<PAGE>
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                       U.S. SECURITIES EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                               ------------------
                                   FORM 10-KSB

(Mark One)
[X]           ANNUAL REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
              ACT OF 1934
              For the fiscal year ended December 31,1999

[ ]           TRANSITION REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES
              EXCHANGE ACT OF 1934
              For the transition period from ________________to ________________

                         Commission file number: 0-24640

                        COMMUNITY MEDICAL TRANSPORT, INC.
                        ---------------------------------
              (Exact name of small business issuer in its charter)

             Delaware                                         13-3507464
             --------                                         ----------
  (State or other jurisdiction of                          (I.R.S. Employer
  incorporation or organization)                          Identification No.)

                  4 Gannett Drive, White Plains, New York 10604
                -------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                    Issuer's telephone number (914) 697-9233

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

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

                          Common Stock, $.001 par value
                          -----------------------------
                                (Title of Class)

               Redeemable Warrants expiring on September 29, 1999
               --------------------------------------------------
                                (Title of Class)

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

         Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation S-B contained herein, and no disclosure will be
contained, to the best of issuer's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [ ]

         Issuer's revenues for the year ended December 31, 1999 are $[ ]

         The aggregate market value of the voting and non-voting common stock
held by nonaffiliates of the issuer is $[ ] (as of March 30, 2000).

         The number of shares outstanding of the issuer's common stock is
[ ] (as of March 30, 2000).


                       DOCUMENTS INCORPORATED BY REFERENCE

================================================================================
<PAGE>
                                     PART I

Item 1.  Description of Business

Introduction

         Community Medical Transport, Inc. (the "Company"), through its
subsidiaries, provides medical transportation and other specialized
transportation services in the New York-New Jersey metropolitan area. These
services include specialized transportation for the handicapped, disabled,
mentally retarded, elderly and chronically ill to and from day treatment
centers, day care programs, hospitals, nursing homes, dialysis centers, and
other health care facilities. This service is provided in ambulettes -
specialized vans that contain ramps and other equipment designed to secure and
safely transport wheelchair bound passengers. These services also include
emergency and non-emergency ambulance transportation services, including limited
"911" emergency service, for patients who require basic medical care or
supervision during transport to and from hospitals, nursing homes and other
health care facilities.

         During the 1990's as overall demand for ambulance and ambulette
services is increasing, contracting parties and regulatory authorities are
imposing more stringent requirements in terms of quality of care and cost of
service. Ambulance and ambulette service providers are facing increasing demand
to deploy vehicles and provide more highly trained personnel cost effectively
and otherwise operate more cost-efficiently. These requirements and their
associated costs produces consolidation opportunities. The Company formed to
participate in the consolidation process but recent losses in part resulting
from new regulatory and reimbursement policies, and other adverse trends forced
the Company to abandon its efforts to make acquisitions.

         The principal executive offices of the Company are located at 4 Gannett
Drive, White Plains, New York 10604 and its telephone number is (914) 697-9233.

         Unless the context otherwise requires, references to the "Company"
contained in this Annual Report include the subsidiaries of the Company.

         Share information herein retroactively reflects a one for six reverse
stock split of the Company's common stock effected in November 1998.

Recent Developments

         In February 1999 the Company entered into a new financing arrangement
with Finova Capital Corporation. The Company obtained a term loan of $3,950,000,
a revolving credit line of $4,000,000 and availability of $1,000,000 for future
equipment acquisitions. The prior loan was satisfied with the proceeds of the
Finova loan.

Ambulette Services

         The Company provides specialized transportation for the handicapped,
disabled, mentally retarded, elderly and chronically ill to and from day
treatment centers, day care programs, hospitals, nursing homes, dialysis
centers, and other health care facilities in the New York-New Jersey
metropolitan area. This service is provided in ambulettes, which are specialized
vans that contain ramps and other equipment designed to secure and safely
transport wheelchair bound passengers as well as ambulatory passengers. The
Company provides two principal types of ambulette services to its customers:
"pre-scheduled" and "scheduled daily in advance."


<PAGE>
         The "pre-scheduled" services, which accounted for over 29% of the
Company's revenues during 1997 and approximately 26% of the Company's revenues
during 1998, are provided to customers both with and without contracts. Under
this service, the customer or provider typically retains the Company to provide
regularly scheduled transportation services for patients who attend the
provider's facilities on a daily or other regularly scheduled basis.
Transportation is generally between the patient's residence and the customer's
health care facility and is provided five days a week except for long term care
and other specialized situations in which service is provided seven days a week.
Users of such services include; health care facilities such as dialysis centers,
adult day centers that service the elderly, day treatment programs that service
individuals with mental retardation and, in certain cases, other developmental
disabilities and comprehensive health care facilities, which serve as a
long-term "day care" alternative to nursing homes.

         The "scheduled daily in advance" services are provided to nursing homes
and other health care facilities on an "as-needed basis" pursuant to direct
calls from the customer. Transportation for this service is generally between
residences or nursing homes and hospitals or other health care facilities and is
generally requested by the customer not more than one day in advance.

         The Company has entered into an agreement with Union County, New Jersey
in connection with para-transit services (including medical and non-medical
transportation) provided by the county. Drivers required by the county are
provided by the Company pursuant to this agreement. Commencing January 1, 1998,
these services were expanded pursuant to a separate agreement to include
dispatching of the vehicles.

         The Company has been notified that its contract with Union County has
not been renewed. The Company has been notified that its low bid on the renewal
of the contract has been challenged by the Bronx County. The Company is
currently subject to a legal proceeding involving the bid.

Ambulance Services

         The Company, through its subsidiaries, provides general ambulance
services to patients requiring various levels of medical supervision during
transfer to and from residences and health care facilities. The Company's
ambulance business commenced in February 1994 and was significantly augmented as
a result of acquisitions and marketing efforts.

         Ambulance operations generated approximately 49% and 45% of the
Company's total revenues during the years ended December 31, 1997 and 1998,
respectively. Presently, the Company's ambulance services are provided in New
York City, particularly Manhattan and the Bronx, as well as the Hudson Valley
and Westchester area of the New York-New Jersey Metropolitan area. The Company
initiated limited ambulance services in northern New Jersey in 1996 and
significantly expanded such services in 1997. While limited to basic life
support ("BLS") services under New Jersey regulation, the Company expanded the
northern New Jersey operations to a 24 hour, 7 days per week basis in early
1998.

         The Company is licensed to provide ambulance services in New York City,
Westchester, Rockland, Orange, Putnam, Dutchess, Ulster, Greene, northern New
Jersey and other counties in southeastern New York State. The Company's
ambulances provide both BLS services and advanced life support services ("ALS").
BLS service is utilized by patients requiring a basic level of medical care
during transport. BLS services may include basic airway management, hemorrhage
control and stabilization of fractures. ALS service requires advanced life
support systems such as cardiac monitoring, defibrillators, oxygen delivery and
advanced clinical care.

<PAGE>
         The Company currently provides only limited "911" emergency services
because such services are provided by municipal authorities in the geographic
areas in which the Company operates. The Company provides exclusive 911 services
to two townships in Rockland County and on a non-exclusive basis in Ulster
County.

         Ambulance units are staffed by two EMTs and are equipped with medical
supplies, oxygen delivery systems, and equipment necessary to administer first
aid and other medical treatment. ALS ambulance units, staffed by crews of
specially certified EMTs (paramedics), are equipped with advanced life support
equipment, such as cardiac monitors, defibrillators, specialty pharmaceuticals
and medical supplies. The Company's ambulance services are typically provided
pursuant to arrangements with health care facilities and are either scheduled in
advance or provided on an as-needed basis.

Marketing and Sales

         The general managers of each of the Company's sites are responsible for
each site's marketing efforts. The Company's marketing department was removed as
part of the Company's cost-cutting efforts.

         The Company markets its ambulette services principally to day treatment
centers and day care programs which provide programs for the handicapped,
disabled and elderly, as well as other health care facilities that require a
stable and reliable source of medical transportation for its patients. The
Company provides its ambulance services to several major hospitals and nursing
homes in New York City, Rockland, Ulster and Westchester counties. As part of
its marketing strategy, the Company has developed more than two dozen managed
care provider contracts and is seeking to enter into arrangements to become a
single source transportation provider for medical institutions.

Personnel Training and Quality Assurance

         As of December 31, 1998, the Company employed 130 EMTs and 62
paramedics. In general, EMTs furnish basic and emergency treatment while
transporting patients in ambulances. EMTs must be state certified to perform
basic and emergency care services. Certification as an EMT in the geographic
area in which the Company provides services requires completion of a training
program designed by the state. Paramedics providing ALS are required to complete
advanced training courses and obtain New York state and regional certifications
for more advanced emergency care services. The Company carefully screens all job
applicants and is committed to providing consistently high quality transport and
other services. All of the Company's ambulette drivers are subject to state
regulation. They must have a commercial driver's license with a designation to
transport passengers. Additionally, the Company verifies the driving record of
each new driver.

Billing and Collection

         The Company derives a substantial majority of its revenue from
reimbursement by third-party payors, particularly Medicaid and Medicare,
typically invoicing and collecting payments directly from the third party payor.
During the fiscal years ended December 31, 1997 and 1998, the Company derived
approximately 44% and 39%, respectively, of its net revenues from Medicaid and
Medicare; 9% and 11%, respectively, of its net revenues pursuant to contracts
with Beth Abraham Hospital (the Company's only fixed-cost provider); and 47% and
50%, respectively, of its net revenues from private insurers and other
non-governmental sources.

         The Company has only two contracts with municipalities or health care
facilities which require the Company to provide services without regard to a
patient's insurance coverage or ability to pay. Such requirements are generally
imposed on ambulance services which provide "911" or other emergency services on
an exclusive basis. The Company provides 911 services to two towns in Rockland
County. Overall, the Company believes that on an ongoing basis, uncompensated
trips will not be significant. See "Description of Business - Recent
Developments."


<PAGE>
         The Company has developed an expertise in processing claims to
third-party payors. The Company uses specialized software systems to
specifically tailor and electronically submit most claims to Medicaid, Medicare
and certain other third-party payors. The Company believes that its expertise in
processing third-party claims reduces the collection time on its receivables and
results in fewer rejected claims based on incomplete or inaccurate information.
See "Description of Business--Recent Developments" and "Management's Discussion
and Analysis of Financial Condition and Results of Operations" for information
with respect to this write down.

Principal Customers

         During 1998 the majority of the Company's services are provided
pursuant to written agreements. Most of these agreements are for a one year
renewable term and designate the Company as a preferred provider. The Company
provides ambulette services to a significant customer, Beth Abraham Hospital
(and affiliates) located in Bronx County, New York, pursuant to written
contracts since 1988. Under these contracts, the Company provides ambulette
services on an exclusive basis for the hospital's comprehensive care management
center, an innovative alternative to nursing home care for many people who are
elderly and have physical disabilities. These agreements, as amended, will
expire on December 31, 1999. During the years ended December 31, 1997 and 1998,
the Company derived approximately 9% and 12%, respectively, of its revenues from
services provided on behalf of Beth Abraham Hospital and its affiliates
including amounts reimbursed by third parties. Dean Sloane, President of the
Company, serves as honorary director of Beth Abraham Hospital, without
compensation.

         The Company provided para-transit transportation services to the County
of Union, New Jersey pursuant to written contracts, which have been extended
through December 31, 1999. During the years ended December 31, 1998 and 1999,
the Company derived approximately 9% and 11.4%, respectively, of its revenues
from services provided to the County of Union, New Jersey. The Company's
revenues from this source increased for the fiscal year ending 1998 since the
Company provided additional services to the County of Union, New Jersey. The
Company no longer derives revenues from the County of Union because of the
circumstances described in Ambulette Services.

         The Company provides transportation services to several day treatment
centers. In some cases, the majority of the people transported live in group
homes, which are operated by either voluntary or state agencies. The Company
negotiates separate arrangements with the group homes and day treatment centers
for the transportation needs of their clients.

Competition

         The ambulance and ambulette service industry is highly competitive.
Principal participants include government entities, large regional ambulance
service providers, hospitals and numerous local providers. The Company competes
with several large firms in its New York City market, including American Medical
Response (a subsidiary of Laidlaw), Transcare and Metropolitan Ambulance as well
as Mobile Life Support in the Hudson Valley region. The Company also encounters
competition, particularly with respect to ambulette services, from small
commercial providers operating in the New York - New Jersey metropolitan area.
The Company believes that health care facilities in the geographic area serviced
by the Company consider quality of care, reliability and reputation to be the
most important factors in utilizing a medical transportation provider, although
other factors such as financial stability, personnel policies and practices and
cost are also considered. In addition to present competition, other companies
that do not currently operate ambulance or ambulette services may enter the
ambulance or ambulette service business. There can be no assurance that health
care facilities that presently contract for ambulance or ambulette services will
not choose to provide ambulance or ambulette services directly in the future.

