UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C.   20549





FORM
10-Q/A


Amendment
No. 1





(Mark
One)





x           QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES ACT OF
1934





For the
quarterly period ended August 31, 2009


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 000-07405





SENSIVIDA
MEDICAL TECHNOLOGIES, INC. AND SUBSIDIARIES


(Exact
name of registrant as specified in its charter)





New Jersey
              
              22-1937826(State
      or other jurisdiction of
              
              (I.R.S.
      Employer Identification No.)incorporation
      or organization)77
      Ridgeland RoadHenrietta, New York
              
              14623(Address
      of principal executive offices)
              
              (Zip
      Code)





(585)
413-9080


(Registrant’s
telephone number, including area code)





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 short 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   ̈      No
x





Indicate
by check mark whether the registrant is a large accelerated filer, and
accelerated filer, a non-accelerated filer, or a smaller reporting
company.  See the definitions of “large accelerated filer,”
“accelerated filer” and “smaller reporting company” in Rule 12b-2 of the
Exchange Act.





Large
      accelerated filer
               ̈
              Accelerated
      filer  ̈Non-accelerated
      filer
               ̈
              Smaller
      reporting company x(Do
      not check if a smaller reporting company)





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-c of the Act).


Yes
 ̈      No
x





As of
August 31, 2009, there were outstanding 15,850,612 shares of the registrant’s
common stock, $.01 par value.







Explanatory Note
  On
October 20, 2009, SensiVida Medical Technologies, Inc., a New Jersey corporation
(“SensiVida”) filed a quarterly report on Form 10-Q without having its financial
statements reviewed by its independent public accounting firm as required by
Regulation S-X of the SEC rules. This Amendment No. 1 on Form 10-Q/A amends and
restates the prior Form 10-Q with certain modifications as a result of having
the financial statements in this quarterly report reviewed by our independent
public accounting firm.
  Item
1. Financial Statements.







SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES


CONSOLIDATED FINANCIAL
STATEMENTS


AUGUST 31,
2009





INDEX


PAGEPART
      1.
                                                    Financial
      InformationItem
      1.
                                                    Financial
      StatementsConsolidated
      Balance Sheet as of August 31, 2009(Unaudited)
      and February 28, 2009 (Audited)
                                                    1Consolidated
      Statement of Operations for the Six and Three Months Ended August 31, 2009
      (Unaudited) and August 31, 2008 (Unaudited)
                                                    2Consolidated
      Statement of Changes in Stockholders’Deficit
      for the Six Months Ended August 31, 2009
(Unaudited)
                                                    3Consolidated
      Statement of Cash Flows for the Six Months Ended August 31, 2009
      (Unaudited) and August 31, 2009 (Unaudited)
                                                    4Notes
      to Consolidated Financial Statements
                                                    5-16Item
      2.
                                                    Management’s
      Discussion and Analysis
                                                    17-18Item
      3.
                                                    Quantitative
      and Qualitative Disclosures About Market Risk
                                                    19Item
      4T.
                                                    Controls
      and Procedures
                                                    19PART
      11.
                                                    Other
      Information
                                                    20-21Item
      1.
                                                    Legal
      Proceedings
                                                    20Item
      1A.
                                                    Risk
      Factors
                                                    20Item
      2.
                                                    Unregistered
      Sales of Equity Securities and Use of Proceeds
                                                    20Item
      3.
                                                    Defaults
      Upon Senior Securities
                                                    20Item
      4.
                                                    Submission
      of Matters to a Vote of Security Holders
                                                    20Item
      5.
                                                    Other
      Information
                                                    21Item
      6.
                                                    Exhibits
                                                    21Signatures
                                                    22Exhibit
      Index
                                                    23Exhibits
                                                    24-26









SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES


CONSOLIDATED BALANCE
SHEET





August 31,
                                              2009
                                              (Unaudited)
                                            
                                            
                                            February 28,
                                              2009
                                              (Audited)ASSETSCURRENT ASSETSCash
      and Cash Equivalents
                                            
                                            $
                                            4,662
                                            
                                            
                                            $
                                            76,797Prepaid
      Expenses and Other Current Assets
                                            
                                            
                                            6,547
                                            
                                            
                                            
                                            17,262Total
      Current Assets
                                            
                                            
                                            11,209
                                            
                                            
                                            
                                            94,059PROPERTY PLANT AND
EQUIPMENTNet
      of Accumulated Depreciation
                                            
                                            
                                            -
                                            
                                            
                                            
                                            -OTHER
      ASSETSIntellectual
      Property - Net of Accumulated Amortization of $93,619 and
    $-0-
                                            
                                            
                                            2,714,945
                                            
                                            
                                            
                                            -Security
      Deposit
                                            
                                            
                                            2,800
                                            
                                            
                                            
                                            2,800Deferred
      Costs
                                            
                                            
                                            71,387
                                            
                                            
                                            
                                            130,547TOTAL ASSETS
                                            
                                            $
                                            2,800,341
                                            
                                            
                                            $
                                            227,406LIABILITIES AND STOCKHOLDERS'
      DEFICITCURRENT LIABILITIESConvertible
      Debt, Net of Discount of $-0- and $86,036
                                            
                                            $
                                            451,500
                                            
                                            
                                            $
                                            1,570,464Accounts
      Payable
                                            
                                            
                                            279,105
                                            
                                            
                                            
                                            73,895Note
      Payable
                                            
                                            
                                            49,828
                                            
                                            
                                            
                                            -Officer
      Loan
                                            
                                            
                                            5,524
                                            
                                            
                                            
                                            -Accrued
      Liabilities
                                            
                                            
                                            2,042,362
                                            
                                            
                                            
                                            4,140,431Preferred
      Stock Subscribed
                                            
                                            
                                            250,000
                                            
                                            
                                            
                                            150,000Total
      Current Liabilities
                                            
                                            
                                            3,078,319
                                            
                                            
                                            
                                            5,934,790STOCKHOLDERS' DEFICITConvertible
      Preferred Stock, $.01 Par Value, 5,000 SharesAuthorized;
      Issued and Outstanding -0- Shares August 31,2009;
      -0- Shares February 28, 2009
                                            
                                            
                                            -
                                            
                                            
                                            
                                            -Common
      Stock $.01 Par Value, Authorized 19,995,000Shares;
      Issued and Outstanding Shares - 15,850,612 SharesAugust
      31, 2009; 7,123,241 Shares - February 28, 2009
                                            
                                            
                                            158,505
                                            
                                            
                                            
                                            71,232Common
      Stock Subscribed
                                            
                                            
                                            30,000
                                            
                                            
                                            
                                            -Additonal
      Paid-in Capital
                                            
                                            
                                            34,099,753
                                            
                                            
                                            
                                            27,784,596Accumulated
      Deficit
                                            
                                            
                                            (34,566,236
                                            )
                                            
                                            
                                            (33,563,212
                                            )Total
      Stockholders' Deficit
                                            
                                            
                                            (277,978
                                            )
                                            
                                            
                                            (5,707,384
                                            )TOTAL LIABILITIES & STOCKHOLDERS'
      DEFICIT
                                            
                                            $
                                            2,800,341
                                            
                                            
                                            $
                                            227,406




See Notes
to Consolidated Financial Statements.




