SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC 20549

                           FORM 10-KSB
    ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                      EXCHANGE ACT OF 1934

For the year ended December 31, 2001
Commission File No. 000- 33083






                 DIAGNOSTIC INTERNATIONAL, INC.
     (Exact name of registrant as specified in its charter)



Nevada                                            75-2138554
(State of organization) (I.R.S. Employer Identification No.)

23025 N. 15th Ave., Suite 203, Phoenix, AZ 85027
(Address of principal executive offices)

Registrant's telephone number, including area code (623) 434-9730

Securities registered under Section 12(g) of the Exchange Act:
     Common stock, $0.001 par value per share

Check whether the issuer (1) filed all reports required to be
file by Section 13 or 15(d) of the Exchange Act during the past
12 months and (2) has been subject to such filing requirements
for the past 90 days.  No X

Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B not contained in this form, and no
disclosure will be contained, to the best of registrant's
knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any
amendments to this Form 10-KSB.                        [ X ]

Issuer's Revenue during the year ended December 31, 2001: $585,661

As of December 31, 2001, the registrant had 862,716 shares of its
common  stock,  $0.001 par value, outstanding.  Aggregate  market
value  of  the voting and non-voting common equity held  by  non-
affiliates  based on the price of N/A per share (the  selling  or
average bid and asked price) as of December 31, 2001: $0.

              DOCUMENTS INCORPORATED BY REFERENCE:



                             PART I

ITEM 1.   DESCRIPTION OF BUSINESS

                           Background

Diagnostic  International,  Inc. was originally  incorporated  in
Delaware on August 20, 1990 as Aerobic Life Industries,  Inc.  It
became a public company on September 7, 1990 by merging into West
America Energy, Inc. On October 1, 1994, Aerobic Life Industries,
Inc.  re-domiciled in Nevada. On November 17, 1995,  the  Company
changed  its name to Diagnostic International, Inc. Its principal
place  of  business is located at 23025 N. 15th Ave., Suite  203,
Phoenix, AZ 85027.

The  Company  underwent a reorganization by filing  the  Debtor's
Plan  of Reorganization on October 13, 1997 in the United  States
Bankruptcy Court for the District of Arizona.

The  Company  currently operates under a D/B/A  as  Aerobic  Life
Industries, Inc.

                       Business of Issuer

                            Products

Vegetable Powders

Diagnostic International is stocking vegetable powders from Nutra
Research  International  in  British Columbia.  The  powders  are
carrot  ginseng  and Mega barley sold in bulk containers  of  5.3
ounces  each. Air dried powders have been shown to retain a  high
degree   of  micronutrients  and  phytochemicals.  Taking   these
products  in  powdered form enables the user  to  obtain  maximum
benefit  from only a small amount of powder as compared with  the
volume  of  fresh  vegetables necessary  to  match  the  nutrient
content.  Diagnostic International has also entered the  powdered
Aloe  Vera  business as a result of a Japanese buyer who  started
two  years  ago  developing a juice drink from liquid  aloe  vera
juice.

Immune System Products

The  advent  of  AIDS,  pneumonia and other  debilitating  immune
system  diseases  has  caused an acute awareness  to  the  health
conscious community.

Grape  seed  extract contains proanthocyanadins (OPC)  which  are
powerful antioxidants.

Colostrum is a powerful immune system builder. A mother cow  will
produce  Colostrum just before giving birth. Upon the  first  ten
days  of  its life, the calf is given the Colostrum in  which  it
obtains all its immune system protection.

Herbal Products

Diagnostic  International  has  been  looking  at  several   more
products such as Co enzyme Q-10, lacto bacillus Salavorius,  Cats
Claw,  Bovine  Cartlidge,  a multi product  immune  capsule,  and
Kambucca tea.

EZZIAC Tea with Aloe is a slight variation from the regular EZZIA
Tea  by  the addition of Aloe Vera. We believe that many  of  the
ingredients  in the tea have anti-fungal, anti-viral,  and  anti-
tumor characteristics.

Sublinguals and Homeopathic

Diagnostic International markets a line of sublinguals from Nutra
Research  International. There will be an effort made to  broaden
this line of products with the supplier in the future. We hope to
develop our own homeopathic line of products.

ITEM 2.   DESCRIPTION OF PROPERTY.

On  June  18,  2001, Diagnostic entered into a three  year  lease
agreement   with  Delta  1998,  L.L.C.  to  utilize  office   and
warehousing  space  located at 23025 N.  15th  Ave.,  Suite  106,
Phoenix, Arizona 85027. The term of lease commences September 15,
2001 through September 14, 2004.

On  August 1, 2001, Diagnostic entered into a separate three year
lease  agreement with Delta 1998, L.L.C. to utilize office  space
located at 23025 N. 15th Ave., Suite 203, Phoenix, Arizona 85027.
The  term  of  the  lease commences September  15,  2001  through
September 14, 2004.

Since  Diagnostic is incorporated in Nevada, it  is  required  to
maintain  a  resident  office in that state  in  which  corporate
documents  are available for inspection. The resident  office  is
located at 777 N. Rainbow Blvd., Suite 390, Las Vegas, NV  89107.
No  activities  take  place  in the resident  office.  All  other
activities  have  been  consolidated to  the  facility  described
above.

ITEM 3.   LEGAL PROCEEDINGS

The  Company  is  not  a  party  to any  material  pending  legal
proceedings and, to the best of its knowledge, no such action  by
or against the Company has been threatened.

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

No such matters were submitted during the most recent quarter.

                             PART II

ITEM 5.   MARKET   FOR  COMMON  EQUITY  AND  RELATED  STOCKHOLDER
          MATTERS.

                          Market Price

The Company's common stock is listed on the Pink Sheets under the
symbol  DIAI.  There  is currently no trading  activity  for  the
Company. The Company's common stock is considered a "penny stock"
under the Commission rules.