         Due to difficulties in obtaining a license, persons or entities seeking
to enter the ambulance industries have typically been required to acquire an
existing entity already in possession of an ambulance license. Consequently, the
Company believes that competition has been occurring in the environment of a
substantially fixed number of ambulance licenses.
<PAGE>
         The Company believes that it may encounter significant competition for
acquisitions of other medical transportation service providers, particularly as
the industry consolidates. There are many companies with greater capital and
other resources than the Company which are actively seeking to acquire ambulance
service providers. Prospective acquirers of ambulance and ambulette service
providers compete primarily on the basis of price, form of consideration,
operating synergy opportunities and management. Competition for acquisition
candidates is intensifying within the ambulance service industry as the industry
consolidates. Such competition may result in the inflation of purchase prices to
levels which exceed the Company's financial capability or otherwise inhibit its
acquisition program.

Government Regulation

         The ambulance and ambulette service industry is subject to governmental
regulation at the federal, state and local levels. At the federal level, the
Company is subject to regulations under the Occupational Safety and Health Act
designed to protect employees of the Company. The federal government also
recommends standards for ambulance design and construction, medical training
curriculum, and designation of appropriate trauma facilities, which standards
may be modified by state agencies.

         Various aspects of the Company's operations are subject to and
regulated by New York State law. State requirements govern the licensing or
certification of ambulance service providers, training and certification of
medical personnel, the scope of services that may be provided by medical
personnel, staffing requirements, medical control, medical procedures,
communication systems, license and qualification of drivers and vehicles and
equipment.

         In addition, the operation of the Company's ambulette services are
subject to regulation by various state and local agencies. These regulations
encompass the licensing and qualification of drivers, vehicles, and equipment.

         Applicable federal, state and local laws and regulations are subject to
change. The Company currently believes that it is substantially in compliance
with regulatory requirements applicable to its ambulance and ambulette service
business. These regulatory requirements, however, may require the Company in the
future to increase its capital and operating expenditures in order to maintain
current operations or initiate new operations.

Reimbursement

         The Company must comply with various requirements in connection with
its participation in the Medicaid and Medicare programs. Medicaid is a combined
federal-state program for medical assistance to impoverished individuals who are
aged, blind, disabled or members of families with dependent children. The
various authorities of Medicare/Medicaid, including the New York State
Department of Social Services have the authority to set levels of reimbursement
within federal guidelines. The Company receives from its customers that are
covered by Medicaid, only the reimbursement permitted by Medicaid and is not
permitted to collect from the patient any difference between its customary
charge to such customers and the amount reimbursed. Any difference between the
Company's customary charge to its customers that are covered by Medicaid and
amounts reimbursed by Medicaid are not material to the Company's operating
results because the Company's customary charges to such customers generally do
not exceed amounts reimbursable by Medicaid.

         Medicare is a federal health insurance program for the elderly and for
chronically disabled individuals, which pays for ambulance services when
medically necessary. Medicare uses a charge-based reimbursement system for
ambulance services and reimburses 80% of charges determined to be reasonable by
Medicare, subject to the limits fixed for the particular geographic area. The
patient, Medicaid or secondary insurer is responsible for paying the remaining
20%, and Medicare requires the Company to expend reasonable efforts to collect
the balance. Medicare does not reimburse the Company for amounts the Company can
not collect from the patient. In determining reasonable charges, Medicare
considers and applies the lowest of various charge factors including the actual
charge, the customary charge, the prevailing charge in the same locality, the
amount of reimbursement for comparable services or the inflation-indexed charge
limit.
<PAGE>

         The Company, like other Medicaid and Medicare providers, is subject to
governmental audits of its Medicaid and Medicare reimbursement claims. To date
the Company has not experienced significant adjustments as a result of any such
audit. As a provider of services under the Medicaid and Medicare programs, the
Company is also subject to the Medicaid and Medicare fraud and abuse laws. The
laws prohibit any bribe, kickback or rebate in return for the referral of
Medicaid or Medicare patients. Violations of these prohibitions may result in
civil and criminal penalties and exclusion from participation in the Medicaid
and Medicare programs.

         Pursuant to the federal/state statutory schemes for the regulation and
administration of the Medicaid program, each state has a Medicaid Fraud Control
Unit. The Company believes that it has complied with all appropriate
regulations.

         Government funding for health care programs is subject to statutory and
regulatory changes, administrative rulings, interpretations of policy,
determinations by intermediaries and governmental funding restrictions, all of
which could materially increase or decrease program reimbursements for ambulance
services. In recent years, Congress has consistently attempted to curb federal
spending on such programs. Amounts under reimbursement programs are subject to
administrative interpretation and enforcement policies. Currently, several
agencies have taken restrictive positions concerning Medicaid reimbursement. It
is likely that future funding levels for Medicare and Medicaid programs will be
reduced from present levels. The current Congress and various states are
considering proposals to reduce expenditures under various reimbursement
programs. Government agencies in the areas in which the Company operates have
proposed extensive budgetary reductions and rule changes for these programs.
The Company can not predict the overall effect on it as a result of any budget
or policy cuts, but such actions could adversely affect the Company.

         Moreover, the Company anticipates that Congress and state and local
legislatures will continue to review and assess alternative health care delivery
systems and cost-control measures, and public debate of these issues will likely
continue in the future. The Company cannot predict the effect any measures, if
adopted in the future, will have on the Company's business.

Insurance

         The Company carries a broad range of general liability, comprehensive
property damage, worker's compensation, professional liability, automobile and
other insurance coverage that management considers adequate for the protection
of its assets and operations, although there can be no assurance that the
coverage limits of such policies will be adequate. A successful claim against
the Company in excess of its insurance coverage could have a material adverse
effect on the Company and its financial condition. Claims against the Company,
regardless of their merit or outcome, may also have an adverse effect on the
Company's reputation and business. The Company is also subject to accident
claims as a result of the normal operation of its fleet of vehicles.

         Equipment As of December 31, 1999, the Company's fleet included 110
ambulettes and 39 ambulances. Except for 31 leased vehicles, the Company owns
all of its vehicles.
<PAGE>

Employees

         As of December 31, 1999, the Company had a total of 383 employees of
which approximately 297 were full-time and 86 were part-time employees. Of
these, 383 employees were involved in medical transport services and [54]
management, administrative and clerical personnel. Prior to the acquisition of
A-1 Ambulance Service, Inc. ("A-1"), the Company was not a party to any
collective bargaining agreements. The drivers, EMTs and paramedics of A-1 were
subject to a collective bargaining agreement until 1997 when they voted to
decertify the union. During 1997, ambulance drivers located in Yonkers, New York
and ambulette drivers located in Yonkers, New York and Union, New Jersey voted
to be unionized. As of December 31, 1999, the Company had negotiated and signed
agreements with the unions for the ambulette drivers located in Yonkers, New
York and Union, New Jersey and was in the final phase of negotiating a formal
agreement with the union for the ambulance drivers located in Yonkers, New York.
The Company considers its relations with employees to be good.

Item 2. Description of Property

         The Company leases approximately 7,600 square feet in a facility
located in White Plains, New York, utilized for the Company's executive offices
and administrative purposes (accounts receivable collection, dispatch and
related functions). The base rental expense for the facility is currently
$159,600 per year, increasing $1,896 per year each second year commencing in
2000.  The lease for the facility expires in March 2005.

         The Company leases a facility located in Yonkers, New York, for
dispatch and vehicle basing, garaging and maintenance. The base rental expense
for the facility is currently $120,000 per year, increasing approximately $3,600
per year each year commencing in 1998. The lease for the facility expires in
March 2002.

         The Company leases a 3,500 square foot facility in located in Kingston,
New York which acts as physical plant and is partially the site for a hospital

         The Company leases a small office in Union, New Jersey for the
administration, including dispatch, of its Union County para-transit contract.

         In conjunction with the Elite Acquisition, the subsidiary of the
Company entered into a lease for garage and operating facilities in Orange, New
Jersey. This facility consists of garage, dispatch and office facilities. At
December 31, 1998, these facilities consist of the following: the facility in
Orange is 16,000 square feet for office space and a garage at an annual rental
of $57,000 pursuant to a lease that expires in March 1999.

<PAGE>

Item 3.  Legal Proceedings

         In April 1997, a former employee of a subsidiary of the Company
commenced an action against the Company and the subsidiary entitled Allen Bemus
v. Community Medical Transport, Inc. and Empire Ambulance and Ambulette, Inc.,
in the Superior Court of Connecticut (the "Bemus Action"). The Bemus Action
alleges breach of an employment agreement and a covenant not to compete, a
breach of the covenant of good faith and fair dealing in connection with the
aforesaid agreements, defamation, lost wages and negligent infliction of
emotional distress. The Bemus Action seeks damages of approximately $250,000,
plus punitive damages. The Company believes that it has valid and meritorious
defenses to the Bemus Action, as well as offsets against the claims asserted in
the complaint, and has prepared an appropriate answer. The trial, without a jury
has been completed but a decision has not been rendered.

         A second action was filed against the Company and the subsidiary by two
former officers and shareholders of A-1 Ambulance Service ("A-1 Ambulance"). In
June 1996, the Company had acquired from A-1 Ambulance certain assets pursuant
to an asset purchase agreement dated December 29, 1995. That action, entitled
A-1 Ambulance Service, Inc., David J. Warburg and Helen H. Hendrie v. Community
Medical Transport, Inc. and Empire Ambulance and Ambulette, Inc. (the "Warburg
Action"), was filed on June 25, 1997 in the Supreme Court of the State of New
York, County of Westchester and was served upon the Company on July 10, 1997.
The Warburg Action alleges breach of the employment agreements entered into
between the Company and the former shareholders of A-1 Ambulance and seeks
damages, in the aggregate, of approximately $325,000. On September 8, 1997, the
Company served a motion to stay the action and to compel arbitration since the
written agreements upon which the claims in the Warburg Action are based provide
that disputes under those agreements are subject to arbitration. On October 22,
1997, the Company's motion was granted and the Company was awarded statutory
motion costs. As of this date, the plaintiffs in the Warburg Action have not
commenced arbitration. In the event that plaintiffs do commence an arbitration,
the Company believes that it has valid and meritorious defenses to the Warburg
Action, as well as offsets against the claims asserted in the complaint, and it
will continue to vigorously oppose that action.

         In February 1998, the Company filed an action against a provider of day
treatment and/or day rehabilitation services for which the Company previously
had provided ambulette and transportation services pursuant to a transportation
agreement. That action, entitled Community Medical Transport, Inc. v.
Professional Service Centers For The Handicapped, Inc. (the "CMTI Action"), was
filed on February 4, 1998 in Supreme Court of the State of New York, County of
Westchester. The CMTI Action alleges breach of contract by Professional Service
Centers For The Handicapped, Inc. ("PSCH") as a result of its failure and
refusal to pay the Company an outstanding balance of $187,422 for the Company's
services and quantum meruit based upon the reasonable value of those services.
PSCH served an answer which contains one counterclaim for unspecified damages
based upon the PSCH's claim that the Company breached the transportation
agreement. The answer which was served was defective. PSCH's counsel was
promptly notified of the deficiency and requested it to serve a properly signed
pleading. The Company intends to vigorously prosecute this action and oppose the
counterclaim.

         In an action entitled Medical Transportation Corp. v. Community Medical
Transport, Inc., and Community Ambulette Service, Inc., Medical Transportation
Corp. ("Med-Trans") alleges that during the 12 month period commencing December
1, 1996 and ending November 30, 1997, the Company willfully, voluntarily and
deliberately terminated relationships with numerous customers and unilaterally
ceased to provide services to said customers. Med-Trans is the holder of
promissory note from the Company, the principal of which is subject to
adjustment based on total annual revenues from an ambulette business acquired
from Med-Trans. Med-Trans is seeking a payment in the amount of $228,000. The
Company filed an answer to the complaint, together with affirmative defenses,
stating, among other things, that at no time did the Company voluntarily decide
not to service a customer. This action is in the pre-trial stage.
<PAGE>

         An action entitled Kenneth P. Silverman, Esq., Trustee of the Estate of
BR Ambulance Service, Inc. d/b/a American Ambulance and Oxygen Service, Inc. v.
Community Medical Transport, Inc., et al., was filed in the Bankruptcy Court for
the Eastern District of New York. By complaint dated February 12, 1998, the
Chapter 7 Trustee of BR Ambulance Service, Inc. ("BR") has sued the Company
alleging that the Company was the recipient of fraudulent conveyances from BR
arising out of an asset purchase agreement between the Company and BR, dated
March 12, 1995, wherein the Company allegedly agreed to purchase the assets of
BR for a base purchase price of $2,000,000 plus additional consideration to be
calculated pursuant to a specified formula. The complaint further alleges that
subsequently BR transferred various assets to the Company but the Company did
not pay the specified consideration and accordingly owes the Trustee of BR not
less than $2,000,000. This action is in the pre-trial stage.