1




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES


CONSOLIDATED STATEMENT OF
OPERATIONS


FOR THE SIX AND THREE MONTHS
ENDED AUGUST 31, 2009 AND 2008


(UNAUDITED)





SIX MONTHS
                
                
                THREE MONTHS2009
                
                
                2008
                
                
                2009
                
                
                2008Net
      Sales
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -Cost
      of Sales
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -Gross
      Profit
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -General
      and Administrative Expense
                
                
                647,947
                
                
                
                436,451
                
                
                
                289,639
                
                
                
                186,767Product
      Development Expense
                
                
                212,414
                
                
                
                89,757
                
                
                
                103,350
                
                
                
                38,300Total
      Expenses
                
                
                860,361
                
                
                
                526,208
                
                
                
                392,989
                
                
                
                225,067Other
      Income
                
                
                56
                
                
                
                3,252
                
                
                
                2
                
                
                
                1,573Cancellation
      of Indebtedness
                
                
                43,597
                
                
                
                -
                
                
                
                -
                
                
                
                -Interest
      Expense
                
                
                (100,280
                )
                
                
                (90,485
                )
                
                
                (49,766
                )
                
                
                (49,125
                )Accretion
      of Interest on Convertible Debt
                
                
                (86,036
                )
                
                
                (382,906
                )
                
                
                -
                
                
                
                (145,066
                )Total
      Other Expense
                
                
                (142,663
                )
                
                
                (470,139
                )
                
                
                (49,764
                )
                
                
                (192,618
                )Loss
      Before Taxes
                
                
                (1,003,024
                )
                
                
                (996,347
                )
                
                
                (442,753
                )
                
                
                (417,685
                )Provision
      for Taxes
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -Net
      Loss
                
                $
                (1,003,024
                )
                
                $
                (996,347
                )
                
                $
                (442,753
                )
                
                $
                (417,685
                )Basic
      and Diluted Loss Per Common Share
                
                $
                (0.083
                )
                
                $
                (0.148
                )
                
                $
                (0.034
                )
                
                $
                (0.062
                )Weighted
      Average Common Shares Outstanding
                
                
                12,121,216
                
                
                
                6,725,099
                
                
                
                13,118,315
                
                
                
                6,725,099




See Notes
to Consolidated Financial Statements.




2




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES


CONSOLIDATED STATEMENT OF
CHANGES IN STOCKHOLDERS’ DEFICIT


FOR THE SIX MONTHS ENDED
AUGUST 31, 2009


(UNAUDITED)





CommonPreferred Stock
                              
                              
                              Common Stock
                              
                              
                              Additional Paid-
                              
                              
                              Stock
                              
                              
                              AccumulatedShares
                              
                              
                              Amount
                              
                              
                              Shares
                              
                              
                              Amount
                              
                              
                              In Capital
                              
                              
                              Subscribed
                              
                              
                              DeficitBALANCE,
      FEBRUARY 28, 2009
                              
                              
                              -
                              
                              
                              $
                              -
                              
                              
                              
                              7,123,241
                              
                              
                              $
                              71,232
                              
                              
                              $
                              27,784,596
                              
                              
                              $
                              -
                              
                              
                              $
                              (33,563,212
                              )Common
      Stock Issued for Services
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              16,333
                              
                              
                              
                              163
                              
                              
                              
                              11,923
                              
                              
                              
                              -
                              
                              
                              
                              -Common
      Stock Issued in Acquisition of SensiVida Medical Systems,
    Inc.
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              3,333,333
                              
                              
                              
                              33,333
                              
                              
                              
                              2,717,999
                              
                              
                              
                              -
                              
                              
                              
                              -Common
      Stock Issued in Cancellation of Shareholder Debt
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              1,172,510
                              
                              
                              
                              11,725
                              
                              
                              
                              2,135,462
                              
                              
                              
                              -
                              
                              
                              
                              -Receipt
      of Cash for Common Stock Subscribed
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              30,000
                              
                              
                              
                              -Cancellation
      of Fractional Shares as a Result of Reverse Stock Split
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              (27
                              )
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -Common
      Stock Issued for Future Services
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              50,000
                              
                              
                              
                              500
                              
                              
                              
                              37,000
                              
                              
                              
                              -
                              
                              
                              
                              -Common
      Stock Issued in Conversion of Debt and Accrued Interest
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              4,155,222
                              
                              
                              
                              41,552
                              
                              
                              
                              1,412,773
                              
                              
                              
                              -
                              
                              
                              
                              -Net
      Income
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              (1,003,024
                              )BALANCE,
      AUGUST 31, 2009
                              
                              
                              -
                              
                              
                              $
                              -
                              
                              
                              
                              15,850,612
                              
                              
                              
                              158,505
                              
                              
                              
                              34,099,753
                              
                              
                              $
                              30,000
                              
                              
                              $
                              (34,566,236
                              )




See Notes
to Consolidated Financial Statements.




3




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES


CONSOLIDATED STATEMENT OF
CASH FLOWS


FOR THE SIX MONTHS ENDED
AUGUST 31, 2009 AND 2008


(UNAUDITED)





2009
                                                    
                                                    
                                                    2008CASH FLOWS FROM OPERATING
      ACTIVITIESAdjustments
      to Reconcile Net Loss to Net Cash Used InOperating
      Activities:Net
      Loss
                                                    
                                                    $
                                                    (1,003,024
                                                    )
                                                    
                                                    $
                                                    (996,347
                                                    )Accretion
      of Interest on Convertible Debt
                                                    
                                                    
                                                    86,036
                                                    
                                                    
                                                    
                                                    382,906Common
      Stock Issued for Services
                                                    
                                                    
                                                    12,086
                                                    
                                                    
                                                    
                                                    -Depreciation
      and Amortization
                                                    
                                                    
                                                    93,619
                                                    
                                                    
                                                    
                                                    259Amortization
      of Prepaid Financing Charges
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    15,557Amortization
      of Deferred Costs
                                                    
                                                    
                                                    96,660
                                                    
                                                    
                                                    
                                                    103,232Subtotal
                                                    
                                                    
                                                    (714,623
                                                    )
                                                    
                                                    
                                                    (494,393
                                                    )Changes
      in Assets and Liabilities, Net of AcquisitionDecrease
      in Prepaid Expense and Other Current Assets
                                                    
                                                    
                                                    10,715
                                                    
                                                    
                                                    
                                                    16,295(Decrease)
      Increase in Accounts Payable
                                                    
                                                    
                                                    205,210
                                                    
                                                    
                                                    
                                                    (85,560
                                                    )Increase
      in Accrued Liabilities
                                                    