Effective August 11, 1993, the Securities and Exchange Commission
adopted Rule 15g-9, which established the definition of a  "penny
stock,"  for  purposes  relevant to the Company,  as  any  equity
security that has a market price of less than $5.00 per share  or
with  an exercise price of less than $5.00 per share, subject  to
certain exceptions. For any transaction involving a penny  stock,
unless  exempt,  the rules require: (i) that a broker  or  dealer
approve a person's account for transactions in penny stocks;  and
(ii)  the  broker or dealer receive from the investor  a  written
agreement  to  the  transaction, setting forth the  identity  and
quantity of the penny stock to be purchased. In order to  approve
a  person's account for transactions in penny stocks, the  broker
or  dealer  must (i) obtain financial information and  investment
experience  and  objectives  of  the  person;  and  (ii)  make  a
reasonable  determination that the transactions in  penny  stocks
are  suitable  for  that  person and that person  has  sufficient
knowledge  and experience in financial matters to be  capable  of
evaluating the risks of transactions in penny stocks. The  broker
or  dealer must also deliver, prior to any transaction in a penny
stock,  a disclosure schedule prepared by the Commission relating
to  the  penny stock market, which, in highlight form,  (i)  sets
forth  the  basis  on  which  the  broker  or  dealer  made   the
suitability  determination; and (ii) that the  broker  or  dealer
received  a signed, written agreement from the investor prior  to
the  transaction. Disclosure also has to be made about the  risks
of  investing  in  penny stocks in both public offerings  and  in
secondary  trading,  and about commissions payable  to  both  the
broker-dealer   and   the   registered  representative,   current
quotations  for  the  securities  and  the  rights  and  remedies
available  to  an  investor in cases  of  fraud  in  penny  stock
transactions.  Finally,  monthly  statements  have  to  be   sent
disclosing recent price information for the penny stock  held  in
the  account  and  information on the  limited  market  in  penny
stocks.

The   National  Association  of  Securities  Dealers,  Inc.  (the
"NASD"),  which administers NASDAQ, has recently made changes  in
the  criteria for initial listing on the NASDAQ Small Cap  market
and  for  continued listing. For initial listing, a company  must
have net tangible assets of $4 million, market capitalization  of
$50  million  or  net  income of $750,000 in  the  most  recently
completed  fiscal year or in two of the last three fiscal  years.
For  initial listing, the common stock must also have  a  minimum
bid price of $4 per share. In order to continue to be included on
NASDAQ, a company must maintain $2,000,000 in net tangible assets
and  a $1,000,000 market value of its publicly-traded securities.
In addition, continued inclusion requires two market-makers and a
minimum bid price of $1.00 per share.

Management intends to strongly consider undertaking a transaction
with  any  merger or acquisition candidate which will  allow  the
Company's   securities  to  be  traded  without   the   aforesaid
limitations.  However, there can be no assurances  that,  upon  a
successful  merger or acquisition, the Company will  qualify  its
securities for listing on NASDAQ or some other national exchange,
or  be  able  to maintain the maintenance criteria  necessary  to
insure  continued listing. The failure of the Company to  qualify
its securities or to meet the relevant maintenance criteria after
such qualification in the future may result in the discontinuance
of  the  inclusion  of  the Company's securities  on  a  national
exchange.  In  such  events, trading, if any,  in  the  Company's
securities  may  then continue in the non-NASDAQ over-the-counter
market. As a result, a shareholder may find it more difficult  to
dispose  of,  or to obtain accurate quotations as to  the  market
value of, the Company's securities.

                            Dividends

The  Registrant has not paid any dividends to date,  and  has  no
plans to do so in the immediate future.

            Recent Sales of Unregistered Securities.

Currently,  the issued and outstanding securities  of  Diagnostic
International consist of 862,716 shares of common stock having  a
par value of $0.001 per share, owned by 1180 shareholders.

The  Company  underwent a reorganization by filing  the  Debtor's
Plan  of Reorganization on October 15, 1997 in the United  States
Bankruptcy Court for the District of Arizona.

Diagnostic International, Inc. underwent an 11.88:1 reverse split
on July 19, 1999.

Pursuant  to  the Debtor's Modified Plan of Reorganization  under
Chapter 11 of the United States Bankruptcy Code, as amended  (the
"Plan"), Diagnostic International, Inc. issued 654,924 shares  of
common stock, $0.001 par value per share. Bankruptcy Code Section
1145   provides  an  exemption  for  these  issuances  from   the
registration requirements of Section 5 of the Securities  Act  of
1933, as amended (the "Act").

On March 16, 2001, Diagnostic International, Inc. removed certain
shareholders holding 40,751 shares pursuant to an order of the US
Bankruptcy  Court, dated September 7, 1999. For  audit  purposes,
these  shares  were deemed as being removed as  of  December  31,
1999.

The  Company  currently operates under a D/B/A  as  Aerobic  Life
Industries, Inc.

In general, under Rule 144 adopted pursuant to the Securities Act
of  1933,  a person (or persons whose shares are aggregated)  who
has   satisfied   a  one  year  holding  period,  under   certain
circumstances, may sell within any three-month period a number of
shares  which does not exceed the greater of one percent  of  the
then  outstanding  Common  Stock or the  average  weekly  trading
volume  during the four calendar weeks prior to such  sale.  Rule
144 also permits, under certain circumstances, the sale of shares
without  any quantity limitation by a person who has satisfied  a
two-year holding period and who is not, and has not been for  the
preceding three months, an affiliate of the Company.

ITEM 6.   MANAGEMENT'S PLAN OF OPERATION

NOTE REGARDING PROJECTIONS AND FORWARD LOOKING STATEMENTS

This registration statement contains statements that are forward-
looking  statements within the meaning of the federal  securities
laws.  These include statements about our expectations,  beliefs,
intentions  or  strategies for the future, which we  indicate  by
words  or  phrases  such  as  "anticipate,"  "expect,"  "intend,"
"plan,"  "will," "believe" and similar language. These statements
involve  known and unknown risks, including those resulting  from
economic  and  market conditions, the regulatory  environment  in
which  we  operate,  competitive activities, and  other  business
conditions, and are subject to uncertainties and assumptions  set
forth  elsewhere  in  this  registration  statement.  Our  actual
results  may differ materially from results anticipated in  these
forward-looking   statements.   We   base   our   forward-looking
statements  on  information currently available  to  us,  and  we
assume no obligation to update these statements.

