SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
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                                   Form 10-KSB

|X|   ANNUAL  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE  SECURITIES
      EXCHANGE ACT OF 1934

                    For the fiscal year ended June 30, 2003

|_|   TRANSITION  REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
      ACT OF 1934
                        For the transition period from to

                        Commission File Number 000-24541
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                         CORGENIX MEDICAL CORPORATION
                (Name of Small Business Issuer in its charter)

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              Nevada                           93-1223466
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  (State or other jurisdiction of    (I.R.S. Employer Identification
  incorporation or organization)                  No.)
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                12061 Tejon Street, Westminster, Colorado 80234
         (Address of principal executive offices, including zip code)

                                (303) 457-4345 (Issuer's telephone number,
               including area code)

           Securities registered pursuant to Section 12(b) of the Act:
           Securities  registered  pursuant to Section 12(g) of the Act: Common
      Stock, $.001 Par Value

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

Check if no disclosure of delinquent filers in response to Item 405 of
Regulation S-B is contained in this form, and no disclosure will be contained,
to the best of the 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. |X|

The issuer's revenues for its most recent fiscal year were: $5,023,669 The
aggregate market value of the voting stock held by non-affiliates of the issuer
was $1,040,586 as of June 30, 2003.

The number of shares of Common Stock outstanding was 5,299,671 as of October10,
2003.

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act) Yes|_| No |X|

Transitional Small Business Disclosure Format.     Yes |_|     No |X|






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                                     PART I

Item 1.  Description of Business.

      Certain terms used herein are defined in the Glossary that follows at the
end of Part I.

Company Overview

       Corgenix Medical Corporation ("Corgenix" or the "Company") is engaged in
the research, development, manufacture, and marketing of in vitro (outside the
body) diagnostic products for use in disease detection and prevention (the
"Diagnostics Products Business"). We currently sell 142 Diagnostic Products (the
"Diagnostic Products") on a worldwide basis to hospitals, clinical laboratories,
commercial reference laboratories, and research institutions.

      Our corporate headquarters is located in Westminster, Colorado. We have
two wholly-owned operating subsidiaries:

o     Corgenix, Inc., ("Corgenix, Inc.") (formerly REAADS), established in
        1990 and located in Westminster, Colorado. Corgenix, Inc. is
        responsible for sales and marketing activities for North America and
        Japan, and also conducts product development, product support,
        regulatory affairs and product manufacturing of the Diagnostic
        Products.

o       Corgenix (UK) Ltd., ("Corgenix UK"), formerly incorporated in the United
        Kingdom in 1996 as REAADS Bio-Medical Products (UK) Limited, and is
        located in Peterborough, England. Corgenix UK manages the Diagnostic
        Business' international sales and marketing activities except for
        distribution in North America and Japan which is under the
        responsibility of Corgenix, Inc.

        On August 5, 2003, the Company entered into a letter of intent to merge
        with Genesis Bioventures, Inc. ("Genesis" or "GBI") a biomedical
        development company focused on the development of diagnostic tests.
        Under the terms of the letter of intent, Genesis will issue 14,000,000
        Genesis shares in exchange for 100% of Corgenix outstanding shares. The
        terms of the letter of intent also provide that Corgenix's current
        management team will assume the responsibility of managing the combined
        entity, which will be known as Genesis Bioventures, Inc. The parties are
        seeking to complete a definitive agreement on or before October 31, 2003
        and to close the transaction by no later than January 31, 2004.

               The proposed merger is subject to the satisfaction of a number of
        contingencies, including satisfactory due diligence investigations by
        each company, negotiation and execution of mutually acceptable
        definitive merger documentation, approval by both company's boards of
        directors and shareholders, and customary closing conditions. The merger
        is subject to GBI advancing to Corgenix $500,000 out of an equity
        capital raise of at least $3,000,000 by September 30, 2003 as a
        condition to signing a definitive merger agreement. Under the terms of
        the letter of intent, GBI and Corgenix have agreed to raise a minimum of
        $3,000,000 of additional capital by January 31, 2004 to provide the
        combined companies with sufficient funding with which to continue to
        develop and further commercialize their respective technologies and
        product lines. The foregoing amounts of these provisions may be waived
        at the discretion of Corgenix.


The Diagnostics Products Business

      Introduction

      Our Diagnostics Products Business is managed by Corgenix, Inc. and
Corgenix UK, and includes the research, development, manufacture, and marketing
of in vitro diagnostic products for use in disease detection and prevention. We
sell 142 Diagnostics Products on a worldwide basis to hospitals, clinical
laboratories, commercial reference laboratories, and research institutions. Some
of these are products which we have developed and which we manufacture at our
Colorado facility, and others are products which we purchase from other
healthcare manufacturers ("OEM Products"). All of these products are used in
clinical laboratories for the diagnosis and/or monitoring of five important
areas of health care:

o       Autoimmune disease and Antiphospholipid antibody testing (diseases in
        which an individual creates antibodies to one's self, for example
        systemic lupus erythematosus ("SLE") and rheumatoid arthritis ("RA");

o       Vascular disease (diseases associated with certain types of thrombosis
        or clot formation, for example antiphospholipid syndrome, deep vein
        thrombosis, stroke and coronary occlusion);

o       Infectious diseases (diseases caused by certain bacterial and other
        microorganisms, for example gonorrhea, mononucleosis and herpes);

o       Liver diseases (cirrhosis and transplanted organ rejection); and

o       Miscellaneous testing (pregnancy, fecal occult blood and related
        products).

      In addition to our current Diagnostic Products, we are actively developing
new laboratory tests in other important diagnostic testing areas. See "-- Other
Strategic Relationships." We manufacture and market to clinical laboratories and
other testing sites worldwide. Our customers include large and emerging health
care companies such as Instrumentation Laboratories, Helena Laboratories,
Cambridge Life Sciences plc, and Diagnostic Grifols, S.A.



<PAGE>


      Most of our products are based on our patented and proprietary application
of Enzyme Linked ImmunoSorbent Assay ("ELISA") technology, a clinical testing
methodology commonly used worldwide. All of our current products are based on
this platform technology in a delivery format convenient for clinical testing
laboratories. The delivery format ("Microplate") allows the testing of up to 96
samples per plate, and is one of the most commonly used formats, employing
conventional testing equipment found in virtually all clinical laboratories. The
availability and broad acceptance of ELISA Microplate products reduces entry
barriers worldwide for our new products that employ this technology and delivery
format. Our products are sold as "tests" that include all of the materials
required to perform the test except for routine laboratory chemicals and
instrumentation. A test using ELISA technology involves a series of reagent
additions into the Microplate triggering a complex immunological reaction in
which a resulting color occurs. The amount of color developed in the final step
of the test is directly proportional to the amount of the specific marker being
tested for in the patient or unknown sample. The amount of color is measured and
the results calculated using laboratory instrumentation. Our technology
specifies a process by which biological materials are attached to the fixed
surface of a diagnostic test platform. Products developed using this unique
attachment method typically demonstrate a more uniform and stable molecular
configuration, providing a longer average shelf life, increased accuracy and
superior specificity than the products of our competitors.

      Some of the OEM products which we obtain from other manufacturers and sell
through our distribution network utilize technologies other than our patented
and proprietary ELISA technology.

      Our diagnostic tests are intended to aid in the identification of the
causes of illness and disease, enabling a physician to select appropriate
patient therapy. Internally and through collaborative arrangements, we are
developing additional products that are intended to broaden the range of
applications for our existing products and to result in the introduction of new
products.

      Since 1990, our sales force and distribution partners have sold over 12
million tests worldwide under the REAADS and Corgenix labels, as well as OEM
products. An integral part of our strategy is to work with corporate partners to
develop market opportunities and access important resources. We believe that our
relationships with current and potential partners will enable us to enhance our
menu of diagnostic products and accelerate our ability to penetrate the
worldwide markets for new products.

      We currently use the REAADS trademarks and tradenames in the sale of the
products which we manufacture. These products constitute the majority of our
product sales.

      Industry Overview

      In vitro diagnostic ("IVD") testing is the process of analyzing the
components of a wide variety of body fluids outside of the body to identify the
presence of markers for diseases or other human health conditions. The worldwide
human health IVD market consists of reference laboratory and hospital laboratory
testing, testing in physician offices and the emerging over-the-counter ("OTC")
market, in which testing is done at home by the consumer.

      Traditionally, diagnostic testing has been performed in large, high-volume
commercial or hospital-based laboratories using instruments operated by skilled
technicians. Our products in a Microplate format are designed for such
instrumentation and are marketed to these types of laboratories. The
instrumentation and supportive equipment required to use our ELISA tests is
relatively simple, and typically is used by a laboratory for many different
products.

<PAGE>



      The IVD industry has undergone major consolidation over the last few
years. As a result, the industry is characterized by a small number of large
companies or divisions of large companies that manufacture and sell numerous
diagnostic products incorporating a variety of technologies. In addition, there
are many small diagnostic companies, which generally have limited resources to
commercialize new products. As a result of technological fragmentation and
customer support requirements, we believe that there may be a substantial
competitive advantage for companies with unique and differentiated technologies
that can be used to generate a broad menu of diagnostic products and that have
developed successful customer support systems.

      Strategy

      Our primary objective is to apply our proprietary ELISA technology to the
development and commercialization of products for use in a variety of markets.
Our strategies for achieving this objective include the following:

      Apply our ELISA Technology to Additional Diagnostic Markets. We have
      focused our resources on development of highly accurate tests in the
      Microplate format for sale to clinical testing laboratories. We believe we
      can expand our market focus with the addition of new tests complementary
      to the current product line.

      Leverage Sales and Marketing Resources. We maintain a small marketing and
      sales organization, which is experienced in selling diagnostic tests into
      the laboratory market. We plan to expand this sales organization, adding
      distribution channels where appropriate. We will also seek to expand our
      product menu with more high value, quality products through internal
      development, acquisition or in licensing of complementary products and
      technologies.

      Continue to Develop Strategic Alliances to Leverage Company Resources. We
      have developed, and will continue to pursue, strategic alliances to access
      complementary resources (such as proprietary markers, funding, marketing
      expertise and research and development assistance), to leverage our
      technology, expand our product menu and maximize the use of our sales
      force.

      Pursue Synergistic Product and/or Technology Acquisitions. We intend to
      proactively evaluate strategic acquisitions of companies, technologies and
      product lines where we identify a strategic opportunity to expand our core
      business while increasing revenues and earnings from these new
      technologies.

      Expand into Additional Market Segments for Existing Products. We intend to
      investigate additional market opportunities for both clinical and research
      applications of our existing products.



<PAGE>


      Products and Markets

      We currently sell ELISA tests in major markets worldwide. To date, our
sales force and distribution partners have sold over 12 million tests since we
first received product marketing clearance from the United States Food and Drug
Administration (the "FDA") for the first anti-cardiolipin antibody ("aCL") test
in 1990. Many peer reviewed medical publications, abstracts and symposia have
been presented on the favorable technical differentiation of our tests over
competitive products.

      To extend the product offering for current product lines, and to
complement our premium-priced, existing assays, we plan to add products from
strategic partners. Our current product menu, commercialized under the
trademarks "REAADS" and "Corgenix" includes the following:

      Autoimmune Disease Products

      Our ELISA Autoimmune Disease Product line consists of fifteen products,
including tests for: antinuclear antibodies (ANA) screening, dsDNA, Sm, SM/RNP,
SSA, SSB, Jo-1, Scl-70, Histones, Centromere, Mitochondria, MPO, PR3,
Thyroglobulin and thyroid peroxidase.

      We manufacture one of these products; the remainder are manufactured for
us by other companies. The products are used for the diagnosis and monitoring of
autoimmune diseases including RA, SLE, Mixed Connective Tissue Disease,
Sjogren's Syndrome, Dermatopolymyositis and Scleroderma.

      These autoimmune disease products are formatted in the ELISA Microplate
format, and are differentiated from the competition by their user convenience.
Historically, diagnostic tests utilized antiquated technologies that presented
significant limitations for the clinical laboratory environment, including
greater labor requirements and the need for a subjective interpretation of the
results. These ELISA autoimmune tests overcome these technology shortfalls,
permitting a clinical laboratory to automate its tests, lowering the
laboratory's labor costs as well as providing objectivity to test result
interpretation.

      Antiphospholipid Antibody Testing Products

      We manufacture and market eleven products for antiphospholipid antibody
testing, which in the fiscal year ended June 30, 2003 represented approximately
50.2% of our total product sales. These include: aCL IgG, aCL IgA, aCL IgM;
anti-phosphatidylserine ("aPS") IgG, aPS IgA, aPS IgM; anti-(beta)2-Glycoprotein
I ("a(beta)2GPI") IgG, a(beta)2GPI IgA, and a(beta)2GPI IgM; and
anti-Prothrombin ("aPT") IgG and IgM.

      These tests are used in the diagnosis of SLE, antiphospholipid syndrome
and thrombosis. Antiphospholipid antibodies are measured in clinical
laboratories primarily using ELISA technology with cardiolipin as the most
commonly used antigen. High levels of these antibodies are seen in venous and
arterial thrombosis, thrombocytopenia and/or recurrent abortion, now considered
the main clinical criteria for the diagnosis of a clinical entity referred to as
the antiphospholipid syndrome. The antiphospholipid syndrome may be seen in
association with an underlying disease (i.e. autoimmune such as SLE or SLE-like
disease), or may be seen in patients without any obvious or apparent disease.
When high serum levels of antiphospholipid antibodies are found in individuals
without any clinical manifestations, it is regarded as an important risk factor
for the development of antiphospholipid syndrome.

      The importance of the antiphospholipid syndrome resides in its association
with serious clinical manifestations such as chronic and recurrent venous (deep
vein) thrombosis, as well as arterial thromboembolic disease including heart
attacks, strokes and pulmonary embolism. Thrombocytopenia has been attributed to
the temporary removal of platelets from circulation during a thrombotic episode
(clot formation).


      Vascular Disease Products



<PAGE>


      We market seven tests for vascular diseases. We manufacture four products,
and three others are manufactured for us by other companies. Protein C Antigen
ELISA, Protein S Antigen ELISA, Monoclonal Free Protein S ELISA, von Willebrand
Factor Antigen ELISA, abp von Willebrand Factor Activity Test; GTI Platelet
Factor 4 Test and abp Ristocetin.

      These products are useful in the diagnosis of certain clotting and
bleeding disorders including von Willebrand's Disease (Hemophilia B).

      Hemostasis (the normal stable condition in which there is neither
excessive bleeding nor excessive clotting) is maintained in the body by the
complex interaction of the endothelial cells of blood vessels, coagulation cells
such as platelets, coagulation factors, lipids (cholesterol) and antibodies
(autoantibodies). All play important roles in maintaining this hemostasis. In
clinical situations in which an individual demonstrates excessive clotting or
bleeding, a group of laboratory tests is typically performed to assess the
source of the disorder using the tests that we market.



      Liver Disease Products

      We manufacture a test to quantitate hyaluronic acid ("Hyaluronic Acid" or
"HA") in a Microplate format. The product has been distributed through the
Chugai distribution network in Japan under the Chugai Diagnostic Sciences label
since 1996, and through our United Kingdom subsidiary in the United Kingdom
since 1998. On June 30, 2001, we signed a license agreement with CDS whereby we
have the exclusive rights to manufacture and market the HA product worldwide
except for Japan. See "-- Chugai Strategic Relationship."

      Hyaluronic Acid is a component of the matrix of connective tissues, found
in synovial fluid of the joints where it acts as a lubricant and for water
retention. It is produced in the synovial membrane and leaks into the
circulation via the lymphatic system where it is quickly removed by specific
receptors located in the liver. Increased serum levels of HA have been described
in patients with rheumatoid arthritis due to increased production from synovial
inflammation, and in patients with liver disease due to interference with the
removal mechanism. Patients with cirrhosis will have the highest serum HA
levels, which correlate with the degree of liver involvement.

      Miscellaneous Products

      We market products for the detection and diagnosis of certain infectious
disease organisms and other clinical laboratory tests. These products are mainly
sold by us in the United Kingdom, and all of the products are manufactured for
us by other companies. These products include test tests for: adenovirus,
helicobacter pylori (the bacteria suspected of causing ulcers), group A
streptococcus, herpes, gonorrhea, mycobacterium tuberculosis (the causative
agent of tuberculosis), syphilis, cryptococcal antigen, toxoplasma,
mononucleosis, cytomegalovirus, varicella zoster, Epstein Barr virus, mumps,
measles and Stat-Crit (for measurement of hemoglobin and hematocrit).


      Technology

      Our ELISA application technology was developed to provide the clinical
laboratory with a more sensitive, specific, and objective technology to measure
clinically relevant antibodies in patient serum samples. High levels of these
antibodies are frequently found in individuals suffering from various
immunological diseases, and their serologic determination is useful not only for
specific diagnosis but also for assessing disease activity and/or response to
treatment. To accomplish these objectives, our current product line applies the
ELISA technology in a 96-Microplate format as a delivery system. ELISA provides
a solid surface to which purified antigens are attached, allowing their
interaction with specific autoantibodies during incubation. This
antigen-antibody interaction is then objectively measured by reading the
intensity of color generated by an enzyme-conjugated secondary antibody and a
chemical substrate added to the system.

      Our technology overcomes two basic problems seen in many other ELISA
systems. First, the material coated onto the plate can be consistently coated
without causing significant alteration of the molecular structure (which ensures
maintenance of immunologic reactivity), and the stability of these coated
antigens on the surface can be maintained (which provides a product shelf life
acceptable for commercial purposes). Our proprietary immunoassay technology is
useful in the manufacture of ELISA test tests for the detection of many analytes
for the diagnosis and management of immunological diseases.

      Our technology results in products generally demonstrating performance
characteristics that exceed those of competitive testing procedures. Many
testing laboratories worldwide subscribe to external quality control systems or
programs conducted by independent, third-party organizations. These programs
typically involve the laboratory receiving unknown test samples on a routine
basis, performing certain diagnostic tests on the samples, and providing results
of their testing to the third party. Reports are then provided by the third
party that tells the testing laboratory how it compares to other testing
laboratories in the program. Several of our products are included in a
third-party survey periodically conducted by an unaffiliated entity, and our
products routinely demonstrate the best performance and/or reproducibility when
compared to other manufacturers included in such survey.



<PAGE>


      Our products typically require less hands-on time by laboratory personnel
and provide an objective, quantitative or semi-quantitative interpretation to
improve and standardize the clinical significance of results. We believe that
our proprietary technology will continue to be the mainstay for future
diagnostic products. Most of the products in development will incorporate our
basic technology.

      Additional technologies may be required for some of the newly identified
tests, particularly for the POC business. We believe that, in additional to
internal expertise, most technology and delivery system requirements are
available through joint venture or licensing arrangements or through
acquisition.

      Delivery Systems

      Most of our current products employ the Microplate delivery system using
ELISA technology. This format is universally accepted in clinical laboratory
testing and requires routine equipment currently available in most clinical
labs.

      Sales and Marketing

      We currently market and sell our diagnostic products to the traditional
clinical laboratory market, both hospital based and free standing laboratories.
We utilize a diverse distribution program for our products. Our labeled products
are sold directly to testing laboratories in the United States through contract
sales representatives.

      Internationally, our labeled products are sold through established
diagnostic companies in Argentina, Australia, Austria, Belgium, Brazil, Canada,
Chile, Denmark, Egypt, Finland, France, Germany, Greece, Guatemala, Hong Kong,
Hungary, India, Ireland, Israel, Italy, Japan, Korea, Kuwait, Lebanon, Malaysia,
Mexico, The Netherlands, Norway, Paraguay, Peru, Portugal, Saudi Arabia,
Singapore, South Africa, South Korea, Spain, Sweden, Switzerland, Thailand,
Turkey, the United Kingdom, and Uruguay. Discussions are underway that are
expected to provide access to additional markets worldwide. Our agreements with
international distribution partners are on terms that are generally terminable
by us if the distributor fails to achieve certain sales targets. We have also
established private label product agreements with several United States and
European companies. We have international distribution headquarters in the
United Kingdom and will add direct commercialization and distribution in
selected additional countries as appropriate.

      We have an active marketing and promotion program for our diagnostic
testing products. We publish technical and marketing promotional materials,
which we distribute to current and potential customers. We attend major industry
trade shows and conferences, and our scientific staff actively publishes
articles and technical abstracts in peer review journals.

      Manufacturing

      Our manufacturing process for our products utilizes a semi-automated
production line for the manufacturing, assembly and packaging of our ELISA
Microplate products. Our current production capacity is 20,000 tests per day
with a single eight-hour shift. Since 1990, we have successfully produced over
12 million tests in our Westminster, Colorado facility, and we expect that
current manufacturing facilities will be sufficient to meet expected customer
demand for the foreseeable future.