         The Company commenced an action, Community Medical Transport, Inc., et
ano. v. Harvey H. McGeorge Co., Inc. et al. Ambulance and Ambulette, Inc.
("Century") filed in Supreme Court State of New York, County of Westchester
against Harvey H. McGeorge Co., Inc. Richards/Decker Operating Co., Inc.,
Hudvalco, Inc. doing business as Hudson Valley Ambulance, Alan McGeorge, Tor
Avenue Realty, Inc. (all of the foregoing together referred to herein as the
"McGeorge Defendants") and Richard A. Eisner & Company, LLP. The Company alleges
damages of 5.4 million dollars resulting from fraud, negligent and intentional
breech of warranty, breach of contract, material omission, negligent
misrepresentation, fraud in the inducement and violation of the implied covenant
of good faith and fair dealing on the part of the McGeorge Defendants in the
course of disclosures made regarding a business acquired from the McGeorge
Defendants and negligence and breach of contract on the part of defendant
Richard A. Eisner and Company, LLP, in the course of accounting services
rendered relating to the acquisition of the business from the McGeorge
Defendants. The Company intends to vigorously prosecute this action.

         In an action entitled Oxford Health Plans (NY), Inc. v. Community
Medical Transport, Inc., filed in the Supreme Court, New York County, the
plaintiff claims $140,000 in health insurance premiums. The company vigorously
disputes the material allegations of the complaint and intends to interpose a
counterclaim for outstanding claims for transportation services authorized by
Oxford.

         In an action filed in the Supreme Court, Bronx County, the plaintiff, a
former employee of defendant is suing for commissions and severance pay pursuant
to an employment contract. The plaintiff also demands statutory damages pursuant
to the New York Labor Law. The Company vigorously disputes the material
allegations of the complaint.

         John Bondra v. Community Medical Transport, Inc. et al. is an action
brought by John Bondra, a former employee of Community Medical Transport, Inc.,
seeking damages under the theories of breach of contract, failure to provide a
contract of employment, quantum, meruit, unjust enrichment and Labor Law Section
198 (1-a). Presently, there is a motion pending seeking to dismiss the summons
and complaint as it pertains to the individually named defendants, Dean Sloane,
James Dickinson and Nicholas Puglisi.

         Community Ambulette Service, Inc. v. Allcity Ins. Co., is an action
pending in Supreme Court, New York County against Community's insurance carrier
for its motor vehicles. The basis of the action is that the defendant carrier
improperly assessed premiums and Community is seeking to recoup approximately
$47,351.00. This action has progressed through the pleadings state, and inasmuch
as Allcity has failed to voluntarily respond to discovery demands, we are now
filing a Request for Judicial Intervention, so as to hold a Preliminary
Conference and thereby compel the completion of discovery.

         Torchy White v. First Help Ambulance and Ambulette Service, Inc. and
Community Medical Transport, Inc. is an action pending in Supreme Court, Bronx
county, arising out of an employment agreement entered into between the
plaintiff and First Help and guaranteed by Community.

         The plaintiff claims a breach of her employment agreement that she was
not discharged for cause as required by the contract, that the defendants failed
to comply with the terms and conditions of her employment contract. The action
is in the pre-trial stage. Plaintiff has moved for summary judgement, seeking
damages in the sum of $125,000.00. She also seeks an accounting in order to
determine and assess if she is which was deemed entitled to any commissions
pursuant to the terms of the employment agreement.
<PAGE>

         The Company believes that they have not breached this agreement. The
Company has agreed to provide Ms. White with an accounting, as it is their good
faith belief that she is not on any commission herein.

         Edward Weiss v. Community Medical Transport, Inc. is an action arising
out of an asset purchase agreement between BR Ambulance Service, Inc., of which
Edward Weiss was a principal and Community, which was never consummated. The
plaintiff claims that he entered into an employment agreement entitling him to
an annual salary of $100,000.00 plus commission and other benefits. The
defendants have denied liability. The action is in the pre-trial stage.

         Anthony J. Monteiro v. Community Medical Transport, Inc. is an action
to recover property damages caused to leased premises by the defendant tenant in
the sum of $22,580.10. The case is currently on the trial calendar and a jury
demand has been filed.

<PAGE>


         Fox Ridge Transportation, Inc. and John Gillen v. Community Medical
Transport, Inc. is an action brought against Community Medical Transport, Inc.
with regard to a Purchase Agreement. There is a Trial Readiness Conference
presently scheduled for May 2, 2000.

         Oxford Health Plans (NY) Inc. v. Community Medical Transport, Inc. is
an action which seeks premiums for medical coverage of employees of Community
Medical Transport, Inc. which are no longer employees. Community Medical
Transport, Inc. has made a motion to dismiss the plaintiff=s complaint, which is
presently returnable before Justice Solomon on April 17, 2000.

         Cellular One of Upstate New York, Inc. v. Century Ambulance and
Ambulette, Inc. d/b/a Community Medical Transport is an action brought in
Supreme Court, Westchester County seeking payment for telephone services
provided by the plaintiff to the defendants. There is a motion outstanding for
summary judgement against the defendants.

         Financial Solutions Group, Ltd. v. Community Medical Transport, Inc. is
an action the plaintiff alleges a breach of contract for medical transportation
and is demanding judgement against the defendant in an amount of at least
$50,000.00 together with interest from January 15, 1999.

         From time to time the Company is a party to litigation arising in the
ordinary course of business. There can be no assurance that the Company's
insurance coverage will be adequate to cover all liabilities occurring out of
such claims. In the opinion of management and except as described above, the
Company is not engaged in any legal proceedings expected to have a material
adverse effect on the financial condition or results of operations of the
Company.


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

No matters.

                                     PART II

Item 5.  Market for Common Equity and Related Stockholder Matters

         The Company's common stock and redeemable warrants are currently traded
on The Nasdaq Small Cap Market under the symbols "CMTI" and "CMTIW",
respectively.

         Prior to August 1997, the Company's common stock and redeemable
warrants were listed on the Nasdaq National Market. Although the Company did not
agree with the decision to terminate the listing of the Company's securities
from The Nasdaz National

         Set forth below are the high and low bids for the Company's common
stock and redeemable warrants on The Nasdaq Small Cap Market during the last two
years. Such quotations reflect interdealer prices without retail mark-up,
mark-down or commissions, and may not reflect actual transactions. The Company's
redeemable warrants expired in September 1999.

                                         Common Stock
                                  --------------------------
                                    High               Low
                                  --------           -------
1998
----

First Quarter                    [$7-1/2             $4-7/8
Second Quarter                     7-1/8              4-1/2
Third Quarter                      6-3/8              3-3/4
Fourth Quarter                     4-1/8              2-5/8

1999
----

First Quarter                     $3-7/8              $2.00
Second Quarter                     3                  1-7/8
Third Quarter                      2-7/8              1-1/8
Fourth Quarter                     1-26/32            1-2/32
<PAGE>

         As of December 31, 1999, there were approximately 66 recordholders of
the Company's common stock, although the Company believes that there are more
than 500 beneficial owners of its common stock.

         The Company plans to retain any future earnings for use in its business
and, accordingly, the Company does not anticipate paying dividends in the
foreseeable future to its common stockholders. Payment of dividends is within
the discretion of the Company's Board of Directors and will depend, among other
factors, upon the Company's earnings, financial condition and capital
requirements.
<PAGE>

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

Introduction

         For all periods presented, the following financial information includes
the accounts of all operating subsidiaries of the Company.

         The Company's total revenue, which is comprised primarily of ambulette
and ambulance service fees charged to Medicare, Medicaid, other third party
payers such as private insurance carriers and health maintenance organizations,
and directly to patients, is presented net of contractual adjustments. The
reimbursement from Medicare and Medicaid has been reduced as a percentage of
revenues from 39% in 1998 to 35% in 1999, while the reimbursement from private
insurers and other non governmental agencies has increased from 50% in 1998 to
55% in 1999.

Forward Looking Statements

         The following statements and certain other statements in this annual
report on Form 10-KSB are based on current expectations. Such statements are
forward looking statements that involve a number of risks and uncertainties.
Factors that could cause actual results to differ materially include, but are
not limited to the following (i) general economic conditions, (ii) competitive
market influences (iii) third party reimbursement rate changes (iv) availability
of insurance at reasonable cost (v) customer relations and (vi) increased
competition.

Results of Operations

         Year Ended December 31, 1999 as Compared with Year Ended December 31,
1998

         Revenues decreased by $2,405,000, or 13.2%, to $15,840,000 in 1999 from
$18,245,000 in 1998. The decrease is due substantially to the Company losing
certain business to the competition.

         Operating expenses decreased by $1,544,000, or 11.5%, to $11,894,000 in
1999 from $13,438,000 in 1998. Total operating expenses as a percentage of
revenue for 1999 is 75.1% as compared to 73.6% in 1998. The increase of 1.5% as
a percentage of revenue was primarily due to an increase in depreciation
combined with certain fixed costs remaining constant as revenue decreased. As a
result of the foregoing, gross profit decreased minimally as a percentage of
revenues from 26.3% to 25% while gross profit decreased by $861,000 or 17.9%, to
$3,946,000 in 1999 from $4,807,000 in 1998.
<PAGE>

         Selling, general and administrative expenses decreased by $298,000, or
5.2%, to $5,459,000 in 1999 from $5,757,000 in 1998. The decrease was a direct
result of reductions primarily in administrative operating costs, marketing
salaries and benefits, administrative salaries and benefits, and amortization of
intangibles. This was partially offset by an increase in bad debt expense.
Selling, general and administrative expenses as a percentage of revenues
increased by 3% to 34.5% for the year ended December 31, 1999, from 31.5% for
the year ended December 31, 1998, primarily as a result of the fixed costs
remaining constant as revenue decreased.

                  Loss from operations increased by $563,000, or 59.2%, to a
loss of $1,513,000 in 1999 from a loss of $950,000. This decrease was a result
of the factors described above, primarily the reduced revenues and the increase
increases in operating expenses and the provision for bad debts.

         Interest expense increased to $709,000 in 1999 as compared to $663,000
in 1998. The $46,000 increase or 6.9% is due to an increase in the interest rate
charged to the Company in 1999.

         Interest income decreased by $47,000, or 90.3%, to $5000 in 1999 from
$52,000 in 1998. The reduction in interest income is primarily due to
expenditures, which reduced available cash.

         The Company's income taxes amounted to a benefit of $432,000 for the
year ended December 31, 1999 compared with a tax benefit of $516,000 for the
year ended December 31, 1998. The tax benefits resulted from the Company
sustaining taxable losses for both 1998 and 1999. The 1998 and 1999 tax benefit
results from the recognition of a deferred tax asset as management believes
there is a strong likelihood that such amounts will be realized based upon their
assessment of expected future sales of certain assets. Certain current taxes
were payable irrespective of the losses the Company incurred.

         The Company's net loss amounted to $1,787,000 or $1.76 per share, for
the year ended December 31, 1999, as compared to net loss of $1,045,000, or
$1.05 per share, for the year ended December 31, 1998.

Liquidity and Capital Resources

         Cash used by operating activities was $722,000 in 1999 compared with
cash provided by operating activities of $926,000 in 1998. The increase in cash
used by operating activities in 1999, was largely the result of a increase
losses, an increase in accounts receivables written off and cash used in prepaid
items as compared to 1998, offset partially by a increases in accounts payable
and accrued expenses.

         Cash provided by investing activities in 1999 was $538,000 as compared
to cash used in 1998 of $46,000. The increase in cash provided in investing
activities was largely the result of decreases in the short-term cash
investments held by the Company.
<PAGE>

         Cash provided by financing activities for the year ended December 31,
1999 was $11,000 as compared to Cash used in financing activities of $1,713,000
for the same period in 1998. In 1998 the company made additional principal
payments for its senior debt with no additional borrowings. In 1999 the
Company's principal payments were offset by additional loans.

         In December 1996, the Company entered into a $10,000,000 credit
facility to replace its previously existing $3,200,000 credit facility for
working capital and capital expenditures. A portion of the $10,000,000 credit
facility consists of a $6,500,000 revolving credit arrangement, which may only
be drawn down if the Company has sufficient qualified accounts receivable. The
balance of the credit facility is available under term notes. The Company, at
times was unable to draw down desired amounts because of slow payment by
reimbursement agents resulting in delays in collection. In addition, the Company
was required from time to time to repay a portion of this facility under the
provisions of the credit agreement. At December 31, 1997, there was $6,260,000
outstanding under this facility consisting of $4,000,000 under the revolving
credit arrangement and $2,260,000 under the term notes.

