| Nevada                                                                  | 90-0214497                             |
|-------------------------------------------------------------------------|----------------------------------------|
| (State      or other jurisdiction ofincorporation      or organization) | (IRS      Employer Identification No.) |

| 8022 Southpark Cir,      Suite 100, Littleton, Colorado | 80120           |
|---------------------------------------------------------|-----------------|
| (Address      of principal executive offices)           | (Zip      Code) |

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|          |     | PAGE   |
|---------------|----------|--------|
|          |     |   |
| PART      III |     |   |
|          |     |   |
| Item      13. | Exhibits | 3      |

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ITEM 13. EXHIBITS

|          |                                                                 |
|---------------|----------------------------------------------------------------------|
| ExhibitNumber | Description                                                          |
|          |                                                                 |
| 3.1           | Articles      of Incorporation of Ibonzi.com, Inc, incorporated by   |
|          | reference      to Exhibit 3.1 of the Company's Current Report on     |
|          | Form      8-K, filed January 31, 2002.                               |
|          |                                                                 |
| 3.2           | Articles      of Merger of Ibonzi.com, Inc. with and into            |
|          | Ibonzi.com,      to effect a migratory merger, incorporated by       |
|          | reference      to Exhibit 2.1 of the Current Report on Form 8-K,     |
|          | filed      January 31, 2002.                                         |
|          |                                                                 |
| 3.3           | Amendment      to Articles of Incorporation of Ibonzi.com, Inc.,     |
|          | changing      the company's name to China Global Development, Inc.,  |
|          | by      reference to Exhibit 3.2 of the Company's Current            |
|          | Report      on Form 8-K, filed January 31, 2002.                     |
|          |                                                                 |
| 3.4           | Certificate      of Correction to Amendment to Articles of           |
|          | Incorporation,      incorporated by reference to Exhibit 3.3 of the  |
|          | Company's      Current Report on Form 8-K, filed January 31, 2002.   |
|          |                                                                 |
| 3.5           | Amendment      to the Articles of Incorporation, changing the        |
|          | Company's      name to Arizona Ventures, Inc. and effecting a 1:10   |
|          | reverse      split of common stock, incorporated by reference to     |
|          | Exhibit      3.5 of the Company's registration statement filed on    |
|          | Form      SB-2, filed July 6, 2004.                                  |
|          |                                                                 |
| 3.6           | Amendment      to the Articles of Incorporation, changing the        |
|          | Company's      name to Fox River Holdings, Inc., incorporated by     |
|          | reference      to Exhibit 3.6 of the Company's registration          |
|          | statement      filed on Form SB-2, filed July 6, 2004.               |
|          |                                                                 |
| 3.7           | Amendment      to the Articles of Incorporation, effecting a 1:40    |
|          | reverse      split of common stock, incorporated by reference to     |
|          | Exhibit      3.7 of the Company's registration statement filed on    |
|          | Form      SB-2, filed July 6, 2004.                                  |
|          |                                                                 |
| 3.8           | Amendment      to the Articles of Incorporation, changing the        |
|          | Company's      name to Zynex Medical Holdings, Inc., incorporated by |
|          | reference      to Exhibit 3.8 of the Company's registration          |
|          | statement      filed on Form SB-2, filed July 6, 2004.               |
|          |                                                                 |
| 3.9           | Bylaws      of the Company, incorporated by reference to Exhibit3.4  |
|          | of      the Company's Current Report on Form 8-K, filed January  31, |
|          | 2002.                                                                |
|          |                                                                 |