<PAGE>


      Our manufacturing operations are fully integrated and consist of raw
material purification, reagent and Microplate processing, filling, labeling,
packaging and distribution. We have considerable experience in manufacturing our
products using our proprietary technology. We expect increases in the demand for
our products and have prepared plans to increase our manufacturing capability
while remaining in compliance with regulatory requirements at acceptable costs
to meet that increased demand, and are in the process of implementation. We also
maintain an ongoing investigation of scale-up opportunities for manufacturing to
meet future requirements. We anticipate that production costs will decline as
more products are added to the product menu in the future, permitting us to
achieve greater economies of scale as higher volumes are attained. We have
registered our facility with the FDA and we operate in compliance with the FDA
Quality System Regulations ("QSR") requirements for our products.

      In April 1999, we received ISO 9001: 1994 certification from TUV Product
Service GmbH, a world leader in medical device testing and certification. ISO
9001 represents the international standard for quality management systems
developed by the International Organization for Standardization (ISO) to
facilitate global commerce. To ensure continued compliance with the rigorous
standards of ISO 9001, companies must undergo regularly scheduled assessments
and re-certification every year. The ISO 9001 initiative is an important
component in our commitment to maintain excellence. We received re-certification
in November 1999 and 2000, and in July 2002 received EN ISO 9001:1996, and EN
ISO 13485:2000 certification through TUV Rhineland of North America.

      Our manufacturing process starts with the qualification of raw materials.
The microplates are then coated and bulk solutions prepared. The components and
the microplates are checked for ability to meet pre-established specifications
by our quality control department. If required, adjustments in the bulk
solutions are made to provide optimal performance and lot-to-lot consistency.
The bulk solutions are then dispensed and packaged into planned component
configurations. The final packaging step in the manufacturing process includes
kit assembly, where all materials are packaged into finished product. The
finished kit undergoes one final performance test by our quality control
department. Before product release for sale, our Quality Assurance department
must verify that all quality control testing and manufacturing processes have
been completed, documented and have met all performance specifications.

      The majority of raw materials and purchased components used to manufacture
our products are readily available. We have established good working
relationships with primary vendors, particularly those that supply unique or
critical components for our products. We mitigate the risk of a loss of supply
by maintaining a sufficient supply of antibodies and critical components to
ensure an uninterrupted supply for at least three months. We have also qualified
second vendors for all critical raw materials and believe that we can substitute
a new supplier with regard to any of these components in a timely manner.
However, there can be no assurances that we will be able to substitute a new
supplier in a timely manner, and failure to do so could have a material adverse
effect on our business, financial condition and results of operations.

      A significant percentage of our product revenues are derived from sales
outside of the United States. International regulatory bodies often establish
varying regulations governing product standards, packaging and labeling
requirements, import restrictions, tariff regulations, duties and tax
requirements. As a result of our sales in Europe, we have obtained ISO
certification and expect to receive a "CE" mark certification, an international
symbol of quality and compliance with applicable European medical device
directives for certain of our products once the European directive for in vitro
diagnostic products has been finalized.

      Since 1990, we have entered into several contract manufacturing agreements
with other companies whereby we manufacture specific products for the partner
company. We expect to continue investigating and evaluating opportunities for
additional agreements.


      Chugai (Fujirebio) Strategic Relationship

      Chugai Diagnostics  Science, Co. Ltd., formerly a wholly owned subsidiary
of Chugai  Pharmaceutical Co., Ltd., a Tokyo based pharmaceutical  company, was
merged into Fujirebio,  Inc,  ("Fujirebio")  in September 2002 Tokyo,  Japan, a
large   Japanese   Diagnostics   company   and  a  leader   in  the   field  of
immunoserology.  The  relationship  between Corgenix and Chugai was established
in  June  1993.  Currently,  except  for  the on  going  HA  License  Agreement
described below, there are no sales to or operations  related to Fujirebio.  We
are currently in discussions  with Fujirebio  regarding the potential  contract
manufacturing  of certain  reagents  for them.  The former  relationship  was a
multifaceted strategic affiliation that can be summarized as follows:

      Equity Ownership. In 1993, Chugai Pharma purchased common stock of REAADS,
and at September 20, 2003, owned approximately 3.6% of the common stock of the
Company. Under the terms of the September 1, 1993 stock purchase agreement,
Chugai has certain rights, including antidilution rights and rights to a board
seat on the Corgenix Board of Directors. Said rights were never exercised by
Chugai.



<PAGE>


      Distribution of Corgenix Products. In 1993, Corgenix and Chugai executed a
distribution agreement (the "Japanese Distribution Agreement") whereby Corgenix
granted to Chugai certain distribution rights in Japan of Corgenix products. It
expired August 26, 2001.

      Joint Development of Corgenix Products. In 1993, Corgenix and Chugai
established a joint product development program whereby Corgenix, in
collaboration with Chugai, developed a unique second generation immunodiagnostic
assay for the measurement of HA. The product replaced a first generation HA
product that was being manufactured and distributed in Japan by Chugai. This
product is used to measure HA in serum to aid in the diagnosis of certain liver
diseases and the monitoring of rheumatoid arthritis patients. In 1997, Corgenix
and Chugai executed a contract research agreement whereby Corgenix and Chugai
made certain technical improvements to the HA product, and Chugai provided
certain financial support.

      Manufacturing of Corgenix Products. In 1994, Corgenix and Chugai executed
a manufacturing agreement (the "HA Manufacturing Agreement") whereby Corgenix
was granted the exclusive right to manufacture the HA product for Chugai for
sale in Japan. Corgenix began the manufacture of the HA product in 1995 and the
product launched in Japan by Chugai. The HA Manufacturing Agreement has been
amended several times.

      No Future Orders for HA from Fujirebio for Japan. Fujirebio has not placed
nor forecast any orders for HA for Japan since November 2002 and we are
currently not projecting any future orders by them for HA.

      HA Product Distribution. In 1997, Corgenix and Chugai executed a
distribution agreement (the "UK Agreement") whereby Corgenix was granted
exclusive distribution rights for the Chugai HA product in the United Kingdom.
The UK Agreement was initially for a two-year period which expired November 17,
1999, with one-year extension rights. The UK Agreement was amended on January 3,
2000, and expired on June 30, 2001 with the execution of the HA License
Agreement (defined below).

      HA License Agreement. On June 30, 2001, Corgenix and Chugai executed a
license agreement (the "HA License Agreement") whereby Corgenix was granted
exclusive worldwide rights to manufacture and market the HA product (except for
Japan). The HA License Agreement is initially for a five-year period with
certain extension rights. The HA License Agreement establishes certain
performance requirements for Corgenix, and provides early cancellation of
exclusivity if we do not meet those performance goals. The HA License Agreement
is the only international distribution right currently granted by Chugai to the
Company, and was formally assumed by Fujirebio.


      Other Strategic Relationships

      In addition to the Chugai strategic relationship, an integral part of our
strategy has been and will continue to be entering into other strategic
alliances as a means of accessing unique technologies or resources or developing
specific markets. The primary aspects of our corporate partnering strategy with
Chugai and other strategic affiliations include:

      o    Companies that are interested in co-developing diagnostic tests that
           use our technology;

      o    Companies with complementary technologies;

      o    Companies  with  complementary  products and novel disease  markers;
           and/or

      o    Companies with access to distribution channels that supplement our
           existing distribution channels.

      In furtherance of the foregoing strategies, we have established
revenue-producing strategic relationships with the following companies:

      Genesis Bioventures, Inc. In June 2002 the Company entered into a letter
of intent with Genesis Bioventures, Inc., ("GBI"), a publicly held company
headquartered in Vancouver, British Columbia, to develop, in ELISA format,
products from GBI's patented Mammastatin Serum Assay ("MSA") for breast cancer
risk assessment. This collaboration, although potentially very significant to
the Company, has been temporarily deferred until the completion of the announced
merger with GBI.



<PAGE>


      Cambridge Life Sciences. Cambridge, a division of Byk Gulden and located
in Cambridge, United Kingdom, is a leading manufacturer of immunology and
microbiology diagnostic tests. In 1993, we entered into an agreement with
Cambridge by which we provide to Cambridge certain products that are sold
worldwide under the Cambridge label. These products are primarily sold in the
United Kingdom, and in the remainder of Europe. We also distribute several
products manufactured by Cambridge through our distribution network.


      Helena Laboratories Corporation. Helena, a privately held company located
in Beaumont, Texas, is one of the world market leaders in clinical
electrophoresis instrumentation and technology. In 1993, we entered into a
development and manufacturing agreement with Helena pursuant to which we
developed a series of vascular disease products for joint distribution. Three of
these received FDA clearance in 1997 and one in 1999. We manufacture these
products for worldwide distribution through both the Helena network and our
network. Pursuant to the agreement, Helena has the right to incorporate several
of our current products and technology (both those jointly developed and also
other of our products) into a proprietary Helena instrumentation for sale to
hospitals and clinical laboratories.

      American Biochemical & Pharmaceutical Corporation. abp is a privately held
company located in Marlton, New Jersey that sells a line of diagnostic products
in coagulation and vascular medicine. In June 1998, we became a non-exclusive
distributor of abp's von Willebrand Factor Activity in the United States. We
distribute this product under our label through our distribution network,
primarily in the United States. This product complements our expanding line of
vascular disease products. The initial term of the distribution arrangement with
abp expired in June 2001 and has been continuously extended for additional
one-year terms, most currently to June 30, 2004. abp also sells this test under
our label through its distribution network. Under the terms of a separate
distribution agreement, abp sells our von Willebrand Factor Antigen, Protein C,
Protein S and Monoclonal Free Protein S products worldwide under the Corgenix
label through their distribution network.

      GTI, Inc. GTI is a privately held company located in Brookfield, Wisconsin
that manufactures ELISA diagnostic products. In April 1998, we signed an
agreement with GTI by which we became a non-exclusive distributor of GTI's
Platelet Factor 4 ELISA test kit in the United States. The initial term of the
agreement was one year and has been renewed at our option. This product is also
part of our vascular disease product strategy.

      RhiGene, Inc. RhiGene is a Des Plaines, Illinois based company which is a
wholly owned subsidiary of Medical & Biological Laboratories Company, Ltd.,
("MBL") of Nagoya, Japan. In March 2002 we signed a distribution agreement with
RhiGene which grants us exclusive rights to distribute RhiGene's complete
diagnostic line of autoimmune testing products in North and South America. The
arrangement also provides us with rights to certain other international markets.
In July 2002, MBL made a $500,000 strategic investment in the Common Stock of
our Company. As part of the investment agreement, MBL has warrants to purchase
additional shares of our Common Stock for a total potential investment of
$1,000,000.

      We have established OEM agreements with several international diagnostic
companies. Under these agreements, we manufacture selected products under the
partner's label for worldwide distribution.



<PAGE>


      Research and Development

      We direct our research and development efforts towards development of new
products on our proprietary platform ELISA technology in the Microplate format,
as well as applying our technology to automated laboratory testing systems and
to a rapid test format to address operator ease-of-use and expand our market
opportunities. In that regard, we have organized our research and development
effort into three major areas: (i) new product development, (ii) technology
assessment, and (iii) technical and product support.



<PAGE>


      Our technical staff evaluates the performance of reagents (prepared
internally or purchased commercially), creates working prototypes of potential
products, performs internal studies, participates in clinical trials, produces
pilot lots of new products, produces a validated method that can be consistently
manufactured, creates documentation required for manufacturing and testing of
new products, and works closely with our quality assurance department to satisfy
regulatory requirements and support regulatory clearance. They are responsible
for assessing the performance of new technologies along with determining the
technical feasibility of market introduction, and investigating the patent /
license issues associated with new technologies.

      Our technical staff is responsible for supporting current products on the
market through scientific investigation, and are responsible for design transfer
to manufacturing of all new products developed. They assess the performance and
validate all externally-sourced products.

      The technical staff includes individuals skilled in immunology, assay
development, protein biochemistry, biochemistry and basic sciences. We maintain
facilities to support our development efforts at the Westminster, Colorado
headquarters. This group includes individuals skilled in immunology, assay
development, protein biochemistry, biochemistry and basic sciences. Group
leaders are also skilled in planning and project management under FDA-mandated
design control. See "-- Regulation."

      During fiscal 2003 and 2002, we spent $859,000 and $566,000, respectively,
for research and development. The increase was primarily attributable to
increased payroll-related costs and purchases related to additional research and
development contract work. We expect research and development spending to
increase during 2004. Research and development contract revenue amounted to
$555,813 and $270,103 for the 2003 and 2002 fiscal years ended June 30.

      Products and Technology in Development

      We intend to expand our product menu through internal development,
development in collaboration with strategic partners and acquisition and/or
licensing of new products and technologies. We are currently working with
partners to develop additional tests to supplement the existing product lines
and have fifteen contract research projects as of September 2003. The following
summarizes our current product and technology development programs:

      Vascular Disease Testing Products

      We are one of the market leaders in development of innovative tests in the
antiphospholipid market, and expect to continue developing products in this area
to ensure our ongoing strong market position. In the fiscal year ended June 30,
1999, we developed three new antiphospholipid products which are more specific
for thrombosis and the antiphospholipid syndrome when incorporated with the
conventional aCL and aPS tests, and are configured for sale to hospital based
and free-standing independent laboratories. Filing of the 510(k) applications
for the new tests was completed and one of the products, anti-phosphatidylserine
IgA, was cleared by the FDA in April 2000. Two additional products in this area,
IgG anti-Prothrombin and IgM anti-Prothrombin (aPT), were cleared by the FDA in
April 2001. Four additional products in this area and three products in the
coagulation area are in various stages of development, and we expect to file
applications with the FDA in 2003-2004. See "-- Regulation."

      Automated Laboratory Testing Systems

      We believe that the application of our proprietary ELISA technology to
automated laboratory-testing systems will significantly expand the hospital and
specialized laboratory market opportunity through OEM partnerships and direct
sales to high volume testing laboratories. We have several such development
programs pending with strategic partners.



<PAGE>


Competition

Competition in the human medical diagnostics industry is significant. Our
competitors range from development stage diagnostics companies to major domestic
and international pharmaceutical companies. Many of these companies have
financial, technical, marketing, sales, manufacturing, distribution and other
resources significantly greater than we do. In addition, many of these companies
have name recognition, established positions in the market and long standing
relationships with customers and distributors. The diagnostics industry
continues to experience significant consolidation in which many of the large
domestic and international healthcare companies have been acquiring mid-sized
diagnostics companies, further increasing the concentration of resources.
However, competition in diagnostic medicine is highly fragmented, with no
company holding a dominant position in autoimmune or vascular diseases. There
can be no assurance that new, superior technologies will not be introduced that
could be directly competitive with or superior to our technologies.

      Our competitors include Inova Diagnostics, Inc., DIASORIN, Diagnostica
Stago, American Bioproducts, Helena Laboratories Corporation (an existing
licensee of Corgenix technology), Organon Teknika, Helix Diagnostic Hemagen
Diagnostics, Sigma Diagnostics, The Binding Site and IVAX Diagnostics. We
compete against these companies on the basis of product performance and customer
service.

      Patents, Trade Secrets and Trademarks

      We have built a strong patent and intellectual property position around
our proprietary application of ELISA technology. We hold two United States
patents that expire in 2004 and 2010 respectively. We have no pending patent
applications. The Hyaluronic Acid product is protected by U.S., Japanese and
European patents held by Chugai. As part of the agreements with Chugai, we have
a license to use the Chugai patents to manufacture this product for worldwide
distribution, and marketing rights worldwide except Japan. See "-- Chugai
Strategic Relationship."

      Patent applications in the United States are maintained in secrecy until
patents are issued. There can be no assurance that our patents, and any patents
that may be issued to us in the future, will afford protection against
competitors with similar technology. In addition, no assurances can be given
that patents issued to us will not be infringed upon or designed around by
others or that others will not obtain patents that we would need to license or
design around. If the courts uphold existing or future patents containing broad
claims over technology used by us, the holders of such patents could require us
to obtain licenses to use such technology. In fiscal 2002 the Company did not
incur any costs to defend our patents. See "Part II. Item 6. Management's
Discussion and Analysis -- Forward-Looking Statements and Risk Factors --
Uncertainty of Protection of Patents, Trade Secrets and Trademarks."

      We have registered our trademark "REAADS" on the principal federal
trademark register and with the trademark registries in many countries of the
world. This trademark is eligible for renewal in 2006 and will expire in 2007.
The trademark "Corgenix" was approved in September 2000.

      Where appropriate, we intend to obtain patent protection for our products
and processes. We also rely on trade secrets and proprietary know-how in our
manufacturing processes. We require each of our employees, consultants and
advisors to execute a confidentiality agreement upon the commencement of any
employment, consulting or advisory relationship with us. Each agreement provides
that all confidential information developed or made known to the individual
during the course of the relationship will be kept confidential and not be
disclosed to third parties except in specified circumstances. In the case of
employees, the agreements provide that all inventions conceived of by an
employee shall be the exclusive property of the Company.

      The majority of our product sales, approximately 85% for the fiscal year
end June 30, 2003 and 81% in fiscal 2002, were products that utilized our
proprietary technology.

      Regulation

      The testing, manufacturing and sale of our products are subject to
regulation by numerous governmental authorities, principally the FDA and foreign
regulatory agencies. The FDA regulates the clinical testing, manufacture,
labeling, distribution and promotion of medical devices, which includes
diagnostic products. We are restricted from marketing or selling diagnostic
products in the United States until clearance is received from the FDA. In
addition, various foreign countries in which our products are or may be sold
impose local regulatory requirements. The preparation and filing of
documentation for FDA and foreign regulatory review can be a lengthy, expensive
and uncertain process.



<PAGE>


      In the United States, medical devices are classified by the FDA into one
of three classes (Class I, II or III) on the basis of the controls deemed
necessary by the FDA to ensure their safety and effectiveness in a reasonable
manner. Class I devices are subject to general controls (e.g., labeling,
pre-market notification and adherence to QSR requirements). Class II devices are
subject to general and special controls (e.g., performance standards,
post-market surveillance, patient registries and FDA guidelines). Generally,
Class III devices are those that must receive pre-market approval by the FDA to
ensure their safety and effectiveness (e.g., life-sustaining, life-supporting
and implantable devices or new devices that have been found not to be
substantially equivalent to legally marketed devices). All of our current
products and products under development are or are expected to be classified as
Class II or Class III devices.

      Before a new device can be introduced in the market, we must obtain FDA
clearance or approval through either clearance of a 510(k) pre-market
notification or approval of a product marketing approval ("PMA") application,
which is a more extensive and costly application. All of our products have been
cleared using a 510(k) application, and we expect that most, if not all, future
products will also qualify for clearance using a 510(k) application (as
described in Section 510(k) of the Medical Device Amendments to the F D & C Act
of 1938.

      It generally takes up to 90 days from submission to obtain 510(k)
pre-market clearance but may take longer. The FDA may determine that a proposed
device is not substantially equivalent to a legally marketed device or that
additional information is needed before a substantial equivalence determination
can be made. A "not substantially equivalent" determination, or a request for
additional information, could prevent or delay the market introduction of new
products that fall into this category. For any devices that are cleared through
the 510(k) process, modifications or enhancements that could significantly
affect safety or effectiveness, or constitute a major change in the intended use
of the device, will require new 510(k) submissions. There can be no assurance
that we will be able to obtain necessary regulatory approvals or clearances for
our products on a timely basis, if at all, and delays in receipt of or failure
to receive such approvals or clearances, the loss of previously received
approvals or clearances, limitations on intended use imposed as a condition of
such approvals or clearances, or failure to comply with existing or future
regulatory requirements could have a material adverse effect on our business,
financial condition and results of operations. See "Part II. Item 6.
Management's Discussion and Analysis -- Forward-Looking Statements and Risk
Factors -- Governmental Regulation of Diagnostic Products."

      Our customers using diagnostic tests for clinical purposes in the United
States are also regulated under the Clinical Laboratory Information Act of 1988
(the "CLIA"). The CLIA is intended to ensure the quality and reliability of all
medical testing in laboratories in the United States by requiring that any
health care facility in which testing is performed meets specified standards in
the areas of personnel qualification, administration, participation in
proficiency testing, patient test management, quality control, quality assurance
and inspections. The regulations have established three levels of regulatory
control based on test complexity: "waived," "moderately complex" and "highly
complex." Our current ELISA tests are categorized as "moderately complex" tests
for clinical use in the United States. Under the CLIA regulations, all
laboratories performing high or moderately complex tests are required to obtain
either a registration certificate or certification of accreditation from the
"Centers for Medicare and Medicaid Services" ("CMS"), formerly the United States
Health Care Financing Administration ("HCFA"). There can be no assurance that
the CLIA regulations and future administrative interpretations of CLIA will not
have an adverse impact on the potential market for our future products.