         At December 31, 1997, the Company was not in compliance with several
financial covenants of its existing loan agreement. The lenders have provided a
waiver in connection with an amendment to the loan agreement, which was
completed on April 14, 1998. As a result of such amendment, the lenders amended
certain financial covenants at future measurement dates to accommodate the
Company's current financial status. The lenders also extended the maturity date
of the revolving credit arrangement to January 18, 1999 and in conjunction with
such revisions, reduced the amount under the revolving credit arrangement from
$6,500,000 to $3,500,000. In February 1999 the Company entered into a new
financing arrangement with Finova Capital Corporation. The Company obtained a
term loan of $3,950,000, a revolving credit line of $4,000,000 and availability
of $1,000,000 for future equipment acquisitions. Under the revolver, the Company
has approximately a $2.5 million available line of credit may use subject to the
availability of eligible accounts receivable. The prior loan was satisfied with
the proceeds of the Finova loan.

         Since July of 1999 the Company has been in default on the Finova Loan.
The default relates to certain financial covenants. The company remains current
on its debt service payments.

         At December 31, 1999, the Company had working capital deficit of
$3,948,000 as compared to working capital of $1,877,000 at December 31, 1998.
This is large due to the Debt previously classify as long-term now due to the
default being classified as current.

         The company is exploring various options to fund future operations,
including the sale of assets and raising capital from other sources, including
the sale of part or all of the Company. The company expects that one or a
combination of these options will enable the company to continue in existence.



<PAGE>


Inflation

         The Company believes that the relatively moderate rates of inflation in
recent years have not had a significant impact on its net revenues or its
profitability.

Year 2000 Compliance

         The Company had upgraded any possible problem areas and has experienced
no year 2000 issues.

Item 7. Financial Statements

         Reference is made to pages F-1 through F-21 comprising a portion of
this annual Report on Form 10-KSB.

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

Reports on Form 8-K

         The Company filed a Current Report on Forms 8-K and 8-K/A-1, dated May
18, 1998, relating to items 4 and 7 Form 8-K. Such Current Report includes the
termination of Richard A. Eisner & Company, LLP ("Eisner") as the Company's
independent auditors, and Eisner's response agreeing to the disclosures in such
filing.

         The Company filed a Current Report on Form 8-K, dated June 29, 1998,
relating to items 4 and 7 of Form 8-K. Such Current Report includes the
appointment of Edward Isaacs and Company, LLP ("Isaacs") as the Company's
independent auditors to succeed Eisner.


                                    PART III

Item 9.  Directors, Executive Officers, Promoters and Control Persons;
         Compliance with Section 16(a) of the Exchange Act
<PAGE>
         The directors and executive officers of the Company are as follows:
<TABLE>
<CAPTION>
Name                                Age         Position
----                                ---         --------
<S>                               <C>          <C>
Dean L. Sloane                      54          President, Chairman of the Board, Chief
                                                Executive Officer and Director

Craig V. Sloane                     49          Vice President-Operations, Secretary
                                                and Director

Nicholas Puglisi                    38          Chief Financial Officer and Treasurer

Bernard M. Kruger, M.D.             57          Director

Lucius J. Riccio, Ph.D.             52          Director
</TABLE>

         Dean L. Sloane has served as Chairman of the Board, President, Chief
Executive Officer and a Director of the Company since December 1988. Mr. Sloane
has been a member of the Young Presidents Organization since 1985. Mr. Sloane is
a Certified Public Accountant but does not practice.

         Craig V. Sloane has served as Vice President-Operations and a Director
of the Company since December 1990. From 1985 through October 1990, he was a
futures analyst at Smith Barney Harris & Upham.

         Nicholas Puglisi has recently joined the Company in June as Chief
Financial Officer. Mr. Puglisi, a Certified Public Accountant, was a managing
partner for the accounting firm engaged by CMTI since 1989. Mr. Puglisi was
engaged over the ten year period in various capacities on a regular basis. Work
performed included due diligence of ambulance and ambulette businesses,
auditing, tax planning and preparation and other consulting functions related to
the business of the Company.

         Bernard M. Kruger, M.D. has been in the private practice of internal
medicine and medical oncology since 1979, and is affiliated with Lenox Hill
Hospital, Beth Israel Hospital, Mount Sinai Hospital and the Orthopedic
Institute.

         Lucius J. Riccio, Ph.D. has served as a management consultant on
transportation issues since January 1994. From February 1990 to December 1993 he
served as Commissioner of the New York City Department of Transportation. From
1986 to 1990 he served as Deputy Commissioner, Highway Operations, of the New
York City Department of Transportation.

         Dean L. Sloane and Craig V. Sloane are brothers.

         Section 16(a) of the Securities Exchange Act of 1934 requires that
officers, directors and 10% or greater stockholders of the Company file reports
of their ownership with the Securities and Exchange Commission. No officer,
director or 10% or greater stockholder of the Company was late with his filings.

Item 10. Executive Compensation

         The following table sets forth information concerning compensation paid
or accrued by the Company or its subsidiaries for services rendered during the
fiscal years ended December 31, 1997, 1998 and 1999 to the Company's Chief
Executive Officer and to each executive officer whose compensation exceeded
$100,000 during its fiscal year ended December 31, 1999:
<PAGE>

                           Summary Compensation Table
<TABLE>
<CAPTION>

                                                                                                         Long Term
                                                               Annual Compensation                   Compensation Awards
                                        ---------------------------------------------------------   ----------------------
         Name and                                                                Other Annual       Securities Underlying
    Principal Position           Year       Salary             Bonus           Compensation (1)            Options
    ------------------           ----       ------             -----           ----------------            -------
<S>                             <C>       <C>                <C>               <C>                  <C>
Dean Sloane                      1999      $215,000                 0               $28,000                      0
   President and Chief           1998      $236,000           $22,000               $26,000                      0
   Executive Officer             1997      $225,000                 0               $34,000                      0


Craig Sloane                     1999      $ 88,100                 0               $12,000                  1,667
    Vice-President -             1998      $ 97,000           $15,000               $12,000                  1,667
    Operations                   1997      $ 94,000           $15,000               $12,000                  1,667
</TABLE>
(1) Consists primarily of automobile lease payments.

The following table sets forth information as to options exercised by each of
the named executives during the fiscal year ended December 31, 1999 and the
value of in-the-money options held by such executives at December 31, 1999.


     Option Exercises in Last Fiscal Year and Fiscal Year End Option Values

         There were no options exercised by each of the named executives during
the fiscal year ended December 31, 1999.

Employment Agreements

         In September 1994, the Company entered into an employment agreement
with Dean L. Sloane, President and Chief Executive Officer of the Company. The
agreement has a three-year term which renews for an additional year on each
anniversary of the agreement, and provides for an annual base compensation of
$225,000, with annual increases based on a published cost of living index. In
addition, Mr. Sloane is entitled to such bonuses as may be awarded by the Board
in its discretion. The agreement calls for payment of benefits, including life
insurance and automobile expenses, similar to that received prior to execution
of the agreement. In the event the Company terminates Mr. Sloane's employment
without cause or Mr. Sloane terminates the agreement for "good reason" (as
defined in the agreement), the Company has agreed to pay to Mr. Sloane as
severance, an amount equal to Mr. Sloane's monthly salary multiplied by the
greater of (i) the number of months remaining between the date of termination
and the then expiration date of the agreement, and (ii) twelve. The agreement
also contains a non-competition provision covering the term of the agreement
plus one year following termination.

         In September 1994, the Company also entered into an employment
agreement with Craig V. Sloane, Vice President-Operations of the Company. The
agreement has a three-year term which renews for an additional year on each
anniversary of the agreement, and provides for an annual base compensation of
$85,000 subject to increase at least 5% per year. The agreement calls for
payment of automobile expenses. The agreement also contains a non-competition
provision covering the term of the agreement plus one year following
termination.

         The Company also entered into an employment agreement with Nicholas
Puglisi, Vice President and Chief Financial Officer of the Company on June 1,
1999. The agreement has a three-year term which renews for an additional year on
each anniversary of the agreement, and provides for an annual base compensation
of $135,000 subject to increases reflecting increases with in the consumer price
index. The agreement calls for benefits including health insurance and
automobile expenses. The agreement also contains a non-competition provision
covering the term of the agreement plus one year following termination.
<PAGE>

Employee Stock Option Plan

         The Company has adopted a 1992 Employee Stock Option Plan (the
"Employee Plan") for officers, employees, and consultants of the Company and any
of its subsidiaries. In 1996 the Company's stockholders approved increasing the
number of shares subject to the Employee Plan from 43,917 shares of the
Company's Common Stock to 125,000 shares (shares are restated to reflect the one
for six reverse stock split). As of February 28, 1999, options to purchase
25,250 shares of Common Stock were outstanding and options to purchase 93,083
shares of Common Stock were available for grant.

         The Employee Plan is administered by a Stock Option Committee (the
"Committee"), consisting of two disinterested members of the Board of Directors.
In general, the Committee will select the persons to whom options will be
granted and will determine, subject to the terms of the Employee Plan, the
number, the exercise period and other provisions of such options. The options
granted under the Employee Plan will be exercisable in such installments as may
be provided in the grant.

         Options granted to employees may be either incentive stock options
under the Internal Revenue Code ("ISOs") or non-ISOs. The Committee may
determine the exercise price provided that, in the case of ISOs, such price may
not be less than 100% (110% in the case of ISOs granted to holders of 10% of the
voting power of the Company's stock) of the fair market value (as defined in the
Employee Plan) of the Company's Common Stock at the date of grant. The aggregate
fair market value (determined at time of option grant) of stock with respect to
which ISOs become exercisable for the first time in any year cannot exceed
$100,000.

         The options are evidenced by a written agreement containing the above
terms and such other terms and conditions consistent with the Employee Plan as
the Committee may impose. Each option, unless sooner terminated, shall expire no
later than 10 years (five years in the case of ISOs granted to holders of 10% of
the voting power of the Company's stock) from the date of the grant, as the
Committee may determine. The Committee has the right to amend, suspend or
terminate the Employee Plan at any time, provided, however, that unless ratified
by the Company's stockholders within 12 months thereafter, no amendment or
change in the Employee Plan will be effective: (a) increasing the total number
of shares which may be issued under the Employee Plan; (b) reducing below fair
market value on the date of grant the price per share at which any option which
is an ISO may be granted; (c) extending the term of the Employee Plan or the
period during which any option which is an ISO may be granted or exercised; (d)
altering in any way the class of persons eligible to participate in the Employee
Plan; (e) materially increasing the benefits accruing to participants under the
Employee Plan; or (f) with respect to options which are ISOs, amending the
Employee Plan in any respect which would cause such options to no longer qualify
for incentive stock option treatment pursuant to the Internal Revenue Code of
1986.

Compensation of Directors

         Directors who are not employed by the Company will be paid a fee of
$1,000 for each board of directors meeting attended and $500 for each committee
meeting attended. All directors are reimbursed for expenses incurred on behalf
of the Company.