                             General

The  following discussion should be read in conjunction with  the
third  quarter consolidated financial statements of  the  Company
and  related  notes  included elsewhere in this  Report  for  the
period  ended December 31, 2001. All statements contained  herein
(other  than  historical facts) including, but  not  limited  to,
statements regarding the Company's future development plans,  the
Company's ability to generate cash from its operations,  and  any
losses related thereto, are based upon current expectations.

Results Of Operation

Year Ended December 31, 2001 compared to year ended December  31,
2000

For the year ended December 31, 2001, the Company had $585,661 in
revenues,  and for the year ended December 31, 2000, the  Company
had $564,070 in revenues.

The  net  income for the year ended December 31, 2001 was $11,751
compared with a net loss of $(80,246) for the year ended December
31,  2000.  The  increase  in income  consisted  primarily  of  a
decrease in General and Administrative ("G&A") expenses.

Liquidity And Capital Resources

For  the  past  three  fiscal years,  the  Company  has  incurred
approximately  $500,000 in revenue. The current period  operating
cash  flow  of approximately $4,500 was funded primarily  by  the
sales   of   its   products  less  any   selling,   general   and
administrative costs and expenses.

The  Company  has entered into negotiations with  several  merger
candidates.  Discussions are at the preliminary stage  and  terms
have not been determined.

Plan of Operations

Diagnostic  presently has limited cash with which to satisfy  any
future cash requirements. For the next 12 months we are having to
rely on net income from the sales of our products.

We  plan  to  concentrate on product development, marketing,  and
customer  fulfillment. We intend to solicit more distributors  in
the  U.S. and upon obtaining product liability insurance  solicit
large  health food chains who have wanted to carry our  products.
Upon  reaching the $1,000,000 sales plateau, we hope  to  recruit
field sales representatives to call on distributors, health  food
stores, and do in-store training or demonstrations with employees
and customers.

ITEM 7.   FINANCIAL STATEMENTS.

The  financial statements and supplemental data required by  this
Item 7 follow the index of financial statements appearing at Item
13 of this Form 10-KSB.

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

Not Applicable.

                            PART III

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

DIRECTORS AND EXECUTIVE OFFICERS.

The  members of the Board of Directors of the Company serve until
the  next  annual  meeting of the stockholders,  or  until  their
successors have been elected. The officers serve at the  pleasure
of the Board of Directors.

There are no agreements for any officer or director to resign  at
the  request  of  any other person, and none of the  officers  or
directors  named  below  are acting  on  behalf  of,  or  at  the
direction of, any other person.

Information  as  to the directors and executive officers  of  the
Company is as follows:

     Name                     Position
     Jason Pratte             President/Director
     James Wexler             Secretary/Treasurer/Director

            Jason Pratte, President and Board Member

From September 1999 to the present, Mr. Jason Pratte has been  an
officer  and  director  of Diagnostic International,  Inc.  d/b/a
Aerobic  Life  Industries, Inc. in Phoenix, Arizona.  Mr.  Pratte
increased  profitability and gross sales  to  record  levels  for
company.   Reorganized  indebted company into  successful  merger
candidate  by eliminating wasteful programs and putting  emphasis
on    core    operations   development.   Reorganized    employee
responsibilities   for   implementation  of   control   measures,
liability reduction, and efficiency in job tasks.

From  September 1994 to June 1996 Mr. Pratte was employed by  the
Dallas  Cowboys  Football Club,  Irving, Texas. He  was  promoted
through  company from Manager of Retail Operations to Manager  of
Stadium Retail Operations to Accounting Controller to Director of
Pro Silver Star and Dallas Cowboys Pro Shops.  Set up and managed
special  event  sales  at Texas Stadium including  concerts,  and
football   games.   Developed  new  sales  outlets   for   retail
operations  and  posted sales records unmatched in  NFL.   Worked
directly   with  Nike  for  introduction  of  corporate   stadium
sponsorship.

From June 1991 to September 1994, Mr. Pratte was employed by BECI
in  Mansfield, Texas, a Commercial construction company which  he
initially  worked  on  site  wiring  hospitals  with  nurse  call
stations   and   integrated  sound  system.   Worked   on   large
manufacturing  equipment  for Miller  Can  Company  (Division  of
Miller  Beer),  wired  electrical  fire  systems  for  Burlington
Northern Railroad at their corporate center in Fort Worth, Texas,
and  helped  replace  transformers for NBC at their  transmission
facility in Cedar Hill, Texas.

      James Wexler, Secretary, Treasurer, and Board Member

From  December  2000 to January 2002, Mr. Wexler  served  as  the
Chief  Operating Officer for Quantum Leap Media, where he managed
the  day  to  day  operations,  and  was  responsible  for  broad
strategic and business planning for the entire company.

From  August  1999 to December 2000, Mr. Wexler  served  and  the
Chief  Operation  Officer  for  PowerClick.com,  Inc.  There,  he
managed  the  business,  technology, development,  marketing  and
finances.  He  also reviewed and managed business  and  financial
planning  process, and Assisted the CEO with strategic  financial
planning  and  negotiating and forming strategic  alliances  with
vendors, investors and advisors.

From  January 1999 to August 1999, Mr. Wexler served as President
of  Seventh  Summit Ventures. There he managed  the  day  to  day
operations.   He  also  represented  the  company  in   investor,
shareholder,  and  banking  meetings.  Mr.  Wexler  devised   and
optimized  short-term and long-term strategic planning.  He  also
contacted  and negotiated with VC firms, investment  bankers  and
private investors.

From  May  1998  to  January 1999, Mr. Wexler was  an  Investment
Executive  for Bear Stearn, Inc. in Private Client  Services.  He
contacted,  educated  and  conducted  business  with  VC   firms,
investment bankers and private investors, primarily raised  money
for Bear Stearns offerings and proprietary products.

From  May  1994  to May 1998, Mr. James Wexler was an  Investment
Executive for Morgan Stanly in Private Client Services. He served
as an investment broker managing more than $50 million in private
client assets.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities and Exchange Act of 1934, as
amended (the "Exchange Act"), requires that the Company's
officers and directors, and persons who own more than ten percent
(10%) of a registered class of the Company's equity securities,
file reports of ownership and changes of ownership with the SEC.
Officers, directors and greater than ten percent (10%)
shareholders are required by SEC regulation to furnish the
Company with copies of all such reports they file.