                                                    
                                                    296,563
                                                    
                                                    
                                                    
                                                    152,186Net
      Cash Used for Operating Activities
                                                    
                                                    
                                                    (202,135
                                                    )
                                                    
                                                    
                                                    (411,472
                                                    )CASH FLOWS FROM INVESTING
      ACTIVITIES
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -CASH FLOWS FROM FINANCING
      ACTIVITIESPreferred
      Stock Subscribed
                                                    
                                                    
                                                    100,000
                                                    
                                                    
                                                    
                                                    -Common
      Stock Subscribed
                                                    
                                                    
                                                    30,000
                                                    
                                                    
                                                    
                                                    -Proceeds
      from Issuance of Convertible Debt
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    538,500Net
      Cash Provided by Financing Activities
                                                    
                                                    
                                                    130,000
                                                    
                                                    
                                                    
                                                    538,500INCREASE (DECREASE) IN CASH AND CASH
      EQUIVALENTS
                                                    
                                                    
                                                    (72,135
                                                    )
                                                    
                                                    
                                                    127,028CASH AND CASH EQUIVALENTSBeginning
      Balance
                                                    
                                                    
                                                    76,797
                                                    
                                                    
                                                    
                                                    123,582Ending
      Balance
                                                    
                                                    $
                                                    4,662
                                                    
                                                    
                                                    $
                                                    250,610SUPPLEMENTAL SCHEDULE OF NON-CASH FINANCING
      ACTIVITIES:Common
      Stock Issued in Acquisition of Intellectual Property and Other
      Liabilities
                                                    
                                                    $
                                                    2,751,332
                                                    
                                                    
                                                    $
                                                    -Discount
      on Debt Due to Beneficial Conversion Option
                                                    
                                                    $
                                                    -
                                                    
                                                    
                                                    $
                                                    538,500Common
      Stock Issued in Cancellation of Shareholder Debt
                                                    
                                                    $
                                                    2,147,187
                                                    
                                                    
                                                    $
                                                    -Common
      Stock Issued in Conversion of Debt and Accrued Interest
                                                    
                                                    $
                                                    1,454,325
                                                    
                                                    
                                                    $
                                                    -Common
      Stock Issued for Future Services
                                                    
                                                    $
                                                    37,500
                                                    
                                                    
                                                    $
                                                    -




See Notes
to Consolidated Financial Statements.




4




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES
 NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
 AUGUST 31,
2009




NOTE
1 – NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES





Nature of the
Business


The
consolidated financial statements include the accounts of SensiVida Medical
Technologies, Inc. f/k/a Mediscience Technology Corp. (“SensiVida”) and its
wholly-owned subsidiaries, Laser Diagnostic Instruments, Inc. (“Laser”),
Photonics for Women’s Oncology, LLC (“Photonics”) and Mediphotonics Development,
LLC (“Mediphotonics”), and Bioscopix, Inc. (“Bioscopix”), (collectively the
“Company”).   All significant intercompany transactions and
balances have been eliminated in consolidation.  All wholly-owned
subsidiaries are currently inactive.





The
Company has operated in one business segment and continues to be engaged in the
design and development of medical diagnostic instruments that detect cancer in
vivo in humans by using light to excite the molecules contained in tissue and
measuring the differences in the resulting natural fluorescence between
cancerous and normal tissue.  Effective March 3, 2009, with the merger
of SensiVida Medical Systems, Inc. into the Company’s wholly-owned subsidiary
BioScopix, Inc. (Note 10), the Company’s technology will also focus on the
automation of analysis and data acquisition for allergy testing, glucose
monitoring, blood coagulation testing, new tuberculosis testing, and cholesterol
monitoring.





The
consolidated financial statements as of and for the three and six month periods
ended August 31, 2009 and 2008 are unaudited and are presented pursuant to the
rules and regulations of the Securities and Exchange
Commission.  Certain financial information and footnote disclosures
normally included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to such
rules and regulations, although the Company believes that the accompanying
disclosures are adequate to make the information presented not
misleading.  In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for fair presentation have
been included and have been prepared on a consistent basis using the accounting
policies described in the Summary of Accounting Policies included in the Annual
Report of Form 10-KSB for the fiscal years ended February 28,
2009.  The interim operating results for the three and six months
ended August 31, 2009 may not necessarily be indicative of the operating results
expected for the full year.





Management’s
Plan


The
Company is subject but not limited to a number of risks similar to those of
other companies at this stage of development, including dependence on key
individuals, the development of commercially usable products and processes,
competition from substitute products or alternative processes, the impact of
research and product development activity, competitors of the Company, many of
whom have greater financial or other resources than those of the Company, the
uncertainties related to technological improvements and advances, the ability to
obtain adequate additional financing necessary to fund continuing operations and
product development and the uncertainties of future
profitability.  The Company expects to incur substantial additional
costs before beginning to generate income from product sales, including costs
related to ongoing research and development activities, preclinical studies and
regulatory compliance.  Substantial additional financing is needed by
the Company.





The
Company has no revenues, incurred significant losses from operations, has an
accumulated deficit and a highly leveraged position that raises substantial
doubt about the Company’s ability to continue as a going concern.  The
consolidated financial statements do not include any adjustments relating to
recoverability and classification of recorded asset amounts or the amount and
classification of liabilities that might be necessary should the Company be
unable to continue as a going concern.  The Company expects to incur
substantial expenditures to further the development and commercialization of its
products.  To achieve this, management will seek to enter into an
agreement with a consulting firm to be an advisor and explore options for the
Company to commercialize its technology, will seek additional financing through
private placements or other financing alternatives, and might also seek to sell
the Company or its technology.  There can be no assurance that
continued financings will be available to the Company or that, if available, the
amounts will be sufficient or that the terms will be acceptable to the
Company.




5




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES
 NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
 AUGUST 31,
2009




NOTE
1 – NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(CONT.)





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 revenues and expenses
during the reporting period.  Actual results could differ from those
estimates.





Equipment


Equipment
is stated at cost.  Depreciation is computed using the straight-line
method over an estimated useful life of five years.  Depreciation
expense was $-0- and $259 for the six months ended August 31, 2009 and 2008,
respectively.





Intellectual
Property


Intellectual
Property is stated at cost.  Amortization is computed using the
straight-line method over an estimated useful life of fifteen
years.  Amortization expense was $93,619 and $0 for the six months
ended August 31, 2009 and 2008, respectively.





Income
Taxes


The
Company accounts for income taxes under Statement of Financial Accounting
Standards (“SFAS”) No. 109, Accounting for Income Taxes,
which requires an asset and liability approach to financial accounting and
reporting for income taxes.  Deferred income tax assets and
liabilities are computed annually for temporary differences between the
financial statement and tax bases of assets and liabilities that will result in
taxable or deductible amounts in the future based on enacted tax laws and rates
applicable to the periods in which the differences are expected to affect
taxable income.  Valuation allowances are established when necessary
to reduce deferred tax assets to the amount expected to be
realized.  Income tax expense is the tax payable or refundable for the
period plus or minus the change during the period in deferred tax assets and
liabilities.