         The Company has adopted a 1994 Directors' Stock Option Plan (the
"Directors' Plan") for non-employee directors of the Company and any of its
subsidiaries. The Directors' Plan authorizes the granting of stock options to
purchase an aggregate of 8 ,333 shares of the Company's Common Stock. Options
granted under the Directors' Plan do not qualify as incentive stock options
within the meaning of Section 422 of the Internal Revenue Code. The Directors'
Plan, as amended in 1996, provides for the automatic grant to each of the
Company's non-employee directors of options to purchase 833 shares of Common
Stock on the first day of the Company's fiscal year. The options will have an
exercise price of 100% of the fair market value of the Common Stock on the date
of grant, have a ten year term and become exercisable in two equal annual
installments commencing on the date of the grant. The options may be exercised
by payment in cash of the full option exercise price. At the discretion of the
Board, the exercise price may be paid by tendering of shares of Common Stock
having a fair market value equal to the option exercise price or by tendering
cash in an amount equal to the aggregate par value of the shares being
purchased, together with an interest bearing note for the remainder of the
purchase price in form, and having terms satisfactory to the Board, in its sole
discretion.
<PAGE>
Item 11. Security Ownership of Certain Beneficial Owners and Management

         The following table sets forth certain information regarding beneficial
ownership of the Common Stock as of February 28, 1999 by (i) each stockholder
known by the Company to be the beneficial owner of more than 5% of the
outstanding Common Stock, (ii) each director of the Company, and (iii) all
directors and executive officers as a group. Except as otherwise indicated, the
Company believes that the beneficial owners of the Common Stock listed below,
based on information furnished by such owners, have sole investment and voting
power with respect to such shares, subject to community property laws where
applicable.
<TABLE>
<CAPTION>
Name and address of Beneficial     Number of Shares
       Owner                       Beneficially Owned                 Percentage of Class
--------------------------------   --------------------               --------------------
                                   Amount and Nature of
                                   Beneficial Ownership                Percent of Class
Name of Beneficial Owner           of Voting Securities                of Voting Securities
------------------------           --------------------                --------------------
<S>                                <C>                                 <C>
Dean L. Sloane                     231,766(1)                          22.8%
45 Morris Street
Yonkers, NY 10705

Craig V. Sloane                    15,833(2)                           1.6%
45 Morris Street
Yonkers, NY 10705

Bernard M. Kruger                  19,983(3)                           1.9%
170 East 78th Street
New York, NY 10021

Lucius J. Riccio                   1,583(3)                            *
315 East 69th Street
New York, NY 10021

Ronald V. Davis                    62,778(4)                           6.3%
c/o Davis Capital LLC
2015 West Main Street
Stamford, Connecticut, 06902

Andrew M. Lessak                   55,747(5)                           5.6%
c/o Joseph Charles & Assoc.
2500 North Military Trail
Boca Raton, Florida 33431

Nicholas Puglisi                   50,000(6)                           4.9%
55 Lambert Ridge
Cross River, New York 10158

Herbard Limited                    120,227(7)                          11.8%
Road Town, Tortola
British Virgin Islands

Michael A. Duchesneau, M.D.        68,000(8)                           6.7%
4015 Bayshore Blvd. #16E
Tampa, FL 33611

All directors and executive        319,165                             31.4%
officers as a
group (6 persons)
</TABLE>

<PAGE>
------------
* Less than 1%

(1) Does not include 16,667 shares owned by Mary K. Sloane, Dean L. Sloane's
    wife. Dean L. Sloane disclaims beneficial ownership of such shares.

(2) Includes 15,833 shares of the Company's Common Stock subject to presently
    exercisable options.

(3) Includes 1,583 shares of the Company's Common Stock subject to presently
    exercisable options.

(4) As reported in a Schedule 13D, dated July 3, 1997.

(5) As reported in a Schedule 13G, dated September 23, 1998.

(6) Includes 8,333 shares of the Company's Common Stock subject to presently
    exercisable options.

(7) As reported in a Schedule 13D/A, dated November 30, 1998.

(8) As reported in a Schedule 13D, dated January 11, 2000.

Item 12. Certain Relationships and Related Transactions

         In connection with the Company's loan from Finova Capital Dean Sloane
has executed a limited guaranty. The Company has agreed to reimburse Mr. Sloane
for any amounts paid under the guarantee and to collateralize the obligation to
Mr. Sloane by granting him a security interest in the same assets that Finova
has a security interest.

Item 13. Exhibits and Reports on Form 8-K

(a)      Exhibits
<TABLE>
<CAPTION>
<S>                <C>
     3.01          Restated Certificate of Incorporation of the Company (1)
                   (a) Amendment of Certificate of Incorporation of the Company
                   (b) Amendment of Certificate of Incorporation of the Company

     3.02          Certificate of Amendment to the Company's certificate of incorporation
                   Amended and Restated By-Laws of the Company (1)

     4.01          Specimen Certificate representing the Common Stock, par value $.001 per share (1)

    10.01*         1992 Employee Stock Option Plan (1)

    10.02*         1994 Directors' Stock Option Plan (1)

    10.03*         Employment Agreement entered into between the Company and Dean L. Sloane (1)

    10.04*         Employment Agreement entered into between the Registrant and Craig V. Sloane (1)

    10.05*         Employment Agreement entered into between the Company and Joseph A. Connell, Sr. (5)

    10.06          Lease dated January 1, 1997 by and between the Company and 2301 Jerome Avenue Realty Corp. and the Addendum
                   thereto. (5)

    10.07          Lease dated September 1997 by and between the Company and Principal Mutual Life Insurance Company. (5)

    10.08          Indemnification Agreement entered into between the Company and each of its directors (1)

    10.09+         Agreement dated as of January 1994 between the Company and Beth Abraham Hospital (1)

    10.10+         Agreement dated as of January 1, 1994 between the Company and Beth Abraham Hospital (1)

    10.11          Amendment to the Agreements between the Company and Beth Abraham Hospital (5)

    10.12          Warrant, issued to the Equity Group, to purchase 30,000 shares of Common Stock commencing November 1,
                   1994 (2)

    10.13          Warrant, issued to the Equity Group, to purchase 30,000 shares of Common Stock commencing November 1,
                   1995 (2)

    10.14          Asset Purchase Agreement dated September 25,1995 between the Company and Medical Transportation
                   Corporation (3)

    10.16          A loan and security agreement between Finova Capital Corporation and registrant and its subsidiaries
                   dated February 2, 1999

    21.01          Subsidiaries of the Company

    23.01          Consent of Edward Isaac & Company, Inc.

    27.01          Financial Data Schedule
</TABLE>
<PAGE>
------------
+   Confidential treatment was granted for the deleted portion of this document.

*   Management contract or compensatory plan or arrangement.

(1) Such Exhibits were filed with the Company's Registration Statement (File No.
    33-80338) declared effective September 30, 1994 and are incorporated herein
    by reference.

(2) Such Exhibits were filed with the Company's Annual Report on Form 10-KSB for
    the fiscal year ended December 31, 1994 and are incorporated herein by
    reference.

(3) Such Exhibit was filed with the Company's Current Report on Form 8-K, dated
    November 1, 1995, and is incorporated herein by reference.

(4) Such Exhibit was filed with the Company's Annual Report on Form 10-KSB for
    the fiscal year ended December 31, 1996 and is incorporated herein by
    reference.

(5) Such Exhibit was filed with the Company's Annual Report on Form 10-KSB for
    the fiscal year ended December 31, 1997 and is incorporated herein by
    reference.

(b) Reports on Form 8-K

         None
<PAGE>

COMMUNITY MEDICAL TRANSPORT, INC. AND SUBSIDIARIES

Contents






<TABLE>
<CAPTION>
                                                                                                                 Page
                                                                                                                 -----
<S>                                                                                                             <C>
Consolidated Financial Statements

   Independent auditors' report                                                                                   F-2

   Balance sheet as of December 31, 1999                                                                         F -3

   Statements of operations for the years ended December 31, 1999 and 1998                                       F -4

   Statements of changes in stockholders' equity for the years ended
    December 31, 1999 and 1998                                                                                   F -5

   Statements of cash flows for the years ended December 31, 1999 and 1998                                       F -6

   Notes to financial statements                                                                             F -7 to F -20
</TABLE>

















                                                                            F-1
<PAGE>

INDEPENDENT AUDITORS' REPORT

Board of Directors and Stockholders
Community Medical Transport, Inc.


We have audited the accompanying consolidated balance sheet of Community Medical
Transport, Inc. and subsidiaries (the "Company") as of December 31, 1999 and the
related consolidated statements of operations, changes in stockholders' equity
and cash flows for each of the years in the two-year period ended December 31,
1999. These consolidated financial 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 generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the consolidated financial position of Community Medical
Transport, Inc. and subsidiaries at December 31, 1999, and the consolidated
results of their operations, and their consolidated cash flows for each of the
years in the two-year period ended December 31, 1999, in conformity with
generally accepted accounting principles.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in note K to the
financial statements, the Company has sustained recurring losses of $1,787,000
and $1,045,000 in 1999 and 1998, respectively, and is in default on certain
covenants of its loan agreement and is in arrears on accounts payable with
certain vendors and creditors. These conditions raise substantial doubt about
its ability to continue as a going concern. Management's plans regarding those
matters also are described in note K. The financial statements do not include
any adjustments that might result from the outcome of this uncertainty.

April 12, 2000
New York, New York



                                                                            F-2
<PAGE>


COMMUNITY MEDICAL TRANSPORT, INC. AND SUBSIDIARIES

Consolidated Balance Sheet
December 31, 1999

<TABLE>
<S>                                                                                             <C>
ASSETS
Current assets:
      Cash and cash equivalents                                                                  $    152,000
      Accounts receivable - trade, less allowance for doubtful accounts of $1,650,000               3,183,000
      Prepaid insurance                                                                               285,000
      Other current assets                                                                            213,000
      Deferred tax assets                                                                             472,000
                                                                                                 ------------

         Total current assets                                                                       4,305,000

Property, equipment and leasehold improvements - net                                                2,657,000
License - net                                                                                         650,000
Customer lists - net                                                                                1,044,000
Other assets                                                                                          624,000
Goodwill - net                                                                                      2,435,000
Deferred tax assets                                                                                   684,000
                                                                                                 ------------

                                                                                                 $ 12,399,000



LIABILITIES
Current liabilities:
      Cash overdraft                                                                             $    233,000
      Current portion of long-term debt                                                             5,988,000
      Accounts payable                                                                              1,224,000
      Accrued expenses                                                                                808,000
                                                                                                 ------------

         Total current liabilities                                                                  8,253,000

Long-term debt - net of current portion                                                               234,000
                                                                                                 ------------

                                                                                                    8,487,000


Commitments and contingencies

STOCKHOLDERS' EQUITY
Preferred stock, 4% cumulative, $.001 par value, 1,000,000 shares authorized
Common stock, $.001 par value, 5,000,000 shares authorized, 999,775 shares
issued and outstanding                                                                                  1,000
Capital in excess of par value                                                                     14,084,000
Accumulated deficit                                                                               (10,173,000)
                                                                                                 ------------

         Total stockholders' equity                                                                 3,912,000
                                                                                                 ------------

                                                                                                 $ 12,399,000
                                                                                                 ============
</TABLE>

See notes to consolidated financial statements                              F-3
<PAGE>

Consolidated  Statements of Operations

<TABLE>
<CAPTION>
                                                                                Year Ended
                                                                                December 31
                                                                        1999                 1998
                                                                     ------------         -----------
<S>                                                                  <C>                  <C>
Net revenue                                                          $ 15,840,000         $ 18,245,000

Expenses:
      Salaries and benefits                                             8,782,000           10,030,000
      Fleet maintenance                                                 1,102,000            1,193,000
      Insurance                                                           590,000              638,000
      Rent                                                                313,000              483,000
      Depreciation and amortization                                     1,107,000            1,094,000
                                                                     ------------         ------------

         Total operating expenses                                      11,894,000           13,438,000
                                                                     ------------         ------------

Gross profit                                                            3,946,000            4,807,000

Selling, general and administrative expenses                            5,459,000            5,757,000
                                                                     ------------         ------------

Loss from operations                                                   (1,513,000)            (950,000)
Interest income                                                             5,000               52,000
Interest expense                                                         (709,000)            (663,000)
Other expense - net                                                        (2,000)                   0
Loss before income tax benefit                                         (2,219,000)          (1,561,000)
                                                                     ------------         ------------

Income tax expense (benefit):
      Current                                                             208,000                    0
      Deferred                                                           (640,000)            (516,000)
                                                                     ------------         ------------

                                                                         (432,000)            (516,000)

Net loss                                                             $ (1,787,000)        $ (1,045,000)
                                                                     ============         ============

Net loss available to common shareholders - basic                    $ (1,787,000)        $ (1,045,000)
                                                                     ============         ============

Net loss available to common shareholders including assumed
      conversion - diluted                                           $ (1,787,000)        $ (1,045,000)
                                                                     ============         ============

Net loss per share - basic and diluted                               $      (1.79)        $      (1.05)
                                                                     ============         ============

                                   - Diluted                         $      (1.79)        $      (1.05)
                                                                     ------------         ------------
Weighted average number of common  shares outstanding - basic             999,775              998,199
                                                                     ------------         ------------

Weighted average number of common shares outstanding -diluted             999,775              998,199
                                                                     ============         ============
</TABLE>


See notes to consolidated financial statements                              F-4
<PAGE>

Consolidated Statements of Changes in Stockholders' Equity

<TABLE>
<CAPTION>
                                                            4% Cumulative
                                                             Dividend
                                                           Convertible
                                                          Preferred Stock
                                             -----------------------------------------         Common Stock
                                              Series A        Series B       Series BB     --------------------
                                               Shares          Shares         Shares       Shares        Amount
                                              --------        --------       ---------     ------        ------
<S>                                           <C>             <C>            <C>          <C>         <C>
Balance - December 31,1997                           0.0             0.0         778.4    5,761,007   $      6,000
Net loss
Conversion of series BB preferred stock                                         (778.4)     222,392
Other changes                                                                                10,253
Adjustment of  shares due to
Due to 1 for 6 reverse stock split                                                       (4,994,710)        (5,000)
Additional costs in connection with stock
 Issuance
                                            ------------    ------------    --------   ------------   ------------
Balance - December 31, 1998                          0.0             0.0           0.0      998,942   $      1,000
                                            ============    ============    ========   ============   ============

