---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

Form 10-Q

(Mark One)

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

For the quarterly period ended March 31, 2010 or

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to ___________

Commission File Number 333-152-439

HEALTHMED SERVICES
LTD.(Exact name of registrant as specified in its
charter)

|Nevada                                                               | N/A                              
|-------------------------------------------------------------------- | ---------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (IRS Employer Identification No.)
|                                                                     |                                  
|1905 South Eastern Avenue, Las Vegas, Nevada                         | 89104                            
|(Address of principal executive offices)                             | (Zip Code)                       

480.229.3668(Registrants telephone number,
including area code)

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

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.[X] YES [ ] NO

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a small
reporting company. See the definitions of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act

Large accelerated filer [ ]
    
    Accelerated filer [ ]Non-accelerated filer [ ]
    (Do not check if a smaller reporting company)
    Smaller reporting company [X]


Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act[X] YES [ ] NO

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports
required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court.[ ] YES [ ]
NO

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the
issuers classes of common stock, as of the latest practicable date. 6,070,000
common shares issued and outstanding as of May 14, 2010

1

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PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

These financial statements have been prepared by Healthmed
Services Ltd. without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission (SEC). Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been omitted in accordance
with such SEC rules and regulations. In the opinion of management, the
accompanying statements contain all adjustments necessary to present fairly the
financial position of our company as of March 31, 2010, and our results of
operations, and our cash flows for the three month period ended March 31, 2010.

The results for these interim periods are not necessarily
indicative of the results for the entire year. The accompanying financial
statements should be read in conjunction with the financial statements and the
notes thereto filed as a part of our companys Form 10-K.

4

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|HEALTHMED SERVICES LTD     
|---------------------------
|(Development Stage Company)
|Balance Sheets             

|                                                                                                              |   | March 31,   |   |   | December 31, |  
|------------------------------------------------------------------------------------------------------------- | - | ----------- | - | - | ------------ | -
|                                                                                                              |   | 2010        |   |   | 2009         |  
|                                                                                                              |   | (Unaudited) |   |   | (Audited)    |  
|ASSETS                                                                                                        |  
|Current Assets                                                                                                |   |             |   |   |              |  
|Cash                                                                                                          | $ | 4,717       |   | $ | 8,073        |  
|Total Assets                                                                                                  | $ | 4,717       |   | $ | 8,073        |  
|LIABILITIES AND
      STOCKHOLDERS' EQUITY                                                                    |  
|Liabilities                                                                                                   |   |             |   |   |              |  
|Accounts Payable                                                                                              | $ | -           |   | $ | -            |  
|Total Liabilities                                                                                             |   | -           |   |   | -            |  
|Stockholders' Equity                                                                                          |   |             |   |   |              |  
|Common Stock, authorized
           25,000,000 shares, par value
           $0.001, issued and outstanding on |   |             |   |   |              |  
|March 31, 2010 and
      December 31,      2009 is 6,070,000 and 6,070,000
           respectively            |   | 6,072       |   |   | 6,072        |  
|Paid in Capital                                                                                               |   | 188,778     |   |   | 188,778      |  
|Subscriptions
      Receivable                                                                                |   | -           |   |   | -            |  
|Deficit Accumulated During the                                                                                |   |             |   |   |              |  
|Development Stage                                                                                             |   | (190,133    | ) |   | (186,777     | )
|Total Stockholders' Equity                                                                                    |   | 4,717       |   |   | 8,073        |  
|Total Liabilities and Stockholders' Equity                                                                    | $ | 4,717       |   | $ | 8,073        |  

The accompanying notes are an integral part of these
statements

5

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|HEALTHMED SERVICES LTD     
|---------------------------
|(Development Stage Company)
|                           
|Statements of Operations   
|(Unaudited)                

|                                                         |   |                    |   |   |                  |   |   | September 14, |  
|-------------------------------------------------------- | - | ------------------ | - | - | ---------------- | - | - | ------------- | -
|                                                         |   | Three Months Ended |   |   | 2000 (Inception) |  
|                                                         |   | March 31,          |   |   | to March 31,     |  
|                                                         |   | 2010               |   |   | 2009             |   |   | 2010          |  
|                                                         |   |                    |   |   |                  |   |   |               |  
|                                                         |   |                    |   |   |                  |   |   |               |  
|Revenue                                                  | $ | -                  |   | $ | -                |   | $ | -             |  
|                                                         |   |                    |   |   |                  |   |   |               |  
|Expenses                                                 |   |                    |   |   |                  |   |   |               |  
|General and Administrative                               |   | 1,731              |   |   | 3,303            |   |   | 35,202        |  
|Professional Fees                                        |   | 1,625              |   |   | 4,750            |   |   | 57,904        |  
|Consulting Fees                                          |   | -                  |   |   | -                |   |   | 97,027        |  
|                                                         |   |                    |   |   |                  |   |   |               |  
|Total Expenses                                           |   | 3,356              |   |   | 8,053            |   |   | 190,133       |  
|                                                         |   |                    |   |   |                  |   |   |               |  
|Net (Loss) Before Taxes                                  |   | (3,356             | ) |   | (8,053           | ) |   | (190,133      | )
|                                                         |   |                    |   |   |                  |   |   |               |  
|Provision for Income Tax                                 |   | -                  |   |   | -                |   |   | -             |  
|                                                         |   |                    |   |   |                  |   |   |               |  
|Net (Loss)                                               | $ | (3,356             | ) | $ | (8,053           | ) | $ | (190,133      | )
|                                                         |   |                    |   |   |                  |   |   |               |  
|Basic and Diluted
                (Loss) per
      Share |   | a                  |   |   | a                |   |   |               |  
|                                                         |   |                    |   |   |                  |   |   |               |  
|Weighted Average
                Number of
      Shares  |   | 6,070,000          |   |   | 6,070,000        |   |   |               |  

a = Less than ($0.01) per share

The accompanying notes are an integral part of these notes

6

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|HEALTHMED SERVICES LTD                        
|----------------------------------------------
|(Development Stage Company)                   
|Statements of Stockholders Equity             
|(Unaudited)                                   
|September 14, 2000 Inception to March 31, 2010

