<PAGE>
                 U. S. Securities and Exchange Commission
                         Washington, D. C.  20549


                                FORM 10-QSB


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

     For the quarterly period ended June 30, 1996

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

     For the transition period from                to 
                                    --------------    ---------------

                                     
                       Commission File No. 0-24480


                           SANGUINE CORPORATION    
              (Name of Small Business Issuer in its Charter)


           NEVADA                                        95-4347608 
           ------                                        ----------    
   (State or Other Jurisdiction of                 (I.R.S. Employer I.D. No.)
    incorporation or organization)

                        101 East Green Street, #11
                        Pasadena, California  91105    
                        ---------------------------
                 (Address of Principal Executive Offices)

                Issuer's Telephone Number:  (818) 405-0079


Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 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.

(1)  Yes  X     No                 (2)  Yes  X    No 
         ---     ---                        ---     ---

















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

                              Not applicable.


                   APPLICABLE ONLY TO CORPORATE ISSUERS

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

                            December 11, 1996

                                20,877,723
                                ----------



                      PART I - FINANCIAL INFORMATION


Item 1.   Financial Statements.

          The Financial Statements of the Registrant required to be filed with
this 10-QSB Quarterly Report were prepared by management, and commence on the
following page, together with Related Notes.  In the opinion of management,
the Financial Statements fairly present the financial condition of the
Registrant.

<PAGE>

                       Sanguine Corporation
                  (A Development Stage Company)
                          Balance Sheets
         June 30, 1996 (Unaudited) and December 31, 1995

<TABLE>
<CAPTION>
                                             Unaudited 
                                                  June             December 
                                              30, 1996             31, 1995
 
                              ASSETS
<S>                                           <C>                  <C>

Current Assets
  Cash                                        $     909            $     712 

Property & Equipment
  Furniture - Net                                 2,384                2,844 

Other Assets
  Refundable Loan Commitment Fee                 10,000               10,000 

       Total Assets                           $  13,293            $  13,556 


                LIABILITIES & STOCKHOLDERS' EQUITY

Current Liabilities
  Accounts Payable                             $  76,467           $  27,626 
  Accrued Salaries                               188,000             140,000 
  Accrued Interest Payable                        20,730              18,000 
  Notes Payable                                   60,450              43,400 

       Total Current Liabilities               $ 345,647           $ 229,026 

Stockholders' Equity
  Common Stock Authorized:
    100,000,000 Shares at $0.001
    Par Value: 19,562,859 Shares 
    Issued and Outstanding                        19,562              19,562 
  Paid in Capital (Quasi-Reorganized 
  March 30, 1994 Deficit Retained 
  Earnings of $2,423,964 Eliminated)             513,847             513,847 
  Retained Earnings Deficit                     (865,763)           (748,879)

  Total Stockholders' Equity                    (332,354)           (215,470)

  TOTAL LIABILITIES & 
  STOCKHOLDERS' EQUITY                         $  13,293            $ 13,556 

</TABLE>

The accompanying notes are an integral part of this financial statement

<PAGE>

                       Sanguine Corporation
                  (A Development Stage Company)
              Statements of Operations (Unaudited) 
             From April 1, 1996 to June 30, 1995 and 
                April 1, 1995 to June 30, 1995 and
               January 1, 1996 to June 30, 1996 and
                 January 1, 1995 to June 30, 1995

<TABLE>
<CAPTION>
                             April        April      January          January 
                           1, 1996       1, 1995     1, 1996          1, 1995 
                           to June       to June     to June          to June 
                          30, 1996       30, 1995   30, 1996         30, 1995 

<S>                       <C>            <C>         <C>             <C>

Revenues 

  Interest Income         $  -0-         $      1    $       1       $      3 

       Total Revenues        -0-                1            1              3 

Expenses

  Promotion                     2,500       -0-          2,500          3,916 
  Depreciation                    230         230          460            460 
  Research & Development       25,950      19,500       54,451         39,000 
  Office Expense                3,906       2,336        6,747          5,122 
  Auto Expense                    270         270          540            540 
  Salaries                      4,500       4,500        9,000          9,000 
  Legal & Professional Fees    10,772       6,300       17,573         10,539 
  Rent                          3,979       3,950        6,671          7,940 
  Interest Expense              1,759       1,417        3,301          2,782 
  Travel                        1,318          352       1,318          1,827 
  Stock Transfer                  584          23          584            125 
  Consultant Fees               7,450       1,675       13,250          3,675 
  Tax & License                   496         377          490            377 

