FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.

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

    For the quarterly period ended March 31, 2002

                                       OR

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

         For the transition period from ............. to ..............

         Commission File Number: 000-27592


                              SCANTEK MEDICAL INC.
             (Exact name of registrant as specified in its charter)

            DELAWARE                                      84-1090126
(State or other jurisdiction of                        (I.R.S. Employer
Incorporation or organization)                        Identification No.)

                   321 PALMER ROAD, DENVILLE, NEW JERSEY 07834
                                 (973) 366-5250
             (Address and telephone number, including area code, of
                    registrant's principal executive office)


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

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

Yes    X         No
     -----           ------

         Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.

         At May 15, 2002, there were 27,008,190 shares of Common Stock, $.001
par value, outstanding.
<PAGE>


                              SCANTEK MEDICAL INC.

                                      INDEX
                                      -----

                                                                           Page
                                                                           ----
Part I.           Financial Information

   Item 1.        Financial Statements                                      1

                      Consolidated Balance Sheets as of
                         March 31, 2002 (unaudited) and
                         June 30, 2001                                      2

                      Consolidated Statements of Operations
                         and Comprehensive (Loss) for the
                         Nine and Three Months Ended
                         March 31, 2002 and 2001 (unaudited)              3 - 4

                      Consolidated Statements of Cash Flows
                         For the Nine Months Ended March 31,
                         2002 and 2001 (unaudited)                        5 - 6

                      Notes to Consolidated Financial Statements
                         (unaudited)                                      7 - 9

   Item 2.        Management's Discussion and Analysis of
                    Financial Condition and Results of
                    Operations                                           10 - 17

Part II.          Other Information

   Item 1.        Legal Proceedings                                        18
   Item 2.        Changes in Securities                                    18
   Item 3.        Defaults Upon Senior Securities                          18
   Item 4.        Submission of Matters to a Vote of Security
                    Holders                                                18
   Item 5.        Other Information                                        18
   Item 6.        Exhibits and Report on Form 8-K                          18

Signatures                                                                 19
<PAGE>


PART I.  Financial Information

         Item 1.  Financial Statements
                  --------------------

                  Certain information and footnote disclosures required under
generally accepted accounting principles have been condensed or omitted from the
following consolidated financial statements pursuant to the rules and
regulations of the Securities and Exchange Commission. It is suggested that the
following condensed consolidated financial statements be read in conjunction
with the year-end consolidated financial statements and notes thereto included
in the Company's Annual Report on Form 10-KSB for the year ended June 30, 2001.

                  The results of operations for the nine months ended March 31,
2002, are not necessarily indicative of the results to be expected for the
entire fiscal year or for any other period.


                                      -1-
<PAGE>


                      SCANTEK MEDICAL INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
                                                            March 31,          June 30,
                                                              2002               2001
                                                          ------------       ------------
                                                          (Unaudited)
                           ASSETS
<S>                                                       <C>                <C>
Current Assets:
    Cash                                                  $        432       $      6,026
    Marketable securities                                        3,456              2,765
    Inventories                                                547,824            547,824
                                                          ------------       ------------
        Total Current Assets                                   551,712            556,615
                                                          ------------       ------------

Property and equipment - net                                 1,027,335          1,248,558
Other assets - net                                              33,352             33,567
                                                          ------------       ------------

    TOTAL ASSETS                                          $  1,612,399       $  1,838,740
                                                          ============       ============

         LIABILITIES AND STOCKHOLDERS' DEFICIENCY

Current Liabilities:
    Short-term debt                                       $  2,414,349       $  1,298,628
    Current portion of long-term debt                          850,000            850,000
    Accounts payable                                         1,332,703          1,269,839
    Accrued interest                                         1,221,051            927,490
    Accrued salaries                                         1,822,472          1,612,472
    Accrued expenses                                           595,946            554,435
                                                          ------------       ------------
        Total Current Liabilities                            8,236,521          6,512,864
                                                          ------------       ------------

Long-term debt                                               1,233,003          2,141,609
                                                          ------------       ------------
        Total Liabilities                                    9,469,524          8,654,473
                                                          ------------       ------------

Commitments and Contingencies

Stockholders' Deficiency:
    Preferred stock, par value $.001
     per share - authorized 5,000,000
     shares; none issued                                            --                 --
    Common stock, par value $.001
     per share - authorized 45,000,000
     shares; outstanding 27,008,190 and
     24,970,670 shares                                          27,008             24,971
    Additional paid-in-capital                               4,521,714          4,286,082
    Cumulative other comprehensive loss                       (298,544)          (299,235)
    Deficit                                                (12,107,303)       (10,827,551)
                                                          ------------       ------------
        Total Stockholders' Deficiency                      (7,857,125)        (6,815,733)
                                                          ------------       ------------

    TOTAL LIABILITIES AND STOCKHOLDERS'
     DEFICIENCY                                           $  1,612,399       $  1,838,740
                                                          ============       ============
</TABLE>

                See notes to consolidated financial statements.


