains and
               losses realized from the sale of investment securities are
               computed using the specific-identification method.

               Accounts Receivable

               Management has evaluated the Accounts Receivable and believes
               that a significant amount are uncollectable. The Company has
               provided an allowance for doubtful accounts in the amounts of
               $50,000 and $50,000 for the periods ended December 31, 2000, and
               June 30, 2001, respectively.

               Inventories

               Inventories are stated at the lower of cost or market value. Cost
               is determined using the first-in, first-out method.

               Property and Equipment

               Property and equipment are recorded at cost. Depreciation and
               amortization are computed using methods that approximate the
               straight-line method over the assets' estimated useful lives.

               Revenue Recognition

               Sales are generally recorded upon the shipment of goods to
               customers.


                                                                              13
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 4 -       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D)

               Production Development Costs

               Costs incurred for the development of new product lines are
               expensed as incurred, as specified by SOP 98-5 issued by the
               American Institute of Certified Public Accountants (Note 5).

               Stock-Based Compensation

               The Company accounts for stock based compensation as set forth in
               Accounting Principles Board ("APB") Opinion 25, "Accounting for
               Stock Issued to

               Employees," and discloses the proforma effect on net income
               (loss) and income (loss) per share of adopting the full
               provisions of Statement of Financial Accounting Standards
               ("SFAS") No. 123 "Accounting for Stock-Based Compensation".
               Accordingly, the Company has elected to continue using APB
               Opinion 25 and has disclosed in the footnotes proforma income
               (loss) and income (loss) per share information as if the fair
               value method had been applied.

               Income Taxes

               The Company files consolidated Federal and State of Florida
               income tax returns. Income taxes are calculated using the
               liability method specified by SFAS No. 109, "Accounting for
               Income Taxes".

               Net Income (Loss) Per Common Share

               Net income (loss) per common share is calculated according to
               SFAS No.128, "Earnings Per Share" which requires companies to
               present basic and diluted earnings per share. Net income (loss)
               per common share-- basic is based on the weighted average number
               of common shares outstanding during the year.

               Net income (loss) per common share -- diluted is based on the
               weighted average number of common shares and dilutive potential
               common shares outstanding during the year.

               Convertible preferred stock, certain common stock options and
               common stock


                                                                              14
<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 4 -       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D)

               warrants were excluded from the computations of net loss per
               share for the periods ended December 31, 2000 and June 30, 2001
               because the effect of their inclusion would be anti-dilutive.

               Fair Value of Financial Instruments

               SFAS No. 107 requires the disclosure of the fair value of
               financial instruments. The estimated fair value amounts have been
               determined by the Company's management using available market
               information and other valuation methods. However, considerable
               judgment is required to interpret market data in developing the
               estimates of fair value. Accordingly, the estimates presented
               herein are not necessarily indicative of the amounts the Company
               could realize in a current market exchange.

               The following methods and assumptions were used in estimating the
               fair value disclosure for financial instruments:

               Cash and Cash Equivalents, Accounts and Loan Receivable, Accounts
               Payable, Accrued Expenses and Notes Payable - the carrying
               amounts reported in the consolidated balance sheets approximate
               fair value because of the short maturity of those instruments.

               Securities Available for Sale - the fair values are based on
               quoted market prices at the reporting date of those or similar
               investments (Note 6).

               Accounting Estimates

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


                                                                              15
<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 5 -       RECENT ACCOUNTING

               In June, 1997, the Financial Accounting Standards Board (the
               Pronouncements "FASB") issued SFAS No. 130, "Reporting
               Comprehensive Income" which became effective in 1998. SFAS No.
               130 establishes standards for reporting and presentation of
               comprehensive income and its components in a full set of general-
               purpose financial statements. The Company adopted SFAS No.130 on
               January 1, 1998.

               In June, 1997 the FASB issued SFAS No. 131, "Disclosure about
               Segments of an Enterprise and Related Information" which became
               effective in 1998. SFAS No. 131 establishes standards for the way
               public enterprises are to report operating segments in annual
               financial statements and requires reporting of selected
               information about operating segments in interim reports. The
               Company's adoption of SFAS No. 131 did not affect the Company's
               consolidated financial statements.

               In April,1998, the American Institute of Certified Public
               Accountants issued Statement of Position No. 98-5, "Reporting for
               the Costs of Start-Up Activities", ("SOP 98-5"). The Company is
               required to expense all start-up costs related to new operations
               as incurred. In addition, all start-up costs that were
               capitalized in the past must be written off when SOP 98-5 is
               adopted. The Company's adoption of SOP 98-5 did not have a
               material impact on its financial position or results of
               operations.

               In June 1998, the FASB issued SFAS No. 133, "Accounting for
               Derivative Instruments and Hedging Activities". The Company is
               required to adopt SFAS 133, as amended by SFAS 137, for the year
               ending December 31, 2001. SFAS 133 establishes methods of
               accounting for derivative financial instruments and hedging
               activities related to those instruments as well as other hedging
               activities. Because the Company currently holds no derivative
               financial instruments and does not currently engage in hedging
               activities, adoption of SFAS 133 is expected to have no material
               impact on the Company's financial condition or results of
               operations.


                                                                              16
<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 6 -       SECURITIES AVAILABLE FOR SALE

               Securities available for sale consist of shares of common stock
               in Hydron Technologies, Inc. ("Hydron"). At December 31, 2000 and
               June 30, 2001, the cost basis of $10,972 and $ 0 of the common
               stock in Hydron exceeded the market value by $9,144 and $ 0
               respectively.

NOTE 7 -       INVENTORIES

               Inventories consisted of the following:

                                June 30         December 31
                                 2001              2000
                             --------------    --------------
                             Other Assets      Current Assets
                             --------------    --------------
Finished goods                 $ 90,644          $ 94,264
Packaging supplies               15,736            15,736
                              ---------          --------

Total                         $ 106,380         $ 110,000
                              =========         =========

NOTE 8 -       INVENTORY HELD AS NONCURRENT ASSET

               As of June 30, 2001 the Company held inventory of $ 106,380 shown
               on the balance sheet as a non-current asset. In the opinion of
               management, inventory held is not expected to be sold currently.