Based solely on its review of the copies of such reports received
by the Company, and on written representations by the Company's
officers and directors regarding their compliance with the
applicable reporting requirements under Section 16(a) of the
Exchange Act, the Company believes that, with respect to its
fiscal year ended December 31, 2001, the Company's officers and
directors and all of the persons known to the Company to own more
than ten percent (10%) of the Company's Common Stock, either
failed to file, on a timely basis, or have yet to file the
required beneficial ownership reports with the SEC.

ITEM 10.  EXECUTIVE COMPENSATION

The  following  summary Compensation Table sets fourth  all  cash
compensation paid, distributed or accrued for services,  rendered
in  all  capacities  based on agreements  with  consulting  firms
providing  for the Company's Management during the  fiscal  years
ended,  December 31, 2001 and 2000. All other tables required  to
be  reported have been omitted, as there has been no compensation
awarded  to,  earned by or paid to any of the executives  of  the
Company that is required to be reported other than what is stated
below.

<Table>

            <c>     <c>      <c>    <c>       <c>          <c>      <c>      <c>
                   Summary Compensation Table

                Annual compensation                 Long term compensation
                                                   Awards               Payouts

Name and        Year   Salary   Bonus  Other      Restricted  Securit  LTIP     All
Position               ($)      ($)    Annual     Stock       ies      Payouts  other
                                       Comp.      Awards      underly  ($)      Comp.
                                       ($)        ($)         ing               ($)
                                                              options
                                                              / SARs
                                                              (#)
</Table>

Jason Pratte
 Enterprises    2000                  $ 69,992
(1)             2001                  $ 77,560

(1)  Jason  Pratte  Enterprises is  owned  by  and  provides  the
services of Jason Pratte, Diagnostic's current President.

ITEM 11.  SECURITY  OWNERSHIP  OF CERTAIN BENEFICIAL  OWNERS  AND
          MANAGEMENT.

The  following table sets forth each person known to the Company,
as  of  April 12, 2002, to be a beneficial owner of five  percent
(5%)  or  more  of the Company's common stock, by  the  Company's
directors individually, and by all of the Company's directors and
executive  officers as a group. Except as noted, each person  has
sole  voting  and  investment power with respect  to  the  shares
shown.

Title of Class    Name/Address             Shares         Percentage
                  of Owner                 Beneficially   Ownership
                                           Owned
Common            Don Bankston                 104,208        12.08%
                  c/o Diagnostic
                  International
                  23025 N. 15th Ave.,
                  Suite 203
                  Phoenix, AZ 85027

Common            Marathon Investment          486,269        56.36%
                  President:  Herb Fabian
                  6112 Windsong
                  Arlington, TX 76001

Common            Quantum, Inc.                 95,555        11.08%
                  President: William Lane
                  16824 Ave.O/T Fountains
                  Suite 23B
                  Fountain Hills, AZ  85268

Common            Total owners of 5% or        686,032        79.52%
                  more

None  of  the  officers  or directors  hold  any  shares  of  the
Company's stock.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Agreement
---------

The  Company has an agreement with an entity (owned by a  related
party)  to  provide management, and other professional  services.
The entity, its owner and amounts paid are as follows:

        Entity          Related Party       2001          2000
        ------          -------------       ----          ----
Jason Pratte            Jason Pratte      $ 77,560     $ 69,992
 Enterprises (1)

(1)  Jason  Pratte,  owner  of Jason Pratte  Enterprises,  is  an
officer and director of the Company.

ITEM 13.  FINANCIAL STATEMENTS AND EXHIBITS.

FINANCIAL STATEMENTS

                    DIAGNOSTIC INTERNATIONAL, INC.
                 D/B/A AEROBIC LIFE INDUSTRIES, INC.
                        FINANCIAL STATEMENTS
                     DECEMBER 31, 2001 AND 2000

                           C O N T E N T S
                                                    PAGE



INDEPENDENT AUDITOR'S REPORT                           2


BALANCE SHEETS                                         3


STATEMENTS OF OPERATIONS                               4


STATEMENT OF STOCKHOLDERS' EQUITY                      5


STATEMENTS OF CASH FLOWS                               6


NOTES TO FINANCIAL STATEMENTS                     7 - 14












                                - 1-






                   INDEPENDENT AUDITORS' REPORT


TO THE BOARD OF DIRECTORS OF
DIAGNOSTIC INTERNATIONAL, INC.

We  have  audited  the  accompanying balance sheets  of  Diagnostic
International,  Inc. (d/b/a Airobic Life Industries,  Inc.)  as  of
December  31,  2001  and  2000,  and  the  related  statements   of
operations, stockholders' equity and cash flows for the years  then
ended.   These financials statements are the responsibility of  the
Company's management.  Our responsibility is to express an  opinion
on these financial statements based on our audits.

We  conducted  our  audits  in accordance with  auditing  standards
generally  accepted  in  the  United  States  of  America.    Those
standards  require that we plan and perform the  audits  to  obtain
reasonable  assurance  about whether the financial  statements  are
free  of material misstatement.  An audit includes examining, on  a
test basis, evidence supporting the amounts and disclosures in  the
financial  statements.   An  audit  also  includes  assessing   the
accounting  principles  used  and  significant  estimates  made  by
management,  as well as evaluating the overall financial  statement
presentation.   We  believe that our audits  provide  a  reasonable
basis for our opinion.

In  our opinion, the financial statements referred to above present
fairly,  in  all  material  respects,  the  financial  position  of
Diagnostic  International, Inc. as of December 31, 2001  and  2000,
and  the results of its operations and its cash flows for the years
then  ended  in  conformity  with accounting  principles  generally
accepted in the United States of America.