                                      -2-
<PAGE>


                      SCANTEK MEDICAL INC. AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                           Nine Months Ended March 31,          Three Months Ended March 31,
                                         -------------------------------       -------------------------------
                                             2002               2001               2002               2001
                                             ----               ----               ----               ----
<S>                                      <C>                <C>                <C>                <C>
Revenues:
    Net sales                            $         --       $     21,137       $         --       $         --
    License fees                                   --                 --                 --                 --
                                         ------------       ------------       ------------       ------------
                                                   --             21,137                 --                 --
                                         ------------       ------------       ------------       ------------

Costs and expenses:
    Cost of sales                             201,636            361,127             66,654             69,266
    General and administrative
     expenses                                 554,473            861,156            176,519            409,136
    Research and development                  210,000            210,000             70,000             70,000
                                         ------------       ------------       ------------       ------------
                                              966,109          1,432,283            313,173            548,402
                                         ------------       ------------       ------------       ------------
Loss from operations                         (966,109)        (1,411,146)          (313,173)          (548,402)
                                         ------------       ------------       ------------       ------------

Other income (expense):
    Interest and dividends                          8                 25                  2                  6
    Miscellaneous income                           --             27,000                 --                 --
    Interest expense                         (313,651)          (389,421)          (101,940)          (109,035)
                                         ------------       ------------       ------------       ------------
                                             (313,643)          (362,396)          (101,938)          (109,029)
                                         ------------       ------------       ------------       ------------
Net loss                                 $ (1,279,752)      $ (1,773,542)      $   (415,111)      $   (657,431)
                                         ============       ============       ============       ============

Loss per common share -
    basic and diluted                    $      (0.05)      $      (0.09)      $      (0.02)      $      (0.03)
                                         ============       ============       ============       ============

Weighted average number of
    common shares outstanding -
    basic and diluted                      26,311,385         19,105,046         26,921,523         19,324,023
                                         ============       ============       ============       ============
</TABLE>

                See notes to consolidated financial statements.


                                      -3-
<PAGE>


                      SCANTEK MEDICAL INC. AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
                             (Unaudited) (Continued)
<TABLE>
<CAPTION>
                                           Nine Months Ended March 31,          Three Months Ended March 31,
                                         -------------------------------       -------------------------------
                                             2002               2001               2002               2001
                                             ----               ----               ----               ----
<S>                                      <C>                <C>                <C>                <C>
Net loss                                 $ (1,279,752)      $ (1,773,542)      $   (415,111)      $   (657,431)

Other comprehensive income (expense)
 net of income taxes:

    Unrealized gain (loss) on
     marketable securities                        691            (17,279)               691                650
                                         ------------       ------------       ------------       ------------
Comprehensive loss                       $ (1,279,061)      $ (1,790,821)      $   (414,420)      $   (656,781)
                                         ============       ============       ============       ============
</TABLE>

                See notes to consolidated financial statements.

                                      -4-

<PAGE>


                      SCANTEK MEDICAL INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                      Nine Months Ended March 31,
                                                                     -----------------------------
                                                                         2002              2001
                                                                         ----              ----
<S>                                                                  <C>               <C>
Cash flows from operating activities:
    Net loss                                                         $(1,279,752)      $(1,773,542)
Adjustments to reconcile net
 loss to net cash used in operating activities:
    Depreciation and amortization                                        221,438           275,300
    Non-employee stock based compensation                                165,669            60,250
    Non-cash officers compensation                                            --            41,867
    Other non-cash items                                                      --           130,000
    Changes in operating assets
     and liabilities                                                     607,936           755,757
                                                                     -----------       -----------
       Net Cash Used in
        Operating Activities                                            (284,709)         (510,368)
                                                                     -----------       -----------

Cash flows from financing activities:
    Proceeds from borrowings                                             162,960           341,800
    Proceeds from officer loans                                           55,159           165,400
    Repayment of officer loans                                            (3,759)           (5,000)
    Repayment of notes                                                    (7,245)           (4,483)
    Proceeds from sale of common stock                                    72,000            12,000
                                                                     -----------       -----------
       Net Cash Provided by
        Financing Activities                                             279,115           509,717
                                                                     -----------       -----------

Net decrease in cash                                                      (5,594)             (651)

Cash - beginning of period                                                 6,026             2,898
                                                                     -----------       -----------
Cash - end of period                                                 $       432       $     2,247
                                                                     ===========       ===========
</TABLE>

                See notes to consolidated financial statements.