       Total Expenses          63,714      40,930     (116,885)      $(85,303) 

       Net (Loss)         $   (63,714)  $(40,929)   $(116,884)      $(85,300)

       (Loss) Per Share          (.00)      (.00)        (.00)         (.00)

  Weighted Average
    Shares Outstanding      19,562,859 16,721,851   19,562,859    16,721,859 

</TABLE>

The accompanying notes are an integral part of this financial statement 

<PAGE>

                      Sanguine Corporation
                  (A Development Stage Company)
               Statements of Cash Flows (Unaudited)
       For the Period January 1, 1996 to June 30, 1996 and 
                 January 1, 1995 to June 30, 1995

<TABLE>
<CAPTION>
                                                1996                1995

<S>                                             <C>                 <C> 

Cash Flows from Operating Activities

  Net (Loss)                                    $(116,884)         $ (85,303)
  Adjustments to Reconcile Net Loss
  to Net Cash Used by Operations:
    Depreciation                                       460               460 
  Changes in Operating Assets & Liabilities:
    Increase in Accounts Payable                    48,841            27,814 
    Increase in Interest Payable                     2,730             2,730 
    Increase in Accrued Salary                      48,000            48,000 
    Decrease in Receivable in Offshore Corp            -0-             3,300 

         Cash Flows from Operating Activities      (16,853)           (2,999)

Cash Flows from Investing Activities

  Purchase of Equipment                                -0-               -0- 

         Cash Used by Investing Activities             -0-               -0- 

Cash Flows from Financing Activities

  Increase in Notes Payable                          17,050            3,000 
  Contributed Capital                                  -0-               -0- 

         Cash Provided by Financing Activities       17,050            3,000 

         Increase (Decrease) in Cash                    197                1 

         Cash at Beginning of Period                    712            1,654 

         Cash at End of Period                     $    909         $  1,655 

Disclosures for Cash Flows from:
  Interest                                         $  3,301         $  2,782 
  Taxes                                                -0-               -0- 

</TABLE>

The accompanying notes are an integral part of this financial statement<PAGE>
<PAGE>

                       Sanguine Corporation
                  (A Development Stage Company)
                  Notes to Financial Statements


NOTE #1 - Statement of Preparation

 The Company has prepared the accompanying financial statements with interim
financial reporting requirement promulgated by the Securities and Exchange
Commission.  The information furnished reflects all adjustments which are, in
the opinion of management, necessary for a fair presentation of financial
position and results of operations. 

 The consolidated financial statements should be read in conjunction with
the consolidated financial statements and notes thereto included in the
Company's 1995 10-K report. 

<PAGE>

Item 2.   Management's Discussion and Analysis or Plan of Operation.
--------------------------------------------------------------------

Plan of Operation.
------------------

          The Company has conducted all of its business operations through its
majority owned subsidiary, Sanguine Corporation, a California corporation
("Sanguine California").  Sanguine California is engaged in the development of
a synthetic red blood cell product called "PHER-O2."  The development of this
product presently comprises its sole business operations.  PHER-O2 is composed
of perfluoro-decalin molecules (i.e., synthetic red blood cells), purified
water and a proprietary, synthetic, fluorinated surfactant to hold the
emulsion together.  Perfluoro-decalin has great oxygen-carrying capacity, yet
it can be as much as 900 times smaller than a red blood cell.  Management
believes that PHER-O2 may carry three to four times the oxygen of human blood
per unit volume. This increased oxygen-carrying capacity may make PHER-O2
useful in the treatment of heart attacks, strokes, cancer and other diseases
for which increased oxygenation is beneficial.  Furthermore, the Company
believes that perfluoro-decalin may be effective as an imaging agent in X-ray
imaging, nuclear magnetic resonance (NMR) imaging and CAT scans, without side
effects. Management also believes that PHER-O2 has several other advantages
over human blood:  it can be sterilized to be free of disease; is believed to
have the quality of a universal match for all blood types; can be
mass-produced; and may be stored much longer than human blood.

          Battelle Memorial Institute, through its Battelle Columbus
Operations ("Battelle"), was retained to assist the Company in completing the
emulsion of perfluoro-decalin and the synthetic surfactants that make up
PHER-O2; it is anticipated that on completion of the compounding of PHER-O2,
Battelle will perform initial gross animal tests, which do not require
regulatory approval prior to commencement; however, the data gathered from any
such tests will be subject to regulatory review in the future.  The Company
anticipates that it will manufacture experimental doses of PHER-O2 required to
conduct gross animal testing.