|                                                                               |                 |  |  |              |  |   |         |  |   |               |  |   |             |   |   | Deficit     |   |   |         |  
|------------------------------------------------------------------------------ | --------------- |  |  | ------------ |  | - | ------- |  | - | ------------- |  | - | ----------- | - | - | ----------- | - | - | ------- | -
|                                                                               |                 |  |  |              |  |   |         |  |   |               |  |   |             |   |   | Accumulated |   |   |         |  
|                                                                               |                 |  |  |              |  |   |         |  |   |               |  |   |             |   |   | During the  |   |   |         |  
|                                                                               | Price           |  |  | Common Stock |  |   | Paid in |  |   | Subscriptions |  |   | Development |   |   | Total       |  
|                                                                               | Per
      Share |  |  | Shares       |  |   | Amount  |  |   | Capital       |  |   | Receivable  |   |   | Stage       |   |   | Equity  |  
|Balance, September 14, 2000                                                    | -               |  |  | -            |  | $ | -       |  | $ | -             |  | $ | -           |   | $ | -           |   | $ | -       |  
|Contributed Capital                                                            |                 |  |  |              |  |   |         |  |   | 100           |  |   |             |   |   |             |   |   |         |  
|Net (Loss)                                                                     |                 |  |  |              |  |   |         |  |   |               |  |   |             |   |   | (1,411      | ) |   | (1,411  | )
|Balance, December 31, 2000                                                     |                 |  |  | -            |  |   | -       |  |   | 100           |  |   | -           |   |   | (1,411      | ) |   | (1,411  | )
|Net (Loss)                                                                     |                 |  |  |              |  |   |         |  |   |               |  |   |             |   |   | (200        | ) |   | (200    | )
|Balance, December 31, 2001                                                     |                 |  |  | -            |  |   | -       |  |   | 100           |  |   | -           |   |   | (1,611      | ) |   | (1,611  | )
|Net (Loss)                                                                     |                 |  |  |              |  |   |         |  |   |               |  |   |             |   |   | (400        | ) |   | (400    | )
|Balance, December 31, 2002                                                     |                 |  |  | -            |  |   | -       |  |   | 100           |  |   | -           |   |   | (2,011      | ) |   | (1,911  | )
|Common Shares issued to   
      founders for cash April 20, 2003              | $0.002          |  |  | 3,000,000    |  |   | 3,000   |  |   | 4,000         |  |   |             |   |   |             |   |   | 7,000   |  
|Common Shares issued for    cash in private
      placement    October 1, 2003 | $0.017          |  |  | 1,500,000    |  |   | 1,500   |  |   | 23,500        |  |   |             |   |   |             |   |   | 25,000  |  
|Net (Loss)                                                                     |                 |  |  |              |  |   |         |  |   |               |  |   |             |   |   | (29,936     | ) |   | (29,936 | )
|Balance, December 31, 2003                                                     |                 |  |  | 4,500,000    |  |   | 4,500   |  |   | 27,600        |  |   | -           |   |   | (31,947     | ) |   | 153     |  
|Common Shares issued for   
      cash in private placement                    |                 |  |  |              |  |   |         |  |   |               |  |   |             |   |   |             |   |   |         |  
|on November 3, 2004                                                            | $0.20           |  |  | 22,500       |  |   | 23      |  |   | 4,477         |  |   |             |   |   |             |   |   | 4,500   |  
|on November 4, 2004                                                            | $0.20           |  |  | 22,500       |  |   | 23      |  |   | 4,477         |  |   |             |   |   |             |   |   | 4,500   |  
|on December 27, 2004                                                           | $0.20           |  |  | 125,000      |  |   | 125     |  |   | 24,875        |  |   |             |   |   |             |   |   | 25,000  |  
|Common Shares issued for service                                               | $0.20           |  |  | 12,500       |  |   | 13      |  |   | 2,487         |  |   |             |   |   |             |   |   | 2,500   |  
|Contributed Capital                                                            |                 |  |  |              |  |   |         |  |   | 6,250         |  |   |             |   |   |             |   |   | 6,250   |  
|Net (Loss)                                                                     |                 |  |  |              |  |   |         |  |   |               |  |   |             |   |   | (22,571     | ) |   | (22,571 | )
|Balance, December 31, 2004                                                     |                 |  |  | 4,682,500    |  |   | 4,684   |  |   | 70,166        |  |   | -           |   |   | (54,518     | ) |   | 20,332  |  
|Common Shares Subscribed   
      in 504 offering                              | $0.04           |  |  | 1,088,500    |  |   | 1,089   |  |   | 42,451        |  |   | (43,540     | ) |   |             |   |   | -       |  
|Contributed Capital                                                            |                 |  |  |              |  |   |         |  |   | 25,000        |  |   |             |   |   |             |   |   | 25,000  |  
|Net (Loss)                                                                     |                 |  |  |              |  |   |         |  |   |               |  |   |             |   |   | (39,199     | ) |   | (39,199 | )
|Balance, December 31, 2005                                                     |                 |  |  | 5,771,000    |  |   | 5,773   |  |   | 137,617       |  |   | (43,540     | ) |   | (93,717     | ) |   | 6,133   |  

7

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|Common Shares Issued and Cash          received in 504 offering net
      of    $5,500 offering costs | $0.04 |  |  | 299,000   |  |   | 299   |  |   | 6,161   |  |   | 43,540 |  |   |          |   |   | 50,000  |  
|----------------------------------------------------------------------------------------------------- | ----- |  |  | --------- |  | - | ----- |  | - | ------- |  | - | ------ |  | - | -------- | - | - | ------- | -
|Net (Loss)                                                                                            |       |  |  |           |  |   |       |  |   |         |  |   |        |  |   | (29,095  | ) |   | (29,095 | )
|Balance, December 31, 2006                                                                            |       |  |  | 6,070,000 |  |   | 6,072 |  |   | 143,778 |  |   | -      |  |   | (122,812 | ) |   | 27,038  |  
|Net (Loss)                                                                                            |       |  |  |           |  |   |       |  |   |         |  |   |        |  |   | (10,518  | ) |   | (10,518 | )
|Balance, December 31, 2007                                                                            |       |  |  | 6,070,000 |  |   | 6,072 |  |   | 143,778 |  |   | -      |  |   | (133,330 | ) |   | 16,520  |  
|Contributed Capital                                                                                   |       |  |  |           |  |   |       |  |   | 20,000  |  |   |        |  |   |          |   |   | 20,000  |  
|Net (Loss)                                                                                            |       |  |  |           |  |   |       |  |   |         |  |   |        |  |   | (33,614  | ) |   | (33,614 | )
|Balance, December 31, 2008                                                                            |       |  |  | 6,070,000 |  |   | 6,072 |  |   | 163,778 |  |   | -      |  |   | (166,944 | ) |   | 2,906   |  
|Contributed Capital                                                                                   |       |  |  |           |  |   |       |  |   | 25,000  |  |   |        |  |   |          |   |   | 25,000  |  
|Net (Loss)                                                                                            |       |  |  |           |  |   |       |  |   |         |  |   |        |  |   | (19,833  | ) |   | (19,833 | )
|Balance, December 31, 2009                                                                            |       |  |  | 6,070,000 |  |   | 6,072 |  |   | 188,778 |  |   | -      |  |   | (186,777 | ) |   | 8,073   |  
|Net (Loss)                                                                                            |       |  |  |           |  |   |       |  |   |         |  |   |        |  |   | (3,356   | ) |   | (3,356  | )
|Balance, March 31, 2010                                                                               |       |  |  | 6,070,000 |  | $ | 6,072 |  | $ | 188,778 |  | $ | -      |  | $ | (190,133 | ) | $ | 4,717   |  