Research and
Development


Research
and development costs are charged to operations when incurred.  The
amounts charged to expense were $212,414 and $89,757 for the six months ended
August 31, 2009 and 2008, respectively.





Loss per Common
Share


In
accordance with SFAS No. 128, Earnings per Share, basic and
diluted net income or loss per share was computed using net income or loss
divided by the weighted average number of shares of common stock outstanding for
the period presented.  Because the Company reported a net loss for the
six months ended August 31, 2009 and 2008, common stock equivalents consisting
of options and warrants were anti-dilutive; therefore, the basic and diluted net
loss per share were the same.





Accounting for Stock-Based
Compensation


In
December 2004, the FASB issued Statement of Financial Accounting Standards
(SFAS) No. 123R, Share-Based
Payment.  SFAS No. 123R requires measurement of all employee
stock-based compensation awards using a fair value method and the recording of
such expense in the consolidated financial statements.  In addition,
the adoption of SFAS No. 123R requires additional accounting related to the
income tax effects and additional disclosure regarding the cash flow effects
resulting from share-based payment arrangements.  There were no
employee stock options issued during the six months ended August 31, 2009 and
2008.





Concentration of Credit Risk
Involving Cash


The
Company may have deposits with major financial institutions which exceed Federal
Deposit Insurance limits during the year.





Reclassifications


The
February 28, 2009 financial statements have been reclassified to conform to the
2010 financial statement presentation.




6




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES
 NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
 AUGUST 31,
2009




NOTE
1 – NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(CONT.)





RECENTLY
ADOPTED ACCOUNTING PRONOUNCEMENTS





In
September 2006, the FASB issued SFAS No. 157, Fair Value
Measurements.  SFAS No. 157 establishes a framework for measuring fair
value and expands disclosures about fair value measurements.  The
changes to current practice resulting from the application of this statement
relate to the definition of fair value, the methods used to measure fair value
and the expanded disclosures about fair value measurements.  SFAS No.
157 is effective for fiscal years beginning after November 15,
2007.   In February 2008, the FASB issued FSP No. SFAS 157-2,
Effective Date of FASB Statement No. 157, which provides a one-year deferral of
the effective date of SFAS No. 157 for non-financial assets and non-financial
liabilities, except those that are recognized or disclosed in the financial
statements at fair value at least annually.  Therefore the Company has
adopted on March 1, 2008, the provisions of SFAS No. 157 with respect to its
financial assets and liabilities only.  The Company adopted the
statement for nonfinancial assets and nonfinancial liabilities on March 1,
2009.  The adoption of this statement did not have a material impact
on its financial statements.





In
December 2007, the FASB issuedSFAS No. 141 (revised
2007), Business Combinations (“SFAS 141R”).  SFAS 141R establishes
principles and requirements for how an acquirer recognizes and measures in its
financial statements the identifiable assets acquired, the liabilities assumed,
any noncontrolling interest in the acquiree and the goodwill
acquired.  SFAS 141R also establishes disclosure requirements to
enable the evaluation of the nature and financial effects of the business
combination.  This statement is effective for the Company starting
March 1, 2009 and will change the accounting for business combinations on a
prospective basis.





On
December 4, 2007, the FASB issued SFAS No. 160, Noncontrolling Interest in
Consolidated Financial Statements (SFAS No. 160).  SFAS No. 160
requires all entities to report noncontrolling (minority) interests in
subsidiaries as equity in the consolidated financial statements.  The
statement establishes a single method of accounting for changes in a parent’s
ownership interest in a subsidiary that do not result in deconsolidation and
expands disclosures in the consolidated financial statements.  SFAS
No. 160 is effective for fiscal years beginning after December 15, 2008 and
interim periods within those fiscal years.  SFAS No. 160 is not
currently applicable to the Company.





In March
2008, the FASB issued SFAS No. 161, Disclosure about Derivative Instruments and
Hedging Activities which is effective January 1, 2009.  SFAS 161
requires enhanced disclosures about derivative instruments and hedging
activities to allow for a better understanding of their effects on an entity’s
financial position, financial performance and cash flows.  Among other
things, SFAS 161 requires disclosures of the fair values of derivative
instruments and associated gains and losses in a tabular
formant.  SFAS 161 is not currently applicable to the Company since
the Company does not have derivative instruments or hedging
activity.





In
      April 2008, the FASB issued FASB Staff Position (FSP) FAS 142-3,
      Determination of the Useful Life of Intangible Assets, which amends the
      factors that should be considered in developing renewal or extension
      assumptions used to determine the useful life of a recognized intangible
      asset under FASB Statement No. 142, Goodwill and Other Intangible
      Assets.  This Staff
      Position is effective for financial statements issued for fiscal years
      beginning after December 15, 2008, and interim periods within those fiscal
      years.  Early adoption is prohibited.  FSP No. 142-3
      is not currently applicable to the
Company,





In
      June 2008, the FASB issued FSP EITF 03-6-1, Determining Whether
      Instruments Granted in Share-Based Payment Transactions are Participating
      Securities.  This FSP provides that unvested share-based payment
      awards that contain nonforfeitable rights to dividendsor dividend
      equivalents (whether paid or unpaid) are participating securities and
      shall be included in the computation of earnings per share pursuant to the
      two-class method.  The Company does not currently have any
      share-based awards that would qualify as participating
      securities.




7




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES
 NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
 AUGUST 31,
2009




NOTE
1 – NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(CONT.)





In May
2008, the FASB issued FASB Staff Position (FSP) APB 14-1, Accounting for
Convertible Debt That May Be Settled in Cash Upon Conversion (Including Partial
Cash Settlement)(“FSP
14-1”).  FSP 14-1 will be effective for financial statements issued
for fiscal years beginning after December 15, 2008.  The FSP includes
guidance that convertible debt instruments that may be settled in cash upon
conversion should be separated between the liability and equity components, with
each component being accounted for in a manner that will reflect the entity’s
nonconvertible debt borrowing rate when interest costs are recognized in
subsequent periods.  FSP 14-1 is currently not applicable to the
Company.





In June
2008, the FASB issued EITF Issue No. 07-5, Determining Whether an Instrument (or
Embedded Feature) is Indexed to an Entity’s Own Stock (“EITF Issue No. 07-5”)
which is effective for financial statements for fiscal years beginning after
December 15, 2008, and interim periods within those fiscal years.  The
Issue addresses the determination of whether an instrument (or an embedded
feature) is indexed to an entity’s own stock, which is the first part of the
scope exception in Paragraph 11(a) of SFAS No. 133 for the purpose of
determining whether the instrument is classified as an equity instrument or
accounted for as a derivative instrument which would be recognized either as an
asset or liability and measured at fair value.  The guidance shall be
applied to outstanding instruments as of the beginning of the fiscal year in
which this Issue is initially applied.  Any debt discount that was
recognized when the conversion option was initially bifurcated from the
convertible debt instrument shall continue to be amortized.  The
cumulative effect of the change in accounting principles shall be recognized as
an adjustment to the opening balance of retained earnings.   The
standard is not currently applicable to the Company.