                                      -5-
<PAGE>


                      SCANTEK MEDICAL INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                            Nine Months Ended March 31,
                                                            ---------------------------
                                                                2002           2001
                                                                ----           ----
<S>                                                          <C>            <C>
Changes in operating assets and liabilities consist of:
    Decrease in inventory                                    $      --      $ 126,787
    Decrease in prepaid expenses                                    --          8,511
    Increase in accounts payable
     and accrued expenses                                      607,936        620,459
                                                             ---------      ---------
                                                             $ 607,936      $ 755,757
                                                             =========      =========
Supplementary information:
    Cash paid during the year for:
       Interest                                              $     225      $  46,360
                                                             =========      =========
       Income Taxes                                          $     200      $     440
                                                             =========      =========
Non-cash investing activities:
     Unrealized gain (loss) on
      marketable securities                                  $     691      $ (17,279)
                                                             =========      =========
Non-cash financing activities:
    Conversion of notes payable to
      common stock                                           $      --      $  10,000
                                                             =========      =========
    Common stock issued to officers for
      loan financing                                         $      --      $  41,867
                                                             =========      =========
    Common stock issued for loan extensions                  $   6,405      $ 160,250
                                                             =========      =========
    Issuance of stock options to non-employees               $  42,044      $      --
                                                             =========      =========
    Common stock issued for bonuses and
     consulting services                                     $ 117,220      $      --
                                                             =========      =========
    Coversion of accrued expenses to
      common stock                                           $      --      $  30,000
                                                             =========      =========
</TABLE>

                See notes to consolidated financial statements.


                                      -6-
<PAGE>


                      SCANTEK MEDICAL INC. AND SUBSIDIARIES
              NOTES CONDENSED TO CONSOLIDATED FINANCIAL STATEMENTS

1.  ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        ORGANIZATION
        The consolidated balance sheet as of March 31, 2002, and the
        consolidated statements of operations and comprehensive (loss) and cash
        flows for the nine months ended March 31, 2002 and 2001 have been
        prepared by Scantek Medical, Inc. (the "Company") and are unaudited. In
        the opinion of management, all adjustments (consisting of normal
        recurring adjustments) necessary to present fairly the financial
        position, results of operations and comprehensive (loss) and cash flows
        for all periods presented have been made. The information for June 30,
        2001 was derived from audited financial statements.

        BASIS OF PRESENTATION
        The accompanying consolidated financial statements have been prepared on
        a going concern basis, which contemplates the realization of assets and
        the satisfaction of liabilities in the normal course of business.

        The Company has experienced losses during and subsequent to its
        development stage. Losses and negative cash flows from operations have
        continued in the current fiscal year. As of March 31, 2002, the Company
        has a working capital deficiency of approximately $8 million.

        The activities of the Company are being financed through the sale of its
        common stock and debt securities. The Company's continued existence is
        dependent upon its ability to obtain needed working capital through
        additional equity and/or debt financing, and the commercial
        acceptability of the BreastCare(TM)/BreastAlert(TM) to create sales that
        will help the Company achieve a profitable level of operations. However,
        there is no assurance that additional capital will be obtained or the
        BreastCare(TM)/BreastAlert(TM) will be commercially successful. This
        raises substantial doubt about the ability of the Company to continue as
        a going concern.

        The financial statements do not include any adjustments relating to the
        recoverability and classification of recorded asset amounts or the
        amounts and classifications of liabilities that might be necessary
        should the Company be unable to continue as a going concern.

        LOSS  PER COMMON SHARE
        Basic and diluted loss per common share are computed by dividing net
        loss by the weighted average number of common shares outstanding during
        the year. Potential common shares used in computing diluted earnings per
        share relate to stock options and warrants which, if exercised, would
        have a dilutive effect on earnings per share. For the nine months ended
        March 31, 2002 and 2001, potential common shares were not used in the
        computation of diluted loss per common share, as their effect would be
        antidilutive.


                                      -7-
<PAGE>


2.  SEGMENTS - GEOGRAPHIC AREAS

        The Company does not have reportable operating segments as defined in
        the Statement of Financial Accounting Standards No. 131, "Disclosure
        about Segments of an Enterprise and Related Information". The method for
        attributing revenues to individual countries is based on the destination
        to which finished goods are shipped. The Company operates facilities in
        the United States and South America. Revenues include license fees
        received by the Company in connection with various arrangements
        contracted throughout the world.
<TABLE>
<CAPTION>
                                 Nine Months Ended                   Three Months Ended
                                     March 31,                            March 31,
                               2002              2001              2002              2001
                           -----------       -----------       -----------       ------------
<S>                        <C>               <C>               <C>               <C>
Total Revenues:
  United States            $        --       $       400       $        --       $        --
  South America                     --            28,237                --                --
  Less intergeographic
   revenue                          --            (7,500)               --                --
                           -----------       -----------       -----------       -----------
                           $        --       $    21,137       $        --       $        --
                           ===========       ===========       ===========       ===========
Loss from operations:
  United States            $  (890,449)      $  (987,414)      $  (308,173)      $  (295,481)
  South America                (75,660)         (423,732)           (5,000)         (252,921)
                           -----------       -----------       -----------       -----------
                           $  (966,109)      $(1,411,146)      $  (313,173)      $  (548,402)
                           ===========       ===========       ===========       ===========
</TABLE>