      We are subject to numerous federal, state and local laws relating to such
matters as safe working conditions, manufacturing practices, environmental
protection, fire hazard control and disposal of hazardous or potentially
hazardous substances. There can be no assurance that we will not incur
significant costs to comply with laws and regulations in the future or that such
laws or regulations will not have a material adverse effect upon our business,
financial condition and results of operations.

Reimbursement

      Currently our largest market segment is the hospital-based and free
standing independent laboratory market in the United States. Payment for testing
in this segment is largely based on third-party payor reimbursement. The
laboratory that performs the test will submit an invoice to the patient's
insurance provider (or the patient if not covered by a program). Each diagnostic
procedure (and in some instances, specific technologies) is assigned a current
procedural terminology ("CPT") code by the American Medical Association. Each
CPT code is then assigned a reimbursement level by CMS. Third party insurance
payors typically establish a specific fee to be paid for each code submitted.
Third party payor reimbursement policies are generally determined with reference
to the reimbursement for CPT codes for Medicare patients, which themselves are
determined on a national basis by CMS.


      Employees (for Consolidated Entity)

      As of October 10, 2003, we employed 38 employees, 37 full-time and one
part-time. Of these, six hold advanced scientific or medical degrees. None of
Corgenix's employees are covered by a collective bargaining agreement. We
believe that the Company maintains good relations with our employees.


Item 2.  Description of Property.

      We currently lease approximately 15,600 square feet of space in two
close-by buildings in Westminster, Colorado, which are used for our
administrative offices, research and development facilities and manufacturing
operations. The leases expires August 31, 2006. We also lease approximately
1,400 square feet of office space in Peterborough, Cambridgeshire, United
Kingdom under a lease that expires October 6, 2006 and is intended to be
renewed. We believe that suitable additional or alternative space will be
available on commercially reasonable terms as needed, and that our existing
facilities will be sufficient for our operational purposes through the end of
the leases.

Item 3.  Legal Proceedings

      We are not a party to any material litigation or legal proceedings.

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

      There were no matters submitted during the fourth quarter of the fiscal
year covered by this Report to a vote of stockholders, through the solicitation
of proxies, or otherwise.


                              GLOSSARY

      antibody -- a protein produced by the body in response to contact with an
antigen, and having the specific capacity of neutralizing, hence creating
immunity to, the antigen.

      anti-cardiolipin antibodies (aCL) -- a class of antiphospholipid antibody
which reacts with a negatively-charged phospholipid called cardiolipin or a
phospholipid-cofactor complex; frequently found in patients with SLE and other
autoimmune diseases; also reported to be significantly associated with the
presence of both arterial and venous thrombosis, thrombocytopenia, and recurrent
fetal loss.

      antigen -- an enzyme, toxin, or other substance, usually of high molecular
weight, to which the body reacts by producing antibodies.

      anti-phosphatidylserine antibodies (aPS) -- a class of antiphospholipid
antibody which reacts to phosphatidylserine; similar to aCL; believed to be more
specific for thrombosis.

      antiphospholipid antibodies -- a family of autoantibodies with specificity
against negatively charged phospholipids, that are frequently associated with
recurrent venous or arterial thrombosis, thrombocytopenia, or spontaneous fetal
abortion in individuals with SLE or other autoimmune disease.

      antiphospholipid syndrome -- a clinical condition characterized by venous
or arterial thrombosis, thrombocytopenia, or spontaneous fetal abortion, in
association with elevated levels of antiphospholipid antibodies and/or lupus
anticoagulant.

      assay-- a laboratory test; to examine or subject to analysis.

      autoantibody -- an antibody with specific reactivity against a component
substance of the body in which it is produced; a disease marker.

      autoimmune diseases -- a group of diseases resulting from reaction of the
immune system against self components.

      beta 2 glycoprotein I ((beta)2GPI) -- a serum protein (cofactor) that
participates in the binding of antiphospholipid antibodies.

      coagulation-- the process by which blood clots.

      cofactor -- a serum protein that participates in the binding of
antiphospholipid antibodies, for example (beta)2GPI.

      delivery format -- the configuration of the product. Current Corgenix
products utilize a 96-well microplate system for its delivery format.

      hemostasis -- mechanisms in the body to maintain the normal liquid state
of blood; a balance between clotting and bleeding.



<PAGE>


      hyaluronic acid (HA) -- a polysaccharide found in synovial fluid, serum
and other body fluids and tissues, elevated in certain rheumatological and
hepatic (liver) disorders.

      HDL cholesterol -- high density lipoprotein associated with cholesterol.

      immunoassay -- a technique for analyzing and measuring the concentration
of disease markers using antibodies; for example, ELISA.

      immunoglobulin -- a globulin protein that participates in the immune
reaction as the antibody for a specific antigen.

      immunology -- the branch of medicine dealing with (a) antigens and
antibodies, esp. immunity to disease, and (b) hypersensitive biological
reactions (such as allergies), the rejection of foreign tissues, etc.

      in vitro -- isolated from the living organism and artificially maintained,
as in a test tube.

      in vivo-- occurring within the living organism.

      lipids -- a group of organic compounds consisting of the fats and other
substances of similar properties.

      platelets -- small cells in the blood which play an integral role in
coagulation (blood clotting).

      platform technology -- the basic technology in use for a majority of the
Company's products, in essence the "platform" for new products. In the case of
Corgenix, the platform technology is ELISA (enzyme linked immunosorbent assay).

      phospholipids -- a group of fatty compounds found in animal and plant
cells which are complex triglyceride esters containing long chain fatty acids,
phosphoric acid and nitrogenous bases.

      protein C -- normal blood protein that regulates hemostasis; decreased
levels lead to thrombosis.

      protein S -- normal blood protein that regulates hemostasis; decreased
levels lead to thrombosis.

      rheumatic diseases -- a group of diseases of the connective tissue, of
uncertain cause and including rheumatoid arthritis (RA), rheumatic fever, etc.,
usually characterized by inflammation, pain and swelling of the joints and/or
muscles.

      serum -- the clear yellowish fluid which separates from a blood clot after
coagulation and centrifugation.

      systemic lupus erythematosus (SLE) -- a usually chronic disease of unknown
cause, characterized by red, scaly patches on the skin that tend to produce
scars, frequently affecting connective tissue and involving the kidneys, spleen,
etc.

      thrombin -- the enzyme of the blood, formed from prothrombin, that causes
clotting by converting fibrinogen to fibrin.

      thrombocytopenia -- a condition in which there is an abnormally small
number of platelets in the circulating blood.



<PAGE>


      thromboembolism -- the  obstruction  or  occlusion of a blood vessel by a
thrombus.

      thrombosis -- coagulation of the blood within a blood vessel of any organ,
forming a blood clot.

      tumor markers --- serum proteins or molecules found in high concentrations
in patients with selected cancers.

      vascular-- of or pertaining to blood vessels.

      von Willebrand's Factor (vWF) -- normal blood protein that regulates
hemostasis; decreased levels lead to abnormal bleeding and increased levels may
produce thrombosis.



<PAGE>


                                     PART II

Item 5.  Market for Common Equity and Related Stockholder Matters.

      Our Common Stock is traded on the OTC Bulletin Board (R) under the symbol
"CONX". On October 10, 2003, the last bid price of our Common Stock on the OTC
Bulletin Board (R) as reported by the OTC Bulletin Board (R) was $0.85.

      The following table sets forth, for the periods indicated, the high and
low bid prices of our Common Stock as reported on the OTC Bulletin Board (R).
The following quotations reflect inter-dealer prices, without retail mark-up,
markdown or commissions, and may not represent actual transactions.

               Stock Price Dates                 Stock Price  Ranges
                                                     High      Low

      Fiscal Year 2003
      Quarter Ended:
           September 30, 2002                       $0.80     $0.29
           December 31, 2002                        $0.65     $0.32
           March 31, 2003                           $0.60     $0.22
           June 30, 2003                            $0.38     $0.22

      Fiscal Year 2002
      Quarter Ended:
           September 30, 2001                       $0.31     $0.16
           December 31, 2001                        $0.25     $0.09
           March 31, 2002                           $0.16     $0.125
           June 30, 2002                            $0.35     $0.13

      On October 9, 2003 there were approximately 173 holders of record of our
Common Stock.

      To date, we have not paid any dividends on our Common Stock, and the Board
of Directors of the Company does not currently intend to declare cash dividends
on our Common Stock. We instead intend to retain earnings, if any, to support
the growth of the Company's business. Any future cash dividends would depend on
future earnings, capital requirements and the Company's financial condition and
other factors deemed relevant by the Board of Directors. We are restricted from
paying dividends on our Common Stock under the terms of a promissory note to
Vectra Bank ("Vectra") without the consent of Vectra.

      Stock Issuance

          On July 1, 2002, the Company entered into an agreement ("MBL
Agreement") with Medical & Biological Laboratories Co., Ltd. ("MBL"), a
strategic partner and manufacturer of autoimmune diagnostic kits located in
Nagoya, Japan, under which the Company sold 880,282 shares, on a redeemable
basis, of its $.001 par value common stock to MBL for gross proceeds of
$500,000. Net proceeds to the Company after issuance costs were $484,746. Under
the MBL Agreement, MBL was also granted a put option which could cause the
Company to repurchase, at a future date, the common stock sold to MBL under the
MBL Agreement. Thus, the common stock sold has been designated "redeemable
common stock." The put option requires the stock to be repurchased at the
original purchase price, payable in either a lump-sum purchase or financed over
a six-month period. The put option is exercisable by MBL any time after the
termination or expiration of the distribution agreement between the Company and
RhiGene, MBL's U.S. subsidiary, upon any merger or consolidation of the Company
with another corporation wherein the Company's stockholders own less than 50% of
the surviving corporation or upon any sale or other disposition of all or
substantially all of the Company's assets. The present distribution agreement
with RhiGene expires on March 31, 2005, though the distribution agreement may be
renewed or extended prior to that time.

Pursuant to the agreement with MBL, as long as MBL holds at least 50% of the
common stock purchased under the MBL agreement, MBL must give its written
consent with respect to the payment of any dividend, the repurchase of any of
the Company's equity securities, the liquidation or dissolution of the Company
or the amendment of any provision of the Company's Articles of Incorporation or
Bylaws which would adversely affect the rights of MBL under the stock purchase
transaction documents. MBL was granted standard anti-dilution rights with
respect to stock issuances not registered under the Securities Act. MBL also
received standard piggyback registration rights along with certain demand
registration rights.


      Issuance of Warrants

      As part of the MBL Agreement and for no additional consideration, MBL was
issued warrants to purchase an additional 880,282 shares of Common Stock at a
price of $.568 per share, which is equal to an aggregate amount of $500,000.
These warrants expire on July 3, 2007 and may be exercised in whole or in part
at any time prior to their expiration. The estimated fair value of the warrant
upon issuance was calculated as $401,809 using the Black-Scholes model with the
following assumptions: no expected dividend yield, 143% volatility, risk free
interest rate of 4.2% and an expected life of five years. The gross proceeds of
$500,000 were allocated $277,221 to redeemable common stock and $222,779 to the
related warrants based on the relative fair values of the respective instruments
to the fair value of the aggregate transaction. Issuance costs and the discount
attributed to the warrants upon issuance are being accreted on the interest
method over the 33-month period prior to the presently expected first date on
which the put option may be exercised, which is the present expiration date of
the distribution agreement between the Company and RhiGene.


      Forward-Looking Statements

      This Form 10-KSB includes statements that are not purely historical and
are "forward-looking statements" within the meaning of Section 21E of the
Securities Act of 1934, as amended, including statements regarding our
expectations, beliefs, intentions or strategies regarding the future. All
statements other than historical fact contained in this Form 10-KSB, including,
without limitation, statements regarding future product developments, statements
regarding our intent to develop the Consumer Products Business, acquisition
strategies, strategic partnership expectations, technological developments, the
availability of necessary components, research and development programs and
distribution plans, are forward-looking statements. All forward-looking
statements included in this Form 10-KSB are based on information available to us
on the date hereof, and we assume no obligation to update such forward-looking
statements. Although we believe that the assumptions and expectations reflected
in such forward-looking statements are reasonable, we can give no assurance that
such expectations will prove to have been correct or that we will take any
actions that may presently be planned.

Item 6.  Management's Discussion and Analysis or Plan of Operation.

      The following discussion should be read in conjunction with the financial
statements and accompanying notes included elsewhere herein.

      General

      Since the Company's inception, we have been primarily involved in the
research, development, manufacturing and marketing/distribution of diagnostic
tests for sale to clinical laboratories. We currently market 142 products
covering autoimmune disorders, vascular diseases, infectious diseases and liver
disease. Our products are sold in the United States, the UK and other countries
through our marketing and sales organization that includes contract sales
representatives, internationally through an extensive distributor network, and
to several significant OEM partners.

      We manufacture products for inventory based upon expected sales demand,
shipping products to customers, usually within 24 hours of receipt of orders if
in stock. Accordingly, we do not operate with a customer order backlog.

      Except for the fiscal year ending June 30, 1997, we have experienced
revenue growth since our inception, primarily from sales of products and
contract revenues from strategic partners. Contract revenues consist of service
fees, licensing fees, milestone payments, and royalty payments from research and
development agreements with strategic partners. We have not in recent years, nor
do we expect in the foreseeable future to receive licensing fees, royalties or
milestone payments.

      Beginning in fiscal year 1996, we began adding third-party OEM licensed
products to our diagnostic product line. Currently we sell 128 products licensed
from or manufactured by third party manufacturers. We expect to expand our
relationships with other companies in the future to gain access to additional
products.

      Although we have experienced growth in revenues every year since 1990,
except for 1997, there can be no assurance that, in the future, we will sustain
revenue growth, current revenue levels, or achieve or maintain profitability.
Our results of operations may fluctuate significantly from period-to-period as
the result of several factors, including: (i) whether and when new products are
successfully developed and introduced, (ii) market acceptance of current or new
products, (iii) seasonal customer demand, (iv) whether and when we receive R&D
milestone payments and license fees from strategic partners, (v) changes in
reimbursement policies for the products that we sell, (vi) competitive pressures
on average selling prices for the products that we sell, and (vii) changes in
the mix of products that we sell.

      Critical Accounting Policies

      The Company's consolidated financial statements are prepared in accordance
with accounting principles generally accepted in the United States ("GAAP") and
our significant accounting policies are summarized in Note 1 to the accompanying
consolidated financial statements. The preparation of financial statements in
conformity with GAAP requires management to make estimates and assumptions that
affect reported amounts of assets, liabilities, disclosure of contingent assets
and liabilities at the date of the financial statements and reported amounts of
revenues and expenses during the reporting period. Actual result could differ
significantly from those estimates.
      The Company maintains an allowance for doubtful accounts based on its
historical experience and provides for any specific collection issues that are
identified. Such allowances have historically been adequate to provide for our
doubtful accounts but involve a significant degree of management judgment and
estimation. Worse than expected future economic conditions, unknown customer
credit problems and other factors may require additional allowances for doubtful
accounts to provided for in future periods. Equipment and software are recorded
at cost. Equipment under capital leases is recorded initially at the present
value of the minimum lease payments. Depreciation and amortization is calculated
primarily using the straight-line method over the estimated useful lives of the
respective assets which range from 3 to 7 years. The internal and external costs
of developing and enhancing software costs related to website development, other
than initial design and other costs incurred during the preliminary project
stage, are capitalized until the software has been completed. Such capitalized
amounts will be amortized commencing when the website is placed in service on a
straight-line basis over a three-year period. When assets are sold, retired or
otherwise disposed of, the cost and related accumulated depreciation are
eliminated from the accounts and a gain or loss is recognized. Repair and
maintenance costs are expensed as incurred. We evaluate the realizability of our
long-lived assets, including property and equipment, whenever events or changes
in circumstances indicate that the carrying amount of an asset may not be
recoverable. Revenue from sale of products is recognized upon shipment of
products. Revenue from research and development contracts represents amounts
earned pursuant to agreements to perform research and development activities for
third parties and is recognized as earned under the respective agreement.
Because research and development services are provided evenly over the contract
period, revenue is recognized ratably over the contract period. Research and
development agreements in effect in 2003 and 2002 provided for fixed monthly
fees to the Company in exchange for performing specified research and
development functions. Research and development and advertising costs are
expensed when incurred. Inventories are recorded at the lower of cost or market,
using the first-in, first-out method.

      Results of Operations

      Year Ended June 30, 2003 compared to 2002

      Net sales. Net sales for the year ended June 30, 2003 were approximately
$5,024,000, a 3.4% increase from approximately $4,858,000 in 2002. Product sales
increased in most categories. Domestic sales increased 5.9% while sales to
international distributors decreased 4.1% from year to year. Offsetting the
overall sales increases was a 37.5% decrease in sales of Hyaluronic Acid Test
Kits ("HA"), primarily as a result of the loss of Fujirebio (formerly Chugai) in
November 2002 as the principal HA customer for distribution in Japan. Chugai had
been the Company's largest customer, representing approximately 4.9% and 15.1%
of sales in fiscal 2003 and 2002, respectively. Fujirebio has not placed nor
forecasted any orders for HA product after November 2002 and we are not
projecting any future orders by Fujirebio of HA. The Company expects that the
loss of HA sales to Fujirebio will be made up via international sales of HA in
other areas of the world. The Company's moderate sales increase for the current
fiscal year was accompanied by lower unit volume (which decreased approximately
7%) which was more than offset by an increase in average price per unit sold of
HA. This was mainly attributable to increased sales of HA to customers other
than Fujirebio (which generally are sold at higher unit prices). Sales of
products manufactured for us by other companies while still relatively small,
are expected to continue to increase during fiscal 2004.

      Cost of sales. Gross profit, as a percentage of sales, increased to 66.2%
in 2003 from 63.6% in 2002 primarily due to increased sales of HA to customers
other than Fujirebio. Said sales were made at a higher margin then that formerly
sold to Fujirebio.

      Selling and marketing. Selling and marketing expenses increased 41.1% to
approximately $1,498,000 in 2003 from approximately $1,062,000 in 2002 primarily
due to increases in advertising expense-$42,800, consulting expense-$50,000,
payroll-related costs (new employees, raises and employee benefits)-$283,300,
license fees-$25,100, samples and product testing-$18,200, trade show and
travel-related costs-$32,300. These increases were attributable to the Company's
strategy of attempting to maintain and/or increase the market share of its
various products. The remaining fluctuation is due to individually minor changes
in other selling and marketing expenses.

      Research and development. Research and development expenses increased
51.8% to approximately $859,000 in 2003 from approximately $566,000 in 2002.
Most of this increase came as a result of an increase of $190,600 in
labor-related costs and increased purchases and development costs totaling
$18,800 related to two joint proof-of-principle development projects. The
remaining fluctuation is due to individually minor changes in other research and
development expenses. The joint proof-of-principle projects involve modifying
certain of our test kits in order to make the test kits compatible with our
strategic partner's automated ELISA testing platform in order to enable
laboratories to easily run multiple assays simultaneously on a single blood
sample.

      General and administrative. General and administrative expenses decreased
$8,000 or .7% to approximately $1,198,000 in 2003 from approximately $1,205,000
in 2002, primarily due to increases in payroll-related costs (employee benefits
and raises) of $164,000. The remaining fluctuation is due to individually minor
changes in other general and administrative expenses.

      Interest expense. Interest expense decreased 39.6% to approximately
$87,000 in 2003 from approximately $144,000 in 2002 due primarily to a decrease
in interest-bearing debt in addition to lower interest rates.

      Expenses related to consumer healthcare business. The results of Ho.com's
operations were included in continuing operations in the consolidated statements
of operations for the fiscal year ended June 30, 2002. Since some of the
employees and office space of Ho.com have been redeployed into the Company's
core business, only those Ho.com expenses which were not expected to recur are
shown separately in the consolidated statements of operations for the fiscal
year ended June 30, 2002. The operating expenses of the consumer healthcare
business not expected to recur were $210,311 during that twelve-month period.
There were no such expenses for the current year. The expenses not expected to
recur consisted primarily of amortization of previously capitalized software
costs and costs associated with advertising and promotion of the consumer
healthcare products. Net sales related to the consumer healthcare business were
$10,388 during the twelve months ended June 30, 2002.

      Liquidity and Capital Resources

      Cash provided by operating activities was $19,887 for the current fiscal
year compared to cash used by operating activities of $197,784 during the prior
fiscal year. The cash provided by operations resulted primarily from increases
in accounts payable, accrued payroll and related liabilities and other accrued
liabilities. The Company believes that uncollectible accounts receivable will
not have a significant effect on future liquidity, as a significant portion of
its accounts receivable are due from enterprises with substantial financial
resources.