In April
2009, the FASB issued FASB Staff Position No. 107-1 (“FSP FAS 107-1”) and APB
28-1 (“APB 28-1”), which amends FASB Statement No. 107, Disclosures about Fair Value of
Financial Instruments and APB Opinion No. 28, Interim Financial Reporting,to require disclosures about the fair value of financial instruments for
interim reporting periods.  FSP FAS 107-1 and APB 28-1 is effective
for interim reporting periods ending after June 15, 2009.  The
adoption of this staff position did not have a material impact on the Company’s
financial statements.





In April
2009, the FASB issued FASB Staff Position No. 157-4 (“FSP FAS 157-4”), which
provides additional guidance in accordance with FASB No. 157 Fair Value Measurements,when
the volume and level of activity for the asset or liability has significantly
decreased.  FSP FAS 157-4 is effective for interim and annual
reporting periods ending after June 15, 2009.   The adoption of
this staff position did not have a material effect on its financial
statements.





In April
2009, the FASB issued FASB Staff Position No. 115-2 (“FSP FAS 115-2”) and FASB
Staff Position No. 124-2 (“FSP FAS 124-2”), which amends the
other-than-temporary impairment guidance for debt and equity
securities.  FSP FAS 115-2 and FSP FAS 124-2 is effective for interim
and annual reporting periods ending after June 15, 2009.   The
adoption of this staff position did not have a material effect on its financial
statements.





In May
2009, the FASB issued SFAS No. 165, Subsequent Events, which is
effective for the interim or annual financial periods ending after June 15,
2009.  SFAS No. 165 establishes general standards of accounting and
disclosure of events that occur after the balance sheet but before financial
statements are issued or are available to be issued.  However, since
the company is a public entity, management is required to evaluate subsequent
events through the date that financial statements are issued and disclose the
date through which subsequent events have been evaluated, as well as the date
the financial statements were issued.  SFAS No. 165 was adopted for
its interim period ending August 31, 2009.  Subsequent events have
been evaluated through the date the financial statements were issued as further
discussed in EITF Topic No. D-86.




8




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES
 NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
 AUGUST 31,
2009




NOTE
1 – NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(CONT.)





RECENTLY
ISSUED ACCOUNTING PRONOUNCEMENTS NOT YET ADOPTED





In June
2009, the FASB issued SFAS No. 168, The FASB Accounting Standards
Codification,which establishes the Codification as the source of
authoritative GAAP recognized by the FASB to be applied by nongovernmental
entities.  SFAS 168 is effective for financial statements issued for
interim and annual periods ending after September 15, 2009.  The
adoption of SFAS 168 is not expected to have an effect on the Company’s
financial reporting.





NOTE
2 – RELATED PARTY TRANSACTIONS





Legal
services rendered by Mr. Peter Katevatis amounted to $30,000 and $25,000 for the
six months ended August 31, 2009 and 2008, respectively.  These
amounts are recorded in general and administrative expense.  Effective
November 2008, Mr. Katevatis’ legal service agreement was amended to $60,000 per
year.





As part
of Mr. Katevatis’ prior employment agreement, the Company paid property taxes
and certain operating expenses on the home of Mr. Katevatis in lieu of rent,
since the Company’s operations were located in Mr. Katevatis’ home through
November 2008.  Expenses recognized were $-0- and $15,980 for the six
months ended August 31, 2009 and 2008, respectively, and are recorded in general
and administrative expense.  In December 2008, the Company leased an
office in Henrietta, New York.





See Note
7 for details regarding the Company’s consulting agreement with one of its
principal stockholders and Note 4 for related party loans and accrued
liabilities.





NOTE
3 – DEFERRED CHARGES





Expected
future amortization of deferred charges is as follows:





Years EndingFebruary
      28, 2010
                        
                        $
                        58,887February
      28, 2011
                        
                        
                        12,500$
                        71,387





NOTE
4 – ACCRUED LIABILITIES





Accrued
liabilities consist of the following:





August 31, 2009
                  
                  
                  February 28, 2009Legal
      and professional fees
                  
                  $
                  240,248
                  
                  
                  $
                  182,826Consulting
      and university fees
                  
                  
                  1,397,019
                  
                  
                  
                  1,440,615Salaries
      and wages
                  
                  
                  178,500
                  
                  
                  
                  2,148,786Accrued
      Interest
                  
                  
                  134,360
                  
                  
                  
                  275,969Expense
      Reimbursement
                  
                  
                  92,235
                  
                  
                  
                  92,235Totals
                  
                  $
                  2,042,362
                  
                  
                  $
                  4,140,431





Accrued
legal and professional fees include services rendered by Mr. Peter
Katevatis.  The amount of the accrual was $40,000 and $46,901 as of
August 31, 2009 and February 28, 2009, respectively (Note 2).




9




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES
 NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
 AUGUST 31,
2009




NOTE
4 – ACCRUED LIABILITIES (CONT.)





Accrued
consulting and university fees include costs owed to Dr. Robert R. Alfano, a
principal stockholder and former chairman of the Company’s Scientific Advisory
Board (Note 7), with respect to his prior consulting agreement, of $1,397,019 as
of August 31, 2009 and February 28, 2009.





Accrued
expense reimbursements of $92,235 were due to Dr. Alfano at August 31, 2009 and
February 28, 2009.  The Company has accrued these costs in conjunction
with Dr. Alfano’s prior consulting agreement.





Accrued
salaries and wages include amounts due to Mr. Katevatis of $-0- and $2,110,286
as of August 31, 2009 and February 28, 2009, respectively.





Mr.
Katevatis and Dr. Robert Alfano have agreed to forebear any and all collection
action for accrued fees and, in the case of Mr. Katevatis, his salary, including
forgiveness of interest, in exchange for the option of converting any such
accrued salary and fees into the Company’s common stock at $2.50 per
share.  The option is unlimited in duration.  If the Company
were to receive financing, either may elect to receive all or part of such
accrued salary or fees in cash or common stock.  As of August 31,
2009, accrued consulting fees and expenses amounted to $1,489,254 for Dr.
Alfano.





On March
23, 2009 Mr. Katevatis exercised his option to convert all outstanding salary
and fees accrued through November 3, 2008 totaling $2,147,187, along with the
termination of his employment agreement and anti-dilution rights in exchange for
1,172,510, shares of the Company’s common stock.





Accrued
salaries and wages include amounts due to Frank D. Benick, Chief Financial
Officer, of $16,000 and $6,000, as of August 31, 2009 and February 28, 2009,
respectively.