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| ExhibitNumber | Description                                                                  |
|---------------|------------------------------------------------------------------------------|
|          |                                                                         |
| 4.1           | Subscription      Agreement, dated as of June 4, 2004, by and among          |
|          | the      Company, Alpha Capital Aktiengesellschaft, Stonestreet              |
|          | Limited      Partnership, Whalehaven Funds Limited, Greenwich Growth         |
|          | Fund      Limited and Ellis International Limited, Inc.,                     |
|          | incorporated      by reference to Exhibit 4.1 of the Company's               |
|          | registration      statement filed on Form SB-2, filed July 6, 2004.          |
|          |                                                                         |
| 4.2           | Form      of A Common Stock Purchase Warrant, incorporated by                |
|          | reference      to Exhibit 4.2 of the Company's registration                  |
|          | statement      filed on Form SB-2, filed July 6, 2004.                       |
|          |                                                                         |
| 4.3           | Form      of B Common Stock Purchase Warrant, incorporated by                |
|          | reference      to Exhibit 4.3 of the Company's registration                  |
|          | statement      filed on Form SB-2, filed July 6, 2004.                       |
|          |                                                                         |
| 4.4           | Form      of C Common Stock Purchase Warrant, incorporated by                |
|          | reference      to Exhibit 4.4 of the Company's registration                  |
|          | statement      filed on Form SB-2, filed July 6, 2004.                       |
|          |                                                                         |
| 4.5           | Escrow      Agreement, dated as of June 4, 2004, by and among Zynex          |
|          | Medical      Holdings, Inc., Alpha Capital Aktiengesellschaft,               |
|          | Stonestreet      Limited Partnership, Whalehaven Funds Limited,              |
|          | Greenwich      Growth Fund Limited, Ellis International Limited Inc.         |
|          | and      Grushko & Mittman, P.C., incorporated by reference  to          |
|          | Exhibit      4.5 of the Company's registration statement filed on            |
|          | Form      SB-2, filed July 6, 2004.                                          |
|          |                                                                         |
| 4.6           | Form      of Securities Purchase Agreement, incorporated by reference    to  |
|          | Exhibit      10.1 of the Company’s Current Report on Form 8-K filed    |
|          | January      30, 2007.                                                       |
|          |                                                                         |
| 4.7           | Form      of Registration Rights Agreement, incorporated by reference    to  |
|          | Exhibit      10.2 of the Company’s Current Report on Form 8-K filed    |
|          | January      30, 2007.                                                       |
|          |                                                                         |
| 4.8           | Form      of Warrant, incorporated by reference to Exhibit 10.4 of    the    |
|          | Company’s      Quarterly Report on Form 10-QSB, filed August 18, 2006. |
|          |                                                                         |
| 10.1          | Acquisition      Agreement, dated as of January 27, 2004, by and             |
|          | among      Zynex Medical Holdings, Inc., Zynex Medical, Inc. and             |
|          | Thomas      Sandgaard, incorporated by reference to Exhibit 10 of            |
|          | Zynex      Medical Holdings, Inc.'s Current Report on Form 8-K,              |
|          | filed      February 20, 2004.                                                |
|          |                                                                         |

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| ExhibitNumber | Description                                                           |
|---------------|-----------------------------------------------------------------------|
| 10.2          | Thomas      Sandgaard Employment Agreement, incorporated by           |
|          | reference      to Exhibit 10.2 of the Company's registration          |
|          | statement      filed on Form SB-2, filed July 6, 2004.                |
|          |                                                                  |
| 10.3          | Amendment      to Thomas Sandgaard Employment Agreement dated         |
|          | February      1, 2004, incorporated by reference to Exhibit 10.3 of   |
|          | Zynex      Medical Holdings, Inc.'s Annual report on Form 10-K        |
|          | filed      April 15, 2005.                                            |
|          |                                                                  |
| 10.4          | Multi-Tenant      Lease, dated January 20, 2004, by and between       |
|          | First      Industrial, L.P., a Delaware limited partnership and       |
|          | Zynex      Medical, Inc. a Colorado corporation , incorporated by     |
|          | reference      to Exhibit 10.4 of Zynex Medical Holdings, Inc.'s      |
|          | Annual      report on Form 10-K filed April 15, 2005.                 |
|          |                                                                  |
| .      10.5   | 2005      Stock Option Plan , incorporated by reference toExhibit     |
|          | 10.5      of Zynex Medical Holdings, Inc.'s Annual report on Form     |
|          | 10-K      filed April 15, 2005.                                       |
|          |                                                                  |
| 10.6          | Compensation      Agreement dated as of April 18, 2005 between        |
|          | Zynex      Medical Holdings, Inc. and Peter J. Leveton,               |
|          | incorporated      by reference to Exhibit 10.1 of Zynex Medical       |
|          | Holdings,      Inc.'s Quarterly Report on Form 10-Q, filed August     |
|          | 12,      2005.                                                        |
|          |                                                                  |
| 10.7          | Loan      and Security Agreement among Zynex Medical Holdings,  Inc., |
|          | Zynex      Medical, Inc. and Silicon Valley Bank, dated               |
|          | September      29, 2005, incorporated by reference to Exhibit 10.1    |
|          | of      Zynex Medical Holdings, Inc.'s Current Report on Form  8-K,   |
|          | filed      October 7, 2006.                                           |
|          |                                                                  |
| 10.8          | Warrant      to Purchase Stock from Zynex Medical Holdings, Inc. to   |
|          | Silicon      Valley Bank, incorporated by reference to Exhibit        |
|          | 10.2      of Zynex Medical Holdings, Inc.'s Current Report on         |
|          | Form      8-K, filed October 7, 2006.                                 |
|          |                                                                  |
| 10.9          | Unconditional      Guaranty by Thomas Sandgaard for Silicon Valley    |
|          | Bank,      dated September 29, 2005, incorporated by reference to     |
|          | Exhibit      10.3 of Zynex Medical Holdings, Inc.'s Current Report    |
|          | on      Form 8-K, filed October 7, 2006.                              |
|          |                                                                  |
| 10.10         | Default      Waiver and First Amendment to Loan and Security          |
|          | Agreement,      dated March 6, 2006, incorporated by reference        |
|          | to      Exhibit 10.1 of Zynex Medical Holdings, Inc.'s Current        |
|          | Report      on Form 8-K, filed March 20, 2006.                        |
|          |                                                                  |
| 10.11         | Unconditional      Guaranty by Thomas Sandgaard for Silicon Valley    |
|          | Bank,      dated March 6, 2006, incorporated by reference to          |
|          | Exhibit      10.2 of Zynex Medical Holdings, Inc.'s Current Report    |
|          | on      Form 8-K, filed March 20, 2006.                               |
|          |                                                                  |
| 10.12         | Promissory      Note dated March 1, 2006 to Thomas Sandgaard,         |
|          | Incorporated      by reference to Exhibit 10.1 of the Company’s |
|          | Quarterly      Report on Form 10-QSB filed August 17,2006             |