Net loss
Warrents exercised                                                                              833
                                            ------------    ------------    --------   ------------   ------------

Balance - December 31, 1999                          0.0             0.0           0.0      999,775   $      1,000
                                            ============    ============    ========   ============   ============
</TABLE>


<TABLE>
<CAPTION>
                                                                          Retained
                                                   Capital in             Earnings
                                                    Excess of           (Accumulated
                                                    Par Value              Deficit)               Total
                                                   ------------          -----------              -----
<S>                                                <C>                    <C>                   <C>
Balance - December 31,1997                         $ 14,043,000           (7,341,000)           6,708,000
Net loss                                                                  (1,045,000)          (1,045,000)
Conversion of series BB preferred stock
Other changes                                             6,000                                     6,000
Adjustment of  shares due to
Due to 1 for 6 reverse stock split                        5,000
Additional costs in connection with stock
 Issuance
                                                   ------------         ------------         ------------
Balance - December 31, 1998                        $ 14,054,000         $ (8,386,000)        $  5,669,000
                                                   ============         ============         ============

Net loss                                                                  (1,787,000)          (1,787,000)
Warrents exercised                                       30,000                                    30,000
                                                   ------------         ------------         ------------
Balance - December 31, 1999                        $ 14,084,000         $(10,173,000)        $  3,912,000
                                                   ============         ============         ============
</TABLE>

See notes to consolidated financial statements                             F-5
<PAGE>

Consolidated Statements of Cash Flows

<TABLE>
<CAPTION>
                                                                                                  Year Ended
                                                                                                  December 31,
                                                                                       -------------------------------
                                                                                          1999                1998
                                                                                       -----------         -----------
<S>                                                                                    <C>                 <C>
Cash flows from operating activities:
      Net loss                                                                         $(1,787,000)        $(1,045,000)
      Adjustments to reconcile net loss to cash provided by (used in) operating
         activities:
             Depreciation and amortization expense                                       1,594,000           1,623,000
             Common shares issued for employee benefit obligation                                0               6,000
             Restructuring and other costs
             Provision for uncollectible accounts receivable                              (300,000)            516,000
             Deferred income taxes                                                        (640,000)           (516,000)
             Changes in:
                Accounts receivable                                                        704,000             725,000
                Prepaid insurance and other current assets                                (200,000)             51,000
                Other assets                                                               205,000             151,000
                Cash overdraft                                                             233,000                   0
                Accounts payable and accrued expenses                                     (497,000)           (978,000)
                Prepaid income taxes                                                       199,000             393,000
                                                                                       -----------         -----------
                  Net cash provided by operating activities                               (489,000)            926,000
                                                                                       -----------         -----------

Cash flows from investing activities:
      Acquisition of equipment - net of disposals                                         (286,000)
                                                                                                              (358,000)
      Decrease in short-term investments                                                   824,000             312,000
                                                                                       -----------         -----------

               Net cash used in investing activities                                       538,000             (46,000)
                                                                                       -----------         -----------

Cash flows from financing activities:
      Proceeds of bank borrowings                                                        5,895,000              55,000
      Principal repayments on debt                                                      (5,439,000)         (1,517,000)
      Warrents exercised
                                                                                            30,000                   0
      Principal payments on capital lease obligations                                     (475,000)           (251,000)
                                                                                       -----------         -----------
               Net cash (used in ) provided by financing activities                         11,000          (1,713,000)
                                                                                       -----------         -----------

Net increase (decrease) in cash                                                             60,000            (833,000)
      Cash - beginning of year                                                              92,000             925,000
                                                                                       -----------         -----------

      Cash - end of year                                                               $   152,000         $    92,000
                                                                                       ===========         ===========

Supplementary disclosures of cash flow information: Cash paid during the year
      for:
         Interest                                                                      $   672,000         $   637,000
                                                                                       ===========         ===========
         Taxes                                                                         $     7,000         $   149,000
                                                                                       ===========         ===========

Supplementary disclosures of noncash investing and financing activities:
      Equipment acquired under capital leases                                          $   160,000         $    55,000
                                                                                       ===========         ===========

</TABLE>
See notes to consolidated financial statements                             F-6
<PAGE>

COMMUNITY MEDICAL TRANSPORT, INC. AND SUBSIDIARIES

Notes to Financial Statements
December 31, 1999 and 1998

NOTE A - ORGANIZATION AND BASIS OF PRESENTATION

The accompanying financial statements include the accounts of Community Medical
Transport, Inc. (the "Company") and its five wholly owned subsidiaries,
Community Ambulette Service, Inc. ("Ambulette"), First Help Ambulance and
Ambulette Inc. ("First Help"), Empire Ambulance and Ambulette Inc. ("Empire"),
Century Ambulance and Ambulette, Inc. ("Century") and Elite Ambulance and
Medical Coach, Inc. ("Elite") (collectively the "Companies"). All intercompany
balances and transactions have been eliminated in consolidation.

The Companies operated in one business segment. It provides specialized
transportation for the handicapped and disabled, mentally retarded, elderly and
chronically ill to and from day treatment centers, day care programs, hospitals,
nursing homes and other health care facilities in the New York metropolitan
area. This service is provided in ambulettes, which are specialized vans that
contain wheelchair lifts or ramps. The Companies also provide emergency and
nonemergency ambulance transportation of patients who require basic medical care
or supervision during transport to and from hospitals, nursing homes and other
health care facilities.

NOTE B - SIGNIFICANT ACCOUNTING POLICIES

Significant accounting policies in the preparation of the financial statements
are as follows:

[1]   Revenue recognition:

      Revenue is recognized on the date of transportation. Revenue is reported
      at the realizable amount from patients, third-party payors and others
      under contractual arrangements.

[2]   Property, equipment and leasehold improvements:

      Property, equipment and leasehold improvements are stated at cost less
      accumulated depreciation and amortization. The Company computes
      depreciation and amortization using the straight-line method over the
      estimated useful lives of the assets as follows:

       Ambulette and ambulance fleet                   5 -  7 years
       Machinery, equipment and office furniture       3 - 10 years
       Leasehold improvements                          Shorter of lease term or
                                                       estimated life of asset

[3]   Intangible assets:

      Intangible assets consist of goodwill, licenses, customer lists and
      covenants not to compete. The goodwill is being amortized on a
      straight-line basis over twenty five years. The licenses are being
      amortized on a straight-line basis over forty years. The customer lists
      are being amortized using the straight-line method over the period of
      expected benefit, which is from five to ten years. The covenants not to
      compete are being amortized using the straight-line method over the period
      of the covenants which is three years. Intangible assets are evaluated
      periodically, and adjusted if necessary, if events and circumstances
      indicate that the carrying amount is impaired. (Note K)

                                                                            F-7
<PAGE>

NOTE B - SIGNIFICANT ACCOUNTING POLICIES  (CONTINUED)

[4]   Income taxes:

      The Company's income tax accounting method has automatically changed from
      the cash method of accounting to the accrual method in compliance with
      Internal Revenue Code ("IRC") Section 448. In accordance with IRC Section
      448, the Company has elected to recognize the impact of such change over a
      four-year period commencing January 1, 1996 ending December 31, 1999.

      The Company accounts for income taxes utilizing the asset and liability
      approach requiring the recognition of deferred tax assets and liabilities
      for the expected future tax consequences of temporary differences between
      the basis of assets and liabilities for financial reporting purposes and
      tax purposes.

[5]   Net loss per share:

      The Company has adopted Statement of Financial Accounting Standards No.
      128 ("SFAS #128"), "Earnings Per Share", which requires the reporting of
      earnings (loss) per basic share and earnings (loss) per diluted share.
      Earnings (loss) per basic share is calculated by dividing net income
      (loss) available to common shareholders by the weighted average
      outstanding shares during the period. Earnings per diluted share is
      calculated by dividing net income available to common shareholders with
      preferred dividends added back (if converted method) by the basic shares
      and all dilutive potential common shares, including options and
      convertible preferred stock due to the net losses in 1999 and 1998 there
      was no dilutive effect of opitions. Net income per share has been
      retroactively adjusted for the 1 for 6 reverse stock split in 1998. The
      authorized number of common shares was reduced from 20 million to 5
      million.

      In 1999 and 1998, net loss available to common shareholders was equal to
      the net loss, as there were no cumulative preferred stock dividends.

[6]   Estimates:

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

                                                                            F-8
<PAGE>

NOTE B - SIGNIFICANT ACCOUNTING POLICIES  (CONTINUED)

[7] Fair value of financial instruments:

      The carrying value of the Company's cash, and accounts payable approximate
      fair value due to their short-term nature. The fair value of short-term
      debt approximates the carrying amount as the current rates on similar
      instruments are similar to the effective rates.

[8]   Stock-based compensation:

      The Company has adopted Statement of Financial Accounting Standards No.
      123, "Accounting for Stock-Based Compensation" ("SFAS No. 123"). The
      provisions of SFAS No. 123 allow companies to either expense the estimated
      fair value of employee stock options or to continue to follow the
      intrinsic value method set forth in Accounting Principles Board Opinion
      25, "Accounting for Stock Issued to Employees" ("APB 25") but disclose the
      pro forma effects on net income (loss) had the fair value of the opinions
      been expensed. The Company has elected to continue to apply APB 25 in
      accounting for its employee stock option incentive plans.

NOTE C - PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS


Property, equipment and leasehold improvements consist of the following:

           Ambulette and ambulance fleet                         $5,486,000
           Machinery, equipment and office furniture              1,633,000
           Leasehold improvements                                   269,000
                                                               ------------


                                                                  7,388,000
           Less accumulated depreciation and amortization        (4,731,000)
                                                                 -----------

                                                                 $2,657,000

The net book value of property and equipment under capital lease amounted to
approximately $500,000 at December 31, 1999. Depreciation expense includes
depreciation on property and equipment held under capital leases.

                                                                            F-9
<PAGE>

NOTE D - LEASES


The Company is obligated under long-term noncancelable operating and capital
leases for premises and equipment expiring in various years through the year
2005.


Future minimum lease payments are as follows:
                                          Operating       Capital
                                           Leases         Leases

2000                                   $   638,000       $118,000
2001                                       384,000         81,000
2002                                       227,000         70,000
2003                                       168,000          7,000
2004                                       165,000              0
Thereafter                                 165,000              0
                                          --------       ---------

Total minimum lease payments           $ 1,747,000        276,000
                                                         =========
Amount representing interest                              (49,000)
                                                         ---------

Present value of minimum lease payments                  $227,000
                                                         =========


Rent expense for the years ended December 31, 1999 and December 31, 1998 was
approximately $ 462,000 and $ 593,000, respectively.


NOTE E - LONG-TERM DEBT


Long-term debt at December 31, 1999 consists of the following:

Financing Company Debt
<TABLE>
<S>                                                                                             <C>
$4,000,000 revolving credit line, collateralized by substantially all of the
Company's assets, bearing interest at prime plus 1% (9.5% at December 31,1999),
due February 2004. At December 31, 1999 the Company was not in compliance with
certain of the financial covenants and the loan has been classified as a current
liability                                                                                      $1,493,000 (1)

Term note payable, in the original amount of $3,950,000 collateralized by
substantially all of the Company's assets, payable in monthly installments of
$65,800 plus interest at prime plus 1 1/4 % (9.75% at December 31,1999) through
February 2004. At December 31,1999 the Company was not in compliance with
certain of the financial covenants and the loan has been classified as a current liability       3,292,000 (1)
</TABLE>

                                                                           F-10
<PAGE>

NOTE E - LONG - TERM DEBT ( CONTINUED)

<TABLE>
<S>                                                                                          <C>                 <C>
$1,000,000 equipment acquisition line of credit, collateralized by substantially
all of the company's assets, bearing interest at prime plus 1% (9.5% at December
31, 1999 ), due February 2004. At December 31,1999 the Company was not in
compliance with certain of the financial covenants and
the loan has been classified as a current liability                                             445,000(1)        $ 5,230,000

Notes payable

Note payable to Jenco Ambulette Service Inc., (net of imputed
  interest at 9%) payable in quarterly principal payments of $16,667
  due June 15, 1999                                                                         $  159,000 (2)

Note payable to A-1 Ambulance Service Inc., bearing interest at
  8.25%, payable in quarterly principal payments of $18,125
  due June 12, 1998                                                                            109,000 (2)

Note payable for acquired businesses with an effective interest rate of 8.25%
  payable in quarterly principal payments of $22,500 due June 12, 1998                         135,000 (2)

Note payable to Elite Ambulance and Medical Coach Inc., bearing
  interest at 7%, due on December 15, 2001                                                    150,000

Note payable to Medical Transportation Corporation, (net of imputed
  interest at 9%) due October 31, 1998                                                        212,000  (2)        $  765,000



Capital lease obligations

For various equipment, collateralized by the underlying equipment, bearing
  interest at 10.8% - 17.4% payable in monthly
  installments of $6,836 due at various times through November 16, 2002                                              227,000
                                                                                                                     -------

                                                                                                                  6,222,000
Less current maturities                                                                                          (5,988,000)
                                                                                                                 -----------

                                                                                                                 $  234,000
                                                                                                                 ===========
</TABLE>

Future principal payments of long-term debt are as follows:

         2000                                  $ 5,988,000
         2001                                      121,000
         2002                                      107,000
         2003                                        6,000
                                              ------------

                                              $  6,222,000
                                              ============

                                                                           F-11
<PAGE>

NOTE  E - LONG TERM DEBT (CONTINUED)


(1)  The revolving credit facility agreement, term loan and capital equipment
     line of credit imposes certain restrictions on borrowings, capital
     expenditures and the payment of dividends and requires the Company to meet
     certain net worth and other financial ratios. The obligations are secured
     by substantially all of the Company's assets. One of the major shareholders
     has provided a limited guarantee of the obligations. At December 31, 1999,
     the Company was not in compliance with certain of the financial covenants
     and therefore the loan has been classified as a current liability.