Accrued
salaries and wages also include amounts due to Kamal Sarbadhikari, Chief
Executive Officer, and Jose Mir, Chief Technical Officer of $56,250 and $6,250
each as of August 31, 2009 and February 28, 2009, respectively.





Accrued
salaries and wages include amounts due to David R. Smith, Chairman of the Board,
of $50,000 and $20,000 as of August 31, 2009 and February 28, 2009,
respectively.




NOTE
5 – CONVERTIBLE DEBT AND NOTE PAYABLE





Convertible
Debt


On
January 10, 2007, the Company commenced a Private Placement Offering for
$2,000,000 of 12% convertible promissory notes (“the Notes”) in amounts of not
less than $25,000.  The Notes shall be due and payable, together with
accrued and unpaid interest, on the earlier of April 15, 2008 for the first
$1,000,000 tranche and April 15, 2009 for the second $1,000,000 tranche (of
which $656,500 had been raised as of April 15, 2009) or three months after the
completion of the initial public offering (“the IPO”) of the shares of BioScopix
(now SensiVida Medical Technologies, Inc. as a result of the merger of BioScopix
into Mediscience Technology Corp. and subsequent name changes of the Company to
BioScopix and then SensiVida Medical Technologies, Inc. (SensiVida), after the
merger of BioScopix and SensiVida Medical Technologies, Inc. Holders of the
Notes may convert the notes into (i) cash in the amount of the principal and
accrued and unpaid interest due and a warrant exercisable until April 15, 2009
to purchase shares of BioScopix (now SensiVida) in an amount equal to 50% of the
principal of the Notes at an exercise price of 120% of the five day volume
weighted average preceding the effective date of the IPO of SensiVida or (ii)
shares of SensiVida at a price equal to 50% of the IPO price of the SensiVida
shares of common stock in an amount equal to the principal and accrued and
unpaid interest due on the Notes.  In accordance with EITF 00-27 under
option (ii), the carrying value of the Notes was reduced by the intrinsic value
of the beneficial conversion option resulting in a carrying value of
$-0-.  On January 29, 2008, the Notes were modified to provide for two
additional options.  In addition to options (i) and (ii), holders of
the notes may now also convert the notes into (iii) SensiVida stock with a six
month lockup in the amount of principal and accrued interest and receive 50%
warrant coverage at 75% of the SensiVida stock IPO price and (iv) combination of
alternatives (ii) and (iii).  The additional options did not require
an adjustment to the value of the Notes.





As of May
31, 2009, the notes have been accreted to their maturity
value.  Accretion of discount on convertible debt amounted to $86,036
and $382,906 for the six months ended August 31, 2009 and 2008,
respectively.




10




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES
 NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
 AUGUST 31,
2009




NOTE
5 – CONVERTIBLE DEBT AND NOTE PAYABLE (CONT.)





Accrued
interest payable as of August 31, 2009 and February 28, 2009 was $134,360 and
$275,969, respectively.  Interest expense for the six months ended
August 31, 2009 and 2008 was $100,280 and $89,644 respectively.





Effective
April 15, 2008, the first $1,000,000 tranche of the Notes were in
default.  Under the terms of the Notes, in the event of default, the
entire principal and unpaid accrued interest is immediately due and payable. The
January 29, 2008 modification of the Notes provided two additional options to
the Note holders as compensation for the delay of the IPO which was expected to
take place prior to April 15, 2009.





Effective
April 15, 2009, the second tranche of the Notes in the amount of $656,500 were
in default.  Under the terms of the Notes, in the event of default,
the entire principal and unpaid accrued interest is immediately due and
payable.





On July
31, 2009, certain note holders converted the note and accrued interest thru July
31, 2009 into common stock of the Company at the net price of $.35 per share
which represents 50% of the opening market value of the stock on this
date.  Principal of $1,205,000 and accrued interest of $249,326 were
converted into 4,155,222 shares of the Company’s common stock.





As of May
19, 2010, one convertible note holder demanded repayment of principal of $50,000
with a subsequent demand for accrued interest approximating
$17,588.  As of June 1, 2010,both principal and interest
had been satisfied.  The remaining notes are in default.





Note
Payable


On
September 1, 2005, SensiVida Medical Systems, Inc. (SensiVida) issued a $50,000
convertible subordinated note to the order of Excell Partners, Inc.
(Holder).  Principal and accrued interest was due and payable in one
installment on September 1, 2008, the maturity date.  Interest was
accruable at 2% per annum on the unpaid principal amount of the
Note.  Upon any default of this Note, the Holder has the right to
convert the Note to Common Stock of SensiVida.  The number of shares
of Common Stock would be determined by dividing the outstanding principal and
accrued interest to the date of conversion by the conversion price or fair
market value paid in a most recent Qualified Transaction by
SensiVida.  This note was assumed in the acquisition of SensiVida
Medical Systems, Inc. (Note 10).  The note is presently in
default.  The amount drawn on the note at August 31, 2009 and February
28, 2009 was $49,828 and $-0-, respectively.  Interest accrued on the
note was $3,355 and $-0- as of August 31, 2009 and February 28, 2009,
respectively.





NOTE
6 - PREFERRED STOCK SUBSCRIBED





During
February 2009, a current shareholder advanced $150,000 plus an additional
$100,000 received in March 2009 in exchange for 2,500 of Series B Preferred
stock having a par value of $100 (the shares).  Each Series B
Preferred share is convertible into 150 shares of common stock for a total of
375,000 shares of common stock together with warrants to purchase up to 50,000
shares of common stock with an exercise price of $1.00.  Because the
Company did not have the required authorized Preferred Stock to execute this
transaction, the Company has recorded the advances as a liability.





On April
13, 2010, the Company and a current preferred stock subscriber mutually agreed
to revised terms on a prior $250,000 unissued preferred stock subscription
agreement.  The new terms call for a “ratcheted” conversion to common
stock, at a price of $0.35 from $0.66.  In addition, accrued interest
of $34,849 as of May 1, 2010, on the $250,000 subscription, the subscription,
plus a 10% premium of $28,485 on the principal and accrued interest all totaling
$313,334, are available at the option of subscriber to roll over the total into
the Company’s current Series A subscription agreement.  Also the
$50,000 loan (see Note 5) plus accrued interest of $3,929 as of May 1, 2010 for
a total of $53,929, can also be rolled over into the current Series A
subscription agreement at the option of the subscriber.  In addition,
warrants to purchase 50,000 shares of common stock have been “ratcheted”
downward from $0.66666 to $0.35, resulting in a proportional increase in the
warrants to purchase 95,237 common shares.




11


SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES
 NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
 AUGUST 31,
2009




NOTE
7 – INCOME TAXES





There is
no income tax benefit for the losses for the three and six months ended August
31, 2009 and 2008 because the Company has determined that the realization of the
net deferred tax asset is not assured.  The company has created a
valuation allowance for the entire amount of such.  There was no
change in unrecognized tax benefits during the period ended August 31, 2009 and
there was no accrual for uncertain tax positions as of August 31,
2009.