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| ExhibitNumber | Description                                                                                                                                                                                                                              |
|---------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|          |                                                                                                                                                                                                                                     |
| 10.13         | Promissory      Note dated March 1, 2006 to Thomas Sandgaard,                                                                                                                                                                            |
|          | incorporated      by reference to Exhibit 10.2 of the Company’s                                                                                                                                                                    |
|          | Quarterly      Report on Form 10-QSB filed August 17, 2006.                                                                                                                                                                              |
|          |                                                                                                                                                                                                                                     |
| 10.14         | Promissory      Note dated June 30, 2006 to Thomas Sandgaard,                                                                                                                                                                            |
|          | incorporated      by reference to Exhibit 10.3 of the Company’s                                                                                                                                                                    |
|          | Quarterly      Report on Form 10-QSB filed August 17, 2006.                                                                                                                                                                              |
|          |                                                                                                                                                                                                                                     |
| 10.15         | Convertible      Secured Promissory Note dated October 18, 2006 by                                                                                                                                                                       |
|          | Zynex      Medical Holdings, Inc., incorporated by reference to                                                                                                                                                                          |
|          | Exhibit      10.1 of the Company’s Current Report on Form 8-K filed                                                                                                                                                                |
|          | October      18, 2006.                                                                                                                                                                                                                   |
|          |                                                                                                                                                                                                                                     |
| 10.16         | Warrant      dated October 18, 2006 by Zynex Medical Holdings, Inc.                                                                                                                                                                      |
|          | to      Ascendiant Capital Group, LLC, incorporated by reference  to                                                                                                                                                                     |
|          | Exhibit      10.2 of the Company’s Current Report on Form 8-K filed                                                                                                                                                                |
|          | October      18, 2006.                                                                                                                                                                                                                   |
|          |                                                                                                                                                                                                                                     |
| 10.17         | Security      Agreement between Ascendiant Capital Group, LLC and                                                                                                                                                                        |
|          | Zynex      Medical Holdings, Inc., incorporated by reference to                                                                                                                                                                          |
|          | Exhibit      10.3 of the Company’s Current Report on Form 8-K filed                                                                                                                                                                |
|          | October      18, 2006.                                                                                                                                                                                                                   |
|          |                                                                                                                                                                                                                                     |
| 10.18         | Subordination      Agreement dated October 17, 2006 among                                                                                                                                                                                |
|          | Ascendiant      Capital Group, LLC, Silicon Valley Bank and Zynex                                                                                                                                                                        |
|          | Medical      Holdings, Inc., incorporated by reference to Exhibit  10.4                                                                                                                                                                  |
|          | of      the Company’s Current Report on Form 8-K filed October 18,      2006.                                                                                                                                                      |
|          |                                                                                                                                                                                                                                     |
| 10.19         | Separation      Agreement dated February 16, 2007 between Peter J.  Leveton                                                                                                                                                              |
|          | and      Zynex Medical Holdings, Inc., incorporated by reference to Exhibit      10.19of      the Company’s Annual report on Form 10-KSB filed April 17,      2007.                                                                |
|          |                                                                                                                                                                                                                                     |
| 10.20         | Letter      Agreement, dated May 3, 2007 with Ascendiant Capital Group,      LLC,incorporated      by reference to Exhibit 10.1 of the Company’s Quarterlyreporton      Form 10-QSB filed May 18, 2007.                            |
|          |                                                                                                                                                                                                                                     |
| 10.21         | Promissory      Note dated May 16, 2007 by Zynex Medical Holdings, Inc.,to      Thomas Sandgaard, incorporated by reference to Exhibit 10.1 of the      Company’sCurrent      Report on Form 8-K filed June 29, 2007.              |
|          |                                                                                                                                                                                                                                     |
| 10.22         | Promissory      Note dated June 15, 2007 by Zynex Medical Holdings, Inc.,to      Thomas Sandgaard, incorporated by reference to Exhibit 10.2 of the      Company’sCurrent      Report on Form 8-K filed June 29, 2007.             |
|          |                                                                                                                                                                                                                                     |
| 10.23         | Promissory      Note dated September 30, 2007 by Zynex Medical Holdings,Inc.,to      Thomas Sandgaard, incorporated by reference to Exhibit 10.1 of the      Company’sQuarterly      report on Form 10-QSB filed November 19, 2007 |
|          |                                                                                                                                                                                                                                     |
| 21            | List      of Subsidiaries, incorporated by reference to Exhibit 21 of Zynex      MedicalHoldings,      Inc.’s Annual Report on Form 10-KSB, filed April 15,  2005.                                                                 |
|          |                                                                                                                                                                                                                                     |
| 23**          | Consent      of Independent Registered Public Accounting Firm.                                                                                                                                                                           |
|          |                                                                                                                                                                                                                                     |
| 23.1*         | Revised      Consent of Independent Registered Public Accounting    Firm.                                                                                                                                                           |
|          |                                                                                                                                                                                                                                     |
| 31.1*         | Certification      of Chief Executive Officer Pursuant to Rule                                                                                                                                                                           |
|          | 13a-14(a)/15d-14(a)      as Adopted Pursuant to Section 302 of                                                                                                                                                                           |
|          | Sarbanes-Oxley      Act of 2002.                                                                                                                                                                                                         |
|          |                                                                                                                                                                                                                                     |
| 31.2*         | Certification      of Chief Financial Officer Pursuant to Rule                                                                                                                                                                           |
|          | 13a-14(a)/15d-14(a)      as Adopted Pursuant to Section 302 of                                                                                                                                                                           |
|          | Sarbanes-Oxley      Act of 2002.                                                                                                                                                                                                         |
|          |                                                                                                                                                                                                                                     |
| 32.1*         | Certification      Pursuant to 18 U.S.C. Section 1350, as Adopted                                                                                                                                                                        |
|          | Pursuant      to Section 906 of the Sarbanes-Oxley Act of  2002.                                                                                                                                                                         |