NOTE 9 -       SUBSTANTIAL LOSSES FROM APPLICATION OF LOWER OF COST OR MARKET
               RULE

               During 2000, the Company significantly reduced its production and
               marketing efforts in connection with several of its products.
               This decision was based on the projected continued loss of market
               share for these products and the inability to deliver product on
               a timely basis. All of the IMX & imx-eti Life Partners Inc.


                                                                              17
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 9 -       SUBSTANTIAL LOSSES FROM APPLICATION OF LOWER OF COST OR
               MARKET RULE (CONT'D)

               inventory was not in physical control of The Company. Management
               does not have sufficient resources to pursue control of this
               inventory and has abandoned it.

               The value of the inventories of Sarah J, Proctozone, and
               Podiatrix have been significantly reduced due to The Company's
               diminished capability to market and distribute its products.
               Management has reduced these inventories to their estimated
               liquidation value. Accordingly at December 31, 2000 the
               inventories listed below were written down to their estimated net
               realizable value.

<TABLE>
<CAPTION>

                                                                     Estimated             Estimated
                                             Carrying             Net Realizable        Net Realizable
                                               Value                   Value                Value
Company                                 December 31, 2000        December 31, 2000       June 30,2001
-------------------------               ---------------------  ---------------------   ------------------
<S>                                    <C>                    <C>                      <C>
IMX Pharmaceuticals, Inc.               $             18,295    $                 -    $               -
imx-eti Life Partners, Inc.                        1,528,289                      -                    -
                                        ---------------------  ---------------------     ----------------

Reorganization items                    $          1,546,584    $                 -    $               -
                                        =====================  =====================   ==================

Sarah J. Inc.                                        453,992                100,000               96,380
Proctozone, Inc.                                      80,390                  5,000                5,000
Podiatrx, Inc.                                       119,518                  5,000                5,000
Select Benefits Inc.                                       -
                                        ---------------------  ---------------------   ------------------

                                        $            653,900    $           110,000              106,380
                                        =====================  =====================   ==================

</TABLE>

NOTE 10 -      PROPERTY AND EQUIPMENT

               Property and equipment consisted of the following:

                                       June 30,     December 31,
                                   --------------   --------------
                                       2001             2000
                                   --------------   --------------

Building & Land                      $ 1,000,000     $  1,000,000
Computers and office equipment                 0                0
Furniture, fixtures and improvements           0                0
                                     ------------    -------------

                                       1,000,000        1,000,000
Less: accumulated depreciation and
             amortization                (20,886)          (9,989)
                                     ------------    -------------

Property and equipment, net of
  accumulated depreciation           $   979,114     $    990,011
                                     ============    ============

                                                                              18
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

  NOTE 11 -    IMPAIRMENT OF ASSETS HELD AND USED

               During 2000 the assets listed below were deemed to be impaired
               and written down to their fair market value. Fair value, which
               was determined by reference to the present value of the estimated
               future cash inflows of such assets, exceeded their carrying value
               by $ 893,733.

<TABLE>
<CAPTION>

                                                      Machy an     Furniture and    Leasehold                               Other
Company:                                Totals        equipment       fixtures     Imprvements    Land      Buildings       assets
----------------------------         ------------  -------------- ---------------- -----------  --------    ---------     ----------
<S>                                  <C>            <C>            <C>             <C>          <C>       <C>           <C>

IMX Pharmaceuticals, inc              $   296,071   $   219,937    $   54,533     $  21,601     $       0   $        0   $        0
imx-eti Life Partners, Inc.             1,818,157       780,862         7,114             0       150,000      850,000       30,181
Sarah J., Inc.                            125,072       106,688             0             0             0            0       18,384
Proctozone, Inc.                                0             0             0             0             0            0            0
Podiatrx, Inc.                              8,319             0             0             0             0            0        8,319
Select Benefits, Inc.                           0             0             0             0             0            0            0
                                      -----------   -----------    ----------     ---------     ---------   ----------   ----------

Totals                                  2,247,619     1,107,487        61,647        21,601       150,000      850,000       56,884

Less: Accumulated
      depreciation through
      December 31, 2000                  (363,875)     (268,353)      (35,292)      (18,314)            0       (9,989)     (31,927)
                                      -----------   -----------    ----------     ---------     ---------   ----------   ----------

Net book value                          1,883,744       839,134        26,355         3,287       150,000      840,011       24,957

Less: Valuation allowance                (893,733)     (839,134)      (26,355)       (3,287)            0            0      (24,957)
                                      -----------   -----------    ----------     ---------     ---------   ----------   ----------

Net relizable value
  at December 31, 2000                    990,011             0             0             0       150,000      840,011            0


Less: Accumulated depreciation
      for the six months ended
      June 30, 2001                        10,897             0             0             0             0       10,897            0
                                      -----------   -----------    ----------     ---------     ---------   ----------   ----------

Net relizable value
  at June 30, 2001                    $   979,114   $      --      $     --       $    --       $ 150,000   $  829,114   $     --
                                      ===========   ===========    ==========     =========     =========   ==========   ==========
</TABLE>

               Management established valuation allowances for these assets
               based on the following circumstances:

               Machinery, Equipment, Furniture and Fixtures

               IMX and IMX-ETI:

               These assets were not in physical control of The Company.
               Management does not have sufficient resources to pursue control
               of these assets and therefore abandoned them.

               Sarah J, Proctozone, Podiatrix:

               These assets have been taken out of service and are expected to
               provide no further economic benefits.


                                                                              19
<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 12 -      IMPAIRMENT OF ASSETS HELD AND USED (CONT'D)

               Leasehold Improvements:

               IMX

               The Company abandoned its leasehold improvements at the
               expiration of their Boca Raton, Florida corporate office lease
               term.

               Other Assets:

               IMX and IMX-ETI

               Other assets were composed of unamortized programming fees and
               licensing agreements. Due to The Company's diminished capability
               to market and distribute its products these assets are expected
               to provide no further economic benefits.