      Net cash used by investing activities, the purchase of equipment, was
$68,883 in fiscal 2003 compared to $125,911 for fiscal 2002. The decrease was
mainly attributable to reduced spending on internally developed software.

      Net cash provided by financing activities amounted to $267,474 during
fiscal 2003 compared to $164,271 in the prior fiscal year. This increase in cash
provided over the comparable prior year was primarily due to the private sale of
redeemable common stock and common stock warrants, offset by payments on notes
payable and capital lease obligations.

      Historically, we have financed our operations primarily through long-term
debt and by sales of common and preferred stock. In fiscal 2003 we raised
$500,000 before offering costs (see "Stock Issuance" above) and in fiscal 2002,
$208,160 before offering expenses through a private sale of common stock.

      We have also received financing for operations from sales of diagnostic
products and agreements with strategic partners. Accounts receivable decreased
9.5% to $628,717 from $694,394 in 2002 because of a concerted collection effort.
In 2003, our accounts payable increased 11.8% to $618,934 from $553,505 in 2002
primarily as a result of slightly slower payment to vendors due to overall
cash-flow constraints.

      Our future capital requirements will depend on a number of factors,
including our profitability or lack thereof, the rate at which we grow our
business and our investment in proprietary research activities, the ability of
our current and future strategic partners to fund outside research and
development activities, our success in increasing sales of both existing and new
products and collaborations, expenses associated with unforeseen litigation,
regulatory changes, competition, technological developments, general economic
conditions and potential future merger and acquisition activity. Our principal
sources of liquidity have been cash provided from operating and financing
activities, cash raised from the private sale of common stock mentioned above,
and long- term debt financing. We believe that we will continue investigating
new debt agreements and may sell additional equity securities in fiscal year
2004 to develop the markets and obtain the regulatory approvals for the HA
products (see above), and to pursue all of our strategic objectives. We believe
that our current availability of cash, working capital, future proceeds from the
issuance of common stock and cash flow from operations will be adequate to meet
our ongoing needs for at least the next twelve months. At June 30, 2003, cash on
hand amounted to $342,377 compared to $164,378 at June 30, 2002. At June 30,
2003, the Company's available borrowings under its $400,000 bank line of credit
amounted to approximately $94,000. The available borrowings at June 30, 2003
were limited to a maximum of $279,500 based upon the calculation of the
borrowing base. This estimate of our future capital requirements is a
forward-looking statement that is based on assumptions that involve varying
risks and uncertainties. Actual results may differ significantly from our
estimates.

      Recently Issued Accounting Pronouncements

                In July 2002, the FASB issued SFAS No. 146, "Accounting for
Costs Associated with Exit or Disposal Activities," (effective January 1, 2003)
which replaces Emerging Issues Task Force (EITF) Issue No. 94-3 "Liability
Recognition for Certain Employee Termination Benefits and Other Costs to Exit an
Activity (including Certain Costs Incurred in a Restructuring)." SFAS No. 146
requires that a liability for a cost associated with an exit or disposal
activity be recognized when the liability is incurred and states that an
entity's commitment to an exit plan, by itself, does not create a present
obligation that meets the definition of a liability. SFAS No. 146 also
establishes that fair value is the objective for initial measurement of the
liability. The adoption of SFAS 146 has not had a material effect on the Company
for fiscal 2003.

      In November 2002, the Financial Accounting Standards Board issued
Interpretation No. 45, Guarantor's Accounting and Disclosure Requirements for
Guarantees, Including Indirect Guarantees of Indebtedness of Others (the
Interpretation), which addresses the disclosure to be made by a guarantor in its
interim and annual financial statements about its obligations under guarantees.
The Interpretation also requires the recognition of a liability by a guarantor
at the inception of certain guarantees. The Interpretation requires the
guarantor to recognize a liability for the non-contingent component of the
guarantee, this is the obligation to stand ready to perform in the event that
specified triggering events or conditions occur. The initial measurement of this
liability is the fair value of the guarantee at inception. The recognition of
the liability is required even if it is not probable that payments will be
required under the guarantee or if the guarantee was issued with a premium
payment or as part of a transaction with multiple elements. The Company is
required to adopt the disclosure provisions of the Interpretation beginning with
its fiscal 2003 consolidated financial statements, and will apply the
recognition and measurement provisions for all guarantees entered into or
modified after December 31, 2002. As the Company has not guaranteed any
indebtedness of others, the impact of the adoption does not have any impact on
the Company's consolidated financial statements for the fiscal years ended June
30, 2003 and 2002.

      In December 2002, the FASB issued SFAS No. 148, "Accounting for
Stock-Based Compensation--Transition and Disclosure." This statement amends FASB
Statement No. 123 "Accounting for Stock-Based Compensation," to provide
alternative methods of transition for a voluntary change to the fair value based
method of accounting for stock-based employee compensation. This statement also
amends the disclosure requirements of Statement 123 to require prominent
disclosures in both annual and interim financial statements about the method of
accounting for stock-based employee compensation and the effect of the method
used on reported results. The provisions of this statement relating to
alternative transition methods and annual disclosure requirements are effective
for the year ending June 30, 2003. The provisions of this statement relating to
interim financial information were effective for the quarter ending December 31,
2002. The transitional provisions will not have an impact on the Company's
financial statements unless it elects to change from the intrinsic value method
to the fair value method. The provisions relating to annual and interim
disclosures changed the manner in which we disclose information regarding
stock-based compensation.

      In January 2003, the Financial Accounting Standards Board issued FASB
Interpretation No. 46, "Consolidation of Variable Interest Entities" (FIN No.
46"). This interpretation clarifies existing accounting principles related to
the preparation of consolidated financial statements when the equity investors
in an entity do not have the characteristics of a controlling financial interest
or when the equity at risk is not sufficient for the entity to finance its
activities without additional subordinated financial support from other parties.
FIN No. 46 requires a company to evaluate all existing arrangements to identify
situations where a company has a "variable interest" (commonly evidenced by a
guarantee arrangement or other commitment to provide financial support) in a
"variable interest entity" (commonly a thinly capitalized entity) and further
determine when such variable interests require a company to consolidate the
variable interest entities' financial statement with its own. The Company is
required to perform this assessment by December 31, 2003 and consolidate any
variable interest entities for which it will absorb a majority of the entities'
expected losses or receive a majority of the expected residual gains. The
Company does not have variable interest entities that it may be required to
consolidate.

      In April 2003, the FASB issued SFAS No. 149, Amendment of Statement No.
133 on Derivative Instruments and Hedging Activities (SFAS No. 149). The
statement is effective for contracts entered into or modified after June 30,
2003 and for hedging relationships designated after June 30, 2003. This
statement amends and clarifies financial accounting and reporting for derivative
instruments, including certain derivative instruments embedded in other
contracts and for hedging activities. This statement amends Statement 133 for
decisions made as part of the Derivatives Implementation Group process that
effectively required amendments to Statement 133, in connection with other Board
projects dealing with financial instruments and in connection with
implementation issues raised in relation to the application of the definition of
a derivative. Management does not expect the adoption of SFAS No.149 to have an
impact on its financial condition, results of operations or cash flows.

      In May 2003 the FASB issued SFAS No. 150, "Accounting for Certain
Financial Instruments with Characteristics of Both Liabilities and Equity" (SFAS
No. 150). This statement establishes standards for how an entity classifies and
measures certain financial instruments with characteristics of both liabilities
and equity. This statement applies specifically to a number of financial
instruments that companies have historically presented within their financial
statements either as equity or between the liabilities section and the equity
section, rather than as liabilities. This statement is effective for financial
instruments entered into or modified after May 31, 2003, and is otherwise
effective at the beginning of the first interim period beginning after June 15,
2003. Management does not expect the adoption of SFAS No. 150 to have a material
impact on its financial condition, results of operations or cash flows.

      Risk Factors

      Certain factors that could cause actual results to differ materially from
those expected include the following:

      Losses Incurred;  Future Capital Needs;  Risks Relating to the Diagnostic
Products Business; Uncertainty of Additional Funding

      We have incurred operating losses and negative cash flow from operations
for most of our history. Net losses incurred since our inception have aggregated
$4,665,934 and there can be no assurance that we will be able to generate
positive cash flows to fund our operations in the future or to pursue our
strategic objectives. We believe that we will have sufficient cash and borrowing
availability to satisfy our operating needs for at least the next year. If we
are not able to operate profitably and generate positive cash flows sufficient
for both the diagnostic business and the consumer products business, we may need
to raise additional capital to fund our operations. If we need additional
financing to meet our requirements, there can be no assurance that we will be
able to obtain such financing on terms satisfactory to us, if at all.
Alternatively, any additional equity financing may be dilutive to existing
stockholders, and debt financing, if available, may include restrictive
covenants. If adequate funds are not available, we might be required to limit
our research and development activities, or our selling and marketing
activities, any of which could have a material adverse effect on the future of
the business.

      Dependence on Collaborative  Relationships  and Third Parties for Product
      Development and Commercialization

      We have historically entered into licensing and research and development
agreements with collaborative partners, from which we derived a significant
percentage of our revenues in past years. Pursuant to these agreements, our
collaborative partners have specific responsibilities for the costs of
development, promotion, regulatory approval and/or sale of our products. We will
continue to rely on future collaborative partners for the development of
products and technologies. There can be no assurance that we will be able to
negotiate such collaborative arrangements on acceptable terms, if at all, or
that current or future collaborative arrangements will be successful. To the
extent that we are not able to establish such arrangements, we could experience
increased capital requirements or be forced to undertake such activities at our
own expense. The amount and timing of resources that any of these partners
devotes to these activities will generally be based on progress by us in our
product development efforts. Usually, collaborative arrangements may be
terminated by the partner upon prior notice without cause and there can be no
assurance that any of these partners will perform its contractual obligations or
that it will not terminate its agreement. With respect to any products
manufactured by third parties, there can be no assurance that any third-party
manufacturer will perform acceptably or that failures by third parties will not
delay clinical trials or the submission of products for regulatory approval or
impair our ability to deliver products on a timely basis.

      No Assurance of Successful or Timely Development of Additional Products

      Our business strategy includes the development of additional diagnostic
products both for the diagnostic business and consumer products business. Our
success in developing new products will depend on our ability to achieve
scientific and technological advances and to translate these advances into
commercially competitive products on a timely basis. Development of new products
requires significant research, development and testing efforts. We have limited
resources to devote to the development of products and, consequently, a delay in
the development of one product or the use of resources for product development
efforts that prove unsuccessful may delay or jeopardize the development of other
products. Any delay in the development, introduction and marketing of future
products could result in such products being marketed at a time when their cost
and performance characteristics would not enable them to compete effectively in
their respective markets. If we are unable, for technological or other reasons,
to complete the development and introduction of any new product or if any new
product is not approved or cleared for marketing or does not achieve a
significant level of market acceptance, our results of operations could be
materially and adversely affected.


      Competition in the Diagnostics Industry

      Competition in the human medical diagnostics industry is, and is expected
to remain, significant. Our competitors range from development stage diagnostics
companies to major domestic and international pharmaceutical companies. Many of
these companies have financial, technical, marketing, sales, manufacturing,
distribution and other resources significantly greater than ours. In addition,
many of these companies have name recognition, established positions in the
market and long standing relationships with customers and distributors.
Moreover, the diagnostics industry has recently experienced a period of
consolidation, during which many of the large domestic and international
pharmaceutical companies have been acquiring mid-sized diagnostics companies,
further increasing the concentration of resources. There can be no assurance
that technologies will not be introduced that could be directly competitive with
or superior to our technologies.

      Governmental Regulation of Diagnostics Products

      The testing, manufacture and sale of our products is subject to regulation
by numerous governmental authorities, principally the FDA and certain foreign
regulatory agencies. Pursuant to the Federal Food, Drug, and Cosmetic Act, and
the regulations promulgated there under, the FDA regulates the preclinical and
clinical testing, manufacture, labeling, distribution and promotion of medical
devices. We are not able to commence marketing or commercial sales in the United
States of new products under development until we receive clearance from the
FDA. The testing for, preparation of and subsequent FDA regulatory review of
required filings can be a lengthy, expensive and uncertain process.
Noncompliance with applicable requirements can result in, among other
consequences, fines, injunctions, civil penalties, recall or seizure of
products, repair, replacement or refund of the cost of products, total or
partial suspension of production, failure of the government to grant premarket
clearance or premarket approval for devices, withdrawal of marketing clearances
or approvals, and criminal prosecution.

      There can be no assurance that we will be able to obtain necessary
regulatory approvals or clearances for our products on a timely basis, if at
all, and delays in receipt of or failure to receive such approvals or
clearances, the loss of previously received approvals or clearances, limitations
on intended use imposed as a condition of such approvals or clearances or
failure to comply with existing or future regulatory requirements could have a
material adverse effect on our business.

      Dependence on Distribution  Partners for Sales of Diagnostic  Products in
International Markets

      We have entered into distribution agreements with collaborative partners
in which we have granted distribution rights for certain of our products to
these partners within specific international geographic areas. Pursuant to these
agreements, our collaborative partners have certain responsibilities for market
development, promotion, and sales of the products. If any of these partners
fails to perform its contractual obligations or terminates its agreement, this
could have a material adverse effect on our business, financial condition and
results of operations.

      Governmental Regulation of Manufacturing and Other Activities

      As a manufacturer of medical devices for marketing in the United States,
we are required to adhere to applicable regulations setting forth detailed good
manufacturing practice requirements, which include testing, control and
documentation requirements. We must also comply with Medical Device Report
("MDR") requirements, which require that a manufacturer report to the FDA any
incident in which its product may have caused or contributed to a death or
serious injury, or in which its product malfunctioned and, if the malfunction
were to recur, it would be likely to cause or contribute to a death or serious
injury. We are also subject to routine inspection by the FDA for compliance with
QSR requirements, MDR requirements and other applicable regulations. The FDA has
recently implemented new QSR requirements, including the addition of design
controls that will likely increase the cost of compliance. Labeling and
promotional activities are subject to scrutiny by the FDA and, in certain
circumstances, by the Federal Trade Commission. We may incur significant costs
to comply with laws and regulations in the future, which may have a material
adverse effect upon our business, financial condition and results of operations.

      Regulation Related to Foreign Markets

      Distribution of diagnostic products outside the United States is subject
to extensive government regulation. These regulations, including the
requirements for approvals or clearance to market, the time required for
regulatory review and the sanctions imposed for violations, vary from country to
country. We may be required to incur significant costs in obtaining or
maintaining foreign regulatory approvals. In addition, the export of certain of
our products that have not yet been cleared for domestic commercial distribution
may be subject to FDA export restrictions. Failure to obtain necessary
regulatory approval or the failure to comply with regulatory requirements could
have a material adverse effect on our business, financial condition and results
of operations.

      Uncertain  Availability  of  Third  Party  Reimbursement  for  Diagnostic
      Products

      In the United States, health care providers that purchase diagnostic
products, such as hospitals and physicians, generally rely on third party
payors, principally private health insurance plans, federal Medicare and state
Medicaid, to reimburse all or part of the cost of the procedure. Third party
payors are increasingly scrutinizing and challenging the prices charged for
medical products and services and they can affect the pricing or the relative
attractiveness of the product. Decreases in reimbursement amounts for tests
performed using our diagnostic products, failure by physicians and other users
to obtain reimbursement from third party payors, or changes in government and
private third party payors' policies regarding reimbursement of tests utilizing
diagnostic products, may affect our ability to sell our diagnostic products
profitably. Market acceptance of our products in international markets is also
dependent, in part, upon the availability of reimbursement within prevailing
health care payment systems.

      Uncertainty of Protection of Patents, Trade Secrets and Trademarks

      Our success depends, in part, on our ability to obtain patents and license
patent rights, to maintain trade secret protection and to operate without
infringing on the proprietary rights of others. There can be no assurance that
our issued patents will afford meaningful protection against a competitor, or
that patents issued to us will not be infringed upon or designed around by
others, or that others will not obtain patents that we would need to license or
design around. We could incur substantial costs in defending the Company or our
licensees in litigation brought by others. Our business could be adversely
affected.

      Risks Regarding Potential Future Acquisitions

      Our growth strategy includes the desire to acquire complementary
companies, products or technologies. There is no assurance that we will be able
to identify appropriate companies or technologies to be acquired, to negotiate
satisfactory terms for such an acquisition, or to obtain sufficient capital to
make such acquisitions. Moreover, because of limited cash resources, we will be
unable to acquire any significant companies or technologies for cash and our
ability to effect acquisitions in exchange for our capital stock may depend upon
the market prices for our Common Stock. If we do complete one or more
acquisitions, a number of risks arise, such as short-term negative effects on
our reported operating results, diversion of management's attention,
unanticipated problems or legal liabilities, and difficulties in the integration
of potentially dissimilar operations. The occurrence of some or all of these
risks could have a material adverse effect on our business, financial condition
and results of operations.

      Dependence on Suppliers

      The components of our products include chemical and packaging supplies
that are generally available from several suppliers, except certain antibodies,
which we purchases from single suppliers. We mitigate the risk of a loss of
supply by maintaining a sufficient supply of such antibodies to ensure an
uninterrupted supply for at least three months. We have also qualified second
vendors for all critical raw materials and believe that we can substitute a new
supplier with respect to any of these components in a timely manner. However,
there can be no assurances that we will be able to substitute a new supplier in
a timely manner and failure to do so could have a material adverse effect on our
business, financial condition and results of operations.

      Limited Manufacturing Experience with Certain Products

      Although we have manufactured over twelve million diagnostic tests based
on our proprietary applications of ELISA technology, certain of our diagnostic
products in consideration for future development, incorporate technologies with
which we have little manufacturing experience. Assuming successful development
and receipt of required regulatory approvals, significant work may be required
to scale up production for each new product prior to such product's
commercialization. There can be no assurance that such work can be completed in
a timely manner and that such new products can be manufactured cost-effectively,
to regulatory standards or in sufficient volume.

      Seasonality of Products; Quarterly Fluctuations in Results of Operations

      Our revenue and operating results have historically been minimally subject
to quarterly fluctuations. There can be no assurance that such seasonality in
our results of operations will not have a material adverse effect on our
business.

      Dependence on Key Personnel

      Because of the specialized nature of our business, our success will be
highly dependent upon our ability to attract and retain qualified scientific and
executive personnel. In particular, we believe our success will depend to a
significant extent on the efforts and abilities of Dr. Luis R. Lopez and
Douglass T. Simpson, who would be difficult to replace. There can be no
assurance that we will be successful in attracting and retaining such skilled
personnel, who are generally in high demand by other companies. The loss of,
inability to attract, or poor performance by key scientific and executive
personnel may have a material adverse effect on our business, financial
condition and results of operations.

      Product Liability Exposure and Limited Insurance

      The testing, manufacturing and marketing of medical diagnostic devices
entails an inherent risk of product liability claims. To date, we have
experienced no product liability claims, but any such claims arising in the
future could have a material adverse effect on our business, financial condition
and results of operations. Our product liability insurance coverage is currently
limited to $2 million. Potential product liability claims may exceed the amount
of our insurance coverage or may be excluded from coverage under the terms of
our policy or limited by other claims under our umbrella insurance policy.
Additionally, there can be no assurance that our existing insurance can be
renewed by us at a cost and level of coverage comparable to that presently in
effect, if at all. In the event that we are held liable for a claim against
which we are not insured or for damages exceeding the limits of our insurance
coverage, such claim could have a material adverse effect on our business,
financial condition and results of operations.

                                   Other Risks

      Limited Public Market;  Possible Volatility in Stock Prices;  Penny Stock
      Rules

      There has, to date, been no active public market for our Common Stock, and
there can be no assurance that an active public market will develop or be
sustained. Although our Common Stock has been traded on the OTC Bulletin
Board(R) since February 1998, the trading has been sporadic with insignificant
volume.

      Moreover, the over-the-counter markets for securities of very small
companies historically have experienced extreme price and volume fluctuations
during certain periods. These broad market fluctuations and other factors, such
as new product developments and trends in our industry and the investment
markets and economic conditions generally, as well as quarterly variation in our
results of operations, may adversely affect the market price of our Common
Stock. In addition, our Common Stock is subject to rules adopted by the
Securities and Exchange Commission regulating broker-dealer practices in
connection with transactions in "penny stocks." As a result, many brokers are
unwilling to engage in transactions in our Common Stock because of the added
disclosure requirements.

      Risks Associated with Exchange Rates

      Our financial statements are presented in US dollars. At the end of each
fiscal quarter and the fiscal year, we convert the financial statements of
Corgenix UK, which operates in pounds sterling, into US dollars, and consolidate
them with results from Corgenix, Inc. We may, from time to time, also need to
exchange currency from income generated by Corgenix UK. Foreign exchange rates
are volatile and can change in an unknown and unpredictable fashion. Should the
foreign exchange rates change to levels different than anticipated by us, our
business, financial condition and results of operations may be materially
adversely affected.