On October 2, 2003 the Company executed a 3 to 1 forward stock
split and on October 15, 2005 executed a 1:2 reverse stock split. These
splits have been retroactively applied to this schedule including the impact on
price per share.The accompanying notes are an integral part of these
statements

8

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|HEALTHMED SERVICES LTD  
|------------------------
|                        
|Statements of Cash Flows
|(Unaudited)             

|                                         |   |                    |   |   |                  |   |   | September 14, |  
|---------------------------------------- | - | ------------------ | - | - | ---------------- | - | - | ------------- | -
|                                         |   | Three Months Ended |   |   | 2000 (Inception) |  
|                                         |   | March 31,          |   |   | to March 31,     |  
|                                         |   | 2010               |   |   | 2009             |   |   | 2010          |  
|Operating Activities                     |   |                    |   |   |                  |   |   |               |  
|                                         |   |                    |   |   |                  |   |   |               |  
|Net (Loss)                               | $ | (3,356             | ) | $ | (8,053           | ) | $ | (190,133      | )
|Increase in Accounts Payable             |   |                    |   |   |                  |   |   |               |  
|Decrease in Accounts
      Payable       |   | -                  |   |   | -                |   |   | -             |  
|Decrease in Loans Payable                |   | -                  |   |   | -                |   |   | -             |  
|                                         |   |                    |   |   |                  |   |   |               |  
|Net Cash (Used) by Operating Activities  |   | (3,356             | ) |   | (8,053           | ) |   | (190,133      | )
|                                         |   |                    |   |   |                  |   |   |               |  
|Financing Activities                     |   |                    |   |   |                  |   |   |               |  
|                                         |   |                    |   |   |                  |   |   |               |  
|Proceeds from contributed Capital        |   | -                  |   |   | 15,000           |   |   | 70,000        |  
|Proceeds from sale of
      Common Stock |   | -                  |   |   | -                |   |   | 124,850       |  
|                                         |   |                    |   |   |                  |   |   |               |  
|Cash Provided by Financing Activities    |   | -                  |   |   | 15,000           |   |   | 194,850       |  
|                                         |   |                    |   |   |                  |   |   |               |  
|Net Increase in Cash                     |   | (3,356             | ) |   | 6,947            |   |   | 4,717         |  
|                                         |   |                    |   |   |                  |   |   |               |  
|Cash, Beginning of Period                |   | 8,073              |   |   | 2,906            |   |   | -             |  
|                                         |   |                    |   |   |                  |   |   |               |  
|Cash, End of Period                      | $ | 4,717              |   | $ | 9,853            |   | $ | 4,717         |  
|                                         |   |                    |   |   |                  |   |   |               |  
|                                         |   |                    |   |   |                  |   |   |               |  
|Supplemental Information:                |   |                    |   |   |                  |   |   |               |  
|Interest Paid                            | $ | -                  |   | $ | -                |   | $ | -             |  
|Income Taxes Paid                        | $ | -                  |   | $ | -                |   | $ | -             |  

The accompanying notes are an integral part of these
statements

9

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|Healthmed Services, LTD.               
|---------------------------------------
|(A Development Stage Company)          
|                                       
|NOTES TO UNAUDITED FINANCIAL STATEMENTS
|(March 31, 2010 and December 31, 2009) 

|NOTE 1. | GENERAL ORGANIZATION AND BUSINESS
|------- | ---------------------------------

Healthmed Services, LTD (The Company) was incorporated on
September 14, 2000 as Telemax Communications, Inc, under the laws of the State
of Nevada. On July 14, 2003 the Company changed its name to Healthmed Services.
The Company has no operations and in accordance with Accounting Standards
Codification (ASC) Topic 915 is considered to be in the development stage.

|NOTE 2. | SUMMARY OF SIGNIFICANT ACCOUNTING
      PRACTICES
|------- | -------------------------------------------------

Accounting Basis

These financial statements are prepared on the accrual basis of
accounting in conformity with accounting principles generally accepted in the
United States of America.

Cash and Cash Equivalents

For the purpose of the statement of cash flows, cash
equivalents include all highly liquid investments with maturity of three months
or less.

Cash Balances

The Company maintains its cash in institutions insured by the
Federal Deposit Insurance Corporation (FDIC). This government corporation
insured balances up to $100,000 through October 13, 2008. As of October 14, 2008
all non-interest bearing transaction deposit accounts at an FDIC-insured
institution, including all personal and business checking deposit accounts that
do not earn interest, are fully insured for the entire amount in the deposit
account. This unlimited insurance coverage is temporary and will remain in
effect for participating institutions until December 31, 2009.

All other deposit accounts at FDIC-insured institutions are
insured up to at least $250,000 per depositor until December 31, 2009. On
January 1, 2010, FDIC deposit insurance for all deposit accounts, except for
certain retirement accounts, will return to at least $100,000 per depositor.
Insurance coverage for certain retirement accounts, which include all IRA
deposit accounts, will remain at $250,000 per depositor.

Earnings (Loss) per Share

The basic earnings (loss) per share are calculated by dividing
the Companys net income available to common shareholders by the weighted
average number of common shares outstanding during the year. The diluted
earnings (loss) per share are calculated by dividing the Companys net income
(loss) available to common shareholders by the diluted weighted average number
of shares outstanding during the year. The diluted weighted average number of
shares outstanding is the basic weighted number of shares adjusted as of the
first of the year for any potentially dilutive debt or equity. There are no
diluted shares outstanding.