NOTE 13 -      LIABILITIES SUBJECT TO COMPROMISE

               On November 20, 2000, IMX Pharmaceuticals Inc. and imx-eti Life
               Partners, Inc. (The "Debtors") filed petitions for relief under
               Chapter 11 of the federal bankruptcy laws in the United States
               Bankruptcy Court for the Southern District of Florida. Under
               Chapter 11, certain claims against the Debtor in existence prior
               to the filing of the petitions for relief under the federal
               bankruptcy laws are stayed while the Debtor continues business
               operations as Debtor-in-possession. The creditor's claims are
               reflected in the December 31, 2000 and June 30, 2001 balance
               sheets as "liabilities subject to compromise." Additional claims
               (liabilities subject to compromise) may arise subsequent to the
               filing date resulting from rejection of executory contracts,
               including leases, and from determination by the court (or agreed
               to by parties in interest) of allowed claims for contingencies
               and other disputed amounts. Claims secured against the debtors
               assets ("secured claims") also are stayed, although the holders
               of such claims have the right to move the court for relief from
               the stay. Secured claims are secured primarily by liens on the
               Debtors' property, plant and equipment.



                                                                              20
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 14 -      UNRECORDED LIABILITY

               The Debtors' received approval from the Bankruptcy Court to pay
               or otherwise honor certain of their prepetition obligations,
               including employee wages. The Debtors have determined that there
               is insufficient collateral to cover the interest portion of
               scheduled payments on their prepetition debt obligations.
               Contractual interest on those obligations is estimated at
               $96,000, which is approximately $ 86,000 more than reported
               interest expense; therefore, the Debtor has discontinued accruing
               interest on these obligations.

NOTE 15 -      REORGANIZATION ITEMS

               Reorganization items are comprised of:

<TABLE>
<CAPTION>

                                           IMX                  imx-eti
                                    Pharmaceuticals, Inc.   Life Partners, Inc.       Total
                                  ---------------------  -------------------  -------------------
<S>                             <C>                     <C>                  <C>
Professional Fees                                    0                    0                    0
                                  ---------------------  -------------------  -------------------

                                  $                  0   $                0   $                0
                                  =====================  ===================  ===================

</TABLE>

NOTE 16 -      INCOME TAXES

               The provision for income taxes in the consolidated statements of
               operations is as follows:


                                    June 30,           June 30,
                                   ------------       ------------
                                      2001               2000
                                   ------------       ------------
Current:
  Federal                        $           0     $            0
  State                                      0                  0
                                ---------------   ----------------
                                 $           0     $            0
                                ---------------   ----------------
Deferred:
  Federal                        $           0     $            0
  State                                      0                  0
                                ---------------   ----------------
                                 $           0     $            0
                                ---------------   ----------------


                                                                              21
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 16 -      INCOME TAXES (CONT'D)

               Applicable incomes taxes for financial reporting purposes differ
               from the amounts computed by applying the statutory federal and
               state income tax rates as follows:

                                               June 30,          December 31,
                                            ---------------      -------------
                                                 2001                2000
                                            ---------------      -------------
Tax benefit at statutory rate             $         46,000     $    3,570,000
Increase (decrease) in tax
  resulting from:
State income tax, net of federal
  tax benefit                                        8,500            610,000
Other                                                    0                  0
Increase (decrease) in
  valuation allowance                              (54,500)        (4,180,000)
                                          -----------------    ---------------

Income taxes                              $              0     $            0
                                          =================    ===============

               The approximate tax effects of temporary differences that give
               rise to the deferred tax assets and deferred tax (liabilities)
               are as follows:

<TABLE>
<CAPTION>


                                                       June 30,            December 31,
                                                    ---------------       ---------------
                                                         2001                  2000
                                                    ---------------       ---------------
<S>                                              <C>                    <C>
Fair value of common stock options and
  warrants                                        $              0        $            0
Start-up costs                                                   0                     0
Depreciation and amortization                                    0                     0
Other                                                            0                     0
Net operating loss carry forwards                       11,295,000            11,093,000
                                                  -----------------       ---------------
                                                                 0
                                                        11,295,000            11,093,000

Less: valuation allowance                              (11,295,000)          (11,093,000)
                                                  -----------------       ---------------

Total net deferred tax asset                      $              0        $            0
                                                  =================       ===============

</TABLE>


                                                                              22
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 16 -      INCOME TAXES (CONT'D)

               At June 30, 2001, the Company had net operating loss
               carryforwards of approximately $ 11,295,000 for income tax
               purposes. Those losses are available for carryforward for periods
               ranging from fifteen to twenty years, and will expire beginning
               in 2011. Any future significant changes in ownership of the
               Company may limit the annual utilization of the tax net operating
               loss carryforwards.


NOTE 17 -      CAPITAL STOCK

               Common stock

               Common stock has one vote per share for the election of
               directors. All other matters are submitted to a vote of
               stockholders. Shares of common stock do not have cumulative
               voting, preemptive, redemption or conversion rights.

               At December 31, 2000 and June 30, 2001, the Company had reserved
               874,641 and 869,641 shares of common stock respectively for
               issuance relating to unexpired options and warrants.


NOTE 18 -      STOCK OPTIONS

               On January 21, 1996, the Company adopted a stock option plan with
               2,000,000 shares of Common stock reserved for the grant of
               options to key employees, non-employees, officers and directors
               of the Company. On September 9, 1998, the Company adopted a stock
               option plan with 1,200,000 shares of common stock reserved for
               grant of options to key employees, non-employees, officers and
               directors of the Company. Options under these plans are
               exercisable over a period of ten years with various vesting
               terms. All shares granted are subject to significant restrictions
               as to disposition by the optionee.