          It is anticipated that continued research and development of PHER-O2
will depend upon the Company's ability to obtain substantial additional equity
or debt funding, as to which no assurance can be given.  See the captions
"Business Development," "Future Capital Requirements; Uncertainty of Future
Funding" and "Patents, Trademarks, Licenses, Franchises, Concessions, Royalty
Agreements or Labor Contracts" of the Company's Annual Report on Form
10-KSB-A1 for the fiscal year ended December 31, 1995, which has previously
been
filed with the Securities and Exchange Commission.

          In its second phase of operations, management intends to continue
developing the perfluorocarbon compounds in PHER-O2 in order to optimize its
quality, and expects to begin animal safety and efficacy trials in accordance
with guidelines of the United States Food and Drug Administration ("FDA") and
comparable foreign regulatory requirements.  

          In the final phase of the Company's proposed business operations, it
intends to complete its United States testing of PHER-O2, receive all
necessary FDA approvals and begin American and Canadian sales for cancer
treatment and angioplasty; and complete overseas testing, begin overseas sales
and begin the construction of manufacturing facilities.  Sanguine California
has previously licensed BioLogix Development Partners, an unaffiliated
California limited partnership, to manufacture and market PHER-O2 in Canada,
including any future Canadian patent rights, and the exclusive right to market
PHER-O2 in U.S. military pre-hospital markets.  In this final phase, the
Company also intends to continue trials to test PHER-O2  for other
applications, including transplant organ preservation and the treatment of
carbon monoxide poisoning, sickle cell anemia, heart attack and stroke.  The
Company will be required to conduct similar rigorous testing and clinical
trials of PHER-O2 for each desired application for which it is sought to be
used.  

          PHER-O2 is still in the research and development stage.  It has not
been tested on animals or humans; nor has any application been submitted to
any federal, state or foreign agency to seek authority for such testing.  This
development process will be time consuming, costly, subject to extreme
governmental regulation and must prove that this product is safe and
efficacious for human use.  Until then, the Company will have no potential for
revenues from operations.  No assurance can be given that the Company will be
able to raise the capital it will need to develop PHER-O2, or that if
sufficient funds are raised, the Company will ever receive requisite federal,
state or foreign agency approval to manufacture or market this product.  See
the captions "Business Development," "Special Risk Factors," "Principal
Products or Services and their Markets," "Competition," "Patents, Trademarks,
Licenses, Franchises, Concessions, Royalty Agreements or Labor Contracts" and
"Governmental Approval of Principal Products or Services" of the Company's
Registration Statement on Form 10-SB-A1, which has previously been filed
with the Securities and Exchange Commission, and which is incorporated herein
by reference. 

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

          During the quarterly period ending June 30, 1996, the Company's
only business operations were those of Sanguine California.  During this
period, the Company received total revenues of $0 and sustained a net loss of
$63,714.

Liquidity.
----------

          During the quarterly period ended June 30, 1996, the Company had
total expenses of $63,714, while receiving no revenues.

                        PART II - OTHER INFORMATION

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

          None; not applicable.

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

          None; not applicable.

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

          None; not applicable.

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

          None; not applicable.
          
Item 5.   Other Information.
----------------------------

          None; not applicable.

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

          (a)  Exhibits.

               10-SB-A1 Registration Statement.*

               Form 10-KSB-A1 Annual Report for the 
               Fiscal Year ended December 31, 1995.*

          (b)  Reports on Form 8-K.

               None.

               *  Incorporated herein by reference.

                               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.


                                      SANGUINE CORPORATION


Date: 12/13/96                        By  /s/ Thomas C. Drees 
     --------------                     -------------------------------------
                                        Thomas C. Drees, CEO and Chairman of   
                                        the Board of Directors
                                  
Date: 12/13/96                        By  /s/ A.G. Hargreaves
     --------------                     -------------------------------------
                                        Anthony G. Hargreaves
                                         Vice President, Secretary/Treasurer   
                                        and Director

Date: 12/13/96                        By  /s/ Edward L. Kunkel
     --------------                     -------------------------------------
                                        Edward L. Kunkel, Esq.
                                        Director