3.  STOCK-BASED COMPENSATION

        For the nine months ended March 31, 2002 and 2001 the Company issued
        1,062,500 and 296,000 shares of the Company's common stock to
        non-employees as stock based compensation in the amount of $123,625 and
        $60,250, respectively

4.  STOCKHOLDERS' DEFICIENCY

        During the nine months ended March 31, 2002, the Company sold 975,000
        shares of the Company's common stock for $72,000.

5.  RECENT ACCOUNTING PRONOUNCEMENTS

        Statement of Financial Accounting Standards ("SFAS") No. 133, Accounting
        for Derivative Instruments and Hedging Activities, if effective for all
        fiscal years beginning after June 15, 2000. SFAS 133, as amended,
        establishes accounting and reporting standards for derivative
        instruments, including certain derivative instruments embedded in other
        contracts, and for hedging activities. Under SFAS 133, certain contracts
        that were not formerly considered derivatives may now meet the
        definition of a derivative. The Company adopted SFAS 133 effective July
        1, 2001. Management has concluded that the adoption of SFAS 133 has not
        had a significant impact on the financial position, results of
        operations, or cash flows of the Company.


                                      -8-
<PAGE>


        On June 29, 2001, the Financial Accounting Standards Board (FASB)
        approved for issuance Statement of Financial Accounting Standards (SFAS)
        141, Business Combinations, and SFAS 142, Goodwill and Intangible
        Assets. Major provisions of these Statements are as follows: all
        business combinations initiated after June 30, 2001 must use the
        purchase method of accounting; the pooling of interest method of
        accounting is prohibited except for transactions recorded separately for
        goodwill if they arise from contractual or other legal rights or are
        separable from the acquired entity and can be sold, transferred,
        licensed, rented or exchanged, either individually or as part of a
        related contract, asset or liability; goodwill and intangible assets
        with indefinite lives are not amortized but are tested for impairment
        annually, except in certain circumstances, and whenever there is an
        impairment indicator; all acquired goodwill must be assigned to
        reporting units for purposes of impairment testing and segment
        reporting; effective January 1, 2002, goodwill will no longer be subject
        to amortization. Although it is still reviewing the provisions of these
        Statements, management's preliminary assessment is that these Statements
        will not have a material impact on the Company's financial position or
        results of operations other than the cessation of goodwill amortization.

        In June 2001, the FASB issued SFAS No. 143 "Accounting for Asset
        Retirement Obligations". SFAS No. 143 addresses financial accounting and
        reporting for obligations and costs associated with the retirement of
        tangible long-lived assets. The Company is required to implement SFAS
        No.143 on January 1, 2003, and has not yet determined the impact that
        this statement will have on its results of operations or financial
        position.

        In August 2001, the FASB issued SFAS No. 144, "Accounting for the
        Impairment of Disposal of Long-Lived Assets", effective for fiscal years
        beginning after December 15, 2001. Under SFAS No. 144 assets held for
        sale will be included in discontinued operations if the operations and
        cash flows will be or have been eliminated from the ongoing operations
        of the entity and the entity will not have any significant continuing
        involvement in the operations of the component. The Company plans to
        adopt SFAS No. 144 for the year beginning July 1, 2002. The Company
        believes the adoption of SFAS No. 144 will not have a material impact on
        the Company's results of operations or financial position.


                                      -9-
<PAGE>


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

        The Company's quarterly and annual operating results are affected by a
        wide variety of factors that could materially and adversely affect
        revenues and profitability, including competition from other suppliers;
        changes in the regulatory and trade environment; changes in consumer
        preferences and spending habits; the inability to successfully manage
        growth; seasonality; the ability to introduce and the timing of the
        introduction of new products and the inability to obtain adequate
        supplies or materials at acceptable prices. As a result of these and
        other factors, the Company may experience material fluctuations in
        future operating results on a quarterly or annual basis, which could
        materially and adversely affect its business, financial condition,
        operating results, and stock price. Furthermore, this document and other
        documents filed by the Company with the Securities and Exchange
        Commission (the "SEC") contain certain forward-looking statements under
        the Private Securities Litigation Reform Act of 1995 with respect to the
        business of the Company. These forward-looking statements are subject to
        certain risks and uncertainties, including those mentioned above, and
        those detailed in the Company's Annual Report on Form 10-KSB for the
        year ended June 30, 2001, which may cause actual results to differ
        significantly from these forward-looking statements. The Company
        undertakes no obligation to publicly release the results of any
        revisions to these forward-looking statements which may be necessary to
        reflect events or circumstances after the date hereof or to reflect the
        occurrence of unanticipated events. An investment in the Company
        involves various risks, including those mentioned above and those that
        are detailed from time to time in the Company's SEC filings.