                                                                              23
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 18 -       STOCK OPTIONS (CONT'D)

               A summary of the Company's stock option activity is as follows:

<TABLE>
<CAPTION>

                            Three months ended                 Year ended
                               June 30, 2001                December 31, 2000
                        -------------------------      ---------------------------
                                         Weighted                         Weighted
                                         Average                          Average
                                         Exercise                         Exercise
                           Shares          Price         Shares            Price
----------------------------------------------------------------------------------
<S>                      <C>           <C>             <C>             <C>
Options outstanding,
   beginning of period    520,000          $ 1.61       1,485,000          $ 2.46
Granted                         -               -         400,000            1.00
Exercised                       -               -               -               -
Forfeited/canceled         (5,000)           1.70      (1,365,000)           2.36
----------------------------------------------------------------------------------

Outstanding at end of
  period                  515,000          $ 1.61         520,000          $ 1.61
----------------------------------------------------------------------------------

</TABLE>

               A summary of the Company's fixed stock options outstanding is as
               follows:

<TABLE>
<CAPTION>

                                        Weighted
                                        Average
                                       Remaining        Weighted                      Weighted
Range of               Options        Contractual       Average        Options         Average
Exercise Price        Outstanding    Life in Years   Exercise Price  Exercisable    Exercise Price
--------------------------------------------------------------------------------------------------
<S>                   <C>           <C>              <C>             <C>            <C>
December 31, 2000

      $1.00             300,000           5.76          $ 1.00        300,000          $ 1.00

  $1.75 - 2.50          220,000           5.88            2.40        210,000            2.40

  $0.75 - 6.50          520,000           5.81            1.59        510,000            1.58

March 31, 2001

      $1.00             300,000           4.77          $ 1.00        300,000          $ 1.00

  $1.75 - 2.50          215,000           5.04            2.40        210,000            2.40

  $0.75 - 6.50          515,000           4.88            1.61        510,000            1.60

</TABLE>


                                                                              24
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 18 -      STOCK OPTIONS (CONT'D)

               SFAS No. 123, "Accounting for Stock-Based Compensation", requires
               the Company to provide pro forma information regarding net income
               (loss) and income (loss) per share as if compensation cost for
               the Company's employee stock option plans had been determined in
               accordance with the fair value based method prescribed in SFAS
               No. 123. The Company estimates the fair value of each option at
               the grant date by using the Black-Scholes option pricing model
               with the following weighted-average assumptions used for grants
               in 1999 and 2000, expected volatility ranging from 45% to 46%;
               risk-free interest rates ranging from 4.35% to 6% and expected
               lives ranging from 2 to 10 years.

               Under the accounting provisions of SFAS 123, the Company's net
               income (loss) and income (loss) per share would have changed to
               the pro forma amounts indicated below:

<TABLE>
<CAPTION>

                                                    Six Months                       Three Months
                                                  Ended June 30,                     Ended June 30,
                                         -----------------------------         --------------------------
                                            2001                2000              2001             2000
                                         ---------           ---------         ---------         --------
<S>                                     <C>                <C>                <C>              <C>
Net income (loss) applicable to
  common stockholders
   As reported                           $ (201,542)        $ (1,206,347)       $ (32,352)    $   (769,120)
   Pro forma                             $ (201,542)        $ (1,476,347)       $ (32,352)      (1,068,569)
Income (loss) per share - basic
   As reported                           $    (0.02)        $      (0.21)       $   (0.00)    $      (0.13)
   Pro forma                             $    (0.02)        $      (0.25)       $   (0.00)    $      (0.18)
Income (loss) per share - diluted
   As reported                           $    (0.02)        $      (0.20)       $   (0.00)    $      (0.13)
   Pro forma                             $    (0.02)        $      (0.24)       $   (0.00)    $      (0.17)

</TABLE>

               Three executive officers of IMX Pharmaceuticals, Inc. received a
               total of 24,000 options to purchase shares of common stock of
               Medicis Corporation. In March of 2000 the executive officers
               assigned the beneficial ownership of these options to the
               Company. The options were granted in connection with the
               formation of The Exorex Company LLC. The options vest over a
               five-year period; twenty percent becoming vested each year. The
               exercise price is $24.67. Forty percent has been exercised. The
               remainder of the options are held by the officers as nominees for
               the benefit of IMX Pharmaceuticals, Inc.


                                                                              25
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 19 -      STOCK WARRANTS

               In connection with a 1996 private placement offering of common
               stock, the Company issued 580,000 warrants, each redeemable for
               one share of common stock, at any time during a period of three
               years, commencing on July 9, 1996 for $5.00 per share. The
               warrants may be redeemed by the Company with 30 days prior notice
               at a price of ten cents per warrant at any time during the
               warrant exercise period, under certain conditions (as defined).
               During July 1999, the Company extended the exercise period one
               year to July 9, 2000.

               In addition, 58,000 warrants, each to purchase one share of
               common stock for $3.00 per share, and exercisable for the three
               year period ending July 9, 1999, were issued to placement agents
               in connection with the 1996 Private Placement. During July 1997,
               in connection with a financial advisory agreement with the
               placement agents, the exercise price of the 58,000 warrants was
               reduced to $2.50 per share, and the exercise period was extended
               to February 9, 2001. The Company recorded approximately $71,000
               as deferred consulting expense for the estimated fair value of
               warrants which are being amortized over the two year term of the
               agreement.

               On March 31, 1999, in connection with the Company's 1997 Private
               Placement of convertible preferred stock (Note 13), 88,160
               (76,750 original shares, plus 11,410 shares issued in lieu of
               cash as preferred stock dividends) shares outstanding at March
               31, 1999 were converted into ten shares of common stock and
               warrants to purchase ten shares of common stock at any time
               during the period ending July 2002 for $6.50 per share. As of
               June 30, 2001 no warrants to purchase common stock have been
               exercised.

               In addition to warrants issued to investors in the February, 1997
               Private Placement, warrants to purchase 7,586.25 shares of
               Convertible Preferred Stock were issued to placement and selling
               agents with an exercise price of $30 per share, and are
               exercisable for the five year period ending July, 2002. Each
               share of preferred stock is convertible into 10 shares of common
               stock at $3.50 per share and 10 warrants, each warrant to
               purchase one share of common stock at $6.50 per share. Prior to
               the March 31, 1999 conversion, no warrants to purchase preferred
               stock had been exercised.

               During July, 1997, in connection with an agreement with a
               financial advisor, the Company issued warrants to purchase 50,000
               shares of common stock at $4.75


                                                                              26
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 19 -      STOCK WARRANTS (CONT'D)

               per share, exercisable prior to July 2002. The Company recorded
               approximately $67,000 as deferred consulting expense for the
               estimated fair value of the warrants, which is being amortized
               over the two year term of the agreement.