Advertising Costs

The Companys policy regarding advertising is to expense
advertising when incurred. The Company had not incurred any advertising expense
as of March 31, 2010.

10

---

Dividends

The Company has not adopted any policy regarding payment of
dividends. No dividends have been paid during the period shown.

Income Taxes

The Company provides for income taxes under ASC 740 Income
Taxes which requires the use of an asset and liability approach in accounting
for income taxes.

The standard requires the reduction of deferred tax assets by a
valuation allowance if, based on the weight of available evidence, it is more
likely than not that some or all of the deferred tax assets will not be
realized. No provision for income taxes is included in the statement due to its
immaterial amount, net of the allowance account, based on the likelihood of the
Company to utilize the loss carry-forward

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.

Net Income Per Common Share

Net income (loss) per common share is computed based on the
weighted average number of common shares outstanding and common stock
equivalents, if not anti-dilutive. The Company has not issued any potentially
dilutive common shares.

Revenue and Cost Recognition

The Company has no current source of revenue; therefore the
Company has not yet adopted any policy regarding the recognition of revenue or
cost.

|NOTE 3. | INCOME TAXES:
|------- | -------------

The Company provides for income taxes under ASC 740 Income
Taxes which requires the use of an asset and liability approach in accounting
for income taxes. Deferred tax assets and liabilities are recorded based on the
differences between the financial statement and tax bases of assets and
liabilities and the tax rates in effect currently.

The standard requires the reduction of deferred tax assets by a
valuation allowance if, based on the weight of available evidence, it is more
likely than not that some or all of the deferred tax assets will not be
realized. In the Companys opinion, it is uncertain whether they will generate
sufficient taxable income in the future to fully utilize the net deferred tax
asset. Accordingly, a valuation allowance equal to the deferred tax asset has
been recorded. The total deferred tax asset is $41,829 which is calculated by
multiplying a 22% estimated tax rate by the cumulative NOL of $190,133. The
total valuation allowance is a comparable $41,829. Details for the period ended
March 31, 2010 and the year ended December 31, 2009:

11

---

March 31,
    
    
    December 31,2010
    
    
    2009Deferred Tax Asset
    $
    738
    
    $
    4,363Valuation Allowance
    
    (738
    )
    
    (4,363
    )Current Taxes Payable
    
    -
    
    
    -Income Tax Expense
    $
    -
    
    $
    -


Below is a chart showing the estimated corporate federal net
operating loss (NOL) and the year in which it will expire.

Year
    
    Amount
    
    
    Expiration2000
    $
    1,805
    
    
    20202001
    
    92
    
    
    20212002
    
    114
    
    
    20222003
    
    29,936
    
    
    20232004
    
    22,571
    
    
    20242005
    
    39,199
    
    
    20252006
    
    29,095
    
    
    20262007
    
    10,518
    
    
    20272008
    
    33,614
    
    
    20282009
    
    19,833
    
    
    2029YTD 2010
    
    3,356
    
    
    2030Total
    $
    190,133


The Company has filed no income tax returns since
inception.

|NOTE 4. | STOCKHOLDERS EQUITY
|------- | --------------------

Common Stock

On December 5, 2002 the company received $100 contributed
capital from its founder.

On April 20, 2003, the Company issued 2,000,000 pre-split
shares of its $0.001 par value common stock for $7,000 cash to the founders of
the Company.

On September 22, 2003, the Company completed an unregistered
private offering under the Securities Act of 1933, as amended. Relying upon the
exemption from registration afforded by sections 4(2) and 3(b) and regulation D
promulgated there under. The Company sold 1,000,000 shares of its $0.001 par
value common stock at a price of $0.025 per share for $25,000 cash.

On October 1, 2003, the Company executed a 3 to 1 forward stock
split. The Outstanding shares increased from 3,000,000 shares to 9,000,000
shares. The statement of stockholders equity retroactively reflects the impact
of this split.

On November 3, November 4 and December 27, 2004 the company
issued 45,000 shares, 45,000 shares and 250,000 shares respectively of its
$0.001 par value common stock at $0.10 per share for $34,000 cash. These shares
were also issued in an unregistered private offering as described above.

On November 3, 2004 the company issued 25,000 shares for
consulting services valued at $2,500.

12

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During the year 2004 the Company also received $6,250 cash in
contributed capital from its founder.

On March 11, 2005 the Company received $25,000 cash in
contributed capital from its founder.

On October 15, 2005 the company executed a 1:2 reverse stock
split leaving a balance of 4,682,500 shares outstanding prior to the 504
offering. The Statement of Stockholders Equity retroactively reflects the
impact of this split.

During November and December 2005 the company received
subscriptions for 1,088,500 common shares of stock for $43,540 subscriptions
receivable in a Regulation 504 offering.

On January 25, 2006 the Company issued and additional 299,000
common shares at $0.04 per share in a Regulation 504 offering. The Company
received $50,000 cash (net of $5,500 offering costs) that included receipt for
payment of the $43,540 subscriptions receivable and an additional $6,460.

On June 16, 2008 the Company received $10,000 cash in
contributed capital from its founder.

On August 21, 2008 the Company received $10,000 cash in
contributed capital from its founder.

On February 18, 2009, March 16, 2009 and November 3, 2009 the
Company received $5,000, $10,000 and $10,000 cash in contributed capital
respectively from its founder.

|NOTE 5. | RELATED PARTY TRANSACTIONS
|------- | --------------------------

The officers and directors of the Company are involved in other
business activities and may, in the future, become involved in other business
opportunities that become available. They may face a conflict in selecting
between the Company and other business interests. The Company has not formulated
a policy for the resolution of such conflicts.

|NOTE 6. | GOING CONCERN
|------- | -------------

The accompanying financial statements have been prepared
assuming that the company will continue as a going concern. As discussed in the
notes to the financial statements, the Company has no established source of
revenue. This raises substantial doubt about the Companys ability to continue
as a going concern. Without realization of additional capital, it would be
unlikely for the Company to continue as a going concern. The financial
statements do not include any adjustments that might result from this
uncertainty.