                              MERDINGER, FRUCHTER, ROSEN & CORSO, P.C
                              Certified Public Accountants

Los Angeles, California
March 29, 2002






                   DIAGNOSTIC INTERNATIONAL, INC.
                 D/B/A AEROBIC LIFE INDUSTRIES, INC.
                           BALANCE SHEETS
<Table>

                                          <c>           <c>
                                                     December 31,
                                                   ----------------
       ASSETS                                    2001           2000
                                              ---------      ----------
CURRENT ASSETS
  Cash and cash equivalents                      $   317          $   199
  Accounts receivable, net of allowance
     for doubtful accounts of $-0-                44,495           24,750
  Inventory                                       62,341           55,287
                                              ----------        ---------
Total current assets                             107,153           80,236

PROPERTY AND EQUIPMENT, net of accumulated
  depreciation of $11,627 and $5,985,
  respectively                                    19,040            6,283
                                              ----------        ---------
    TOTAL ASSETS                               $ 126,193         $ 86,519
                                              ==========        =========
  LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
  Bank overdraft                               $   2,096         $ 10,430
  Accounts payable and accrued expenses           79,224           48,135
  Accrued interest                                     -            3,640
  Loan payable - Related Party                    10,500                -
  Capital lease obligation - current portion       3,680                -
  Wages payable - pre-petition                         -           13,446
                                              ----------        ---------
          Total current liabilities               95,500           75,651

      LONG TERM LIABILITIES
  Capital lease obligation - net of current
   portion                                         8,074                -
                                              ----------        ---------
        Total long term liabilities                8,074

  TOTAL LIABILITIES                              103,574                -
                                              ----------        ---------
Commitments and contingencies (Note4)                  -                -
STOCKHOLDERS' EQUITY
  Preferred stock, $.001 par value;
   10,000,000 shares authorized; 46,000
   shares issued and outstanding                      46               46
  Common stock, $.001 par value;
   100,000,000 shares authorized; 862,716
   shares issued and outstanding                     863              863
  Additional paid-in capital                      65,477           65,477
  Accumulated deficit                           (43,767)         (55,518)
                                              ----------        ---------
      Total stockholders' equity                  22,619           10,868
                                              ----------        ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY    $  126,193        $  86,519
                                              ==========        =========
</Table>

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

                                - 3 -



                   DIAGNOSTIC INTERNATIONAL, INC.
                 D/B/A AEROBIC LIFE INDUSTRIES, INC.
                      STATEMENTS OF OPERATIONS
<Table>

                                         <c>            <c>
                                                  For the Year Ended
                                                 --------------------
                                                     December 31,
                                                   ----------------
                                                 2001            2000
                                              ----------      ----------
Sales, net                                   $   585,661        $  564,070

Cost of sales                                    144,250           143,223
                                             -----------       -----------
Gross profit                                     441,411           420,847

Selling, general and administrative expense      425,124           511,543

Income (Loss) from operations                     16,287          (90,696)

Interest expense                                   4,536             2,300
                                             -----------       -----------
Income (loss) before provision for income
taxes                                             11,751          (92,996)
                                             -----------       -----------
Income tax benefit                                     -          (12,750)
                                             -----------       -----------
Net income (loss)                             $   11,751        $ (80,246)
                                             ===========       ===========
Net income (loss) per share
 - Basic                                        $   0.01        $   (0.09)
                                             ===========       ===========
 - Diluted                                      $   0.01        $   (0.09)
                                             ===========       ===========
</Table>



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



                                - 4 -



                         DIAGNOSTIC INTERNATIONAL, INC.
                       D/B/A AEROBIC LIFE INDUSTRIES, INC.
                        STATEMENT OF STOCKHOLDERS' EQUITY
                 FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000
<Table>

                         <c>          <c>          <c>          <c>          <c>           <c>          <c>
                                                                               Additional
                                 Preferred Stock           Common Stock          Paid-in     Accumulated
                               Shares      Amount       Shares      Amount       Capital       Deficit      Total
                              -------     -------      -------     --------      -------       -------     -------
Balance, January 1, 2000        46,000          $ 46     862,716        $ 863      $ 65,477    $ 24,728      $ 91,114

Net loss                             -             -           -            -             -     (80,246)     (80,246)
                             ---------     ---------   ---------    ---------     ---------    ---------    ---------
Balance, December 31, 2000      46,000            46     862,716          863        65,477     (55,518)       10,868

Net income                           -             -           -            -             -       11,751       11,751
                             ---------     ---------   ---------    ---------     ---------    ---------    ---------
Balance, December 31, 2001      46,000          $ 46     862,716        $ 863      $ 65,477    $(43,767)     $ 22,619
                             =========     =========   =========    =========     =========    =========    =========
</Table>

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

                                      - 5 -


                  DIAGNOSTIC INTERNATIONAL, INC.
                D/B/A AEROBIC LIFE INDUSTRIES, INC.
                     STATEMENTS OF CASH FLOWS
<Table>

                                            <c>            <c>
                                                    For the Year Ended
                                                       December 30,
                                                    -----------------
                                                    2001          2000
                                                  -------       ---------
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                              $   11,751      $ (80,246)
  Adjustments to reconcile net income (loss)
   to net cash provided by (used in) operating
   activities
    Depreciation                                      5,642           1,635
  (Increase) decrease in assets
    Accounts receivable                            (19,745)           4,834
    Inventory                                       (7,054)          16,187
    Prepaid expenses                                      -           2,000
  Increase (decrease) in liabilities
    Accounts payable and accrued expenses            31,089          31,229
    Accrued interest                                (3,640)         (1,422)
    Wages payable - pre-petition                   (13,446)        (12,750)
                                                -----------      ----------
Net cash provided by
 (used in) operating activities                       4,597        (38,533)
                                                -----------      ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions of property and equipment                       -         (4,647)
                                                -----------      ----------
Net cash used in investing activities                     -         (4,647)
                                                -----------      ----------
CASH FLOWS FROM FINANCING ACTIVITIES
  Bank overdraft                                    (8,334)          10,430
  Increase in loan payable - Related Party           10,500               -
  Payments on capital lease obligation              (6,645)               -
                                                -----------      ----------
Net cash used in financing activities               (4,479)          10,430
                                                -----------      ----------
NET INCREASE/(DECREASE) IN CASH
 AND CASH EQUIVALENTS                                   118        (32,750)

CASH AND CASH EQUIVALENTS - BEGINNING                   199          32,949
                                                -----------      ----------
CASH AND CASH EQUIVALENTS - ENDING                  $   317         $   199
                                                ===========      ==========
CASH PAID DURING THE PERIOD FOR:
Interest expense                                  $   4,536           $   -
                                                ===========      ==========
Income taxes                                          $   -           $   -
                                                ===========      ==========
</Table>

NON-CASH ACTIVITIES:

*    During  the  year ended December 31, 2001, the Company  leased
     equipment  under a non-cancelable capital lease in the  amount
     of $18,400.