               In connection with notes payable issued during 1997, as
               of December 31, 1998, warrants to purchase 85,120 shares of
               common stock have been issued. Also, in connection with February,
               1998 closing of the October, 1997 Private Placement, warrants to
               purchase 20,180 shares of common stock were issued to placement
               and selling agents. Each of the warrants mentioned above has an
               exercise price of $3.50 per share, and expires five years from
               the date of issuance. As of December 31, 1998 and 1999, no
               warrants have been exercised. The aggregate number of common
               shares reserved for issuance upon the exercise of warrants is
               354,641 as of June 30, 2001. The expiration date and exercise
               prices of the outstanding warrants are as follows:


                     Outstanding   Expiration     Exercise
                       Warrants       Date          Price
                    ------------   ----------   -------------

                         58,000       2001    $         2.50
                        132,863       2002      1.75 -  4.75
                        163,778       2003      1.75 -  3.50


NOTE 20 -      NET INCOME (LOSS) PER COMMON SHARE

               The following table sets forth the computation of basic and
               diluted net loss per common share:


                                                                              27
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 20 -      NET INCOME (LOSS) PER COMMON SHARE (CONT'D)

<TABLE>
<CAPTION>

                                              Six Months Ended                  Three Months Ended
                                                   June 30,                           June 30,
                                         -------------------------------     ----------------------------
                                            2001                2000             2001             2000
                                         ----------         ------------     ------------       ---------
<S>                                     <C>                 <C>              <C>              <C>
Numerator:
Numerator for basic and diluted
  Loss per share available
    to common stockholders               $ (201,542)         $(1,206,347)      $ (32,352)       $(769,120)
Denominator:
  Denominator for basic loss per
    share-weighted-average shares         8,132,076            5,811,252       8,132,076        5,811,252
  Effect of dilutive securities:
    Common stock options                                         330,748                          330,748
  Denominator for diluted loss per
    share-adjusted weighted average
    shares and assumed conversions        8,132,076            6,142,000       8,132,076        6,142,000
Basic net loss per common share             $ (0.02)             $ (0.21)        $ (0.00)         $ (0.13)
Diluted net loss per common share           $ (0.02)             $ (0.20)        $ (0.00)         $ (0.13)

</TABLE>

               Net loss per common share is calculated by dividing the net loss
               by the weighted-average shares of common stock and common stock
               equivalents outstanding during the period. Excluded from the
               computation of net loss per common share - diluted at June 30,
               2001, were outstanding options of 515,000 and warrants to
               purchase of 354,641 shares of common stock respectively, at
               exercise prices ranging from $2.50 to $6.50, because to do so
               would be anti-dilutive.


NOTE 21 -      RELATED PARTY TRANSACTIONS

               During 2000 and 2001, the Company received advances from related
               parties. The balances due to these related parties as of June 30,
               2001 and December 31, 2000 respectively were as follows:


                                                                              28
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 21 -      RELATED PARTY TRANSACTIONS (CONT'D)

                        Loans Payable                 Notes Payable
                           June 30,                      June 30,
                    ----------------------      -----------------------
Relationship          2001           2000          2001          2000
-----------------   --------      --------      ---------     ---------
Officers            $ 53,500      $ 53,500      $ 136,134      $ 101,134
Oficer's sister            0             0         12,500         12,500
                    --------      --------      ---------      ---------
                    $ 53,500      $ 53,500      $ 148,634      $ 113,634
                    ========      ========      =========      =========

NOTE 22 -      COMMITMENTS AND CONTINGENCIES

               On July 1, 1998, the Company entered into an employment agreement
               for a period of three years with William Forster, the Company's
               Chairman of the Board, President and Chief Executive Officer. Mr.
               Forster is entitled to receive an annual salary of $225,000 and a
               bonus based on a percentage of the Company's sales (as defined).

               Effective July 1, and August 1, 1998, the Company entered into
               employment agreements with two officers for annual salaries
               totaling approximately $205,000, plus discretionary bonuses, and
               bonuses upon the sale of the Company's interest in the LLC (as
               defined). The term of each agreement is three years.

               The Company has entered into a series of product development
               agreements with a consultant that provide for compensation to the
               consultant in the form of cash, options to purchase shares of the
               Company's common stock which vest as products are developed,
               royalties based upon net sales of products, a royalty based upon
               the sale of the rights to the products developed, and an interest
               in any patents granted on products developed by the consultant to
               the Company.

               Bioglan Pharma PLC and Bioglan Pharma, Inc.

               In November 1999, Bioglan Pharma PLC and Bioglan Pharma, Inc.
               (collectively, "Bioglan") commenced an arbitration action against
               the Company, Medicis and


                                                                              29
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 22 -      COMMITMENTS AND CONTINGENCIES (CONT'D)

               the LLC, in which Bioglan claims damages for breach of various
               contractual obligations arising out of the sale of the LLC and
               the Exorex product line to Bioglan.

               Specifically, Bioglan claims that Medicis, the LLC and the
               Company breached an Asset Purchase Agreement by transferring
               inventories to Bioglan that had a remaining shelf life less than
               12 months and was otherwise unmarketable. The Asset Purchase
               Agreement specified that Bioglan was to take title to all
               inventories having a shelf life greater than 12 months, and the
               Company was to take title to inventories having a shelf life of
               12 months or less. The products were warehoused together.
               Management believes that Medicis, under an interim management
               agreement with Bioglan, filled Bioglan orders with the Company's
               inventories. In addition, the Company has filed a counterclaim in
               the arbitration against Bioglan for damages relating to the
               conversion of this property.

               In the second claim, Bioglan seeks unspecified damages from the
               Company, Medicis and the LLC because it claims that the
               inventories that it received had not been properly stored and
               therefore were unmarketable. Management believes that this claim
               does not have any merit. since it was never advised by the
               manufacturer, Meyer-Zall, of any requirement for cold storage for
               the product. The Company intends to vigorously defend this
               matter. However, management cannot assess the likelihood of an
               unfavorable outcome, or the range of potential loss, if any,
               which might result from this claim.

               Dri-Kleen, Inc.

               A disputed payable in the approximate amount of $ 1,475,000 has
               been asserted by Dri-Kleen, Inc. related to the acquisition of
               imx-eti. Management believes that this matter will be resolved as
               part of the bankruptcy proceedings and the exact amount of the
               liability, if any, is indeterminate therefore no accrual has been
               made.