The Companys activities to date have been supported by equity
financing. It has sustained losses in all previous reporting periods with an
inception to date loss of $190,133. Management continues to seek funding from
its shareholders and other qualified investors to pursue its business plan. In
the alternative, the Company may be amenable to a sale, merger or other
acquisition in the event such transaction is deemed by management to be in the
best interests of the shareholders.

|NOTE 7. | RECENTLY ISSUED ACCOUNTING STANDARDS
|------- | ------------------------------------

In June 2009, the Financial Accounting Standards Board (FASB)
issued Statement No. 168, The FASB Accounting Standards Codification and the
Hierarchy of Generally Accepted Accounting Principleswhich makes the
Accounting Standards Codification (ASC) the source of authoritative U.S. GAAP
recognized by the FASB to be applied by nongovernmental entities for interim and
annual periods ending after September 15, 2009. Rules and interpretive releases
of the SEC under the authority of federal securities laws are also sources of
authoritative GAAP for SEC registrants.

On July 1, 2009, we adopted authoritative guidance issued by
the Financial Accounting Standards Board (FASB) on business combinations. The
guidance retains the fundamental requirements that the acquisition method of

13

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accounting (previously referred to as the purchase method of
accounting) be used for all business combinations, but requires a number of
changes, including changes in the way assets and liabilities are recognized and
measured as a result of business combinations. It also requires the
capitalization of in-process research and development at fair value and requires
the expensing of acquisition-related costs as incurred. Adoption of the new
guidance did not have a material impact on our financial statements.

On July 1, 2009, we adopted the authoritative guidance issued
by the FASB that changes the accounting and reporting for non-controlling
interests. Non-controlling interests are to be reported as a component of equity
separate from the parents equity, and purchases or sales of equity interests
that do not result in a change in control are to be accounted for as equity
transactions. In addition, net income attributable to a non-controlling interest
is to be included in net income and, upon a loss of control, the interest sold,
as well as any interest retained, is to be recorded at fair value with any gain
or loss recognized in net income. Adoption of the new guidance did not have a
material impact on our financial statements.

On July 1, 2009, we adopted the authoritative guidance on fair
value measurement for nonfinancial assets and liabilities, except for items that
are recognized or disclosed at fair value in the financial statements on a
recurring basis (at least annually). Adoption of the new guidance did not have a
material impact on our financial statements.

In June 2009, the FASB issued authoritative guidance on the
consolidation of variable interest entities, which is effective for us beginning
January 1, 2010. The new guidance requires revised evaluations of whether
entities represent variable interest entities, ongoing assessments of control
over such entities, and additional disclosures for variable interests. We
believe adoption of this new guidance will not have a material impact on our
financial statements.

14

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Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.

FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements.
These statements relate to future events or our future financial performance. In
some cases, you can identify forward-looking statements by terminology such as
"may", "should", "expects", "plans", "anticipates", "believes", "estimates",
"predicts", "potential" or "continue" or the negative of these terms or other
comparable terminology. These statements are only predictions and involve known
and unknown risks, uncertainties and other factors, that may cause our or our
industry's actual results, levels of activity, performance or achievements to be
materially different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. Although
we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements. Except as required by applicable law, including the securities
laws of the United States, we do not intend to update any of the forward-looking
statements to conform these statements to actual results.

Our unaudited financial statements are stated in United States
dollars and are prepared in accordance with United States Generally Accepted
Accounting Principles. The following discussion should be read in conjunction
with our financial statements and the related notes that appear elsewhere in
this quarterly report. The following discussion contains forward-looking
statements that reflect our plans, estimates and beliefs. Our actual results
could differ materially from those discussed in the forward looking statements.
Factors that could cause or contribute to such differences include, but are not
limited to, those discussed below and elsewhere in this quarterly report.

In this quarterly report, unless otherwise specified, all
dollar amounts are expressed in United States dollars. All references to "common
stock" refer to the common shares in our capital stock.

As used in this quarterly report, the terms "we", "us", "our",
"our company" and Healthmed mean Healthmed Services Ltd., unless otherwise
stated.

General Overview

We were incorporated in the State of Nevada on September 14,
2000 under the name "Telemax Communications, Inc.. On July 14, 2003, we changed
our name to "Healthmed Services, Ltd.". We are a development stage company and
have not yet generated or realized any revenues from our business operations. We
have never been bankrupt, been under the control of a receiver or similar
proceedings with respect to ourselves.

Our offices are currently located at 1905 South Eastern Avenue,
Las Vegas, Nevada 89104. Our telephone number is 480.229.3668.

Our primary business objective is to use communications
technology to provide individuals, companies and health-provider organizations
with round-the-clock telephone and web-based access to medical advice,
information, products and services. We intend to provide outsourced services to
clients via our internet-based information and medical advice website and our
proposed HealthMed North American call center, and will support our business
partners around the globe by supplying the tools, technology and know-how
required for the successful operation of a Health Information Center.

15

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Results of Operations

Three month Summary ending March 31, 2010 and 2009

| |            |   | Three Months Ended |  
| | ---------- | - | ------------------ | -
| |            |   | March 31           |  
| |            |   | 2010               |  
| | Revenue    | $ | Nil                |  
| | Expenses   | $ | 3,356              |  
| | Net (Loss) | $ | (3,356             | )

Expenses

Our total expenses for the three month periods ended March 31,
2010 and March 30, 2009 are outlined in the table below:

| |                            |   | Three Months Ended | 
| | -------------------------- | - | ------------------ | 
| |                            |   | March 31           | 
| |                            |   | 2010               | 
| | General and administrative | $ | 1,731              | 
| | Professional fees          | $ | 1,625              | 
| | Consulting fees            | $ | Nil                | 

Expenses for the three months ended March 31, 2010, decreased
by 58.33% as compared to the comparative period in 2009 primarily as a result of
a decrease in general and administrative and professional fees.

Revenue

We have not earned any revenues since our inception and we do
not anticipate earning revenues in the upcoming quarter.

Equity Compensation

We currently do not have any stock option or equity
compensation plans or arrangements.