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

                               - 6 -


                  DIAGNOSTIC INTERNATIONAL, INC.
                D/B/A AEROBIC LIFE INDUSTRIES, INC.
                   NOTES TO FINANCIAL STATEMENTS
                    DECEMBER 31, 2001 AND 2000

NOTE 1 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

          Nature of Operations and Basis of Presentation

          Diagnostic  International, Inc., also  known  as  Aerobic
          Life  Industries, Inc. (the "Company"), was  incorporated
          under the laws of the State of Nevada on August 26, 1994.
          It  conducts  its operations from facilities  located  in
          Phoenix,   Arizona.   The  Company  distributes  high-end
          natural health products.

          On  October  15,  1997, the Company filed for  protection
          under  Chapter  11 of the United States Bankruptcy  Code.
          The order confirming the plan of reorganization was filed
          with the court on May 25, 1999.

          On  May  25,  1999,  the Bankruptcy Court  confirmed  the
          Company's  plan  of reorganization.  The  confirmed  plan
          provided for the following:

          The  Company's  pre-petition  creditors  received  equity
          instruments  in  varying amounts in full satisfaction  of
          their  claims.   The Company issued 654,924  units,  each
          consisting of one share of common stock, and three common
          stock  purchase warrants.  Common stock outstanding prior
          to  confirmation  of  the Plan was  cancelled.   Previous
          equity owners own approximately 29% of the Company  after
          the reorganization.  The Company also formed new entities
          that  were  spun off to creditors pursuant to  the  Plan.
          These   entities  had  no  operations  and  were  created
          specifically for this purpose.

          The Company also issued 46,000 shares of preferred stock.
          The  Company accounted for the reorganization using fresh
          start reporting.  Accordingly, all assets and liabilities
          are restated to reflect their reorganization value, which
          approximates fair value.

                               - 7 -



                  DIAGNOSTIC INTERNATIONAL, INC.
                D/B/A AEROBIC LIFE INDUSTRIES, INC.
                   NOTES TO FINANCIAL STATEMENTS
                    DECEMBER 31, 2001 AND 2000

NOTE 1 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

          Use of Estimates

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

          Cash and Cash Equivalents

          The  Company  considers  all  highly  liquid  investments
          purchased  with  original maturities of three  months  or
          less to be cash equivalents.

          Inventory

          The Company's inventory is valued at the lower of cost or
          market, determined by the first-in, first-out method.

          Property and Equipment

          Property  and  equipment is stated at cost.  Depreciation
          and  amortization  is  computed using  the  straight-line
          method over the asset's estimated life.

          The  costs  of  maintenance and repairs  are  charged  to
          expense  when incurred; costs of renewals and betterments
          are  capitalized.   Upon  the  sales  or  retirement   of
          property  and equipment, the cost and related accumulated
          depreciation are eliminated from the respective  accounts
          and the resulting gain or loss is included in operations.

          Long-Lived Assets

          SFAS  No.  121, "Accounting for the Impairment  of  Long-
          Lived Assets and for Long-Lived Assets to be Disposed of"
          requires   that   long-lived  assets  be   reviewed   for
          impairment  whenever events or changes  in  circumstances
          indicate that the carrying amount of an asset may not  be
          recoverable.  The Company has adopted this statement  and
          determined an impairment loss needed to be recognized for
          applicable assets of continuing operations.

          Fair Value of Financial Instruments

          The carrying value of cash and cash equivalents, accounts
          receivable,  inventory,  accounts  payable  and   accrued
          expenses,  and wages payable approximates fair value  due
          to  the  relatively short maturity of these  instruments.
          The fair value of long-term payables was determined based
          upon  interest rates currently available to  the  Company
          for  borrowings with similar terms.  The  fair  value  of
          long-term borrowings approximates their carrying  amounts
          as of December 31, 2001 and December 31, 2000.

                               - 8 -



                  DIAGNOSTIC INTERNATIONAL, INC.
                D/B/A AEROBIC LIFE INDUSTRIES, INC.
                   NOTES TO FINANCIAL STATEMENTS
                    DECEMBER 31, 2001 AND 2000

NOTE 1 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

          Income Taxes

          Income  taxes  provided for are based  on  the  liability
          method   of   accounting  pursuant  to  SFAS   No.   109,
          "Accounting for Income Taxes".  Deferred income taxes, if
          any,  are  recorded  to reflect the tax  consequences  on
          future  years  of differences between the  tax  bases  of
          assets  and  liabilities  and their  financial  reporting
          amounts at each year-end.

          Earnings Per Share

          SFAS  No. 128, "Earnings Per Share" requires presentation
          of  basic  earnings  (loss) per share ("Basic  EPS")  and
          diluted  earnings (loss) per share ("Diluted EPS").   The
          computation  of  basic  loss per  share  is  computed  by
          dividing  loss  available to common stockholders  by  the
          weighted-average  number  of  outstanding  common   share
          during  the  period.   Diluted EPS gives  effect  to  all
          dilutive  potential  common shares  outstanding  and  all
          shares   held   in  treasury  during  the  period.    The
          computation  of  diluted EPS does not assume  conversion,
          exercise or contingent exercise of securities that  would
          have an anti-dilutive effect on losses.

          The shares used in the computation of earnings (loss) per
          share were as follows:

                                         December 31,
                                        ---------------
                                       2001          2000
                                     ---------      ------
                 Basic                 862,716       862,716
                                     =========      ========
                 Diluted             3,496,864       862,716
                                     =========      ========

          Revenue Recognition

          The  Company  recognizes revenue and expenses  under  the
          accrual  method of accounting.  Revenue is recorded  upon
          shipment of the Company's products.

          Advertising Costs

          Advertising  costs,  except  for  costs  associated  with
          direct-response  advertising, are charged  to  operations
          when incurred.  The costs of direct-response advertising,
          if  any,  are capitalized and amortized over  the  period
          during which future benefits are expected to be received.
          The Company had no direct-response advertising during the
          period presented.