        The following discussion and analysis should be read in conjunction with
        the Company's consolidated financial statements and the notes related
        thereto. The discussion of results, causes and trends should not be
        construed to infer any conclusion that such results, causes or trends
        will necessarily continue in the future.

        Critical Accounting Policies
        ----------------------------

        The Company's discussion and analysis of its financial condition and
        results of operations are based upon the Company's consolidated
        financial statements, which have been prepared in accordance with
        accounting principles generally accepted in the United States. The
        preparation of these financial statements requires the Company to make
        estimates and judgments that affect the reported amounts of assets,
        liabilities, revenues and expenses, and related disclosure of contingent
        assets and liabilities. On an on-going basis, the Company evaluates its
        estimates, including those related to product returns, bad debts,
        inventories, intangible assets, investments, income taxes and
        contingencies and litigation. The Company bases its estimates on
        historical experience and on various other assumptions that are believed
        to be reasonable under the circumstances, the results of which form the
        basis for making judgments about the carrying values of assets and
        liabilities that are not readily apparent from other sources. Actual
        results under different assumptions or conditions may differ from these
        estimates.

        The Company believes the following critical accounting policies affect
        its more significant judgments and estimates used in the preparation of
        its consolidated financial statements. The Company maintains allowances
        for doubtful accounts for estimated losses resulting from the inability
        of its customers to make required payments. If the financial condition
        of the Company's customers were to deteriorate, resulting in an
        impairment of their ability to make payments, additional allowances may
        be required.


                                      -10-
<PAGE>


        The Company makes purchasing decisions principally based upon firm sales
        orders from customers, the availability and pricing of raw materials and
        projected customer requirements. Future events that could adversely
        affect these decisions and result in significant charges to the
        Company's operations include slow down in customer demand, customers
        delaying the issuance of sales orders to the Company, miscalculating
        customer requirements, technology changes which render the raw materials
        and finished goods obsolete, loss of customers and/or cancellation of
        sales orders. The Company writes down its inventory for estimated
        obsolescence or unmarketable inventory equal to the difference between
        the cost of inventory and the estimated market value based upon the
        aforementioned assumptions. If actual market conditions are less
        favorable than those projected by management, additional inventory
        write-downs may be required.

        The Company seeks sales and profit growth by expanding its existing
        customer base, developing new products and by pursuing strategic
        acquisitions that meet the Company's criteria relating to (I) the market
        for the products; (ii) the Company's ability to efficiently manufacture
        the product; (iii) synergies that are created by the acquisition; and
        (iv) a purchase price that represents fair value. If the Company's
        evaluation of a target company misjudges its technology, estimated
        future sales and profitability levels, or inability to keep pace with
        the latest technology, these factors could impair the value of the
        investment, which could materially adversely affect the Company's
        profitability.

        The Company files income tax returns in every jurisdiction in which it
        has reason to believe it is subject to tax. Historically, the Company
        has been subject to examination by various taxing jurisdictions. To
        date, none of these examinations has resulted in any material additional
        tax. Nonetheless, any tax jurisdiction may contend that a filing
        position claimed by the Company regarding one or more of its
        transactions is contrary to that jurisdiction's laws or regulations.

        Results of Operations
        ---------------------

        The following table sets forth for the periods indicated, the percentage
        increase or (decrease) of certain items included in the Company's
        consolidated statement of operations:

                                      % Increase (Decrease) from Prior Period
                                    ------------------------------------------
                                    Nine Months Ended       Three Months Ended
                                     March 31, 2002           March 31, 2002
                                      compared with            compared with
                                    Nine Months Ended       Three Months Ended
                                     March 31, 2001           March 31, 2001
                                    -----------------       ------------------
Sales                                         --                       --
Cost of sales                              (16.5)                    (3.8)
General and administrative
    expense                                (35.6)                   (56.9)
Research and development                      --                       --
Interest expense                           (19.5)                    (6.5)
Net (loss)                                 (27.8)                   (36.9)


                                      -11-
<PAGE>


    NINE MONTHS ENDED MARCH 31, 2002 VS.
    ------------------------------------
    NINE MONTHS ENDED MARCH 31, 2001
    --------------------------------