NOTE
8– COMMITMENTS AND CONTINGENCIES





Dr. Robert R.
Alfano


The
Company had a consulting agreement (the “Agreement”) through March 2007 with Dr.
Robert R. Alfano, a principal stockholder of the Company and prior Chairman of
its Scientific Advisory Board.  Pursuant to the terms of the
Agreement, Dr. Alfano was paid a consulting fee of not less than $150,000 per
annum in exchange for services to be rendered for approximately fifty days per
annum in connection with the company’s medical photonics
business.  The Agreement further provided that Dr. Alfano was to be
paid a bonus and fringe benefits in accordance with policies and formulas
provided to key executives of the Company.  The agreement expired on
March 5, 2007.





In
connection with the acquisition of patent rights to its cancer detection
technology, the Company assumed an obligation to pay to Dr. Alfano’s daughter a
royalty of one percent of the gross sales derived from any equipment made,
leased or sold which utilizes the concepts described in the Company’s cancer
detection patent.  Since there has been no revenue, no amounts have
been paid during the six months ended August 31, 2009 and August 31,
2008.





Other
Royalties


The
Company obtained worldwide licensing rights for patents from Yale University and
has agreed to pay royalties based on net sales of all products generated from
the patents and fifty percent of any income received from sublicensing of the
patents.  The Company has not recorded any revenues since the
inception of this agreement and therefore has not recorded or paid any royalties
during the six months ended August 31, 2009 and August 31, 2008.





Employment
Agreements


Mr. Peter
Katevatis, the Chief Executive Officer, Chairman and a stockholder of the
Company, had an employment agreement.  The prior agreement was renewed
on March 5, 2007 which increased his salary from $200,000 to $250,000 per year.
The agreement also provided for a bonus and fringe benefits in accordance with
policies and formulas mutually agreed upon by Mr. Katevatis and the Board of
Directors.  The contract was due to expire on March 5,
2015.  In November 2008, Mr. Katevatis terminated his employment
agreement as Chief Executive Officer and Chairman along with his anti-dilution
rights and exercised his option to convert all outstanding salary and fees
accrued thru November 2008 in exchange for 1,172,510 shares of the Company’s
common stock.





On
November 15, 2005, the Company entered into a two year employment agreement with
Frank D. Benick as Chief Financial Officer.  Mr. Benick will be paid a
monthly salary of $3,000 per month for the first two months, then increasing to
$4,000 per month for the remaining term of the agreement and received an option
to purchase 30,000 shares of common stock at $10.00 per share.  This
agreement has not been formally updated.





On
November 5, 2008, the Company entered into a three (3) year employment contract
with Kamal Sarbadhikari as Chief Executive Officer and Jose Mir as Chief
Technical Officer.  Mr. Sarbadhikari and Mr. Mir will each be paid a
base salary of $150,000 per annum.





On
November 10, 2008, the Company entered into a three (3) year employment contract
with David R. Smith as Chairman of the Board.  Mr. Smith will be paid
$60,000 per annum.




12




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES
 NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
 AUGUST 31,
2009




NOTE
9 – STOCKHOLDERS’ DEFICIT





Reverse Stock
Split


The
consolidated balance sheets, statements of changes in stockholders’ deficit, and
related notes to consolidated financial statements have been adjusted to reflect
a 10 for 1 reverse stock split that was effective May 18, 2009.





Preferred
Stock


The
Company is authorized to issue 5,000 shares of preferred stock, $.01 par value
per share, which may be issued from time-to-time in one or more series, the
terms of which may be designated by the Board of Directors without further
action by stockholders.  Any preferred stock issued will have
preferences with respect to dividends, liquidation and other rights, but will
not have preemptive rights.





Holders
of series A preferred stock are entitled to a preference of $100 per share,
before any payment is made to holders of common stock in liquidation of the
assets of the Company.  Additionally, holders of Series A preferred
stock have no redemption or dividend rights and vote only with respect to
corporate matters affecting their respective rights, preferences or limitations,
but do not vote for the election of directors or on general corporate
matters.





Common Stock Issued for
Services


During
May and July 2009, the company issued 16,333 restricted shares of its common
stock with a value of $12,086 to a group of consultants in exchange for
professional services, as per their agreements.  The transactions were
recognized based on the fair market value of the shares issued (the closing
price of the Company’s common stock of the date of agreement or date of
issuance).





Common Stock Issued In
Acquisition of SensiVida Medical Systems, Inc.


On March
3, 2009, the Company (formerly known as Mediscience Technology Corp.) and
SensiVida Medical Systems, Inc. completed a merger of the two companies, with
Mediscience changing its name to SensiVida Medical Technologies,
Inc.  As consideration for the merger, the Company issued 3,333,333
shares of the Company’s common stock, valued at $2,751,000 to the three
stockholders of SensiVida Medical Systems, Inc. as consideration for the
transaction.





Common Stock Issued in
Cancellation of Shareholder Debt


In March
2009, the Company issued 1,172,510 shares of its common stock to Mr. Katevatis
in settlement of all his accrued fees and salary to include termination of his
employment agreement as Chief Executive Officer and Chairman, along with
cancellation of his anti-dilution rights.





Common Stock Issued for
Future Services


During
July 2009, the Company issued 50,000 restricted shares of its common stock with
a value of $37,500 to a medical consultant in exchange for professional
services, as per agreement.  The transaction was recognized based on
the fair market value of the shares issued (the closing price of the company’s
common stock of the date of the issuance).





Common Stock
Subscribed


In August
2009, the Company received $30,000 for 30,000 shares of the Company’s common
stock.  As of August 31, 2009, the shares have not yet been
issued.





2003 Consultants Stock
Plan


The Board
of Directors previously adopted, subject to stockholder approval, a 2003
Consultants Stock Plan (“Consultants Plan”).  The Consultants Plan was
subsequently approved by the stockholders on February 17, 2004.  The
aggregate number of shares that may be issued under the options shall not exceed
700,000.  No options were issued prior to stockholder approval and no
options were outstanding under this plan as of August 31, 2009 and August 31,
2008.




13




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES
 NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
 AUGUST 31,
2009




NOTE
9 – STOCKHOLDERS’ DEFICIT (CONT.)





1999 Incentive Stock Option
Plan


The Board
of Directors previously adopted, subject to stockholder approval, a 1999
Incentive Stock Option Plan (the “Plan”) for officers and employees of the
Company.  The stockholders subsequently approved the Plan on February
17, 2004.  Accordingly awards issued under the Plan prior to February
17, 2004 were deemed not to be granted until that date.  The aggregate
number of shares that may be issued under the options shall not exceed
300,000.