(2)  Payments of approximately $610,000 under these notes are in arrears because
     of certain disputes with the noteholders. Management believes that
     resolution of such disputes will not result in any material obligation in
     excess of the amounts recorded in the Company's balance sheet.


NOTE F - INCOME TAXES

The differences between the tax benefit and the amount that would be computed by
applying the statutory federal income tax rate to income (loss) before taxes is
attributable to the following:
                                                           Year Ended
                                                           December 31,
                                                     1999              1998

Income tax benefit at 34%                          $(754,000)       $(531,000)
Nondeductible items                                   11,000           77,000
State and local taxes, net of federal effect        (104,000)        (144,000)
Write off of prepaid income taxes                    208,000                0
Increase (Decrease) in valuation reserve             207,000           70,000
Other                                                      0           12,000
                                                   ---------        ---------
                                                   $(432,000)       $(516,000)
                                                   =========        =========

                                                                            F-12
<PAGE>

COMMUNITY MEDICAL TRANSPORT, INC. AND SUBSIDIARIES

Notes to Financial Statements
December 31, 1999 and 1998

NOTE  F - INCOME TAXES (continued)

The tax effect of temporary differences which give rise to the net deferred tax
assets and deferred tax liabilities are as follows:

<TABLE>
<CAPTION>
                                                             Total         Current         Long-term
<S>                                                       <C>             <C>            <C>
Deferred tax liabilities:
  Depreciation on property, equipment and leasehold
    improvements                                          $  252,000      $        0     $    252,000
                                                          ----------       ----------       ----------

Deferred tax assets:
  Allowance for doubtful accounts                            726,000          726,000                0
  Net operating loss carry forwards                        1,439,000                0        1,439,000
                                                          ----------       ----------       ----------

                                                           2,165,000          726,000        1,439,000
Valuation allowance                                          757,000          254,000         _503,000
                                                          ----------       ----------       ----------

                                                           1,408,000          472,000         _936,000
                                                          ----------       ----------       ----------

Net deferred tax asset                                    $1,156,000       $  472,000       $  684,000
                                                          ==========       ==========       ==========
</TABLE>

As of December 31, 1999, the Company has approximately $3,269,000 of net
operating loss carryforwards available expiring in 2019.

The valuation allowance is based upon the expected sales of Empire Ambulance and
Ambulette Inc. and the First Help Ambulance and Ambulette Inc. licenses for
approximately $1,500,000 in excess of their tax basis and management's estimate
of the current fair market of Century Ambulance and Ambulette Inc. assets in
excess of the tax basis.

The Company has established a valuation allowance of $757,000 to reduce the
deferred tax asset to the amount management believes is realizable.

The companies 1996 and 1997 corporate income taxes are currently under audit by
the Internal Revenue Service. The Company believes that there will be no
material variance revealed during this audit examination.

NOTE G - STOCKHOLDERS' EQUITY

[1]   Public offering:

      In October 1994, the Company completed a public offering of 1,136,200
      units at $4 per unit, each unit consisting of one share of common stock
      and one redeemable ("Warrant") pursuant to a registration statement which
      was declared effective by the Securities and Exchange Commission on
      October 1, 1994, resulting in net proceeds of $3,343,000.

      In connection therewith, the Company issued to the underwriters a warrant
      ("Underwriters Warrant") to purchase 100,000 units at $5.80 per unit
      through September 30, 1999, which have expired. Such units are identical
      to those sold in the public offering.

                                                                           F-13
<PAGE>

NOTE G - STOCKHOLDERS' EQUITY (CONTINUED)

      The Warrants are exercisable into one share of common stock, at a price of
      $6.00 per share, for a period of five years commencing with the effective
      date of the public offering. The Warrants are redeemable at a price of
      $.10 per Warrant, if the closing bid quotation of the Company's common
      stock is in excess of $8.00 per share for twenty consecutive trading days.
      The common stock shares discussed above have not been adjusted for the one
      for six reverse stock split in 1998.

[1]   Public offering:

      In November 1994, the Company issued warrants to purchase 60,000 shares of
      common stock at $5.00 per share to its public relations firm, which
      expired on October 31, 1999.

      The common stock and warrants discussed above do not reflect the six to
one reverse stock split.

[2]   Security offerings:

      On May 31, 1996, the Company completed a private placement of 277,348
      shares of common stock at a price of $6.40 per share, for net proceeds of
      approximately $1,337,000. The placement agent of such offering received a
      commission, a nonaccountable expense allowance, warrants to purchase up to
      138,674 shares of common stock at $10.00 per share and unit purchase
      options to purchase up to 27,734 units at $7.68 per unit. Each unit
      consists of one share of common stock and one-half of a warrant, each full
      warrant entitling the holder to purchase one share of common stock at
      $10.00 per share.

      On July 31, 1996 and August 7, 1996, the Company completed an equity
      financing from foreign investors, for 3,437.5 shares of Series A
      convertible preferred stock (the "Series A") with a liquidation value of
      $3,437,000 and 5,000 shares of Series B convertible preferred stock (the
      "Series B") with a liquidation value of $5,000,000, respectively, for net
      proceeds of approximately $5,918,000. The preferred stockholders of each
      series are entitled to a 4% cumulative dividend on the stated liquidation
      value, and each share is convertible based on their liquidation by value
      into shares of common stock at the lower of the market value for the five
      trading days prior to conversion or $7.00 per share, and will
      automatically convert on July 31, 1998. All fees and commissions
      associated with such offerings are recorded against paid in capital. As of
      December 31, 1996 all of the Series A have been converted into common
      stock and 2,577 shares of Series B were converted into common stock. The
      liquidation value of the remaining Series B was $2,423,000. In connection
      with such foreign financing, warrants to purchase up to 135,000 shares of
      common stock at $5.00 per share have been issued to a designee of a
      consultant which expire on September 30, 2001.

      During the first quarter of 1997, 467.5 shares of preferred stock were
      converted into 145,286 common shares with 1955.5 Series B shares remaining
      to be converted. Subsequent to this conversion, the Board of Directors
      authorized the adoption of 7,500 shares of the Company authorized
      preferred stock to be designated as series BB preferred stock (Series BB).
      Series BB has the same rights and preferences as Series B except as
      follows: eleven percent of each outstanding share shall be convertible
      into common stock at any time after April 1, with an additional eleven
      percent of each outstanding share to be convertible on the first day of
      each of the next seven months, and the final twelve percent to be
      convertible at any time after December 1. All outstanding shares will
      automatically convert on July 31, 1998. The conversion was based upon the
      liquidation value of the preferred stock and was exchangeable at $3.50 per
      share.

      The remaining 1955.5 shares of Series B preferred stock were exchanged for
      1955.5 shares of Series BB preferred stock and 150,000 common stock
      purchase warrants. These warrants are exercisable at an initial exercise
      price of $4.00 per share, provided, however, that the purchase price may
      be adjusted under certain circumstances. The expiration date of the common
      stock purchase warrant is November 18, 2000. As of December 31, 1177.1
      shares of Series BB had been converted into common stock. The liquidation
      value of the remaining 778.4 Series BB was

                                                                            F-14
<PAGE>

NOTE G - Stockholders' Equity  (continued)

      778,400, excluding $75,000 of cumulative dividends. In 1998 all of the
      remaining Series BB were converted into 222,392 common shares. The common
      stock shares discussed above have not been adjusted for the 1 for 6
      reverse stock split.

[3]   Stock option plans:

      The Company applies Accounting Principles Board Opinion No. 25 in
      accounting for its employee stock option and accordingly, recognizes
      compensation expense for the difference between the fair value of the
      underlying common stock and the exercise price of the option at the date
      of the grant. The effect of applying Statement of Financial Accounting
      Standards No. 123 ("SFAS # 123") on 1999 and 1998 and pro forma net income
      (loss) as stated below is not necessarily representative of the effects on
      reported net income for future years due to, among other things: (1) the
      vesting period of the stock options and the (2) fair value of additional
      stock options in future years. Had compensation cost for the Company's
      stock option plans been determined based upon the fair value at the grant
      date for awards under the plans consistent with the methodology prescribed
      under SFAS No. 123, the Company's net loss in 1999 and 1998 and would have
      been approximately $(1,825,000) and $(1,057,000) or $(1.83) per share and
      $(1.06) per share, respectively. The weighed average fair value of the
      options granted during 1999 and 1998 and are estimated as $1.13 and $ 2.43
      per share, respectively, on the date of grant using the Black Scholes
      option pricing model with the following assumptions: dividend yield 0%,
      volatility of 183%, risk free interest rate of 6.0% for 1999 and dividend
      yield 0%, volatility of 45% and risk free rate of 5.5% for 1998 and
      expected life of 10 years.

      The 1992 Employees Stock Option Plan, as amended (the "Plan") provides for
      the granting of options to purchase up to 750,000 shares (125,000 shares
      adjusted for the one for six reverse tock split in 1998) of the Company's
      common stock. The Plan is administered by a Stock Option Committee (the
      "Committee"), consisting of two members of the Board of Directors, which
      has the authority to determine when options are granted, the term, the
      exercise price and the exercise period.

      Options granted to employees may be either incentive stock options
      ("ISOs") under the Internal Revenue Code or non-ISOs. The Committee may
      determine the exercise price provided that in the case of ISOs, such price
      may not be less than 100% (110% in the case of ISOs granted to holders of
      10% of the voting power of the Company's stock) of the fair market value
      of the Company's common stock at the date of grant. The aggregate fair
      market value (determined at time of option grant) of stock with respect to
      which ISOs become exercisable for the first time in any year cannot exceed
      $100,000. Each option, unless sooner terminated, shall expire no later
      than 10 years (five years in the case of ISOs granted to holders of 10% of
      the voting power of the Company's stock) from the date of the grant.

      Additional information with respect to options issued to employees under
      the Plan is summarized below: The information set forth below has been
      retroactively adjusted for the one for six reverse stock split in 1998.

<TABLE>
<CAPTION>
                                                                            Year Ended December 31
                                                          ---------------------------------------------------------
                                                                  1999                             1998
                                                          ---------------------------------------------------------
                                                                          Weighted                         Weighted
                                                                          Average                           Average
                                                          Exercise                           Exercise
                                                           Shares         Prices              Shares          Price
<S>                                                        <C>            <C>                 <C>            <C>
      Outstanding at beginning of year                     25,250         $ 7.21              38,000         $14.98
      Options granted                                      60,000           1.13               4,416           3.75
      Options exercised                                         0              0                  0               0
      Options canceled                                    (2,500)           3.75             (17,166)          3.52
                                                          -------           ----            --------       --------
      Outstanding at end of year                           82,750         $ 2.91              25,250        $  7.21
                                                           ======         ======            ========        =======

      Options exercisable at year-end                      82,750         $ 2.91              23,042        $  7.54
                                                           ======         ======            ========        =======
</TABLE>

                                                                            F-15
<PAGE>

NOTE G - STOCKHOLDERS' EQUITY  (CONTINUED)

[3]      Stock option plans:  (continued)

     The following table summarizes information about stock options to employees
at December 31, 1999:

<TABLE>
<CAPTION>
                            Options Outstanding                                           Options Exercisable
                                                   Weighted
                                                    Average
                                                   Remaining             Weighted                                  Weighted
                                                  Contractual             Average                                   Average
        Range of                 Number              Life                Exercise              Number              Exercise
     Exercise Price           Outstanding         (in Years)             Price                Exercisable            Price
     --------------           -----------         ----------             -----                -----------            -----
<S>                            <C>                <C>                  <C>                      <C>                <C>
         $ 3.75                    1,916              8.6              $  3.75                  1,916              $  3.75
           5.34                   16,667              4.7                 5.34                 16,667                 5.34
          18.50                    4,167              7.5                18.38                  4,167                18.38
           1.13                   60,000              9.6                 1.13                 60,000                 1.13
                                  ------                                  ----                 ------                 ----
                                  82,750                                $ 2.91                 82.750               $ 2.91
                                  ======                                ======                 ======               ======
</TABLE>

The directors' stock option plan (the "Directors' Plan"), as amended, authorizes
the granting of stock options to purchase an aggregate of not more than 50,000
shares (8,333 shares adjusted for the one for six reverse tock split in 1998) of
the Company's common stock. Each director of the Company who is not an employee
of the Company shall be eligible for options under this plan. Options to
purchase 5,000 shares of stock shall automatically be granted under the
Directors' Plan each year. Each option granted is exercisable as to 50% of the
number of shares of stock covered thereby on the date of grant and as to the
balance on the first anniversary of the grant. The exercise price of each option
granted shall be the fair market value of the stock on the date the option is
granted. Options granted prior to November 11, 1996 were exercisable as to 50%
of the number of shares covered thereby on the first anniversary of such grant
and as to the balance on the second anniversary.