        Revenues
        --------

        Net sales decreased to $-0- during the nine months ended March 31, 2002
        from $21,137 during the nine months ended March 31, 2001 as the Company
        is re-focusing its South American marketing strategy in Brazil. The
        Company expects to ship the BreastCare(TM)/BreastAlert(TM) device from
        the United States during the second quarter of calendar 2002 to Brazil.
        Shipping will continue from the United States until the manufacturing
        facility in Brazil is complete and operational. Shipments to other parts
        of South America and possibly Europe will commence during the latter
        part of 2002. Manufacturing in Brazil is planned to commence during the
        second half of calendar 2002 after the Company completes construction of
        its new manufacturing facility in Brazil. Manufacturing for Europe will
        continue in the United States facility until the Company establishes a
        manufacturing facility in Europe.

        Cost of Sales
        -------------

        Cost of sales decreased to $201,636 during the nine months ended March
        31, 2002 from $361,127 during the nine months ended March 31, 2001
        primarily due to an inventory write off of $119,000 for expired product
        at the South American location during the nine months ended March 31,
        2002.

        General and Administrative Expenses
        -----------------------------------

        General and administrative expenses decreased to $554,473 during the
        nine months ended March 31, 2002 from $861,156 during the nine months
        ended March 31, 2001. This decrease is primarily due to decrease in
        travel expenses, professional fees, outside services, insurance and rent
        expense offset by higher consulting fees in South America due to the
        issuance of stock for $100,000 in services and bonuses.

        Interest Expense
        ----------------

        Interest expense was $313,651 for the nine months ended March 31, 2002
        compared to $389,421 for the nine months ended March 31, 2001. The 19.5%
        decrease was attributable to lower interest rates and a decrease in
        interest related financing incentives.

        Research and Development Expense
        --------------------------------

        Research and development expense of $210,000 stayed the same for the
        nine months ended March 31, 2002 and 2001. Salaries incurred by the
        Company in the experimental area of development of its product remained
        constant.


                                      -12-
<PAGE>


    THREE MONTHS ENDED MARCH 31, 2002 VS.
    -------------------------------------
    THREE MONTHS ENDED MARCH 31, 2001
    ---------------------------------

        Revenues
        --------

        There were no sales for the three months ended March 31, 2002 and 2001.

        Cost of Sales
        -------------

        Cost of sales decreased 3.8% to $66,654 during the three months ended
        March 31, 2002 from $69,266 during the three months ended March 31, 2001
        due to decreases in the purchase of packaging supplies.

        General and Administrative Expenses
        -----------------------------------

        General and administrative expenses decreased 56.9% to $176,519 during
        the three months ended March 31, 2002 from $409,136 during the three
        months ended March 31, 2001 due to primarily the same reasons set forth
        in the nine month analysis.

        Interest Expense
        ----------------

        Interest expense decreased to $101,940 during the three months ended
        March 31, 2002 from $109,035 during the three months ended March 31,
        2001 due to primarily the same reasons set forth in the nine month
        analysis.

        Research and Development Expense
        --------------------------------

        Research and development expense of $70,000 remained constant for the
        three months ended March 31, 2002 and 2001.

        Liquidity and Capital Resources
        -------------------------------

        The Company's need for funds has increased from period to period, as it
        has incurred expenses for among other things, research and development;
        applications for and maintenance of domestic and international
        trademarks and international patent protection; licensing and
        pre-marketing activities; and, attempts to raise the necessary capital
        to expand the Company's production capacity. Since inception, the
        Company has funded these needs through private placements of its equity
        and debt securities and advances from the Company's President, Chief
        Executive Officer and major shareholder. The Company has entered into
        various license agreements that have raised additional funds. In
        addition, the Company's auditors' report for the year ended June 30,
        2001 dated September 18, 2001, expressed an opinion as to the Company
        continuing as a going concern.


                                      -13-
<PAGE>


        During September 1998, the Company commenced the sale of its
        BreastCare(TM)/BreastAlert(TM) in Brazil, Uruguay and Paraguay through
        its South American licensee. The Company is establishing a production
        facility in Brazil. This will eliminate the high value - added tax and
        hopefully will be able to facilitate sales. The Company terminated its
        license agreement with its former licensee in South America. The
        Company's Brazilian subsidiary plans to manufacture, market and
        distribute the BreastCare(TM)/BreastAlert(TM) in Brazil and export to
        other South American countries. As of this date only minimal shipments
        have been made and the Company has not generated any material revenues.