<PAGE>


Controls and Procedures

Evaluation of disclosure controls and procedures. The Company, under the
supervision and with the participation of the Company's management, including
its Chief Executive Officer and Chief Financial Officer, carried out an
evaluation of the effectiveness of the design and operation of the Company's
disclosure controls and procedures (as defined in Rules 240.13a-14c under the
Securities Exchange Act of 1934 (the "Exchange Act") as of a date within ninety
days before the filing date of this annual report (the "Evaluation Date"). Based
upon this evaluation, the Chief Executive Officer and Chief Financial Officer
concluded that, as of the Evaluation Date, the Company's disclosure controls and
procedures were effective for the purposes of recording, processing, summarizing
and timely reporting information required to be disclosed by the Company in the
reports that it files under the Securities Exchange Act of 1934 and that such
information is accumulated and communicated to the Company's management in order
to allow timely decisions regarding required disclosure.

Changes in internal controls. There have been no significant changes in the
Company's internal controls or in other factors that could significantly affect
the Company's disclosure controls and procedures subsequent to the Evaluation
Date, nor were there any significant deficiencies or material weaknesses in the
Company's internal controls.

Item 7.  Financial Statements.

      The financial statements listed in the accompanying index to the
consolidated financial statements are filed as part of this Annual Report on
Form 10-KSB.

Item 8.  Changes  In and  Disagreements  With  Accountants  on  Accounting  and
Financial
           Disclosure.

      None.


                                    PART III

Item  9.  Directors,   Executive  Officers,   Promoters  and  Control  Persons;
Compliance With Section 16(a) of the
           Exchange Act.

Directors and Executive Officers

The following table sets forth certain information with respect to the directors
and executive officers of Corgenix as of June 30, 2003:

------------------------------------------------------------------

Name               Age    Position               Director/Officer

                                                     Since
------------------------------------------------------------------
------------------------------------------------------------------

Luis R. Lopez,      55 Chief Executive               1998
M.D.                   Officer and
                       Chairman
------------------------------------------------------------------
------------------------------------------------------------------

Douglass T.         55 President and Chief           1998
Simpson                Operating Officer
------------------------------------------------------------------
------------------------------------------------------------------

W. George           72 Vice President,               1996
Fleming, Ph.D.         International
                       Operations
------------------------------------------------------------------
------------------------------------------------------------------

Ann L               50 Vice President,               1996
Steinbarger            Sales and Marketing
------------------------------------------------------------------
------------------------------------------------------------------

Taryn G.            44 Vice President,               1998
Reynolds               Technology
------------------------------------------------------------------
------------------------------------------------------------------
Catherine A.
Fink, Ph.D.         38 Vice President,               1999
                       General Manager
------------------------------------------------------------------
------------------------------------------------------------------
William H.          57 Vice President and            2000
Critchfield            Chief Financial
                       Officer

------------------------------------------------------------------
------------------------------------------------------------------
Wendell J.          70 Director                      2001
Gardner
------------------------------------------------------------------
------------------------------------------------------------------
Jack W. Payne       73 Director                      2001

Jun Sasaki          50 Director                      2002

------------------------------------------------------------------
------------------------------------------------------------------

------------------------------------------------------------------

Luis R. Lopez, M.D., Dr. Lopez has served as the Chief Executive Officer and
Chairman of the Board of Directors of Corgenix since May 1998 and of Corgenix's
operating subsidiary since it was founded in July 1990. From 1987 to 1990, Dr.
Lopez was Vice President of Clinical Affairs at BioStar Medical Products, Inc.,
a Boulder, Colorado diagnostic firm. From 1986 to 1987 he served as Research
Associate with the Rheumatology Division of the University of Colorado Health
Sciences Center, Denver, Colorado. From 1980 to 1986 he was Professor of
Immunology at Cayetano Heredia University School of Medicine in Lima, Peru,
during which time he also maintained a medical practice with the Allergy and
Clinical Immunology group at Clinica Ricardo Palma in Lima. From 1978 to 1980
Dr. Lopez held a fellowship in Clinical Immunology at the University of Colorado
Health Sciences Center. He received his M.D. degree in 1974 from Cayetano
Heredia University School of Medicine in Lima, Peru. He is a clinical member of
the American College of Rheumatology, and a corresponding member of the American
Academy of Allergy, Asthma and Immunology. Dr. Lopez is licensed to practice
medicine in Colorado, and is widely published in the areas of immunology and
autoimmune disease.

Douglass T. Simpson, Mr. Simpson has been the President of Corgenix since May
1998 and was elected a director in May 1998. Mr. Simpson joined Corgenix's
operating subsidiary as Vice President of Business Development in 1992, was
promoted to Vice President, General Manager in 1995, to Executive Vice President
in 1996 and then to President in February 1998. Prior to joining Corgenix's
operating subsidiary, he was a Managing Partner at Venture Marketing Group in
Austin, Texas, a health care and biotechnology marketing firm, and in that
capacity, served as a consultant to REAADS from 1990 until 1992. From 1984 to
1990 Mr. Simpson was employed by Kallestad Diagnostics, Inc. (now part of BioRad
Laboratories, Inc.), one of the largest diagnostic companies in the world, where
he served as Vice President of Marketing, in charge of all marketing and
business development. Mr. Simpson holds B.S. and M.S. degrees in Biology and
Chemistry from Lamar University in Beaumont, Texas.


W. George Fleming, Ph.D., has been the Vice President, International Operations,
of Corgenix since May 1998. Dr. Fleming joined Corgenix's operating subsidiary
as Director of European Operations in 1992, after serving as a consultant in
international distribution to Corgenix from 1990 to 1992. He was promoted to
Managing Director, European Operations, and in 1996 to Vice President,
International. Prior to joining Corgenix's operating subsidiary, Dr. Fleming was
a director of Unilever's Medical Products Group in the UK, a (pound)41 million
health care company. He joined Oxoid, a subsidiary of Brooke Bond in 1968,
serving in a number of management positions leading to his appointment as
Director of Marketing in 1976, managing their growth up to (pound)31 million in
1985, when it was acquired by Unilever. Dr. Fleming received a B.Sc. degree from
Queens University, Belfast, Northern Ireland, and a Ph.D. in Business
Administration from Fairfax University, Baton Rouge, Louisiana.

Ann L. Steinbarger, has been the Vice President, Sales and Marketing, of
Corgenix since May 1998. Ms. Steinbarger joined Corgenix's operating subsidiary
in January 1996 as Vice President, Sales and Marketing with responsibility for
its worldwide marketing and distribution strategies. Prior to joining Corgenix,
Ms. Steinbarger was with Boehringer Mannheim Corporation, Indianapolis, Indiana,
a $200 million IVD company. At Boehringer from 1976 to 1996, she served in a
series of increasingly important sales management positions. Ms. Steinbarger
holds a B.S. degree in Microbiology from Purdue University in West Lafayette,
Indiana.

Taryn G. Reynolds, has been a Vice President of Corgenix since May 1998. Mr.
Reynolds joined Corgenix's operating subsidiary in 1992, serving first as
Director of Administration, then as Managing Director, U.S. Operations. He has
served as Vice President, Operations and in 1999, became Vice President,
Technology. Prior to joining Corgenix, Mr. Reynolds held executive positions at
Brinker International, MJAR Corporation and M&S Incorporated, all Colorado-based
property, operational and financial management firms.

Catherine A. Fink, Ph.D., was elected Vice President, General Manager of the
Company on October 7, 1999. She had been Corgenix's Executive Scientific
Director since May 1998. Dr. Fink joined Corgenix's operating subsidiary in 1996
as Director of Research and Development with responsibility for product
development, and in 1997 was promoted to Executive Scientific Director with
additional responsibilities for Quality Control. She chairs Corgenix's technical
committee. Prior to joining Corgenix, Dr. Fink was with DDx, Inc., a Denver,
Colorado based privately-held biotechnology firm from 1994 until 1996, and from
1993 to 1994 was Product Development Manager at Trinity Biotech plc., an Irish
biotechnology company which develops and manufactures rapid saliva and blood
based diagnostic tests. From 1990 to 1993, she was with Biosyn Ltd. (Belfast), a
manufacturer of diagnostic tests for medical and veterinary applications. Dr.
Fink received a B.Sc. (with Honors) from University College Dublin, and a Ph.D.
in immunology from the National University at Ireland.

William H. Critchfield, has been Vice President and Chief Financial Officer of
the Company since December 2000. Prior to joining Corgenix, Mr. Critchfield was
Executive Vice President and Chief Financial Officer of U.S. Medical, Inc., a
Denver, Colorado based privately held distributor of new and used capital
medical equipment. From May of 1994 through July of 1999, he served as President
and Chief Financial Officer of W.L.C. Enterprises, Inc., a retail business
holding company. From November 1991 to May 1994, Mr. Critchfield served as
Executive Vice President and Chief Financial Officer of Air Methods Corporation,
a publicly traded company which is the leading U.S. company in the air medical
transportation industry and was the successor company to Cell Technology, Inc.,
a publicly traded biotechnology company, where he served in a similar capacity
from 1987-1991. From 1986 through September 1987 he served as Vice President of
Finance and Administration for Biostar Medical Products, Inc., a developer and
manufacturer of diagnostic immunoassays. In the past, Mr. Critchfield also
served as Vice President of Finance for Nuclear Pharmacy, Inc. (now Syncor,
Inc.), a publicly traded company and the world's largest chain of centralized
radiopharmacies. Mr. Critchfield is a certified public accountant in Colorado.
He graduated magna cum laude from California State University-Northridge with a
Bachelor of Science degree in Business Administration and Accounting.

Jack W. Payne, Mr. Payne was appointed as a director of Corgenix in March 2001.
Mr. Payne is currently the Chief Executive Officer and a member of the Board of
Directors of Pro Bed Medical Technology, Inc., a privately held British Columbia
manufacturer of specialty medical beds. Mr. Payne from 1992 until September 2001
was a co-founder, Executive Vice President and a member of the Board of
Directors of Sequin Medical Corporation, a privately held, Denver-based medical
device manufacturer with manufacturing facilities in Nebraska. From 1989 through
1992 Mr. Payne was founder, President and Chairman of the Board of Designer
Labels, Inc., a privately held supplier of personalized paper products. During
the 1990's, Mr. Payne served on three publicly held corporate boards: Luther
Medical, Inc., a manufacturer of medical devices (1989-1997); First Fidelity
Acceptance Corporation (1992-1997), and Marquest Medical, Inc., a manufacturer
of medical devices (1993-1998). Mr. Payne began his career with Parke Davis, and
proceeded to work for Johnson & Johnson and Baxter International, the latter for
20 years, serving as its Vice President-Canadian operations. Mr. Payne was also
a group Vice President with the R.P. Scherer Company, a pharmaceutical, device
and consumer products company, where he had worldwide responsibilities for
twelve operating companies with sales in excess of $125 million. Subsequent to
his service with the R.P. Scherer Company, Mr. Payne became the chief U.S.
executive for Terumo Corporation, a Japanese Medical device, lab diagnostic, and
pharmaceutical manufacturer. He received a B.S. in Microbiology and Chemistry
from De Pauw University and completed the executive management program at the
Colgate Darden School at the University of Virginia.

Wendell J. Gardner, Mr. Gardner was elected as a director in December 2001. Mr.
Gardner is currently and since 1996 has been a founding member and on the Board
of Directors of Foothills Bank in Wheat Ridge, Colorado. From 1968 to 1998 Mr.
Gardner served in various capacities for COBE Laboratories, Inc. (Gambro AB) in
Lakewood, Colorado, serving as its Chief Financial Officer, Vice President for
European Operations, President of COBE Cardiovascular and most recently from
1994 to 1998 as its Corporate Senior Vice President (transition to retirement).
Mr. Gardener has served on numerous boards of directors, including Thoratec
Laboratories, Inc. (1992-1997), Colorado National Bank Arvada (1983-1993) and
Colorado National Bank Lakewood (1990-1993). Mr. Gardner was the Chairman of the
Jefferson Economic Council Board of Directors from 1987-1995 and the founding
member, president and a member of the Board of Directors of the Colorado Medical
Device Association from 1994-1998 and the Commissioner of the Colorado Advanced
Technology Institute (CATI) from 1994-1998. Mr. Gardner is a Certified Public
Accountant in the State of Colorado. He received his BS degree in Accounting and
Finance from Kansas State University in 1961 and completed the Stanford Graduate
School of Business Executive Program in General Management in 1975.

Jun Sasaki, Mr. Sasaki was elected as a director in December 2002. Mr. Sasaki
has been the Division Officer and General Manager of the International
Diagnostic Reagents Division of Medical & Biological Laboratories Co., Ltd.
(MBL) since June 1999. From 1993 to 1999, Mr. Sasaki was the General Manager of
MBL's Sales and Marketing Department. From 1992 to 1993, he was located in
Boston, Massachusetts and was engaged in the establishment of MBL International
Corporation, a sales subsidiary of MBL. He joined MBL in 1976 and has been
instrumental in the development of a series of autoimmune products. Mr. Sasaki
received a B.E. degree from Yamanashi University in Yamanashi prefecture, Japan.

COMPLIANCE WITH SECTION 16 (a) OF THE SECURITIES EXCHANGE ACT OF 1934

Section 16 (a) of the Securities Exchange Act of 1934, as amended, requires the
Company's directors and executive officers, as well as persons beneficially
owning more than 10% of the Company's outstanding Common Stock, to file reports
of ownership and changes in ownership with the Commission within specified time
periods. Such officers, directors and stockholders are also required to furnish
the Company with copies of all Section 16 (a) forms they file.

Based solely on its review of such forms received by it, or written
representations from certain reporting persons, the Company believes that all
Section 16 (a) filing requirements applicable to its officers, directors and 10%
stockholders were complied with during the fiscal year ended June 30, 2003.


Item 10.  Executive Compensation.

The following table shows how much compensation was paid by Corgenix for the
last three fiscal years to Corgenix's Chief Executive Officer and each other
executive officer whose total annual salary and bonus exceeded $100,000 for
services rendered to the subsidiary during such fiscal years (collectively, the
"Named Executive Officers").

      Summary Compensation Table
                                       Long-Term
                                 Annual
                                  Cash
                               Compensation Compensation
                               -----------------------
                                            Options
                                            Granted
  Name and Principal   Fiscal  Salary       (# of
       Position         Year   and Bonus*   Shares)
 -----------------------------------------------------
 Dr. Luis R. Lopez ..   2003   $174,000     41,900
 Chairman and Chief     2002   $160,000       -
 Executive Officer      2001   $160,000       -

 Douglass T.            2003   $152,250     59,072
 Simpson ............   2002   $140,000      -
 President, Chief       2001   $140,000     20,328
 Operating Officer




 Ann L. Steinbarger .   2003   $135,937     41,519
 Vice President,        2002   $125,000      -
 Sales and Marketing    2001   $107,292     15,881




 William H.             2003   $135,937     34,119
 Critchfield ........   2002   $125,000       -
 Vice President and     2001      -         21,881
 Chief Financial
 Officer



 Taryn G. Reynolds...   2003   $108,750     35,695
 Vice President,        2002   $105,000        -
 Technology             2001      -         12,705**



 Catherine A Fink,      2003   $108,750     33,695
 Ph.D. ..............   2002   $105,000       -
 Vice President,        2001      -         12,705
 General Manager



* No bonuses were paid to any officer in any of the three years reported.
** Includes 5,869 warrants


Long-Term Incentive Compensation

Issuances of stock under the Stock Compensation Plan to the Named Executive
Officers during the fiscal year ended June 30, 2003 were as follows:

-----------------------------------------------------------
        Officer           Issuances of Stock Under Stock
                        Compensation Plan in Fiscal 2003
-----------------------------------------------------------
-----------------------------------------------------------
Dr. Luis R. Lopez                        0
-----------------------------------------------------------
-----------------------------------------------------------
Douglass T.  Simpson                  10,738
-----------------------------------------------------------
-----------------------------------------------------------
Ann L. Steinbarger                       0
-----------------------------------------------------------
-----------------------------------------------------------
William H. Critchfield                   0
-----------------------------------------------------------
-----------------------------------------------------------
Taryn G. Reynolds                     20,069
-----------------------------------------------------------
-----------------------------------------------------------
Catherine A Fink, Ph.D                   0
-----------------------------------------------------------



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

The following table sets forth information concerning option exercises by the
Named Executive Officers during the fiscal year ended June 30, 2003 and
outstanding options held by the Named Executive Officers as of June 30, 2003:

               Number              Number of Shares
                of                   Underlying             Value of
              Shares                 Unexercised         In-the-Money
              Acquired                Options at          Options at
                on      Value           FY-End             FY-End ($)
   Name      Exercise  Realized($)   Exercisable/         Exercisable/
                                     Unexercisable      Unexercisable (1)
--------------------------------------------------------------------------
--------------------------------------------------------------------------
Dr. Luis R.      0       0           17,313/26,867           0/0
Lopez

Douglass T.      0       0           32,299/48,981           0/0
Simpson

Ann L.           0       0           24,535/34,945           0/0
Steinbarger

William H.       0       0           24,921/31,079           0/0
Critchfield

Catherine        0       0           20,617/28,063           0/0
A. Fink

Taryn G.         0       0           26,952/23,528           0/0
Reynolds

(i) Based on the price of the Company's common stock at June 30, 2003 of $0.35
per share.

Employment and Consulting Agreements

Corgenix has entered into employment agreements with the following officers as
of the respective dates and for the minimum annual salaries as noted opposite
each of their names:

o     Luis R. Lopez, M.D. - $160,000, dated April 1, 2001
o     Douglass T. Simpson - $140,000, dated April 1, 2001,
o     William H. Critchfield--$125,000, dated March 1, 2001
o     Ann L. Steinbarger -  $125,000, dated April 1, 2001
o     Taryn  G. Reynolds - $100,000, dated April 1, 2001
o     Catherine A. Fink, Ph.D. - $100,000, dated April 1, 2001

Each of the above employment agreements is for continuously renewable terms of
three years, provides for severance payments equal to twelve month's salary and
benefits if the employment of the officer is terminated without cause (as
defined in the respective agreements), and an automobile expense reimbursement
of $500 per month.

Corgenix has also executed a consulting contract with Wm. George Fleming, Ph.D.,
Corgenix's Vice President, International Operations, for an annual fee of
$125,000.


Compensation Committee Interlocks and Insider Participation

The Compensation Committee of Corgenix is currently composed of the Outside
Directors Messrs. Gardner and Payne along with Messrs. Lopez and Simpson. No
interlocking relationship exists between any member of the Board or Compensation
Committee and any member of the board of directors or compensation committee of
any other company, nor has any such interlocking relationship existed in the
past.


<PAGE>


Item 11.  Security Ownership of Certain Beneficial Owners and Management.



The following table sets forth as of June 30, 2003, certain information
regarding the ownership of Corgenix's common stock by (i) each person known by
Corgenix to be the beneficial owner of more than 5% of the outstanding shares of
common stock, (ii) each of Corgenix's directors, (iii) each Named Executive
Officer and (iv) all of Corgenix's executive officers and directors as a group.
Unless otherwise indicated, the address of each person shown is c/o Corgenix,
12061 Tejon Street, Westminster, CO 80234. Beneficial ownership, for purposes of
this table, includes options to purchase common stock that are either currently
exercisable or will be exercisable within 60 days of June 30, 2003. Other than
Dr. Lopez, no other director or executive officer beneficially owned more than
5% of the common stock. Directors and executive officers as a group beneficially
owned 13.1% of the common stock.

----------------------------------------------------------

                                    Shares Beneficially
                                           Owned
--------------------------------   -----------------------
--------------------------------   -----------------------

Name of Beneficial Owner            Number        Percent
--------------------------------   ----------    ---------
Medical & Biological
Laboratories Co., Ltd......          880,282        16.7%


Dr. Luis R. Lopez(1).........        457,866        8.6%

Dallas Marckx................        288,000        5.5%


Raul Diez Canseco............        224,645        4.3%

Jana Hartinger Mazzini.......        219,158        4.2%

Jack W. Payne(1) ............         19,000         *

Douglass T. Simpson (1)......        117,890        2.2%

Ann L. Steinbarger(1)........         54,090        1.0%

William H. Critchfield(1)....         37,961         *

Catherine A. Fink, Ph.D(1)...         37,896         *

Taryn G. Reynolds(1).........        108,380        2.1%

Wendell Gardner(1)...........         49,200         *

All current directors and
current executive officers as
a group (9 persons)..........        882,283        16.7%


* Less than 1%

(1) Current director or officer.

Item 12.  Certain Relationships and Related Transactions.