Liquidity and Financial Condition

|Working Capital     |   |                |  |   |              |  |   |           |  
|------------------- | - | -------------- |  | - | ------------ |  | - | --------- | -
|                    |   |                |  |   | At           |  |   |           |  
|                    |   | At             |  |   | December 31, |  |   | Increase/ |  
|                    |   | March 31, 2010 |  |   | 2009         |  |   | Decrease  |  
|Current Assets      | $ | 4,717          |  | $ | 8,073        |  | $ | (3,356    | )
|Current Liabilities | $ | Nil            |  | $ | Nil          |  | $ | Nil       |  
|Working Capital     | $ | 4,717          |  | $ | 8,073        |  | $ | (3,356    | )

|Cash Flows                                |   |                    |   |   |                    |  
|----------------------------------------- | - | ------------------ | - | - | ------------------ | -
|                                          |   | Three months Ended |   |   | Three months Ended |  
|                                          |   | March 31, 2010     |   |   | March 31, 2009     |  
|Net Cash (Used) by Operating Activities   | $ | (3,356             | ) | $ | (8,053             | )
|Net Cash Provided by Investing Activities | $ | Nil                |   | $ | Nil                |  
|Net Cash Provided by Financing Activities | $ | Nil                |   | $ | 15,000             |  
|Net Increase in Cash During the Period    | $ | (3,356             | ) | $ | (8,053             | )

16

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We estimate that we will spend approximately $5,000 on general
and administrative expenses, $5,000 on website development and $5,000 on travel
over the next 12 months.

We will require additional funds to fund our budgeted expenses
over the next 12 months. These funds may be raised through equity financing,
debt financing, or other sources, which may result in further dilution in the
equity ownership of our shares. There is still no assurance that we will be able
to maintain operations at a level sufficient for an investor to obtain a return
on his investment in our common stock. Further, we may continue to be
unprofitable. We need to raise additional funds in the immediate future in order
to proceed with our budgeted expenses.

Specifically, we estimate our operating expenses and working
capital requirements for the next 12 months to be as follows:

Estimated Funding Required During the Next 12
      MonthsExpense
    AmountGeneral and
      administrative
    $5,000Website
      Development
    $5,000Travel
    $5,000Total
    $15,000Cash on hand,
      March 31, 2010, estimated
    $4,717


We are not aware of any known trends, demands, commitments,
events or uncertainties that will result in or that are reasonably likely to
result in our liquidity increasing or decreasing in any material way.

Future Financings

We will require additional financing in order to enable us to
proceed with our plan of operations, as discussed above, including approximately
$15,000 over the next 12 months to pay for our ongoing expenses. These expenses
include general and administrative, website and travel expenses. These cash
requirements are in excess of our current cash and working capital resources.
Accordingly, we will require additional financing in order to continue
operations and to repay our liabilities. There is no assurance that any party
will advance additional funds to us in order to enable us to sustain our plan of
operations or to repay our liabilities.

We anticipate continuing to rely on equity sales of our common
stock in order to continue to fund our business operations. Issuances of
additional shares will result in dilution to our existing stockholders. There is
no assurance that we will achieve any additional sales of our equity securities
or arrange for debt or other financing to fund our planned business
activities.

We presently do not have any arrangements for additional
financing for the expansion of our exploration operations, and no potential
lines of credit or sources of financing are currently available for the purpose
of proceeding with our plan of operations.

Contractual Obligations

As a smaller reporting company, we are not required to
provide tabular disclosure obligations.

Going Concern

The accompanying financial statements have been prepared
assuming that the company will continue as a going concern. As discussed in the
notes to the financial statements, the Company has no established source of
revenue. This raises substantial doubt about the Companys ability to continue
as a going concern. Without realization of

17

---

additional capital, it would be unlikely for the Company to
continue as a going concern. The financial statements do not include any
adjustments that might result from this uncertainty.

The Companys activities to date have been supported by equity
financing. It has sustained losses in all previous reporting periods with an
inception to date loss of $190,133. Management continues to seek funding from
its shareholders and other qualified investors to pursue its business plan. In
the alternative, the Company may be amenable to a sale, merger or other
acquisition in the event such transaction is deemed by management to be in the
best interests of the shareholders.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to
stockholders.

Critical Accounting Policies

The discussion and analysis of our financial condition and
results of operations are based upon our financial statements, which have been
prepared in accordance with the accounting principles generally accepted in the
United States of America. Preparing financial statements requires management to
make estimates and assumptions that affect the reported amounts of assets,
liabilities, revenue, and expenses. These estimates and assumptions are affected
by managements application of accounting policies. We believe that
understanding the basis and nature of the estimates and assumptions involved
with the following aspects of our financial statements is critical to an
understanding of our financial statements.

Cash and Cash Equivalents

For the purpose of the statement of cash flows, cash
equivalents include all highly liquid investments with maturity of three months
or less.

Cash Balances

Our company maintains cash in institutions insured by the
Federal Deposit Insurance Corporation (FDIC). This government corporation
insured balances up to $100,000 through October 13, 2008. As of October 14, 2008
all non-interest bearing transaction deposit accounts at an FDIC-insured
institution, including all personal and business checking deposit accounts that
do not earn interest, are fully insured for the entire amount in the deposit
account. This unlimited insurance coverage is temporary and will remain in
effect for participating institutions until December 31, 2009.

All other deposit accounts at FDIC-insured institutions are
insured up to at least $250,000 per depositor until December 31, 2009. On
January 1, 2010, FDIC deposit insurance for all deposit accounts, except for
certain retirement accounts, will return to at least $100,000 per depositor.
Insurance coverage for certain retirement accounts, which include all IRA
deposit accounts, will remain at $250,000 per depositor.

Earnings (Loss) per Share

The basic earnings (loss) per share are calculated by dividing
our companys net income available to common shareholders by the weighted
average number of common shares outstanding during the year. The diluted
earnings (loss) per share are calculated by dividing our companys net income
(loss) available to common shareholders by the diluted weighted average number
of shares outstanding during the year. The diluted weighted average number of
shares outstanding is the basic weighted number of shares adjusted as of the
first of the year for any potentially dilutive debt or equity. There are no
diluted shares outstanding.

18

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Income Taxes

Our company provides for income taxes under ASC 740 Income
Taxes which requires the use of an asset and liability approach in accounting
for income taxes.

The standard requires the reduction of deferred tax assets by a
valuation allowance if, based on the weight of available evidence, it is more
likely than not that some or all of the deferred tax assets will not be
realized. No provision for income taxes is included in the statement due to our
immaterial amount, net of the allowance account, based on the likelihood of our
company to utilize the loss carry-forward.

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.