        Until cash flow generated from the shipment of the BreastCare(TM) device
        is sufficient to support the Company's operations, the Company needs
        financing to fund its current overhead and various capital requirements.
        As of March 31, 2002, the Company borrowed approximately $2.3 million
        from unaffiliated third parties. These loans are payable by the Company
        on various dates through August 31, 2002. In addition, as of March 31,
        2002, the Company's President advanced the Company approximately $1.1
        million. These loans have supported the Company through the prior fiscal
        years and the current fiscal year, and the Company expects the cash flow
        from sales commencing in the third quarter of calendar 2002 to cover the
        operations of the Company in calendar 2002, assuming the Company is
        successful in raising additional capital to support the operations until
        cash flows generated for the sales of the BreastCare(TM)/BreastAlert(TM)
        commences.

        The Company will manufacture, market and distribute the
        BreastCare(TM)/BreastAlert(TM) throughout South America through the
        Company's South American subsidiaries.

        Through its Brazilian subsidiary, the Company signed an agreement with
        the State of Pernambuco in December 1999. The State of Pernambuco has
        the second largest concentration of hospitals in Brazil offering quality
        care and management believes that the location is also the most
        desirable for production, shipping, financing and tax incentives. The
        State of Pernambuco has offered various incentives, including acreage,
        at a reduced price, to build the facility, a 85% reduction in taxes
        through 2013, free shipping outside the state in connection with the
        federal programs offered in Northeast Brazil, financing programs to help
        fund the operations and capital improvements. The Company is
        establishing a production facility in Recife, Pernambuco at the new port
        of Suape. The Company has broken ground, and anticipates construction to
        be completed by the second half of calendar 2002. The Company will ship
        the production equipment for arrival by the time construction is
        complete.


                                      -14-
<PAGE>


        The Company plans to ship the BreastCare(TM)/BreastAlert(TM) from the
        United States until the production facility in Brazil is operational.

        On July 14, 1999, the Company granted an exclusive license to NuGard
        HealthCare Ltd. ("NuGard"), an Irish Company; to market Scantek's
        BreastCare(TM)/BreastAlert(TM) in Ireland and the United Kingdom.
        Pursuant to the licensing agreement, NuGard will pay a non-refundable
        licensing fee of $350,000 in various stages, of which $59,000 was
        received, and the Company received common shares equivalent to fifteen
        (15%) percent of NuGard's total outstanding common shares. The purchase
        price will range from $10 to $15 per unit - FOB US. The licensing
        agreement requires minimum purchases of 5,000 units a month and payments
        of licensing fees which have been postponed until the license agreement
        can be renegotiated. At the present time the Company has not
        renegotiated the license agreement.

        On April 26, 2001 the Company signed a Letter of Intent for a European
        joint venture with Arturo Madariaga Mazzingshi ("Madariaga"), a
        principal of Commercial Balear De Multi propiegad, of Palma de Mallora,
        Spain. The Letter of Intent calls for the organization of a joint
        venture to manufacture, market and sell medical devices and products for
        the territory of Europe.

        The Company had anticipated to finalize the agreement to establish the
        joint venture by the end of the Company's fiscal year. Upon signing the
        final agreement, Madariaga will pay the Company $400,000 for exclusive
        license and distribution for Europe. At this time the Company does not
        have a definitive date for finalization.

        On May 4, 2001 the Company announced that it received an official
        invitation from the City of Nova Iguacu of the State of Rio de Janeiro
        in Brazil to workout an agreement for BreastCare's participation in the
        Women's Health Program. The proposed agreement with CISBAF, a Health
        Municipal Partnership of Braixada Fluminense for the Nova Iguacu
        Territory, will call for an initial purchase order for approximately one
        million dollars ($1,000,000) of BreastCare(TM) units. Nova Iguacu is the
        seventh (7th) largest municipality in Brazil.


                                      -15-
<PAGE>


        In early July 2001 a classification number was assigned to
        BreastCare(TM). Thereafter, based on the State of Rio de Janeiro's
        classification number assigned to BreastCare(TM), any government
        agencies, municipalities and states in Brazil will not have to go
        through any preliminary process before ordering the BreastCare(TM).

        At the end of July 2001, the Company's Brazilian Managers and medical
        representatives met with the Health Municipal Partnership of Baixada
        Fluminense (CISBAF) to discuss the expansion of the Nova Iguacu Women's
        Health Project into the Baixada Fluminense Region which would increase
        the order to approximately $3 million. Baixade Fluminense is a region in
        the northern section of the State of Rio de Janeiro composed of 13
        municipalities with an aggregate population of 4 million people and 71
        health centers.

        In August/September 2001, Fiocruz, a government agency in the Ministry
        of Health assisted in the BreastCare(TM) educational program for the
        Women's Health Program for the City of Nova Iguacu.

        The final agreement and receipt of the purchase order are anticipated
        before the end of the current calendar year.