          Advertising   expense  included  in  the  statements   of
          operations  for the periods ended December 31,  2001  and
          2000 is $23,751 and $26,742, respectively.

                               - 9 -



                  DIAGNOSTIC INTERNATIONAL, INC.
                D/B/A AEROBIC LIFE INDUSTRIES, INC.
                   NOTES TO FINANCIAL STATEMENTS
                    DECEMBER 31, 2001 AND 2000

NOTE 1 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

          Segment Disclosure

          SFAS No. 131, "Disclosure about Segments of an Enterprise
          and Related Information" changes the way public companies
          report  information about segments.  SFAS No. 131,  which
          is  based  on the selected segment information,  requires
          quarterly  and  entity-wide disclosures  about  products,
          services, major customers, and the material countries  in
          which the entity holds assets and reports revenues.   The
          Company  operates in one business segment as of  December
          31, 2001.

          Recent Accounting Pronouncements

          On  June 29, 2001, SFAS No. 141, "Business Combinations,"
          was  approved  by the FASB.  SFAS 141 requires  that  the
          purchase  method of accounting be used for  all  business
          combinations initiated after June 30, 2001.  Goodwill and
          certain  intangible  assets will remain  on  the  balance
          sheet and not be amortized.  On an annual basis, and when
          there  is  reason to suspect that their values have  been
          diminished  or impaired, these assets must be tested  for
          impairment, and write-downs may be necessary.

          The  Company  is required to implement SFAS  No.  141  on
          January 1, 2002 and it has not determined the impact,  if
          any,  that  this  statement will have  on  its  financial
          position or results of operations.

          On  June  29,  2001,  SFAS No. 142, "Goodwill  and  Other
          Intangible Assets," was approved by the FASB.   SFAS  No.
          142   changes  the  accounting  for  goodwill   from   an
          amortization  method  to  an  impairment-only   approach.
          Amortization of goodwill, including goodwill recorded  in
          past  business combinations, will cease upon adoption  of
          this  statement.   The Company is required  to  implement
          SFAS No. 142 on January 1, 2002 and it has not determined
          the  impact, if any, that this statement will have on its
          financial position or results of operations.

          In  August 2001, the Financial Accounting Standards Board
          issued  SFAS  No.  143, "Accounting for Asset  Retirement
          Obligation".  SFAS No. 143 is effective for fiscal  years
          beginning after June 15, 2002, and will require companies
          to record a liability for asset retirement obligations in
          the  period  in which they are incurred, which  typically
          could be upon completion or shortly thereafter.  The FASB
          decided  to limit the scope to legal obligation  and  the
          liability will be recorded at fair value.  The effect  of
          adoption  of  this  standard  on  Company's  results   of
          operations and financial positions is being evaluated.

                              - 10 -



                  DIAGNOSTIC INTERNATIONAL, INC.
                D/B/A AEROBIC LIFE INDUSTRIES, INC.
                   NOTES TO FINANCIAL STATEMENTS
                    DECEMBER 31, 2001 AND 2000

NOTE 1 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

          Recent Accounting Pronouncements (continued)

          In October 2001, the Financial Accounting Standards Board
          issued  SFAS  No. 144, "Accounting for the Impairment  or
          Disposal  of  Long-Lived  Assets".   SFAS  No.   144   is
          effective  for fiscal years beginning after December  15,
          2001.   It  provides a single accounting model for  long-
          lived assets to be disposed of and replaces SFAS No.  121
          "Accounting for the Impairment of Long-Lived  Assets  and
          Long-Lived  Assets  to be Disposed of."   The  effect  of
          adoption  of  this  standard  on  Company's  results   of
          operations and financial positions is being evaluated.

NOTE 2 - INVENTORY

          Inventory is summarized as follows as of:

                                         December 31,
                                         ------------
                                     2001            2000
                                    -------        ---------
          Raw material             $   28,390        $   32,006
          Finished goods               33,951            23,281
                                  -----------       -----------
          Total inventory          $   62,341        $   55,287
                                  ===========       ===========

          As  of  December 31, 2001 and  2000, no inventory reserve
          is needed.

NOTE 3 - PROPERTY AND EQUIPMENT

          Property and equipment consists of the following:

                                                 December 31,
                                                 ------------
                                              2001         2000
                                            --------     ---------
          Furniture and equipment          $  30,667        $ 12,268
          Less:  Accumulated depreciation   (11,627)         (5,985)
                                           ---------       ---------

          Property and equipment, net      $  19,040        $  6,283
                                           =========       =========


          Depreciation  expense  included  in  the  statements   of
          operations  for the periods ended December 31,  2001  and
          2000 is $5,642 and $1,635, respectively.

NOTE 4 -  RELATED PARTY TRANSACTIONS

          Loan  payable  to  related party,  unsecured,  nonbearing
          interest,  payable upon demand. Since it  is  anticipated
          that  the loan will be called, it is being classified  as
          short term.

          During  the  year ended December 31, 2001 and  2000,  the
          Company made payments to Jason Pratte Enterprises in  the
          amounts   of  $77,560  and  $69,992,  respectively,   for
          consulting services.

                              - 11 -


                  DIAGNOSTIC INTERNATIONAL, INC.
                D/B/A AEROBIC LIFE INDUSTRIES, INC.
                   NOTES TO FINANCIAL STATEMENTS
                    DECEMBER 31, 2001 AND 2000

NOTE 5 -  COMMITMENTS AND CONTINGENCIES

          The  Company has certain minimum obligations  under  non-
          cancelable leases expiring on various dates through  2004
          for facilities and equipment.