          On October 1, 2001, the Company entered into a note payable with one
of its officers. The note was for 91,797 pounds sterling (approximately
$132,000) and is payable by the Company in monthly principal payments of 4,004
pounds sterling (approximately $6,100 at June 30, 2003) plus interest at 8% per
annum over twenty-five months. There have not been any other similar
transactions, or series of similar transactions, since the beginning of the
Company's last fiscal year, or any currently proposed transaction, or series of
similar transactions, to which the Company or any of its subsidiaries was or is
to be a party, in which the amount involved exceeds $60,000 and in which any
director or executive officer of the Company, nominee for election as a
director, any five percent security holder or any member of the immediate family
of any of the foregoing persons had, or will have, a direct or indirect material
interest.




<PAGE>



Item 13.  Exhibits and Reports on Form 8-K.

      a. Index to and Description of Exhibits



<PAGE>




Exhibit
Number         Description of Exhibit


2.1      Agreement  and Plan of Merger  dated as of May 12,  1998 by
         and  among  Gray  Wolf   Technologies,   Inc.,   Gray  Wolf
         Acquisition Corp. and REAADS Medical Products,  Inc. (filed
         as Exhibit 2.1 to the Company's  Registration  Statement on
         Form 10-SB filed June 29, 1998, and incorporated  herein by
         reference).
2.2      First Amendment to Agreement and Plan of Merger dated as
         of May 22, 1998 by and among Gray Wolf Technologies, Inc.,
         Gray Wolf Acquisition Corp. and REAADS Medical Products,
         Inc. (filed as Exhibit 2.2 to the Company's Registration
         Statement on Form 10-SB filed June 29, 1998, and
         incorporated herein by reference).
2.3      Second Amendment to Agreement and Plan of Merger dated as of June 17,
         1998 by and among the Company and TransGlobal Financial Corporation
         (filed as Exhibit 2.3 to the Company's Registration Statement on Form
         10-SB filed June 29, 1998, and incorporated herein by reference).
3.1      Articles of Incorporation, as amended (filed as Exhibit 3.1 to the
         Company's Registration Statement on Form 10-SB filed June 29, 1998, and
         incorporated herein by reference).

3.2      Bylaws (filed as Exhibit 3.2 to the Company's Registration Statement on
         Form 10-SB filed June 29, 1998, and incorporated herein by reference.

3.3      Articles of Incorporation of health-outfitters.com, Inc. dated November
         16, 1999 (filed as Exhibit 3.3 to the Company's filing on Form 10-QSB
         for the fiscal quarter ended December 31, 1999).

3.4      Bylaws of health-outfitters.com, Inc. dated November 16, 1999 (filed as
         Exhibit 3.4 to the Company's filing on Form 10-QSB for the fiscal
         quarter ended December 31, 1999).

10.1     Manufacturing Agreement dated September 1, 1994 between
         Chugai Pharmaceutical Co., Ltd. and REAADS Medical
         Products, Inc. (filed as Exhibit 10.1 to the Company's
         Registration Statement on Form 10-SB filed June 29, 1998,
         and incorporated herein by reference).

10.2     Amendment to the Manufacturing Agreement dated as of
         January 17, 1995 between Chugai Pharmaceutical Co., Ltd.
         and REAADS Medical Products, Inc. (filed as Exhibit 10.2
         to the Company's Registration Statement on Form 10-SB
         filed June 29, 1998, and incorporated herein by reference).
10.3     Amendment to Agreement dated November 17, 1997 between
         Chugai Diagnostic Science, Co., Ltd. and REAADS Medical
         Products, Inc. (filed as Exhibit 10.3 to the Company's
         Registration Statement on Form 10-SB filed June 29, 1998,
         and incorporated herein by reference).
10.4     License Agreement dated June 30, 2001 between Chugai
         Diagnostic Science Co., Ltd. and Corgenix Medical
         Corporation.

10.9     Office Lease dated May 5, 2001 between Crossroads West
         LLC/Decook Metrotech LLC and Corgenix, Inc.
10.10    Guarantee dated November 1, 1997 between William George Fleming,
         Douglass Simpson and Geoffrey Vernon Callen (filed as Exhibit 10.10 to
         the Company's Registration Statement on Form 10-SB filed June 29, 1998,
         and incorporated herein by reference).
10.11    Employment Agreement dated April 1, 2001 between Luis R.
         Lopez and the Company.

10.12    Employment Agreement dated April 1, 2001 between Douglass
         T. Simpson and the Company.
10.13    Employment Agreement dated April 1, 2001 between Ann L.
         Steinbarger and the Company.
10.14    Employment Agreement dated April 1, 2001 between Taryn G.
         Reynolds and the Company.
10.15    Employment Agreement dated April 1, 2001 between Catherine
         (O'Sullivan) Fink and the Company.
10.16    Consulting Contract dated May 22, 1998 between Wm. George
         Fleming, Bond Bio-Tech, Ltd. and the Company (filed as
         Exhibit 10.16 to the Company's Registration Statement on
         Form 10-SB filed June 29, 1998, and incorporated herein by
         reference).
10.17    Stock Purchase Agreement dated September 1, 1993 between
         Chugai Pharmaceutical Co., Ltd. and REAADS Medical
         Products, Inc. (filed as Exhibit 10.17 to the Company's
         Registration Statement on Form 10-SB filed June 29, 1998,
         and incorporated herein by reference).
10.19    Note dated January 6, 1997 between REAADS Medical Products, Inc. and
         Eagle Bank (filed as Exhibit 10.19 to the Company's Registration
         Statement on Form 10-SB filed June 29, 1998, and incorporated herein by
         reference).
10.24    Form of Indemnification Agreement between the Company and its directors
         and officers (filed as Exhibit 10.24 to the Company's Registration
         Statement on Form 10-SB/A-1 filed September 24, 1998 and incorporated
         herein by reference).
10.27    Warrant agreement dated June 1, 2000 between the Company
         and Taryn G. Reynolds.
10.30    Employment Agreement dated March 1, 2001 between William H. Critchfield
         and the Company (filed as Exhibit 10.30 to the Company's filing on Form
         10-QSB for the fiscal quarter ended March 31, 2001).
10.31    Consulting Agreement dated April 10,2001 between Bathgate McColley
         Capital Group, LLC and the Company.
10.32    Warrant Agreement dated April 10, 2001 between Bathgate McColley
         Capital Group, LLC and the Company.
10.33    Sales Agent Agreement dated May 7, 2001 between Bathgate McColley
         Capital Group, LLC and the Company.
10.34    Business Development and Consulting Agreement dated August
         27, 2002 between Ascendiant Capital Group, Inc. and the
         Company.
21.1     Amended Subsidiaries of the Registrant (filed as Exhibit 21.1 to the
         Company's Registration Statement on Form 10-SB filed June 29, 1998).
21.2     Promissory note dated October 1, 2001 between W.C. Fleming
         and the Corgenix UK, Ltd.
21.3     Promissory note dated October 1, 2001 between W.C. Fleming
         and Corgenix UK, Ltd.
21.4     Warrant Agreement dated October 11,2001 between Phillips
         V. Bradford and the Company.
21.5     Warrant Agreement dated October 11,2001 between Charles F.
         Ferris and the Company.
21.6     Underlease Agreement dated October 3, 2001 between G.V.
         Callen, A.G. Pirmohamed and Corgenix UK, Ltd.
21.7     Financial Public Relations Agreement dated March 15, 2002
         between the Liolios Group, Inc. and the Company.
21.9     Warrant Agreement dated March 15, 2002 between the Liolios
         Group, Inc. and the Company.
         21.8 Distribution Agreement and OEM Agreement dated March 14,
                   2002 between RhiGene, Inc. and the Company.
23.1*    Consent of SR Howell &Co.
23.2*    Consent of  KPMG LLP
23.3*    Certification of  Periodic Report

*  Filed herewith.

----------------------------------------
      (b)  Reports on Form 8-K.

            None



<PAGE>


Consent of Independent Auditors



The Board of Directors
Corgenix Medical Corporation


We consent to incorporation by reference in the annual report on Form 10-KSB of
Corgenix Medical Corporation of our report dated August 15, 2003, relating to
the balance sheets of Corgenix UK Limited as of June 30, 2003 and 2002, and the
related financial statements for each of the years in the two-year period ended
June 30, 2003, and all related schedules, which report appears in the June 30,
2003, annual report on Form 10-KSB of Corgenix Medical Corporation.


                                 SR HOWELL & CO


Ramsey, UK
October 10, 2003


<PAGE>


                          CORGENIX UK LIMITED

                                                  Auditors' Report to the
Shareholders of Corgenix UK Limited

We have audited the financial statements of Corgenix UK Limited for the years
ended 30 June 2003 and 2002 on pages 3 to 10. These financial statements have
been prepared in accordance with the Financial Reporting Standard for Smaller
Entities (effective March 2000), under the historical cost convention and the
accounting policies set out on page 5.

Respective responsibilities of Directors and Auditors
As described in the Statement of Directors' Responsibilities on page 1, the
company's directors are responsible for the preparation of the financial
statements in accordance with applicable law and United Kingdom Accounting
Standards.

Our responsibility is to audit the financial statements in accordance with
relevant legal and regulatory requirements and United Kingdom Auditing
Standards.

We report to you our opinion as to whether the financial statements give a true
and fair view and are properly prepared in accordance with the Companies Act
1985. We also report to you if, in our opinion, the Director's Report is not
consistent with the financial statements, if the company has not kept proper
accounting records, if we have not received all the information and explanations
we require for our audit, or if information specified by law regarding
directors' remuneration and transactions with the company is not disclosed.

We read the Director's Report and consider the implications for our report if we
become aware of any apparent misstatement within it.

Basis of opinion
We have audited the financial statements of Corgenix UK Limited for the years
ended 30 June 2003 and 2002 on page 3 to 10. We conducted our audit in
accordance with auditing standards issued by the Auditing Practices Board and
the audit was also performed in accordance with auditing standards generally
accepted in the United States of America. An audit includes examination, on a
test basis, of evidence relevant to the amounts and disclosures in the financial
statements. It also includes an assessment of the significant estimates and
judgments made by the Director in the preparation of the financial statements
and of whether the accounting policies are appropriate to the Company's
circumstances, consistently applied and adequately disclosed.

We planned and performed our audit so as to obtain all the information and
explanations which we considered necessary in order to provide us with
sufficient evidence to give reasonable assurance that the financial statements
are free from material missatement, whether caused by fraud or other
irregularity or error. In forming our opinion we also evaluated the overall
adequacy of the presentation of information in the financial statements.

Opinion
In our opinion, the financial statements give a true and fair view of the state
of the company's affairs at 30 June 2003 and 2002 and of its profit for the
years then ended and have been properly prepared in accordance with accounting
principles generally accepted in the United States of America and the Companies
Act of 1985.



15th August, 2003

SR Howell & Co
Chartered Certified Accountants
& Registered Auditors
88 High Street
Ramsey
Huntington
Cambs PE26 1BS










                     Consent of Independent Auditors




The Board of Directors
Corgenix Medical Corporation:

We consent to incorporation by reference in the registration statements (Nos.
333-101528, 333-55682 and 333-69775) on Form S-8 of Corgenix Medical Corporation
of our report dated August 4, 2003, with respect to the consolidated balance
sheets of Corgenix Medical Corporation and subsidiaries as of June 30, 2003 and
2002, and the related consolidated statements of operations and comprehensive
loss, stockholders' equity and cash flows for the years then ended, which report
appears in the June 30, 2003, annual report on Form 10-KSB of Corgenix Medical
Corporation.

As discussed in note 1 (g) to the June 30, 2003 consolidated financial
statements of Corgenix Medical Corporation, effective July 1, 2002, the Company
changed its method of accounting for goodwill as prescribed by Statement of
Financial Accounting Standards No. 142.


                                    KPMG LLP


Denver, Colorado
October 10, 2003







<PAGE>



                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                        Consolidated Financial Statements

                             June 30, 2003 and 2002

                   (With Independent Auditors' Report Thereon)


<PAGE>



                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES





                                                                Page


Index to Consolidated Financial Statements

Independent Auditors' Report                                     F-1

Consolidated Balance Sheets as of June 30, 2003 and 2002         F-2

Consolidated Statements of Operations and Comprehensive
  Loss for the years ended June 30, 2003 and 2002                F-3

Consolidated Statements of Stockholders' Equity
  for the years ended June 30, 2003 and 2002                     F-4

Consolidated Statements of Cash Flows for the years ended
  June 30, 2003 and 2002                                         F-5

Notes to Consolidated Financial Statements                       F-6


<PAGE>












                          Independent Auditors' Report


The Board of Directors and Stockholders
Corgenix Medical Corporation:

We have audited the accompanying consolidated balance sheets of Corgenix Medical
Corporation and subsidiaries (Company) as of June 30, 2003 and 2002, and the
related consolidated statements of operations and comprehensive loss,
stockholders' equity and cash flows for the years then ended. These consolidated
financial statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these consolidated financial
statements based on our audits. We did not audit the financial statements of
Corgenix UK Limited, a wholly-owned subsidiary, as of and for the years ended
June 30, 2003 and 2002, which statements reflect total assets constituting 18
percent and 14 percent, respectively, and net sales constituting 23 percent and
25 percent, respectively, of the related consolidated totals. Those statements
were audited by other auditors whose report has been furnished to us, and our
opinion, insofar as it relates to the amounts included for Corgenix UK Limited,
is based solely on the report of the other auditors.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the 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 and the report of
the other auditors provide a reasonable basis for our opinion.

In our opinion, based on our audits and the report of the other auditors, the
consolidated financial statements referred to above present fairly, in all
material respects, the financial position of Corgenix Medical Corporation and
subsidiaries as of June 30, 2003 and 2002, and the results of their operations
and their cash flows for the years then ended, in conformity with accounting
principles generally accepted in the United States of America.

As discussed in note 1 (g) to the consolidated financial statements, effective
July 1, 2002, the Company changed its method of accounting for goodwill as
prescribed by Statement of Financial Accounting Standards No. 142.


                                    KPMG LLP



Denver, Colorado
August  4, 2003
<PAGE>
                    CORGENIX MEDICAL CORPORATON
                          AND SUBSIDIARIES
                     Consolidated Balance Sheets
                        June 30, 2003 and 2002

                    Assets                          2003       2002
                                                  ---------  ----------

Current assets:

  Cash and cash equivalents                    $  342,377    164,378
  Accounts receivable, less allowance for
doubtful accounts of $13,410 and $30,000          628,717    694,394

  Inventories                                     815,222    665,305

  Prepaid expenses                                 42,788     44,837
                                                  ---------  ----------


       Total current assets                       1,829,104  1,568,914
                                                  ---------  ----------

Equipment:

    Capitalized software costs                    122,855     113,261

  Machinery and laboratory equipment              585,935    513,698

  Furniture, fixtures and office equipment        503,787    448,743
                                                  ---------  ----------


                                                  1,212,577  1,075,702
  Accumulated depreciation and amortization       (789,564)  (642,285)
                                                  ---------  ----------


       Net equipment                              423,013    433,417
                                                  ---------  ----------

Intangible assets:
    Patents, net of accumulated amortization
of $944,978 and $870,482                          172,566     247,062

  Goodwill, net of accumulated amortization
of $44,979                                         13,677      13,677
                                                  ---------   ------


                                                  186,243     260,739
                                                  ---------  ----------
Due from officer                                   12,000      12,000

Other assets                                      105,356      53,765
                                                  ---------  ----------


       Total assets                             $ 2,555,716  2,328,835
                                                  =========  ==========

Liabilities and Stockholders' Equity (Deficit)

Current liabilities:

  Current portion of notes payable (note 2)     $ 378,683     357,672

  Current portion of capital lease obligations     95,881      92,554

  Accounts payable                                618,934    553,505

  Accrued payroll and related liabilities         180,630    118,155

  Accrued interest                                 99,660     98,764

  Accrued liabilities                             105,392     24,938
                                                  ---------- ---------


       Total current liabilities                1,479,180   1,245,588


Notes payable, less current portion (note 2)      373,167     502,611

Capital lease obligation, less current portion     61,504      99,898
                                                  ---------  ----------

                    Total liabilities           1,913,851   1,848,097
                                                ---------  ----------

Redeemable common stock, 880,282 shares issued
and outstanding at June 30, 2003,
aggregate redemption value of $500,000,
net of unaccreted discount and
issuance costs of $151,474 at
June 30, 2003                                     348,526      --

Stockholders' equity:
  Preferred stock, $0.001 par value.
Authorized 5,000,000 shares,
   none issued or outstanding                       --         --
Common stock, $0.001 par value.  Authorized
40,000,000 shares;
   Issued and outstanding 5,271,192  and
4,333,095 shares in 2003 and 2002, respectively    4,391        4,333

  Additional paid-in capital                   4,930,576    4,695,392

  Accumulated deficit                         (4,642,297)  (4,250,915)

  Accumulated other comprehensive income             669       31,928
                                                  ---------  ----------


       Total stockholders' equity                 293,339     480,738
                                                  ---------  ----------

Commitments and contingencies

       Total liabilities and stockholders'
equity                                          $ 2,555,716  2,328,835
                                                  =========  ==========
See accompanying notes to consolidated financial statements.




<PAGE>



                    CORGENIX MEDICAL CORPORATION
                          AND SUBSIDIARIES
   Consolidated Statements of Operations and Comprehensive Income
                 Years ended June 30, 2003 and 2002
                                                  2003        2002
                                               -----------  ----------


Net sales                                    $ 5,023,669    4,857,682

Cost of sales                                  1,697,123    1,770,543
                                               -----------  ----------


        Gross profit                           3,326,546    3,087,139

Operating expenses:

  Selling and marketing                        1,498,033    1,061,615

  Research and development                       858,892      566,421

     General and administrative                1,197,534    1,205,480
     Amortization    and    abandonment   of
consumer  healthcare  business  assets (note      --          624,145
10)                                            -----------  ----------
                                               -----------  ----------

                                               3,554,459    3,457,661
                                               -----------  ----------


        Operating loss                         (227,913)     (370,522)
                                               -----------  ----------

Other expense -
  Interest expense                              (76,911)     (143,907)
                                               -----------  ----------


            Net loss                         $ (304,824)    (514,429)
                                               ===========  ==========

Accretion of discount on redeemable common
stock                                            86,558        --
                                               -----------  ----------
                                               -----------  ----------


Net loss attributable to common stockholders   (391,382)    (514,429)
                                               -----------  ----------

Net loss per share basic and diluted         $   (0.08)      (0.12)
                                               ===========  ==========


Weighted average shares outstanding - basic  $ 5,236,309    4,284,997
                                               ===========  ==========

Weighted average shares outstanding -
diluted                                      $ 5,236,309    4,284,997
                                               ===========  ==========


Net loss                                     $ (304,824)    (514,429)
Other comprehensive income (loss) -

  foreign currency translation gain (loss)      (31,259)      3,661
                                               -----------  ----------


        Total comprehensive loss             $ (336,083)    (510,768)
                                               ===========  ==========

See accompanying notes to consolidated financial statements.


<PAGE>


                                       F-5
                          Consolidated Statements of Stockholders' Equity
                                Years ended June 30, 2003 and 2002

                       Common                          Accumulated
                       stock,  Additional                Other        Total
                      $0.001   Paid-in   Accumulated comprehensive stockholders'
                        Par     Capital    Deficit      Income        Equity
                   --------------------------------- ------------ ------------
Balances at
June 30, 2001     $    4,077  4,475,563  (3,736,486)    28,267      771,421


Issuance of common stock in
connection with private
placement (net of
offering costs
of $27,158)              237    180,765       --           --        181,002

Issuance of common stock
for services              19     17,601       --           --         17,620

Issuance of warrants
for services              --     21,463       --           --         21,463

Foreign currency
translation               --       --         --          3,661        3,661

Net loss                  --       --     (514,429)        --      (514,429)
                       ------     ------ ------------     ------  ---------


Balance at
June 30, 2002      $   4,333   4,695,392  (4,250,915)    31,928      480,738


Issuance of warrants      --     222,779      --           --        222,779

Issuance of common
stock and stock
options for services      58      27,399      --           --         27,457

Cost of equity
issuances                 --     (14,994)     --           --        (14,994)

Accretion of discount
on redeemable
common stock              --        --     (86,558)        --         (86,558)

Foreign currency
translation               --        --         --        (31,259)     (31,259)

Net loss                  --        --     (304,824)       --         (304,824)
                     --------------------------------- ------------ ------------
Balances at
June 30, 2003       $   4,391   4,930,576 (4,642,297)      669         293,339
                     ================================= ============ ============
See accompanying notes to consolidated financial statements.