        The Company's working capital and capital requirements will depend on
        numerous factors, including the level of resources that the Company
        devotes to the purchase of manufacturing equipment to support start-up
        production and to the marketing aspects of its products. The Company
        intends to construct production and/or assembly centers abroad to
        manufacture, market and sell the BreastCare(TM)/BreastAlert(TM) in the
        international market. The Company entered into an agreement with Zigmed
        Inc., pursuant to which Zigmed Inc. will manufacture the sensor
        production equipment needed for manufacturing of the
        BreastCare(TM)/BreastAlert(TM) device. The balance of $718,276 will be
        paid when the Company raises the additional capital.

        The Company's success is dependent on raising sufficient capital to
        establish a fully operable production and assembly facility to
        manufacture the BreastCare(TM)/BreastAlert(TM) for the international
        market. The Company believes the BreastCare(TM)/BreastAlert(TM) will be
        commercially accepted throughout the international market. The Company
        does not have all the financing in place at this time, nor may it ever,
        to meet these objectives.

        This Management's Discussion and Analysis of Financial Condition and
        Results of Operations includes forward-looking statements that may or
        may not materialize. Additional information on factors that could
        potentially affect the Company's financial results may be found in the
        Company's filings with the Securities and Exchange Commission.


                                      -16-
<PAGE>


    NEW ACCOUNTING PRONOUNCEMENTS
    -----------------------------

        Statement of Financial Accounting Standards ("SFAS") No. 133, Accounting
        for Derivative Instruments and Hedging Activities, if effective for all
        fiscal years beginning after June 15, 2000. SFAS 133, as amended,
        establishes accounting and reporting standards for derivative
        instruments, including certain derivative instruments embedded in other
        contracts, and for hedging activities. Under SFAS 133, certain contracts
        that were not formerly considered derivatives may now meet the
        definition of a derivative. The Company adopted SFAS 133 effective July
        1, 2001. Management has concluded that the adoption of SFAS 133 has not
        had a significant impact on the financial position, results of
        operations, or cash flows of the Company.

        On June 29, 2001, the Financial Accounting Standards Board (FASB)
        approved for issuance Statement of Financial Accounting Standards (SFAS)
        141, Business Combinations, and SFAS 142, Goodwill and Intangible
        Assets. Major provisions of these Statements are as follows: all
        business combinations initiated after June 30, 2001 must use the
        purchase method of accounting; the pooling of interest method of
        accounting is prohibited except for transactions recorded separately for
        goodwill if they arise from contractual or other legal rights or are
        separable from the acquired entity and can be sold, transferred,
        licensed, rented or exchanged, either individually or as part of a
        related contract, asset or liability; goodwill and intangible assets
        with indefinite lives are not amortized but are tested for impairment
        annually, except in certain circumstances, and whenever there is an
        impairment indicator; all acquired goodwill must be assigned to
        reporting units for purposes of impairment testing and segment
        reporting; effective January 1, 2002, goodwill will no longer be subject
        to amortization. Although it is still reviewing the provisions of these
        Statements, management's preliminary assessment is that these Statements
        will not have a material impact on the Company's financial position or
        results of operations other than the cessation of goodwill amortization.

        In June 2001, the FASB issued SFAS No. 143 "Accounting for Asset
        Retirement Obligations". SFAS No. 143 addresses financial accounting and
        reporting for obligations and costs associated with the retirement of
        tangible long-lived assets. The Company is required to implement SFAS
        No.143 on January 1, 2003, and has not yet determined the impact that
        this statement will have on its results of operations or financial
        position.

        In August 2001, the FASB issued SFAS No. 144, "Accounting for the
        Impairment of Disposal of Long-Lived Assets", effective for fiscal years
        beginning after December 15, 2001. Under SFAS No. 144 assets held for
        sale will be included in discontinued operations if the operations and
        cash flows will be or have been eliminated from the ongoing operations
        of the entity and the entity will not have any significant continuing
        involvement in the operations of the component. The Company plans to
        adopt SFAS No. 144 for the year beginning July 1, 2002. The Company
        believes the adoption of SFAS No. 144 will not have a material impact on
        the Company's results of operations or financial position.


                                      -17-
<PAGE>


PART II.  Other Information

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

        There are several lawsuits against the Company that may have a material
        impact on the consolidated results of operations or financial condition
        of the Company.

    Item 2. Changes in Securities
            ---------------------

        None

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

        None.

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

        None

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

        None

Item 6. Exhibits and Reports on Form 8-K
        --------------------------------

        (a) There were no Current Reports on Form 8-K filed by the registrant
            during the quarter ended March 31, 2002.


                                      -18-
<PAGE>


                                   SIGNATURES
                                   ----------

        Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                           SCANTEK MEDICAL INC.



                                           By: /s/ Zsigmond L. Sagi
                                               ---------------------------------
                                               Zsigmond L. Sagi, President and
                                               Chief Financial Officer



Dated: May 20, 2002



                                      -19-