          The  Company's  future  minimum annual  aggregate  rental
          payments required under operating and capital leases that
          have  initial or remaining non-cancelable lease terms  in
          excess of one year are as follows:

                                                   Operating      Capital
                                                    Leases         Leases
                                                  -----------    ----------
           2002                                     $37,368           $4,328
           2003                                      37,368            4,328
           2004                                      28,026            4,328
           2005                                           -                -
           2006 and thereafter                            -                -
                                                -----------      -----------
           Total Minimum Lease Payments            $102,762           12,984

           Less: Amounts Representing Interest                       (1,230)
           Present Value of Future Minimum                       -----------
             Lease Payments                                           11,754
           Less:  Current Maturities                                 (3,680)
                                                                 -----------
             Total Long term Maturities                               $8,074
                                                                 ===========


          Rent  expense under operating leases for the  year  ended
          December  31,  2001  and 2000 was  $28,055  and  $26,742,
          respectively.

          Fixed  assets under capital lease at December  31,  2001,
          were  approximately  $18,400,  with  related  accumulated
          depreciation of approximately $3,680.

NOTE 6 - INCOME TAXES

          The  components of the provision for income taxes are  as
          follows:

                                       December 31,
                                        -----------
                                    2001           2000
                                 -----------     --------
               Current Tax Expense
              U.S. Federal           $     -       $  12,750
              State and Local              -               -
                                   ---------      ----------
            Total Current                  -        (12,750)





                              - 12 -



                  DIAGNOSTIC INTERNATIONAL, INC.
                D/B/A AEROBIC LIFE INDUSTRIES, INC.
                   NOTES TO FINANCIAL STATEMENTS
                    DECEMBER 31, 2001 AND 2000

NOTE 6 - INCOME TAXES (Continued)

                                                         December 31,
                                                     2001          2000
            Deferred Tax Expense
              U.S. Federal                       (        )               -
              State and Local                    (        )               -
                                                -----------      ----------
            Total Deferred                       (        )               -
                                                -----------      ----------
            Total Tax Provision (Benefit)             $   -      $ (12,750)
                                                ===========      ==========

          The  reconciliation of the effective income tax  rate  to
          the Federal statutory rate is as follows:

          Federal Income Tax Rate                     34.0%           34.0%
          Effect of Net Operating Loss Carryback    (34.0)%         (34.0)%
                                                  ---------        --------
            Effective Income Tax Rate                  0.0%            0.0%
                                                  =========        ========

          At  December  31,  2001 and 2000,  the  Company  had  net
          carryforward losses of approximately $43,700 and $55,500,
          respectively.   Because  of the  current  uncertainty  of
          realizing  the  benefits  of  the  tax  carryforward,   a
          valuation  allowance  equal  to  the  tax  benefits   for
          deferred   taxes   has   been  established.    The   full
          realization  of  the  tax  benefit  associated  with  the
          carryforward  depends predominantly  upon  the  Company's
          ability   to   generate   taxable   income   during   the
          carryforward period.  Net operating losses are subject to
          change of control limitations.

          Deferred tax assets and liabilities reflect the  net  tax
          effect  of  temporary  differences between  the  carrying
          amount  of assets and liabilities for financial reporting
          purposes  and  amounts  used  for  income  tax  purposes.
          Significant  components  of the  Company's  deferred  tax
          assets  and  liabilities as of December 31, 2001  are  as
          follows:

             Deferred Tax Assets
               Loss Carryforwards              $  14,881

               Less: Valuation Allowance        (14,881)
                                              ----------
               Net Deferred Tax Assets         $       -
                                              ==========

          Net  operating loss carryforwards expire starting in 2009
          through 2020.

                              - 13 -



                  DIAGNOSTIC INTERNATIONAL, INC.
                D/B/A AEROBIC LIFE INDUSTRIES, INC.
                   NOTES TO FINANCIAL STATEMENTS
                    DECEMBER 31, 2001 AND 2000

NOTE 7 - STOCKHOLDERS' EQUITY

          Common Stock

          The  aggregate number of shares of common stock that  the
          Company has authority to issue is 100,000,000 shares at a
          par  value of $0.001.  As of December 31, 2001 and  2000,
          862,716 shares were issues and outstanding.  As described
          in  Note 1 to the financial statements, these shares were
          issues  to settle all liabilities and emerge from Chapter
          11  Bankruptcy.   All  previously issued  shares  of  the
          Company's common stock were cancelled.

          Convertible Preferred Stock

          The  aggregate number of shares of convertible  preferred
          stock  that  the  Company  has  authority  to  issue   is
          10,000,000 shares at a par value of $0.001.  The Company,
          as  of  December  31, 2001 and 2000,  had  issued  46,000
          shares  of  its  redeemable convertible preferred  stock.
          Each share is valued at $1.00 and entitles the holder  to
          one  vote.   The  holders  of the preferred  stock  shall
          receive  5% annually of the aggregate face value  of  the
          shares.  The holders have the option of converting  their
          preferred shares into shares of common stock on  a  basis
          of one share of common stock for each share of preferred.
          The  preferred stock is redeemable by the Company  for  a
          period of five years, commencing May 24, 1999, at 125% of
          face  value.   Any interest earned and not paid  will  be
          paid at redemption.

          Stock Warrants

          The  Company  also  issued three  common  stock  purchase
          warrants.   Each  warrant issuance consisted  of  862,716
          units.   One warrant is exercisable at a price of 50%  of
          the  preceding  thirty-day average bid and expires  April
          19, 2002; the second warrant is exercisable at a price of
          60%  of  the preceding thirty-day average bid and expires
          April  19,  2003; the third warrant is exercisable  at  a
          price of 75% of the preceding thirty-day average bid  and
          expires April 19, 2004.  Each warrant is callable by  the
          Company at any time.

NOTE 8 -  SUBSEQUENT EVENTS

          The  Company  has entered into negotiations with  several
          merger  candidates.  Discussions are at  the  preliminary
          stage and terms have not been determined.

                              - 14 -

EXHIBITS

a)    The  exhibits,  consisting  of the  Company's  Articles  of
  Incorporation are attached to the Company's amended Form 8-A12g,
  filed  on  December 18, 2001. This exhibits is incorporated  by
  reference to that Form.

b)    The  exhibits,  consisting  of  the  Company's  Bylaws  are
  attached to the Company's amended Form 8-A12g, filed on December
  18, 2001. This exhibit is incorporated by reference to that Form.

Reports on Form 8-K:  None

                           SIGNATURES

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



                           Diagnostic International, Inc.



                           By: /s/ Jason Pratte
                              Jason Pratte, President



                           Date: April 16, 2002