Recent Accounting Pronouncements

In June 2009, the Financial Accounting Standards Board (FASB)
issued Statement No. 168, The FASB Accounting Standards Codification and the
Hierarchy of Generally Accepted Accounting Principleswhich makes the
Accounting Standards Codification (ASC) the source of authoritative U.S. GAAP
recognized by the FASB to be applied by nongovernmental entities for interim and
annual periods ending after September 15, 2009. Rules and interpretive releases
of the SEC under the authority of federal securities laws are also sources of
authoritative GAAP for SEC registrants.

On July 1, 2009, we adopted authoritative guidance issued by
the Financial Accounting Standards Board (FASB) on business combinations. The
guidance retains the fundamental requirements that the acquisition method of
accounting (previously referred to as the purchase method of accounting) be used
for all business combinations, but requires a number of changes, including
changes in the way assets and liabilities are recognized and measured as a
result of business combinations. It also requires the capitalization of
in-process research and development at fair value and requires the expensing of
acquisition-related costs as incurred. Adoption of the new guidance did not have
a material impact on our financial statements.

On July 1, 2009, we adopted the authoritative guidance issued
by the FASB that changes the accounting and reporting for non-controlling
interests. Non-controlling interests are to be reported as a component of equity
separate from the parents equity, and purchases or sales of equity interests
that do not result in a change in control are to be accounted for as equity
transactions. In addition, net income attributable to a non-controlling interest
is to be included in net income and, upon a loss of control, the interest sold,
as well as any interest retained, is to be recorded at fair value with any gain
or loss recognized in net income. Adoption of the new guidance did not have a
material impact on our financial statements.

On July 1, 2009, we adopted the authoritative guidance on fair
value measurement for nonfinancial assets and liabilities, except for items that
are recognized or disclosed at fair value in the financial statements on a
recurring basis (at least annually). Adoption of the new guidance did not have a
material impact on our financial statements.

In June 2009, the FASB issued authoritative guidance on the
consolidation of variable interest entities, which is effective for us beginning
January 1, 2010. The new guidance requires revised evaluations of whether
entities represent variable interest entities, ongoing assessments of control
over such entities, and additional disclosures for variable interests. We
believe adoption of this new guidance will not have a material impact on our
financial statements.

19

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|Item 3. Quantitative Disclosures About Market Risks
|---------------------------------------------------

As a smaller reporting company, we are not required to
provide the information required by this Item.

|Item 4. Controls and Procedures.
|--------------------------------

Managements Report on Disclosure Controls and
Procedures

We maintain disclosure controls and procedures that are
designed to ensure that information required to be disclosed in our reports
filed under the Securities Exchange Act of 1934, as amended, is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms, and that such information
is accumulated and communicated to our management, including our president (who
is acting as our principal executive officer, principal financial officer and
principle accounting officer) to allow for timely decisions regarding required
disclosure.

As of March 31, 2010, the end of our quarter covered by this
report, we carried out an evaluation, under the supervision and with the
participation of our president (who is acting as our principal executive
officer, principal financial officer and principle accounting officer), of the
effectiveness of the design and operation of our disclosure controls and
procedures. Based on the foregoing, our president (who is acting as our
principal executive officer, principal financial officer and principle
accounting officer) concluded that our disclosure controls and procedures were
effective as of the end of the period covered by this quarterly report.

Changes in Internal Control over Financial
Reporting

There have been no changes in our internal controls over
financial reporting that occurred during our quarter ended March 31, 2010 that
have materially or are reasonably likely to materially affect, our internal
controls over financial reporting.

PART II - OTHER INFORMATION

|Item 1. Legal Proceedings.
|--------------------------

We know of no material, existing or pending legal proceedings
against our company, nor are we involved as a plaintiff in any material
proceeding or pending litigation. There are no proceedings in which any of our
directors, officers or affiliates, or any registered or beneficial shareholder,
is an adverse party or has a material interest adverse to our interest.

|Item 1A. Risk Factors
|---------------------

Our business operations are subject to a number of risks and
uncertainties, including, but not limited to those set forth below:

We have no operating history and have maintained losses
since inception, which we expect to continue into the future.

We were incorporated on September 14, 2000, and have very
limited operations. We have not realized any revenues to date. Our website,
although operational, requires additional work prior to us being able to
generate revenue. We have no operating history at all upon which an evaluation
of our future success or failure can be made. Our net loss from inception to
March 31, 2010 is $190,133. Based upon our proposed plans, we expect to incur
operating losses in future periods. This will happen because there are
substantial costs and expenses associated with the development, testing and
marketing of our website. We currently believe we are at least 12-18 months away
from generating our first revenues. We may fail to generate revenues in the
future. If we cannot attract a significant number of users, we will not be able
to generate any significant revenues or income. Failure to generate revenues
will cause us to go out of business because we will not have the money to pay
our ongoing expenses.

In particular, additional capital may be required in the event
that:

20

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- the actual expenditures required to be made are at or above the higher
  range of our estimated expenditures;
- we incur unexpected costs in completing the development of our product or
  encounter any unexpected technical or other difficulties;
- we incur delays and additional expenses as a result of technology failure;
- we are unable to create a substantial market for our website; or
- we incur any significant unanticipated expenses.

The occurrence of any of the aforementioned events could
adversely affect our ability to meet our business plans and achieve a profitable
level of operations.

If our estimates related to expenditures are erroneous our
business will fail and you will lose your entire investment.

Our success is dependent in part upon the accuracy of our
management's estimates of expenditures, which are currently budgeted at $15,000
for the next 12 months. If such estimates are erroneous or inaccurate we may not
be able to carry out our business plan, which could, in a worst-case scenario,
result in the failure of our business and you losing your entire investment.

If we do not obtain additional financing, our business will
fail.

Our current operating funds are less than necessary to our plan
of operations over the next 12 months, and therefore we will need to obtain
additional financing in order to complete our business plan. We currently do not
have any operations and we have no income. As well, we will not receive any
funds from this registration.

We will require additional financing to sustain our business
operations if we are not successful in earning revenues. We do not currently
have any arrangements for financing and may not be able to find such financing
if required.

If we are unable to complete the development of our website
we will not be able to generate revenues and you will lose your entire
investment.

We have not completed the development of our website and we
have no contracts or licenses for the sale or use of our website. The success of
our business will depend on its completion and the acceptance of our website by
our potential customers. Achieving such acceptance will require significant
marketing investment. Our website, once developed and tested, may not be
accepted by our customers at sufficient levels to support our operations and
build our business. If the proposed website that we will develop is not accepted
at sufficient levels, our business will fail.