<PAGE>


                                       F-6
                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                       Years ended June 30, 2003 and 2002

                                                         2003       2002
                                                      ----------- ----------

Cash flows from operating activities:
  Net loss                                           $(304,824)   (514,429)
  Adjustments to reconcile loss to net cash provided
by (used in)
       operating activities:

      Depreciation and amortization                    221,776    351,387

      Equity instruments issued for services            27,463     39,083
      Loss on disposal of assets related to consumer
healthcare business                                       --      413,834
      Changes in operating assets and liabilities of
continuing operations:

        Accounts receivable, net                        65,677    (108,690)
        Inventories                                   (149,917)   (108,784)
        Prepaid expenses and other assets             (49,542)     (19,811)

        Accounts payable                                65,429    (193,137)

        Accrued payroll and related liabilities         62,475    (23,373)
        Accrued liabilities, including accrued
interest                                                81,350    (33,864)
                                                      ----------- ----------
              Net  cash   provided   by   (used   in)
operating activities                                   19,887     (197,784)
                                                      ----------- ----------

Cash flows used in investing activities:

     Additions to equipment                           (68,883)    (125,910)

Cash flows from financing activities:
  Proceeds from issuance of common stock, redeemable
common stock, warrants and stock options               500,000    208,160

  Proceeds from issuance of notes payable              204,100    278,659

  Payments on notes payable                           (312,533)  (225,744)

      Payments on capital lease obligations           (103,059)   (69,646)
  Payment for costs of issuance of common stock and
redeemable common stock                                (30,254)   (27,158)
                                                      ----------- ----------

              Net   cash    provided   by   financing
activities                                             258,254    164,271
                                                      ----------- ----------

              Net increase (decrease) in cash and
cash equivalents                                      209,257     (159,423)

Impact of foreign currency translation adjustment on
cash                                                  (31,259)      3,661


Cash and cash equivalents at beginning of year        164,378     320,140
                                                     ----------- ----------


Cash and cash equivalents at end of year             $342,377     164,378
                                                    =========== ==========

Supplemental cash flow disclosures:

  Cash paid for interest                             $ 78,000      101,407
                                                      =========== ==========


  Cash paid for income taxes                         $   --          --
                                                      =========== ==========

Noncash investing and financing activity -

  Equipment acquired under capital leases            $  68,883     181,534
                                                      =========== ==========

See accompanying notes to consolidated financial statements.



<PAGE>





                              CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002

(1) Summary of Significant Accounting Policies
    (a) Business and Basis of Presentation
        Corgenix (formerly known as REAADS Medical Products) develops,
        manufactures and markets diagnostic products for the serologic diagnosis
        of certain vascular diseases and autoimmune disorders using proprietary
        technology. The Company markets its products to hospitals and
        free-standing laboratories worldwide through a network of sales
        representatives, distributors and private label (OEM) agreements. The
        Company's corporate office and manufacturing facility are located in
        Westminster, Colorado.

        On August 5, 2003, the Company announced it had signed a letter of
        intent to merge with Genesis Bioventures, Inc. ("Genesis"), (see note 11
        to financial statements).

        The consolidated financial statements include the accounts of the
        Company and its wholly-owned subsidiaries, Corgenix, Inc. and Corgenix
        (UK) Limited ("Corgenix UK") and health outfitters.com, Inc. ("Ho.com").
        Corgenix UK was established as a United Kingdom company during 1996 to
        market the Company's products in Europe. Transactions are generally
        denominated in US dollars. Ho.com managed an Internet-based healthcare
        business. The e-commerce internet site, www.sports-n-fitness.com became
        operational in the quarter ended June 30, 2001. The site was a
        consumer-focused interactive site including healthcare-related products
        available for convenient purchase and delivery and links to numerous
        other healthcare information sites. In June 2002, the Company determined
        that its consumer healthcare business and associated operations via
        consumer websites were not strategic to the Company's ongoing
        objectives, therefore, the Company decided to discontinue capital and
        human resource investment in this business. Concurrent with this
        decision, the Company abandoned the assets related to said consumer
        healthcare business (see note 10).

(b)   Principles of Consolidation

        The consolidated financial statements include the financial statements
        of Corgenix Medical Corporation and its wholly owned subsidiaries. All
        significant inter-company balances and transactions have been eliminated
        in consolidation.


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

    (d) Cash and Cash Equivalents
        The Company considers all highly liquid debt instruments purchased with
        maturities of three months or less at purchase to be cash equivalents.


<PAGE>


                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002


    (e) Inventories
        Inventories are recorded at the lower of cost or market, using the
        first-in, first-out method. A provision is recorded to reduce excess and
        obsolete inventories to their estimated net realizable value, when
        necessary. No such provision was recorded as of and for the two years
        ended June 30, 2003. Components of inventories as of June 30, are as
        follows:

                           2003         2002
                         ----------  -----------
Raw materials         $   133,522     179,110
Work-in-process           402,643     223,112
Finished goods            279,057     263,083
                         ----------  -----------
                      $   815,222     665,305
                         ==========  ===========

    (f) Equipment and Software
        Equipment and software are recorded at cost. Equipment under capital
        leases is recorded initially at the present value of the minimum lease
        payments. Depreciation and amortization expense, which totaled $221,775
        and $351,387 for the years ended June 30, 2003 and 2002, respectively,
        is calculated primarily using the straight-line method over the
        estimated useful lives of the respective assets which range from 3 to 7
        years. In the fourth quarter of fiscal 2001, the Company established an
        internet based consumer healthcare business which consisted primarily of
        an e-commerce internet site for selling medical and health products
        directly to consumers. Direct internal and external costs of developing
        the software, other than initial design, were capitalized and began to
        be amortized on the straight-line method over three years starting in
        fiscal year 2002. Said amortization for the fiscal year 2002 amounted to
        approximately $182,000. See note below, for a discussion regarding the
        abandonment and closure of the Company's internet-based consumer
        healthcare business.

        In the quarter ended December 31, 2001, the Company began development of
        a business-to-business web site (Corgenix On Line) for its core business
        reference laboratory and hospital customers and potential customers
        worldwide. The website allows customers to place orders for the
        Company's diagnostic products, pay for said orders, and track the status
        of such orders. It also gives full specifications and details on all of
        the Company's diagnostic test kits. As was the case in the paragraph
        above, the direct internal and external costs of developing the related
        software, other than initial design and other costs incurred during the
        preliminary project stage, were capitalized until the software was
        completed in September of 2002. Such capitalized amounts, $122,855 at
        September 30, 2002, began to be amortized commencing in October of 2002
        on a straight-line basis over a three-year period.

    (g) Intangible Assets
        Intangible assets consist of purchased patents and goodwill. Purchased
        patents are amortized using the straight-line method over the shorter of
        15 years or the remaining life of the patent.


                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002


        The Company adopted the provisions of FASB Statement No. 142, Goodwill
        and Other Intangible Assets (SFAS No. 142) on July 1, 2002. Goodwill and
        certain identifiable intangible assets with indefinite lives are not
        amortized under SFAS No. 142, but instead are reviewed for impairment at
        least annually in accordance with the provisions of this statement.
        Identifiable intangibles with finite lives continue to be amortized over
        their estimated useful lives.


(h)   Advertising Costs

        Advertising costs are expensed when incurred. Advertising costs included
        in selling and marketing expenses totaled $63,294 and $39,779 in fiscal
        2003 and 2002, respectively. Advertising costs included in operating
        expenses of the consumer healthcare business totaled $14,808 in fiscal
        2002.

    (i) Income Taxes
        Income taxes are accounted for under the asset and liability method.
        Deferred tax assets and liabilities are recognized for net operating
        loss and other credit carryforwards and the future tax consequences
        attributable to differences between the financial statement carrying
        amounts of existing assets and liabilities and their respective tax
        bases. Deferred tax assets and liabilities are measured using enacted
        tax rates expected to apply to taxable income in the years in which the
        tax effect of transactions are expected to be realized. The effect on
        deferred tax assets and liabilities of a change in tax rates is
        recognized in the consolidated statements of operations in the period
        that includes the enactment date.

        Deferred tax assets are reduced by a valuation allowance for the portion
        of such assets for which it is more likely than not the amount will not
        be realized. Deferred tax assets and liabilities are classified as
        current or noncurrent based on the classification of the underlying
        asset or liability giving rise to the temporary difference or the
        expected date of utilization of the carry forwards.

    (j) Revenue Recognition
        Revenue is recognized upon shipment of products. Sales discounts and
        allowances are recorded at the time product sales are recognized and are
        offset against sales revenue.

    (k) Research and Development

        Research and development costs and any costs associated with internally
        developed patents, formulas or other proprietary technology are expensed
        as incurred. Research and development expense for the years ended June
        30, 2003 and 2002 totaled $858,892 and $566,421, respectively.
        Revenue from research and development contracts represents amounts
        earned pursuant to agreements to perform research and development
        activities for third parties and is recognized as earned under the
        respective agreement. Because research and development services are
        provided evenly over the contract period, revenue is recognized ratably
        over the contract period. Research
                      and development agreements in effect in 2003 and 2002
                    provided for fixed monthly fees to the

                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002



        Company in exchange for performing specified research and development
        functions. Contract research and development revenues were $555,813 and
        $270,540 for the years ended June 30, 2003 and 2002, respectively.
        Research and development contracts are generally short term with options
        to extend, and can be cancelled under specific circumstances.

    (l) Long-Lived Assets
        The Company reviews long-lived assets, including intangibles, for
        impairment whenever events or changes in circumstances indicate that the
        carrying amount of such assets may not be recoverable. Events relating
        to recoverability may include significant unfavorable changes in
        business conditions, recurring losses, or a forecasted inability to
        achieve break-even operating results over an extended period. The
        Company evaluates the recoverability of long-lived assets based upon
        forecasted undiscounted cash flows. Should an impairment in value be
        indicated, the carrying value of intangible assets will be adjusted,
        based on estimates of future discounted cash flows resulting from the
        use and ultimate disposition of the asset.

    (m) Stock-Based Compensation
        The Company accounts for its stock plans in accordance with the
        provisions of Accounting Principles Board (APB) Opinion No. 25,
        Accounting for Stock Issued to Employees, SFAS No.148 and related
        interpretations. As such, compensation expense is recorded on the date
        of grant only if the current market price of the underlying stock
        exceeds the exercise price. Statement of Financial Accounting Standards
        No. 123 (SFAS No. 123), Accounting for Stock-Based Compensation, permits
        entities to recognize as expense over the vesting period the fair value
        of all stock-based awards on the date of grant. Alternatively, SFAS No.
        123 also allows entities to continue to apply the provisions of APB
        Opinion No. 25 and provide pro forma net loss disclosures for employee
        stock option grants as if the fair-value-based method defined in SFAS
        No. 123 had been applied. The Company has elected to continue to apply
        the provisions of APB Opinion No. 25 and provide the pro forma
        disclosures required by SFAS No. 123.

        Had the Company determined compensation cost based on the fair value at
        the date of grant for its stock options under SFAS No. 123, the
        Company's net loss would have been increased to the pro forma amounts
        indicated as follows:


                                                2003        2002
                                             -----------  ---------
                                             -----------  ---------

  Net loss as reported                    $  (304,824)    (514,429)
  Net loss pro forma                         (357,683)    (543,175)
  Net loss per share as reported               (0.08)      (0.12)
  Net loss per share pro forma                 (0.08)      (0.12)

    Fair value was determined using the Black Scholes option - pricing model
    with the following assumptions: no expected dividends, volatility of 141% in
    fiscal 2003 and 186% in fiscal 2002, risk-free
                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002



        interest rate range of 3.31 to 3.48% in fiscal 2003 and 3.29% in fiscal
        2002, and expected lives of seven years. The weighted average fair value
        per option of options granted during the years ended June 30, 2003 and
        2002 was $0.40 and $.80, respectively.


(n)   Earnings Per Share

        Basic earnings (loss) per share is computed by dividing net income by
        the weighted average number of common shares outstanding. Diluted
        earnings (loss) attributable to common stockholders per share is
        computed by dividing net income (loss) to common stockholders by the
        weighted average number of common shares outstanding increased for
        potentially dilutive common shares outstanding during the period. The
        dilutive effect of stock options and their equivalents is calculated
        using the treasury stock method. In fiscal 2003 and 2002, options to
        purchase common stock totaling 92,651 and 23,866 shares respectively,
        are not included in the calculation of weighted average common
        shares-diluted below as their effect is anti-dilutive.

                                                 2003         2002
                                              -----------  -----------


        Net loss attributable to common     $  (391,382)    (514,429)
          stockholders
                                              -----------  -----------
                                              -----------  -----------

             Common and common equivalent
            shares     outstanding:
           Historical common shares
            outstanding at beginning of
            year                              4,333,095    4,077,290
           Weighted average common
            equivalent shares issued
            during year                         903,214      207,707
                                              -----------  -----------
                                              -----------  -----------

          Weighted average common shares -
            basic                             5,236,309    4,284,997

           Weighted average common
            equivalent shares issued
            during the year                         --           --
                                              -----------  -----------
                                              -----------  -----------

          Weighted average common shares -
         diluted                              5,236,309    4,284,997
                                              ===========  ===========
                                                           ===========

         Net (loss) per share - basic and
            diluted                         $    (.08)        (.12)
                                              ===========  ===========

    (o) The Company has recorded contingent stock purchase warrants in
        accordance with Emerging Issues Task Force Bulletin 96-18: Accounting
        for Equity Instruments That Are Issued to Other Than Employees for
        Acquiring, or in Conjunction with Selling, Goods or Services. At the
        grant date, the minimum number of warrants which may eventually be
        issued are recorded at their fair value, which is adjusted in subsequent
        periods for revisions of the minimum number of warrants to be issued and
        the then current fair value of the warrants.


                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002

(p)   Reclassifications

         Certain 2002 amounts have been reclassified to conform to the 2003
presentation.

(p)    Foreign Currency Transactions

    The accounts of the Company's foreign subsidiary are generally measured
    using the local currency as the functional currency. For those operations,
    assets and liabilities are translated into U.S. dollars at period-end
    exchange rates. Income and expense accounts are tanslated at average monthly
    exchange rates. Net exchange gains or losses resulting from such translation
    are excluded from results of operations and accumulated as a separate
    component of stockholders' equity.

(2) Notes Payable
    Certain of the notes payable restrict the payment of dividends on the
    Company's common stock. Notes payable consist of the following at June 30,
    2003 and 2002:

                                               2003           2002
                                             ----------   -------------

      Note payable to a bank, with interest
      at prime plus 2.75% (6.75% at June 30,
      2003), due in monthly installments of
      principal and interest of $13,046
      through January 2007, collateralized
      by commercial security agreements
      and a key man life insurance policy.  $ 498,807        615,324

      Note payable to an officer, unsecured,
      with interest at 8%, due in
      monthly installments of principal
      and interest of $5,868 through
      September 2002.                            -            17,373

      Revolving credit agreement with a
      bank whereby Corgenix can borrow up
      to $400,000 based upon a borrowing base
      of 70% of eligible accounts receivable,
      collateralized by said eligible
      accounts receivable, (limited to
      approximately $279,500 at June 30, 2003)
      with interest at prime plus 1% with
      a minimum rate of 5.5% (5.5% at June
      30, 2003) maturing March 1, 2004. At
      June 30, 2003, the Company was in
      default of certain financial covenants
      under this revolving credit agreement.
      See discussion of this default below.   184,965         75,000

      Bank overdraft facility entered into
      by Corgenix UK Limited, secured
      by two officers of the Company
      whereby Corgenix UK Limited can borrow up to
      $26,500 with interest at 3% over the
      base rate, (6.5% at June
      30, 2003) maturing June 30, 2004.         6,304            -

      Note   payable  to  an  officer,
      unsecured,  with  interest  at 8%, due
      in monthly  installments  of principal
      and interest of 4,004 pound  sterling.
      The  note  was  repaid  in  2003.  See
      discussion of this default below.           -           90,812

      Notes payable, unsecured,
      to former preferred
      stockholders, with interest at 17%,
      due on demand. At June 30, 2003, the
      Company was in default on these notes.   61,774         61,774

                                             ----------   -------------

                                              751,850      860,283

    Less current portion                     (378,683)    (357,672)
                                             ----------   -------------
      Notes payable, excluding
        current portion                    $  373,167      502,611
                                            ==========   =============
     <page>
                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002


      The revolving line of credit agreement (the Agreement) requires the
      Company to comply with certain financial covenants including current
      ratio, debt service coverage ratio and debt to tangible net worth ratio.
      As of June 30, 2003, the Company was in violation of its debt service
      coverage ratio and tangible net worth ratio covenants and thus was in
      default of the Agreement. Upon an event of default, the lender is no
      longer obligated to loan additional amounts to the Company and may require
      at any time full repayment of all amounts borrowed under the agreement.
      Accordingly, the balance due under the agreement has been classified as a
      current liability. However, the Company was allowed to borrow an
      additional $70,000 under the Agreement in August and September of 2003.

      As of June 30, 2003, the notes payable to former preferred stockholders,
      originally at an interest rate of 12%, were in default. As a result of the
      default, the interest rate increased to 17%. Upon the occurrence of an
      event of default, the lenders, at their sole and absolute discretion and
      without notice or demand, may declare the entire unpaid balance of
      principal plus accrued interest immediately due and payable. No such
      declaration has been made as of June 30, 2003.


      Aggregate maturities of notes payable by year as of June 30, 2003, are as
      follows:

     Years ending June 30:
       2004                        $  378,683
       2005                           134,723
       2006                           144,462
       2007                            93,982
       Thereafter                           -
                                   -----------
                                   $  751,850
                                   ===========

    The carrying values of notes payable approximate fair value based on their
    terms and floating market based interest rates.

(3) Employee Stock Purchase and Stock Option Plans
    Effective January 1, 1999, the Company adopted an Employee Stock Purchase
    Plan to provide eligible employees an opportunity to purchase shares of its
    common stock through payroll deductions, up to 10% of eligible compensation.
    The plan is registered under Section 423 of the Internal Revenue Code of
    1986. Each quarter, participant account balances are used to purchase shares
    of stock at the lesser of 85% of the fair value of shares on the first
    business day (grant date) and last business day (exercise date) of each
    quarter. No right to purchase shares shall be granted if, immediately after
    the grant, the employee would own stock aggregating 5% or more of the total
    combined voting power or value of all classes of stock. A total of 60,000
    common shares were registered with the Securities and Exchange Commission
    (SEC) for purchase under the plan. There were 16,744 and 24,616 shares
    issued under the plan during fiscal years 2003 and 2002, respectively.
    During September 2002, the Company determined that it had inadvertently
    issued and registered more common stock under this plan than had heretofore
    been authorized by stockholders of the Company. At the December 2002 annual
    stockholders meeting, stockholders authorized and approved the Amended and
    Restated Employee Stock Purchase Plan which rectified the situation and
    reserved 200,000 shares of Corgenix common stock for issuance under this
    plan. Compensation expense is recognized for the fair value of the
    employee's purchase rights.

                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002


    Compensation expense recognized for the 15% discount on shares purchased
    under this plan amounted to $2,734 and $2,646 in fiscal 2003 and 2002,
    respectively.

    In October 1999 and July 2000 the Company reserved a total of 200,000 shares
    of its common stock for an incentive stock option plan (Plan) for employees,
    directors and consultants. Options are granted at the discretion of the
    board of directors with an exercise price equal to or greater than the
    market value of the Company's common stock on the grant date. At the
    December 2002 annual stockholders meeting, the Company and its stockholders
    adopted the Amended and Restated 1999 Incentive Stock Plan whereby 800,000
    shares of Corgenix common stock were reserved for issuance under this plan.