               Accrued Salaries Payable,  Pre-petition

               The Bankruptcy Court limits the amount of pre-petition accrued
               salaries that may be classified as "not subject to compromise" to
               $4,340 per employee (the Limit"). Any amount due an employee
               above this Limit (the "Over Limit Amount") is deemed a "liability
               subject to compromise" and will be subject to the

                                                                              30
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 22 -      COMMITMENTS AND CONTINGENCIES (CONT'D)

               same settlement terms as the other creditors within this class.
               The Over Limit Amount as of June 30, 2001 was $29,791. The
               payroll taxes related to the Over Limit Amount are deemed
               "liabilities not subject to compromise". The Over Limit Amount
               payroll taxes are estimated at $2,979 and are included in the
               Accrued payroll taxes, pre-petition of $6,753.

NOTE 23 -      OTHER RECEIVABLES

               Other receivables are as follows:

               The $500,000 due from Dri-Kleen Inc. is composed of approximately
               $400,000 in loan debt, $30,000 of accrued interest on the debt
               and $160,000 of expenses paid by the Company on behalf of
               Dri-Kleen, Inc.

<TABLE>
<CAPTION>

                                                      June 30,           December 31,
                                                        2001                 2000
                                                -------------------    ----------------
<S>                                             <C>                  <C>
Subject to bankruptcy proceedings:
----------------------------------
Due from Dri-Kleen, Inc.                        $          500,000     $       500,000
Other                                                        1,288               1,703
                                                -------------------    ----------------

Total                                           $          501,288     $       501,703
                                                ===================    ================

</TABLE>

NOTE 24 -      SALES TAX PAYABLE

               As of June 30, 2001 Imx-eti Life Partners, Inc. estimated an
               unpaid sales tax liability in excess of $195,000. At the Board of
               Directors meeting of November 5, 2000 the Board approved a
               resolution to indemnify the Company's Officers against any claim
               made or successfully asserted against any Company Officer for any
               unpaid sales or other tax liability and the costs of defending
               against the claim.


                                                                              31
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 24 -      SALES TAX PAYABLE (CONT'D)

               Additionally the Company resolved that if a claim of personal tax
               liability for which indemnification may be sought against the
               Company is asserted, the Company Officer shall advise IMX to that
               effect and shall thereafter permit IMX to participate at its sole
               expense in the negotiation and settlement of that claim and to
               join in or assume the defense of any legal action arising there
               from with counsel selected by IMX and reasonably satisfactory to
               the Company Officer. The Company Officer may implead IMX in any
               action that is subject to indemnity.

NOTE 25 -      NOTES PAYABLE

               Notes payable consist of the following as of December 31, 2000:

<TABLE>
<CAPTION>

                                                                                    PARTIALLY
                                                                   FULLY            SECURED OR
                                                                  SECURED           UNSECURED
                                                                  -------           ----------
<S>                                                             <C>              <C>
               Non-interest bearing promissory note
               payable, Pure Distributors, Inc. d/b/a
               Envion International, payable
               in 24 monthly installments of $31,250
               principal only                                     $       0         $    718,750

               Promissory note payable, Wachovia Bank,
               N.A., bearing Interest at 9.5% per annum,
               payable in 24 monthly installments of $8,851
               principal and interest.                                    0              175,038

</TABLE>

                                                                              32
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 25 -     NOTES PAYABLE (CONT'D)

<TABLE>
<CAPTION>

                                                                                                                 PARTIALLY
                                                                                                FULLY            SECURED OR
                                                                                                SECURED          UNSECURED
                                                                                                -------          ----------
<S>                                                                                           <C>              <C>
               Non-interest bearing promissory note payable, Dri-Kleen, Inc.
               d/b/a Enviro-Tech International, related to the purchase of
               inventory. The note is payable as the related inventory is sold
               by The Company with the balance due and payable 90 days from the
               inception of the note.                                                                 0            600,000

               Non-interest bearing promissory note payable, Vitaquest
               International, Inc. payable in 12 monthly installments of $6,000
               in the first year commencing August 1, 2000, followed by 12
               monthly installments of $7,000 commencing August 1, 2001, then
               increasing to monthly installments of $8,000. commencing August
               1, 2002 and continuing until the note is paid in full. All
               overdue amounts are subject to a 5% penalty.                                           0            192,000

               Promissory note payable, Community First National Bank, bearing
               interest at 5% per annum, payable in 24 monthly installments of
               $6,250 principal and interest with balloon payments as follows:

                       November 2001       $    75,000
                       August 2002         $   250,000
                       August 2003         $   132,637
                                                                                                632,637                  0

</TABLE>

                                                                              33
<PAGE>
                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 25 -      NOTES PAYABLE (CONT'D)

<TABLE>
<CAPTION>

                                                                                                                 PARTIALLY
                                                                                                FULLY            SECURED OR
                                                                                                SECURED          UNSECURED
                                                                                                -------          ----------
<S>                                                                                           <C>              <C>
               Non-recourse note payable, Select Benefits, Inc. monthly
               installments equal to 15% of sales from a select group of clients
               that pre-existed the acquisition date (Note 1) The note paydown
               is estimated at $60,000 per year.                                                      0            188,909

               Non-interest bearing note payable, Marc Balmuth, with no stated
               repayment terms.                                                                       0             20,000

               Non-interest bearing notes payable, William Forster, with no
               stated repayment terms.                                                           97,000              4,134

               Non-interest bearing note payable, Jo Ann Forster, with no stated
               repayment terms                                                                   12,500                  0

               Non-interest bearing loan payable, Distributors, with no stated
               repayment terms                                                                        0              4,707
                                                                                          -------------        -----------

               Total Notes and Loans Payable                                                    742,137          1,903,538

               Less Current Portion                                                            (425,000)        (1,350,172)
                                                                                          -------------        -----------
               Non Current Portion                                                        $     317,137        $   553,366
                                                                                          =============        ============

</TABLE>


                                                                              34
<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 25 -      NOTES PAYABLE (CONT'D)

               Notes payable consist of the following as of June 30, 2001:

<TABLE>
<CAPTION>

                                                                                                                 PARTIALLY
                                                                                                FULLY            SECURED OR
                                                                                                SECURED          UNSECURED
                                                                                                -------          ----------
<S>                                                                                           <C>              <C>
               Non-interest bearing promissory note payable, Pure Distributors,
               Inc. d/b/a Envion International, payable in 24 monthly
               installments of $31,250 principal only                                     $           0        $   718,750

               Promissory note payable, Wachovia Bank, N.A., bearing Interest at
               9.5% per annum, payable in 24 monthly installments of $8,851
               principal and interest.                                                                0            175,038

               Non-interest bearing promissory note payable, Dri-Kleen, Inc.
               d/b/a Enviro-Tech International, related to the purchase of
               inventory. The note is payable as the related inventory is sold
               by The Company with the balance due and payable 90 days from the
               inception of the note.                                                                 0            600,000

</TABLE>

                                                                              35
<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 25 -    NOTES PAYABLE (CONT'D)

<TABLE>
<CAPTION>

                                                                                                                 PARTIALLY
                                                                                                FULLY            SECURED OR
                                                                                                SECURED          UNSECURED
                                                                                                -------          ----------
<S>                                                                                           <C>              <C>
               Non-interest bearing promissory note payable, Vitaquest
               International, Inc. payable in 12 monthly installments of $6,000
               in the first year commencing August 1, 2000, followed by 12
               monthly installments of $7,000 commencing August 1, 2001, then
               increasing to monthly installments of $8,000. commencing August
               1, 2002 and continuing until the note is paid in full. All
               overdue amounts are subject to a 5% penalty.                                           0            192,000

               Promissory note payable, Community First National Bank, bearing
               interest at 5% per annum, payable in 24 monthly installments of
               $6,250 principal and interest with balloon payments as follows:

                       November 2001       $    75,000
                       August 2002         $   250,000
                       August 2003         $   132,637
                                                                                                632,637                  0

               Non-recourse note payable, Select Benefits, Inc. monthly
               installments equal to 15% of sales from a select group of clients
               that pre-existed the acquisition date (Note 1) The note paydown
               is estimated at $60,000 per year.                                                      0            188,909

</TABLE>

                                                                              36
<PAGE>

                   IMX PHARMACEUTICALS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

             (Information as of June 30, 2001 and for the six month
               periods ended June 30, 2000 and 2001 are unaudited)

NOTE 25 -      NOTES PAYABLE (CONT'D)

<TABLE>
<CAPTION>

                                                                                                                 PARTIALLY
                                                                                                FULLY            SECURED OR
                                                                                                SECURED          UNSECURED
                                                                                                -------          ----------
<S>                                                                                           <C>              <C>
               Non-interest bearing note payable, Marc Balmuth, with no stated
               repayment terms.                                                                       0             20,000

               Non-interest bearing notes payable, William Forster, with no
               stated repayment terms.                                                          132,000              4,134

               Non-interest bearing note payable, Jo Ann Forster, with no stated
               repayment terms                                                                   12,500                  0

               Non-interest bearing loan payable, Distributors, with no stated
               repayment terms                                                                        0              4,707

                                                                                          -------------        -----------
               Total Notes and Loans Payable                                                    777,137          1,903,538

               Less Current Portion                                                            (425,000)        (1,350,172)
                                                                                          -------------        -----------
               Non Current Portion                                                        $     352,137        $   553,366
                                                                                          =============        ============
</TABLE>


<PAGE>


Item 2. Management's Discussion and Analysis or Plan of Operation.

General

         The second quarter of 2001 saw continued operations of the Company and
imx-eti LifePartners, Inc., its wholly owned subsidiary, under court
supervision. The Company's other subsidiaries, Sarah J, Inc. (d/b/a Mother 2
Be(TM)), Proctozone(TM), Inc., Podiatrx(TM), Inc., and IMX Select Benefits
Corporation, which are not parties to the bankruptcy proceedings, maintained
minor activity during the period

         Prior to the second quarter of last year, IMX was a development company
primarily engaged in the development of lines of health and beauty products that
the company believes will offer superior benefits to consumers. The Mother 2
Be(R), Proctozone(TM), and Podiatrx(TM) lines were launched in 1999 and 2000.

         During the second and third quarters of last year, the Company,
embarked upon a series acquisitions designed make it a Multi Level Marketing
company with a large North American Independent Distributor network and a modern
manufacturing, warehousing, and distribution facility for its growing array of
proprietary products.

         Unfortunately, delays in the consolidation of the Company's operations
in Boca Raton, Florida and Elbow Lake, Minnesota and failure to secure the
needed $1,500,000 in asset based financing depleted the Company's cash. This,
together with operational difficulties caused by contractual differences with
Envion International at their facility in Nashua, New Hampshire resulted, on
November 20, 2000, in the Company's bankruptcy.

Acquisitions

         During the prior year, the Company purchased the Enviro-Tech
Distribution Network, all of Enviro-Tech's inventory of Dri Wash n' Guard(TM)
and nutritional supplement products, and its 45,000 square foot factory,
warehouse, and distribution center in Elbow Lake, Minnesota, all of the stock of
Select Benefits Corporation, and became the exclusive worldwide distributor of
all of Envion International's products.

         Enviro-Tech distributed the Dri Wash n' Guard(TM) line of waterless car
and home cleaning products, as well as its proprietary nutritional, vitamin, and
skin care products. Select Benefits provides discount health care memberships
that provide discounts of 10% to 60% for prescription drugs, vision care,
dentistry, chiropractic, hearing, and other health related benefits. Envion's
main products included meal replacement bars and nutritional supplements
marketed under the BioZone(R) and Envitamins(R) names.


<PAGE>


Bankruptcy

         On November 20, 2000 the Company and its wholly-owned subsidiary,
imx-eti LifePartners, Inc. filed voluntary petitions for relief under Chapter 11
of the United States Bankruptcy Code in the United States Bankruptcy Court for
the Southern District of Florida, West Palm Beach Division. On December 27,
2000, the Bankruptcy Court ordered the joint administration of the two cases.