      Additional information with respect to options issued to outside directors
      under the Directors' Plan activity is summarized as follows:

<TABLE>
<CAPTION>
                                                                    Year Ended December 31,
                                                            1999                              1998
                                                   ------------------------        ----------------------------
                                                                   Weighted                           Weighted
                                                                   Average                             Average
                                                                   Exercise                           Exercise
                                                    Shares          Price            Shares             Price
<S>                                                    <C>          <C>               <C>             <C>
Outstanding at beginning of year                       4,000        $ 3.75            4,000           $ 18.18
Options granted                                          833          3.37            4,000              3.75
Options canceled                                           0             0           (4,000)            18.18
                                                       -----        ------          -------           ------

Options at end of year                                 4,833        $ 3.68             4,000           $ 3.75
                                                       =====        ======           =======           ======

Options exercisable at year-end                        4,833        $ 3.68             2,000           $ 3.75
                                                       =====        ======           =======           ======
</TABLE>

                                                                           F-16
<PAGE>

NOTE G - STOCKHOLDERS' EQUITY  (CONTINUED)


[3]   Stock option plans:  (continued)

      The following table summarizes information about stock options to
      directors outstanding at December 31, 1999:

<TABLE>
<CAPTION>
                                  Options Outstanding                                     Options Exercisable

                                                      Weighted
                                                       Average
                                                      Remaining             Weighted                                   Weighted
                                                     Contractual             Average                                    Average
              Range of              Number              Life                Exercise              Number               Exercise
           Exercise Price         Outstanding         In Years                Price             Exercisable              Price
<S>                                <C>               <C>                   <C>                   <C>                 <C>
              $ 3.75                  4,000            7.6                   $ 3.75                4,000               $ 3.75
                3.37                    833            8.6                     3.37                  833                 3.37
                                   --------                                                    ---------

                                      4,833                                                        4,833
                                   ========                                                    =========
</TABLE>

[4]      Warrants:

      The Company has issued warrants to purchase its common stock principally
      in connection with equity financing. Additional information with respect
      to warrants is summarized below.

<TABLE>
<CAPTION>
                                                                      Year Ended  December 31,                        .
                                                              1999                               1998

                                                                      Weighted                             Weighted-
                                                                       Average                              Average
                                                                      Exercise                             Exercise
                                                      Shares            Price            Shares              Price
<S>                                                    <C>             <C>                <C>               <C>
      Outstanding at the beginning of year             291,899         $ 36.49            291,899           $ 36.49
      Warrants expired                                 281,976           38.15                  0                 0
                                                      --------         -------      -------------       -----------

      Warrants outstanding at end of year               72,923         $ 38.40            291,899           $ 36.49
                                                        ======         =======          =========          ========

      Warrants exercisable at year-end                 291,899         $ 38.40            291,899           $ 36.49
                                                       =======         =======          =========          ========
</TABLE>

                                                                            F-17
<PAGE>

NOTE G - STOCKHOLDERS' EQUITY  (CONTINUED)

[4]   Warrants:

      The following table summarizes information related to warrants outstanding
at December 31, 1999:

<TABLE>
<CAPTION>
                                                    Warrants Outstanding                         Warrants Exercisable

                                                          Weighted
                                                           Average
                                                          Remaining            Weighted                               Weighted
                                                         Contractual            Average                                Average
                   Range of              Number             Life               Exercise            Number             Exercise
                Exercise Price         Outstanding        In Years               Price           Exercisable            Price
<S>                 <C>                     <C>              <C>                 <C>                  <C>                <C>
                    $24.00                  25,000           2                   $24.00               25,000             $24.00
                    $30.00                  22,500           2                   $30.00               32,500             $30.00
                 $34.80-$36.00                   0           -                   $35.88              204,354             $35.88
                 $46.08-$60.00              25,423           1                   $57.84               30,045             $57.84
                                         ---------                                                ----------

                                            72,923                                                   291,899
                                          ========                                                ==========
</TABLE>

[5]      Shares reserved or available for future issuance:

Shares of common stock reserved for future issuance are:
   Options granted under the plan                                     82,750
   Options available for grant under the Plan                         42,250
   Options granted under the Director Plan                             4,833
   Options available for grant under the Director's Plan               3,500
   Warrants issued in connection with private equity financing        72,923
   Issuable in connection with Fox Ridge acquisition                  10,833
                                                                     -------

                                                                     217,089

NOTE H - CONCENTRATION OF RISK

Revenues from principal sources are as follows:
                                                                   Year Ended
                                                                   December 31,
                                                 1999                 1998
                                                 -----                ----

         Principal Customer                         10 %               11%
         Medicaid and Medicare                      33                 39
         Private insurance and other                57                 50
                                                   100 %              100%

                                                                            F-18

<PAGE>

NOTE H - CONCENTRATION OF RISK  (CONTINUED)

[1]   Reliance on principal customers:

      The Company provides services to a principal customer, a hospital and its
      affiliates, pursuant to two written contracts, which expired on December
      31, 1999, of which one of the contracts was renewed through December 31,
      2001, and the other contract did not renew. These contracts give the
      Company the exclusive right to provide medical transportation services for
      the patients of this customer. The contracts may be terminated by the
      hospital if the Company fails to perform its obligations thereunder. These
      contracts can also be renegotiated by the hospital if there is a decrease
      in services.

[2]   Dependence on governmental reimbursement:

      The Company derives the majority of its revenue from reimbursement by
      third party payers, particularly Medicaid and Medicare, typically
      invoicing and collecting payments directly from the third party payer.

      Reimbursement can be influenced by the financial instability of private
      third party payers and the budget pressures and cost shifting by
      governmental payers. A reduction in coverage or reimbursement rates by
      third party payers could have a material adverse effect on the Company's
      results of operations.

      The Company is subject to audits of its Medicaid and Medicare
      reimbursement claims by third-party fiscal intermediaries and governmental
      agencies. In the opinion of management adjustments would not be material
      to the financial position or results of operations of the Company. As a
      provider of services under the Medicaid and Medicare programs, the Company
      is also subject to the Medicaid and Medicare fraud and abuse laws.

      At December 31, 1999, 32% of accounts receivable was due from Medicaid and
      Medicare, 28% from the hospital facilities, which includes its principal
      customer and its affiliates and 40% from private insurers and other
      nongovernmental sources.


NOTE I - EMPLOYEE BENEFITS

[1]   401(k) Retirement Savings Plan:
      In November 1996, the Board of Directors authorized the adoption of a
      401(k) Retirement Savings Plan (the "401(k) Plan") with an effective date
      of adoption of January 1, 1997. The 401(k) Plan covers all employees who
      meet the 401(k) Plan's eligibility requirements. Eligible employees may
      elect to defer up to 15% of their yearly compensation, as defined.
      Employer contributions are discretionary. A favorable determination letter
      has been received from the Internal Revenue Service, and participation in
      the Plan began April 1, 1997. The Company elected to make a contribution
      to the Plan of 10,253 shares of the Company's common stock. Such shares
      were funded in March 1998.

NOTE J - CONTINGENCIES

On February 12,1998, the Chapter 7 Trustee of BR Ambulance Service, Inc. ("BR")
filed a complaint ("Complaint") against the Company alleging that the Company
was the recipient of fraudulent conveyances from BR arising out of an asset
purchase agreement between the Company and BR dated March 12, 1995 wherein the
Company allegedly agreed to purchase the assets of BR for a base price of $2.0
million plus additional consideration to be calculated pursuant to a formula.
The Complaint further alleges that BR subsequently transferred various assets to
the Company but the Company did not pay the specified consideration and
accordingly, owes BR not less than $2.0 million. The Company vigorously disputes
the material allegations of the Complaint.

                                                                            F-19
<PAGE>

NOTE J - CONTINGENCIES  (CONTINUED)

An action was filed by Medical Transportation Corp. ("Med-Trans") alleging that
during the twelve-month period commencing December 1, 1996 and ending November
30, 1997 the Company deliberately terminated relationships with numerous
customers and unilaterally ceased to provide services to such customers.
Med-Trans is the holder of a promissory note (Note E) which is subject to
adjustment based on total annual revenues from an ambulette business acquired
from Med-Trans. Med-Trans is seeking payment in the amount of $228,000. The
Company filed an answer to the complaint on March 30, 1998, together with
affirmative defenses, stating, among other things, that at no time did the
Company voluntarily decide not to service a customer. The Company intends to
vigorously oppose this action.

An action was brought by the former chief operating officer of a subsidiary,
arising out of the termination of his employment. The matter was tried by an
Attorney Trial Referee "(ATF)", and on October 12,1999 the ATF recommended
against the Company awarding the plaintiff $276,000 plus interest. Motion to
correct the recommendation was denied by the ATF. The superior court will decide
whether to accept the recommendation. The Company was required to post a bond in
the amount of $330,000 to ensure satisfaction of the award.

In connection with a 1997 acquisition, in 1999 the seller brought an action
against the Company, seeking among other things approximately $655,000 plus
interest representing the guaranteed amount of 21,828 common shares. (adjusted
for the 1 to 6 reverse split). The Company intends to defend the action
vigorously and believes it has strong defenses and counterclaims.

Various other actions have been filed against the Company principally relating
to alleged breach of employment agreements in connection with certain
acquisitions. The claimants in the actions seek an aggregate of $589,000, plus
punitive damages. The actions are at various stages and the Company believes it
has valid and meritorious defenses.

The ultimate outcome of the above-mentioned Complaint and actions cannot
presently be determined. Accordingly, no provision for any liability that may
result, if any, has been made in the financial statements.


NOTE  K - GOING CONCERN

Theses financial statements are presented on the basis that the Company is a
going concern. Going concern contemplated the realization of assets and the
satisfaction of liabilities in the normal course of business over a reasonable
length of time. The Company has sustained recurring operating losses of
$1,787,000 and $1,045,000 in 1999 and 1998, respectively, and is in default on
certain covenants of its loan agreement and is in arrears on account payable
with certain vendors and creditors. In addition the company has a working
capital deficiency of $3,264,000 at December 31, 1999. These conditions raise
substantial doubt about its ability to continue as a going concern.

The company is exploring various options to fund future operations, including
the sale of assets and raising capital from other sources, including the sale of
part or all of the Company.


NOTE  L - RECENT ACCOUNTING PRONOUNCEMENTS

In 1999, the Financial Accounting Standards Board issued Statements of
Accounting Standards, No. 133, Accounting for Derivative Instruments and Hedging
Activities. The Company believes that this pronouncement did not have a material
impact on the consolidated financial statements.

                                                                            F-20


<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of White
Plains, State of New York, on the 15th day of April, 2000.

                                    COMMUNITY MEDICAL TRANSPORT, INC.


                                      By:  /s/ Dean L. Sloane
                                           -------------------------------------
                                           Dean L. Sloane,
                                           President and Chief Executive Officer

         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
      Signatures                                       Capacity                                       Date
--------------------------          ---------------------------------------------------         ------------------
<S>                                 <C>                                                         <C>
/s/ Dean L. Sloane                     Director, President and Chief Executive                    April 15,  2000
------------------                     Officer (Principal Executive Officer, Principal
    Dean L. Sloane                     Financial and Accounting Officer)


/s/ Craig V. Sloane                    Director                                                   April 15, 2000
-------------------
    Craig V. Sloane

/s/ Bernard M. Kruger                  Director                                                   April 15, 2000
---------------------
    Bernard M. Kruger

/s/ Lucius J. Riccio                   Director                                                   April 15, 2000
--------------------
    Lucius J. Riccio
</TABLE>