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|                            |                                                |  ZYNEX      MEDICAL HOLDINGS, INC.   |
|---------------------------------|-----------------------------------------------------|-----------------------------------------------------|
|  Date: April 23,      2008 | By:                                                 | /s/      Thomas Sandgaard                           |
|                            | Thomas      Sandgaard                               |
|                            | President,      Chairman and Chief ExecutiveOfficer |

|                            |                                               |                      |
|---------------------------------|----------------------------------------------------|---------------------------|
|  Date: April 23,      2008 | By:                                                | /s/      Fritz G. Allison |
|                            | Fritz      G. Allison,Chief      Financial Officer |
|                            |                                               |

|            Date   |             Name and      Title    |                   Signature |
|------------------------------------------------------|---------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------|
|                                                 |                                                                            |                                                                                    |
| April      23, 2008                             | Thomas      Sandgaard, Chief                                               | /s/      Thomas Sandgaard                                                               |
|                                                 | Executive      Officer and Sole                                                 |                                                                                    |
|                                                 | Director                                                                        |                                                                                    |
|                                                 |                                                                            |                                                                                    |
| April      23, 2008                             | Fritz      G. Allison, Chief Financial                                          |                                                                                    |
|                                                 | Officer                                                     | /s/      Fritz G. Allison                                                               |

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