         On August 10, 2001, the Company filed its Third Amended Plan of
Reorganization. The Plan provides, in part, for a one for twenty consolidation
of the Company's existing Common Stock, the payment of cash to the Company's
priority and secured creditors, and the issuance to its unsecured creditors of
one share of common stock for each four ($4) dollars of debt. Under the Plan,
Cater Barnard and Envesta, plc, a related company, will transfer assets valued
at $27,000,000 to the Company in exchange for a package of Company notes,
Company Common Stock valued at four ($4) dollars per share, and shares of a new
class of Preferred Stock convertible into shares of Common Stock at four ($4)
dollars per share. The cash needs of the plan are being funded by the purchase
of approximately 75,000 shares of common stock at four ($4) dollars per share by
Cater Barnard, plc. If additional funds are required for the Plan, Cater Barnard
will purchase shares of the Company's new class of Preferred Stock.

         On September 10, 2001, the Bankruptcy Court dismissed imx-eti
LifePartners, Inc.'s Bankruptcy Case.

         On September 26, 2001, after a hearing, the Court confirmed the Plan.
The order was entered on October 11, 2001. It is expected that the Plan will be
declared effective during October 2001.

         On September 30, 2001, the Company, Cater Barnard, and Envesta executed
an agreement for the transfer of the assets. The closing is anticipated during
October 2001.

Post Bankruptcy Activities

         On December 1, 2000 the Company entered into an agreement with
Dri-Kleen Inc. (Dri-Kleen) whereby Dri-Kleen would operate the business of
marketing Dri Wash N' Guard products and other non Dri-Wash products (the
"Operating Agreement"). Dri-Kleen will operate the voice-mail, e-mail and toll
free numbers. The operation of the business also includes payment by Dri-Kleen,
Inc. of all operational expenses including those associated with the Elbow Lake,
Minnesota facility. As remuneration for its services Dri-Kleen will receive
ninety-seven percent of the net sales, defined as retail sales less forty
percent, during the agreement term from all sales generated through its
operation of the Dri Wash N Guard business and the other non Dri-Wash products.
The Company will receive three percent of all net commissionable sales.

         During this quarter, the Company received $ 28,028 under this contract,
for a total of $ 47,839 from its inception to June 30, 2001.

         Results of Operations

         For the three months and six months ended June 30, 2001, consolidated
net sales were approximately $33,000 and $67,000, as compared to about
$1,294,000 and $1,525,000, for the same periods ended June 30, 2000. This
decrease was entirely due to the almost total cessation of sales activities
after the Company's bankruptcy filing.

         Gross profit margin for the three and six months ended June 30, 2001
was 91 % compared to 66 % for the same periods ended June 30, 2000. The high
margins are primarily attributable to the sales figure's inclusion of proceeds
received from Dri-Kleen without any offsetting cost.

         Total operating expenses were approximately $62,000 and $275,000 for
the three and six months ended June 30, 2001. This compares with $1,608,000 and
$2,440,000 for the same periods ended June 30, 2000. The continuing decrease is
attributed to personnel and operating reductions as the Company adjusts to its
bankruptcy.

         For the three months and six months ended June 30, 2000, the net loss
from operations was approximately $(32,000) and $(213,000) for the periods ended
June 30, 2001, as compared to $(753,000) and $(1,436,000) for the same periods
ended June 30, 2000. The almost complete cessation of Company activity has
substantially controlled its losses.


          Liquidity and Capital Resources

            At June 30, 2001, the Company's financial condition included a
working capital deficit of approximately $(4,240,000) million as compared to
approximately $(4,104,000) million at December 31, 2000.

         Inflation

         Inflation rates in the United States have not had a significant impact
on operating results for the periods presented.

         Cautionary Statement Regarding Forward-Looking Statements

         Certain statements contained in this item and elsewhere in this report
regarding matters that are not historical facts are forward-looking statements
(as such term is defined in the Private Securities Litigation Reform Act of
1995). Because such forward-looking statements include risks and uncertainties,
actual results may differ materially from those expressed or implied by such
forward-looking statements. All statements that address operating performance,
events or developments that management expects or anticipates to incur in the
future, including statements relating to sales and earnings


<PAGE>

growth or statements expressing general optimism about future operating results,
are forward-looking statements. The forward-looking statements are based on
management's current views and assumptions regarding future events and operating
performance. Many factors could cause actual results to differ materially from
estimates contained in management's forward-looking statements. The differences
may be caused by a variety of factors, including but not limited to adverse
economic conditions, competitive pressures, inadequate capital, unexpected
costs, lower revenues and net incomes and forecasts, the possibility of
fluctuation and volatility of the Company's operating results and condition,
inability to carry out marketing and sales plans, and loss of key executives,
among other things.

Part II.     Other Information

         Items 1,3,4, 5, and 6 are omitted as they are either not applicable or
have been included in Part I.

Item 2 (c)     Recent Sales of Unregistered Securities

         On July 19, 2000, fourteen (14) sophisticated investors, including five
(5) members of management purchased an aggregate of 1,300,000 shares of Common
Stock at the purchase price of $.38 per share, and the Company received $494,000
in proceeds. In the transaction, shares of common stock were sold to accredited
investors, affiliates, consultants and employees, which were exempt from the
registration requirements of Section 5 of the Securities Act under Section 4(2)
of the Securities Act. Unfortunately, at the time of this sale, the Company was
circulating materially inaccurate information concerning its sales during the
second quarter. As described in the Company's Amended Report on Form 10-QSB for
the quarter ended June 30, 2000, sales were overstated by approximately $400,000
or almost one-quarter. This material misstatement created a rescission right on
behalf of the purchasing parties. On November 8, 2000 and April 17, 2001, the
Board of Directors voted to rescind the sale and treat the purchasers as
unsecured creditors. All but one has accepted. The declining person holds 15,000
shares for which he paid $5,700.


<PAGE>


                                   SIGNATURES

         In accordance with the requirements of the Securities Exchange Act of
1934, the registrant has caused this quarterly report on Form 10-QSB to be
signed in its behalf by the undersigned thereunto duly authorized on the 30th
day of September 2001.

                                IMX PHARMACEUTICALS, INC

                                 By:       /s/ Leonard F. Kaplan
                                    -------------------------------------------
                                    Leonard F. Kaplan, Chief Financial Officer