Our website, when developed, may contain defects that will
make it more difficult for us to establish and maintain customers.

Despite testing during development, our website may contain
undetected design faults and software errors, or "bugs," that are discovered
only after it has been installed and used by customers. Any such default or
error could cause delays in delivering our website or require design
modifications. These could adversely affect our competitive position and cause
us to lose potential customers or opportunities. In addition, our website has
yet to gain widespread acceptance in the market, any delays would likely have a
more detrimental impact on our business than if we were a more established
company.

Because we have two directors, deadlocks may occur in our
Boards decision making process, which may delay or prevent critical decisions
from being made.

Since we currently only have an even number of directors,
deadlocks may occur when such directors disagree on a particular decision or
course of action. Our Articles and By-Laws do not contain any mechanisms for
resolving potential deadlocks. While our directors are under a duty to act in
the best interest of our company, any deadlocks may impede the further
development of our business in that such deadlocks may delay or prevent critical
decisions regarding our development.

21

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Trading on the OTC Bulletin Board may be volatile and
sporadic, which could depress the market price of our common stock and make it
difficult for our stockholders to resell their shares.

Our common stock is quoted on the OTC Bulletin Board service of
the Financial Industry Regulatory Authority. Trading in stock quoted on the OTC
Bulletin Board is often thin and characterized by wide fluctuations in trading
prices, due to many factors that may have little to do with our operations or
business prospects. This volatility could depress the market price of our common
stock for reasons unrelated to operating performance. Moreover, the OTC Bulletin
Board is not a stock exchange, and trading of securities on the OTC Bulletin
Board is often more sporadic than the trading of securities listed on a
quotation system like NASDAQ or a stock exchange like Amex. Accordingly,
shareholders may have difficulty reselling any of their shares.

Our stock is a penny stock. Trading of our stock may be
restricted by the SECs penny stock regulations and FINRAs sales practice
requirements, which may limit a stockholders ability to buy and sell our stock.

Our stock is a penny stock. The Securities and Exchange
Commission has adopted Rule 15g-9 which generally defines penny stock to be
any equity security that has a market price (as defined) less than $5.00 per
share or an exercise price of less than $5.00 per share, subject to certain
exceptions. Our securities are covered by the penny stock rules, which impose
additional sales practice requirements on broker-dealers who sell to persons
other than established customers and accredited investors. The term
accredited investor refers generally to institutions with assets in excess of
$5,000,000 or individuals with a net worth in excess of $1,000,000 or annual
income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock
rules require a broker-dealer, prior to a transaction in a penny stock not
otherwise exempt from the rules, to deliver a standardized risk disclosure
document in a form prepared by the SEC which provides information about penny
stocks and the nature and level of risks in the penny stock market. The
broker-dealer also must provide the customer with current bid and offer
quotations for the penny stock, the compensation of the broker-dealer and its
salesperson in the transaction and monthly account statements showing the market
value of each penny stock held in the customers account. The bid and offer
quotations, and the broker-dealer and salesperson compensation information, must
be given to the customer orally or in writing prior to effecting the transaction
and must be given to the customer in writing before or with the customers
confirmation. In addition, the penny stock rules require that prior to a
transaction in a penny stock not otherwise exempt from these rules, the
broker-dealer must make a special written determination that the penny stock is
a suitable investment for the purchaser and receive the purchasers written
agreement to the transaction. These disclosure requirements may have the effect
of reducing the level of trading activity in the secondary market for the stock
that is subject to these penny stock rules. Consequently, these penny stock
rules may affect the ability of broker-dealers to trade our securities. We
believe that the penny stock rules discourage investor interest in, and limit
the marketability of, our common stock.

In addition to the penny stock rules promulgated by the
Securities and Exchange Commission, the Financial Industry Regulatory Authority
has adopted rules that require that in recommending an investment to a customer,
a broker-dealer must have reasonable grounds for believing that the investment
is suitable for that customer. Prior to recommending speculative low priced
securities to their non-institutional customers, broker-dealers must make
reasonable efforts to obtain information about the customers financial status,
tax status, investment objectives and other information. Under interpretations
of these rules, the Financial Industry Regulatory Authority believes that there
is a high probability that speculative low-priced securities will not be
suitable for at least some customers. The Financial Industry Regulatory
Authority requirements make it more difficult for broker-dealers to recommend
that their customers buy our common stock, which may limit your ability to buy
and sell our stock.

|Item 2. Unregistered Sales of Equity Securities and Use
      of Proceeds
|-------------------------------------------------------------------------

None.

|Item 3. Defaults Upon Senior Securities.
|----------------------------------------

None.

22

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|Item 4. [Removed and Reserved]
|------------------------------

|Item 5. Other Information
|-------------------------

None.

|Item 6. Exhibits.
|-----------------

Exhibits required by Item 601 of Regulation S-K

|Exhibit | Description                                                                                                                   
|------- | ------------------------------------------------------------------------------------------------------------------------------
|Number  |                                                                                                                               
|(3)     | Articles of Incorporation and By-laws                                                                                         
|3.1     | Articles of Incorporation (incorporated by reference from
      our Registration Statement on Form S-1 filed on July 21, 2008)
|3.2     | Certificate of Amendment (incorporated by reference from
      our Registration Statement on Form S-1 filed on July 21, 2008) 
|3.3     | Bylaws (incorporated by reference from our Registration
      Statement on Form S-1 filed on July 21, 2008)                   
|(31)    | Rule 13a-14(d)/15d-14(d) Certifications                                                                                       
|31.1*   | Section 302 Certification of Principal Executive Officer
  and Principal Financial Officer.                                   
|(32)    | Section 1350 Certifications                                                                                                   
|32.1*   | Section 906 Certification of Principal Executive Officer
      and Principal Financial Officer.                               

* Filed herewith

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SIGNATURES

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

|                    | HEALTHMED SERVICES LTD.                     
|------------------- | --------------------------------------------
|                    | (Registrant)                                
|                    |                                             
|                    |                                             
|                    |                                             
|Dated: May 17, 2010 | /s/
      Georgios Polyhronopoulos          
|                    | Georgios Polyhronopoulos                    
|                    | President, Secretary, Treasurer and Director
|                    | (Principal Executive Officer, Principal     
|                    | Accounting Officer and Principal Financial  
|                    | Officer)                                    

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