    Detail of stock option activity for the two-year period ended June 30, 2003
    is as follows:

                                                                  Weighted
                                                     Range of      average
                                       Number of     exercise     exercise
                                         shares       prices        price
                                      -----------  ------------  -----------
                                      -----------  ------------  -----------

    Outstanding at June 30, 2001 (1)    144,249   $ 0.625-3.28  $   0.878

    Granted-at market price                --         --             --

    Granted-at   greater  than             --         --             --
    market price

    Canceled                            (38,400)     0.625          0.625
                                       -----------


    Outstanding at June 30, 2002 (1)    105,849   0.625-3.28         0.97

    Granted at market price             358,500    0.35-0.45         0.42

    Granted  at  greater  than            --          --             --
    market price

    Granted   at  lower   than           26,000      0.001         .001
    market price

    Exercised                             --          --             --

    Canceled                              --          --             --
                                      -----------  ------------


    Outstanding at June 30, 2003 (1)    490,349                    0.509
    2003 (1)

    Options exercisable at              217,185                    0.574
    June 30, 2003                      =========

    (1) Includes 5,869 in warrants granted to an employee in June 2000

    The following table summarizes information about stock options issued to
    employees and directors that are outstanding at June 30, 2003:







                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002


    --------------------------------------------  -------------------
                                                     Exercisable
                 Outstanding options                   options
    --------------------------------------------  -------------------
    --------------------------------------------  -------------------
                            Weighted
                             average
        Range               remaining   Weighted            Weighted
         of                contractual  averag              average
       exercise              life       exercise           exercise
        price     Number    (months)     price     Number    price
       ---------  ---------  ---------  -------  ---------  --------
       ---------  ---------  ---------  -------  ---------  --------

     $   0.001     26,000      77.1       0.001     26,000    0.001
     0.625-1.375  102,249       5.2       0.842     76,417    0.857
     0.35-0.45    358,500     78.10       0.309    111,168    0.425
         3.28       3,600       4.7        3.28      3,600     3.28
                 ---------  ---------   -------  ---------  --------
                 ---------  ---------   -------  ---------  --------

    --------------------------------------------  -------------------
    --------------------------------------------  -------------------
                  490,349     72.84       0.509    217,185    0.574
                  =======                          =======
    --------------------------------------------  -------------------


(4) Commitments and Contingencies
    (a) Leases
        The Company is obligated under various noncancellable operating and
        capital leases primarily for its operating facilities and certain office
        equipment. The leases generally require the Company to pay related
        insurance costs, maintenance costs and taxes. Rent expense on operating
        leases is reflected on a straight-line basis over the lease term. Future
        minimum lease payments under noncancelable leases, with initial or
        remaining terms in excess of one year, as of June 30, 2003, are as
        follows:

                                                    Capital   Operating
                                                     leases   leases
                                                    --------- --------

        Years ending June 30:
          2004                                   $   107,179   194,787
          2005                                        56,165   199,891
          2006                                         8,665   205,524
          2007                                            --    44,971
             2008                                         --     8,500
                                                    --------- --------
              Total future minimum capital           172,009   813,688
        lease payments                                        ========

        Less amounts representing interest            14,624
                                                    ---------

        Present value of minimum capital lease       157,385
        payments

        Less current portion                          95,881
                                                    ---------

                       Capital lease             $    61,504
        obligations less current portion             =========
         <page>

                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002


        Rent expense totaled $196,000 and $161,000 for the years ended June 30,
        2003 and 2002, respectively.

    (b) Employment Agreements
        The Company has employment agreements with six key employees, certain of
        whom are also stockholders. In addition to salary and benefit
        provisions, these agreements include defined commitments by the Company
        should the employees terminate their employment with or without cause.

(c)   Warrants
        On April 12, 2001, the Company issued warrants to purchase 225,000
        shares of common stock of Corgenix to a consultant to the Company. The
        warrants were issued in exchange for financial advisory and investment
        banking services to be provided to the Company. Warrants to purchase
        45,000 shares vested ratably over the first year. The remaining 135,000
        warrants were to vest only if defined future events occur. The service
        agreement and the remainder of the warrants were terminated by the
        Company in October 2001. None of the additional warrants had vested at
        the time of the termination. The warrants were issued in the form of
        four separate three-year common stock purchase warrants to purchase an
        aggregate 180,000 shares of Corgenix common stock at an exercise price
        of $1.25 per share with customary anti-dilution and "cashless" exercise
        provisions and certain stock price performance goals. The warrants were
        issued with a purchase price of $.001 per warrant for aggregate
        consideration of $900. The warrants may be assigned to third parties by
        the consultant with the prior consent of Corgenix.

        On July 1, 2002, as part of the Medical & Biological LaboratoriesCo.,
        Ltd. Agreement and for no additional consideration, MBL was issued
        warrants to purchase an additional 880,282 shares of Common Stock at a
        price of $.568 per share, which is equal to an aggregate amount of
        $500,000.
        These warrants expire on July 3, 2007 and may be exercised in whole or
        in part at any time prior to their expiration. The estimated fair value
        of the warrant upon issuance was calculated as $401,809 using the
        Black-Scholes option-pricing model with the following assumptions: no
        expected dividend yield, 143% volatility, risk free interest rate of
        4.2% and an expected life of five years. The gross proceeds of $500,000
        were allocated $277,221 to redeemable common stock and $222,779 to the
        related warrants based on the relative fair values of the respective
        instruments to the fair value of the aggregate transaction. Issuance
        costs and the discount attributed to the warrants upon issuance are
        being accreted on the interest method over the 33-month period prior to
        the presently expected first date on which the put option may be
        exercised, which is the present expiration date of the distribution
        agreement between the Company and RhiGene. Furthermore, pursuant to the
        agreement with MBL, as long as MBL holds at least 50% of the common
        stock purchased under the MBL agreement, MBL must give its written
        consent with respect to the payment of any dividend, the repurchase of
        any of the Company's equity securities, the liquidation or dissolution
        of the Company or the amendment of any provision of the Company's
        Articles of Incorporation or Bylaws which would adversely affect the
        rights of MBL under the stock purchase


                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002


        transaction documents. MBL was granted standard anti-dilution rights
        with respect to stock issuances not registered under the Securities Act.
        MBL also received standard piggyback registration rights along with
        certain demand registration rights.

        All of the above warrants were issued in reliance upon the exemption
        from the registration requirements of the Securities Act of 1933, as
        amended, provided by Section 4 (2) of the Securities Act.

(5)   Stockholders' Equity

    On January 15, 2002, the Company effected a one-for-five reverse stock split
    of the Company's common stock, effective for stockholders of record as of
    January 14, 2002. The reverse stock split reduced the number of shares
    outstanding to 4,327,899 from 35,672,101 for stockholders of record as of
    January 14, 2002. All share data included in this report has been
    retroactively restated to reflect the reverse stock split.

(6) Income Taxes
    Income tax expense differed from the amounts computed by applying the U.S.
    federal income tax rate of 35% to pretax income as a result of the
    following:

                                              2003        2002
                                           -----------  ----------
Computed expected tax expense            $ (114,961)    (180,050)
 Reduction (increase) in income taxes
 resulting from:
   Permanent differences                     16,587      (13,751)
   Impact of foreign loss not
    deductible in the United States              --           --
   Change in valuation allowance            103,454      181,543
   Other                                     (5,080)      12,258
                                           -----------  ----------
                                         $       --            --
                                           ===========  ==========


    At June 30, 2003, the Company has a net operating loss carry forward for
    income tax purposes of approximately $2,000,000 expiring during the period
    from 2012 to 2023. Research and experimentation tax credit carry forwards
    approximate $317,000. The future utilization of the operating loss carry
    forwards or the time period in which the carry forwards may be utilized
    could be limited if certain historical stockholders of REAADS sell their
    shares within two years of the purchase of Gray Wolf. The utilization of net
    operating losses may also be limited due to a change in ownership under
    Internal Revenue Code Section 382.

    As of June 30, 2003, the Company had a gross deferred tax asset of
    approximately $880,000 relating primarily to the Company's net operating
    losses and research and experimentation credit carry forwards. A valuation
    allowance in the amount of the deferred tax asset has been recorded due to
    management's determination that it is not more likely than not that the tax
    assets will be utilized.
<page>

                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002



(7) Related Party Transactions
    Amounts due from an officer are due upon demand, and do not bare interest.
    Amounts due to an officer, pursuant to a note payable, bare interest at 8%
    and is described in note 2 above.

(8) Concentration of Credit Risk
    The Company's customers are principally located in the United States,
    although there are a few significant foreign customers. The Company has a
    distribution agreement with Cambridge Life Sciences plc to distribute the
    Company's products in Europe. The Company performs periodic credit
    evaluations of its customers' financial condition but generally does not
    require collateral for receivables.

    Until November 2002 Chugai was the Company's largest customer, representing
    approximately 4.9% and 15% of sales in the years ended June 30, 2003 and
    2002, respectively, and approximately 0% and 8% of accounts receivable at
    June 30, 2003 and 2002, respectively. Chugai, has since September, 2002,
    been merged into Fujirebio, Inc, ("Fujirebio") Tokyo, Japan, a large
    Japanese Diagnostics company and a leader in the field of immunoserology.
    Subsequent to November 2002 there are no sales to or operations related to
    Fujirebio.

(9) Reportable Segments
    The Company has two segments of business, domestic and international
    operations. International operations primarily transacts sales with
    customers in the United Kingdom and Europe, while domestic operations
    transact all other sales. Sales to Chugai, emanating from the United States,
    have historically been included in the domestic business segment. The
    following table sets forth selected financial data for these segments for
    the years ended June 30, 2003 and 2002.


<PAGE>


                          CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002


                                       Year ended June 30, 2003
                                   ----------------------------------
                                   Domestic    International Total
                                   ----------  ----------  ----------

    Net sales - external         $ 4,610,182   1,142,393   5,752,575
    customers
    Net sales - intercompany       (728,906          --    (728,906)
                                   ----------  ----------  ----------
                                               ----------  ----------
          Total net sales        $ 3,881,276   1,142,393   5,023,669

    Depreciation and                                        221,775
    amortization                 $  218,626       3,149

    Interest expense             $   91,314       9,234     100,548

    Net income (loss)            $ (526,097)    221,273    (304,824)
    Segment assets               $ 2,097,844    457,872    2,555,716


                                       Year ended June 30, 2002
                                   ----------------------------------
                                   Domestic    International Total
                                   ----------  ----------   ---------

    Net sales - external           4,265,167   1,191,544    5,456,711
    customers                    $
    Net sales - internal                                    (599,029)
    customers                      (599,029)         --
                                   ----------  ----------   ---------
          Total net sales        $ 3,666,138   1,191,544    4,857,682

    Depreciation and                                         351,387
    amortization                 $  350,251       1,136

    Interest expense             $  117,483      26,424      143,907

    Net income (loss)            $ (839,307)    324,878     (514,429)

    Segment assets               $ 2,000,426    328,409     2,328,835












(10)      Consumer Healthcare Business
    At June 30, 2002, the Company decided to abandon and close its
    internet-based consumer healthcare business and all related e-commerce sites
    managed and operated by its wholly owned subsidiary, health-outfitters.com,
    Inc. ("Ho.com"). The results of Ho.com's operations have been included in
    continuing operations in the consolidated statements of operations for the
    fiscal year ended June 30, 2002. Subsequent to June 30, 2002, the Company
    has redeployed the office space and employees formerly involved in the
    consumer healthcare business into its core business. The costs of office
    space, personnel and other recurring costs attributable to Ho.com totaled
    $188,617 during the year ended June 30, 2002, and are included in operating
    expenses. As a consequence, the operating expenses of the consumer
    healthcare business for the fiscal year ended June 30, 2002 contain the
    following recurring and non-recurring components.

    Net sales related to the consumer healthcare business were $10,388 during
    the year ended June 30, 2002. The operating expenses of the consumer
    healthcare business that will not recur consist primarily of the
    amortization of capitalized software costs, and direct advertising and
    marketing-related costs.

    At June 30, 2002 the company abandoned all assets related to Ho.com. Assets
    abandoned totaled $413,834 and consisted of unamortized capitalized software
    costs. In addition, amortization of $182,087 was recorded on such assets
    during the year ended June 30, 2002.

<page>
                    CORGENIX MEDICAL CORPORATION
                                AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements

                             June 30, 2003 and 2002


(11)       Subsequent Events

    On August 5, 2003, the Company entered into a letter of intent to merge with
    Genesis Bioventures, Inc. ("Genesis" or "GBI") a biomedical development
    company focused on the development of diagnostic tests. Under the terms of
    the letter of intent, Genesis will issue 14,000,000 Genesis shares in
    exchange for 100% of Corgenix outstanding shares. The terms of the letter of
    intent also provide that Corgenix's current management team will assume the
    responsibility of managing the combined entity, which will be known as
    Genesis Bioventures, Inc. The parties are seeking to complete a definitive
    agreement on or before October 31, 2003 and to close the transaction by no
    later than January 31, 2004.

         The proposed merger is subject to the satisfaction of a number of
    contingencies, including satisfactory due diligence investigations by each
    company, negotiation and execution of mutually acceptable definitive merger
    documentation, approval by both company's boards of directors and
    shareholders, and customary closing conditions. The merger is subject to GBI
    advancing to Corgenix $500,000 out of an equity capital raise of at least
    $3,000,000 by September 30, 2003 as a condition to signing a definitive
    merger agreement. Under the terms of the letter of intent, GBI and Corgenix
    have agreed to raise a minimum of $3,000,000 of additional capital by
    January 31, 2004. The foregoing amounts of these provisions may be waived at
    the discretion of Corgenix.



<PAGE>


                        CERTIFICATION OF PERIODIC REPORT

I, Luis R. Lopez, Chief Executive Officer and William H. Critchfield, Chief
Financial Officer of Corgenix Medical Corporation, certify, pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:

(1)   the Annual Report on Form 10-KSB of the Company for the fiscal year ended
      June 30, 2003 (the "Report") fully complies with the requirements of
      Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C.
      78m or 78o(d)); and

(2)   the information contained in the Report fairly presents, in all material
      respects, the financial condition and results of operations of the
      Company.

Dated:  October 14, 2003



                                               /S/Luis R. Lopez
                                               ---------------------------
                                                Chief Executive Officer


                                               /S/William H. Critchfield
                                               ---------------------------
                                                Chief Financial Officer




















<page>


                                   SIGNATURES

           In accordance with Section 13 or 15(d) of the Securities Exchange
Act, the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, on this 23rd day of September 2003.

                                          CORGENIX MEDICAL CORPORATION



                                      By:  /s/  Luis R. Lopez, M.D.
                                          ------------------------
                                          Luis R. Lopez, M.D.
                                          Chairman and Chief Executive Officer


           In accordance with the Exchange Act, this report has been signed
below by the following persons on behalf of the Registrant and in the capacities
and on the dates indicated.

Signatures                           Title                          Date



/s/ Luis R. Lopez, M.D.   Chairman of the Board, Chief        October 14, 2003
-----------------------
Luis R. Lopez, M.D.       Executive Officer and Director
                          (principal executive officer)


/s/ Douglass T. Simpson   President and Director              October 14, 2003
-----------------------
Douglass T. Simpson


/s/ William H. Critchfield  Vice President and                October 14, 2003
--------------------------
                           Chief Financial Officer
                           and Accounting Officer

/s/ Jack W. Payne         Director                            October 14, 2003
---------------------
Jack W. Payne


/s/ Wendell J. Gardner    Director                            October 14, 2003
----------------------
Wendell J. Gardner


/s/ Jun Sasaki            Director                            October 14, 2003
--------------
Jun Sasaki










<page>




                                 CERTIFICATIONS

I, Luis R. Lopez, Chief Executive Officer, certify that:

1.    I have reviewed this annual report on Form 10-KSB of Corgenix Medical
      Corporation.

2.    Based on my knowledge, this quarterly report does not contain any untrue
      statement of a material fact or omit to state a material fact necessary to
      make the statements made, in light of the circumstances under which such
      statements were made, not misleading with respect to the period covered by
      this annual report.

3.    Based on my knowledge, the financial statements, and other financial
      information included in this annual report, fairly present in all material
      respects the financial condition, results of operations and cash flows of
      the registrant as of, and for, the periods presented in this annual
      report;

4.    The registrant's other certifying officers and I are responsible for
      establishing and maintaining disclosure controls and procedures (as
      defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
      have:

(a)   designed such disclosure controls and procedures to ensure that material
      information relating to the registrant, including its consolidated
      subsidiaries, is made know to us by others within those entities,
      particularly during the period in which this annual report is being
      prepared;
(b)   evaluated the effectiveness of the registrant's disclosure controls and
      procedures as of a date within 90 days prior to the filing date of this
      annual (the "Evaluation Date"); and
(c)   presented in this annual report our conclusions about the effectiveness of
      the disclosure controls and procedures based on our evaluation as of the
      Evaluation Date;

5.    The registrant's other certifying officers and I have disclosed, based on
      our most recent evaluation, to the registrant's auditors and the audit
      committee of registrant's board of directors:

(a)   all significant deficiencies in the design or operation of internal
      controls which could adversely affect the registrant's ability to record,
      process, summarize and report financial data and have identified for the
      registrant's auditors any material weaknesses in internal control; and
(b)   any fraud, whether or not material, that involves management or other
      employees who have a significant role in the registrant's internal
      controls; and

6.    The registrant's other certifying officers and I have indicated in this
      annual report whether or not there were significant changes in internal
      controls or in other factors that could significantly affect internal
      controls subsequent to the date of our most recent evaluation, including
      any corrective actions with regard to significant deficiencies and
      material weaknesses.

   Date:  October 14, 2003

          /S/Luis R. Lopez
         ----------------------
         Chief Executive Officer











<PAGE>




I, William H. Critchfield, Chief Financial Officer, certify that:

1.    I have reviewed this annual report on Form 10-KSB of Corgenix Medical
      Corporation.

2.    Based on my knowledge, this annual report does not contain any untrue
      statement of a material fact or omit to state a material fact necessary to
      make the statements made, in light of the circumstances under which such
      statements were made, not misleading with respect to the period covered by
      this annual report.

3.    Based on my knowledge, the financial statements, and other financial
      information included in this annual report, fairly present in all material
      respects the financial condition, results of operations and cash flows of
      the registrant as of, and for, the periods presented in this annual
      report;

4.    The registrant's other certifying officers and I are responsible for
      establishing and maintaining disclosure controls and procedures (as
      defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
      have:

        (a) designed such disclosure controls and procedures to ensure that
           material information relating to the registrant, including its
           consolidated subsidiaries, is made know to us by others within those
           entities, particularly during the period in which this annual report
           is being prepared;
        (b) evaluated the effectiveness of the registrant's disclosure controls
           and procedures as of a date within 90 days prior to the filing date
           of this annual report (the "Evaluation Date"); and
(c)        presented in this quarterly report our conclusions about the
           effectiveness of the disclosure controls and procedures based on our
           evaluation as of the Evaluation Date;

5.    The registrant's other certifying officers and I have disclosed, based on
      our most recent evaluation, to the registrant's auditors and the audit
      committee of registrant's board of directors:

(a)   all significant deficiencies in the design or operation of internal
      controls which could adversely affect the registrant's ability to record,
      process, summarize and report financial data and have identified for the
      registrant's auditors any material weaknesses in internal control; and
(b)   any fraud, whether or not material, that involves management or other
      employees who have a significant role in the registrant's internal
      controls; and

6.    The registrant's other certifying officers and I have indicated in this
      annual report whether or not there were significant changes in internal
      controls or in other factors that could significantly affect internal
      controls subsequent to the date of our most recent evaluation, including
      any corrective actions with regard to significant deficiencies and
      material weaknesses.

   Date: October 14, 2003


     /S/William H. Critchfield
     -------------------------
     Chief Financial Officer











<page>


I, Douglass T. Simpson, President, certify that:

   1. I have reviewed this annual report on Form 10-KSB of Corgenix Medical
   Corporation.

2.    Based on my knowledge, this annual report does not contain any untrue
      statement of a material fact or omit to state a material fact necessary to
      make the statements made, in light of the circumstances under which such
      statements were made, not misleading with respect to the period covered by
      this annual report.

3.    Based on my knowledge, the financial statements, and other financial
      information included in this annual report, fairly present in all material
      respects the financial condition, results of operations and cash flows of
      the registrant as of, and for, the periods presented in this quarterly
      report;

4.    The registrant's other certifying officers and I are responsible for
      establishing and maintaining disclosure controls and procedures (as
      defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
      have:

        (a) designed such disclosure controls and procedures to ensure that
           material information relating to the registrant, including its
           consolidated subsidiaries, is made know to us by others within those
           entities, particularly during the period in which this annual report
           is being prepared;
        (b) evaluated the effectiveness of the registrant's disclosure controls
           and procedures as of a date within 90 days prior to the filing date
           of this annual report (the "Evaluation Date"); and
        (c) presented in this annual report our conclusions about the
           effectiveness of the disclosure controls and procedures based on our
           evaluation as of the Evaluation Date;

5.    The registrant's other certifying officers and I have disclosed, based on
      our most recent evaluation, to the registrant's auditors and the audit
      committee of registrant's board of directors:

(a)   all significant deficiencies in the design or operation of internal
      controls which could adversely affect the registrant's ability to record,
      process, summarize and report financial data and have identified for the
      registrant's auditors any material weaknesses in internal control; and
(b)   any fraud, whether or not material, that involves management or other
      employees who have a significant role in the registrant's internal
      controls; and

6.    The registrant's other certifying officers and I have indicated in this
      annual report whether or not there were significant changes in internal
      controls or in other factors that could significantly affect internal
      controls subsequent to the date of our most recent evaluation, including
      any corrective actions with regard to significant deficiencies and
      material weaknesses.

   Date:  October 14, 2003


       /S/Douglass T. Simpson
      -----------------------
       President