Stock
Options


Activity
related to stock options during the six months ended August 31, 2009 is as
follows:





Exercise
                    
                    
                    WeightedPrice
                    
                    
                    Avg. ExerciseShares
                    
                    
                    Range
                    
                    
                    PriceOutstanding,
      February 28, 2009
                    
                    
                    30,000
                    
                    
                    $
                    10.00
                    
                    
                    $
                    10.00Granted
                    
                    
                    -Forfeited
                    
                    
                    -Outstanding,
      August 31, 2009
                    
                    
                    30,000
                    
                    
                    $
                    10.00
                    
                    
                    $
                    10.00





Stock
Warrants


Stock
warrant activity during the six months ended August 31, 2009 was as
follows:





Exercise
                                  
                                  
                                  WeightedShares
                                  
                                  
                                  Price
                                  
                                  
                                  Avg. ExerciseAvailable
                                  
                                  
                                  Range
                                  
                                  
                                  PriceOutstanding,
      February 28, 2009
                                  
                                  
                                  399,933
                                  
                                  
                                  $1.00
      - 30.00
                                  
                                  
                                  $
                                  9.00Granted
                                  
                                  
                                  50,000
                                  
                                  
                                  1.00Exercised
                                  
                                  
                                  -
                                  
                                  
                                  -Forfeited
                                  
                                  
                                  -
                                  
                                  
                                  -Outstanding,
      August 31, 2009
                                  
                                  
                                  449,933
                                  
                                  
                                  $1.00
      - $30.00
                                  
                                  
                                  $
                                  9.11





In
conjunction with the Preferred Stock Subscription, the Company granted warrants
to purchase 50,000 shares of common stock at an exercise price of $1.00 per
share.  The warrants have a five year term.





Anti-Dilution
Rights


The
Company and Mr. Peter Katevatis had an anti-dilution rights agreement which
provided that Mr. Katevatis’ ownership interest would at all times represent 17%
of the issued and outstanding shares of the Company.  The
anti-dilution rights were exercisable at Mr. Katevatis’ sole
discretion.  In November 2008, Mr. Katevatis terminated his employment
agreement as Chief Executive Officer and Chairman along with his anti-dilution
rights and on March 23, 2009 exercised his option to convert all outstanding
salary and fees accrued thru November 2008 in exchange for 1,172,510 shares of
the Company’s common stock.





The
Company and Dr. Robert Alfano had an anti-dilution rights agreement which
provided that Dr. Alfano’s ownership interest would at all times represent 4% of
the issued and outstanding shares of the Company.  The anti-dilution
rights were exercisable at Dr. Alfano’s sole discretion.  As of
February 28, 2007, the Company was obligated to issue an additional 1,400 shares
to Dr. Alfano in connection with the anti-dilution rights.   As a
result of the completion of Dr. Alfano’s consulting agreement as of March 5,
2007, the anti-dilution rights terminated.  Subsequent to March 5,
2007, Dr. Alfano was issued 6,400 shares of the Company’s common stock in
connection with the anti-dilution rights of which 5,000 shares were issued in
error.  The Company has placed a stop order and requested the 5,000
shares be returned by Dr. Alfano for cancellation.




14




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES
 NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
 AUGUST 31,
2009


NOTE
10 - ACQUISITION OF SENSIVIDA MEDICAL SYSTEMS, INC.





On
November 5, 2008, Mediscience Technology Corp., a New Jersey corporation
(“Mediscience”) entered into an agreement and plan of reorganization (the
“Merger Agreement”) with SensiVida Acquisition Corp., a Delaware corporation and
wholly-owned subsidiary of Mediscience (“Merger Sub”), and SensiVida Medical
Systems, Inc., a Delaware corporation (“SensiVida”), pursuant to which Merger
Sub will be merged into SensiVida and thereafter SensiVida will be merged with
and into Mediscience (the “Merger”).  As a condition precedent to
completing the Merger, on January 29, 2009, BioScopix, Inc., a Delaware
corporation and wholly-owned subsidiary of Mediscience, merged with and into
Mediscience, with the surviving corporation changing its name to BioScopix, Inc.
(such surviving corporation hereafter referred to as the
“Company”).





On March
3, 2009, the Company and SensiVida completed the Merger and the Company changed
its name to SensiVida Medical Technologies, Inc.  As consideration for
the Merger, the Company issued 3,333,333 shares of the company’s common stock,
par value $.01 per share (the “Common Stock”) to the three stockholders of
SensiVida as consideration for the transaction.  In addition, the
Company issued 1,172,510 shares of its Common Stock to Mr. Katevatis in
settlement of all of his accrued claims and salary, to include termination of
his employment agreement as Chief Executive Officer and Chairman, along with
cancellation of his anti-dilution rights.





The
merger will be accounted for under the acquisition method in accordance with
SFAS 141(R), Business Combination.  The merger of SensiVida Medical
Systems, Inc. into the Company’s wholly-owned subsidiary BioScopix, Inc. will
enable the Company to focus on the automation of analysis and data acquisition
for allergy testing, glucose monitoring, blood coagulation testing, new
tuberculosis testing, and cholesterol monitoring.  The fair value of
the consideration was approximately $2,751,000, the value of the 3,333,333
shares on March 3, 2009, which includes the assumption of various liabilities
totaling approximately $58,000.  The Company has completed its
valuation of the identifiable assets acquired and liabilities assumed at their
acquisition date fair values as follows:





Cash
                  
                  $
                  558Technology
      with Patents Pending Approval
                  
                  
                  2,808,563Note
      Payable
                  
                  
                  (49,828
                  )Accrued
      Expenses
                  
                  
                  (2,437
                  )Officer
      Loan
                  
                  
                  (5,524
                  )$
                  2,751,332





The
Company engaged the services of a valuation firm to estimate the fair value of
SensiVida Medical Systems, Inc.  Based on the valuation report, the
acquisition date fair values of the assets acquired and the liabilities assumed
ranged from $591,000 to $7,740,000.  Due to the wide range in
valuation amounts and uncertainty of realizing the probabilities employed in the
valuation, the Company has used the fair value of the common stock issued,
$2,751,000, as it approximates the fair value of the assets acquired and
liabilities assumed.





The
operating results of the acquired company have been included in the consolidated
financials statements from the date of acquisition, effective as of March 1,
2009 for accounting purposes.  The following table provides the
unaudited proforma results of operations as if the acquisition had occurred as
of March 1, 2008:





Six Months Ended
                  
                  
                  Three Months EndedAugust 31, 2008
                  
                  
                  August 31, 2008Net
      Sales
                  
                  $
                  -0-
                  
                  
                  $
                  -0-Net
      Loss
                  
                  $
                  (999,210
                  )
                  
                  $
                  (419,892
                  )Basic
      and Diluted Loss Per Common Share
                  
                  $
                  (0.149
                  )
                  
                  $
                  (0.062
                  )





15




SENSIVIDA MEDICAL
TECHNOLOGIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS


AUGUST 31,
2009





NOTE
11 - SUBSEQUENT EVENTS





Amendment of Certificate of
Incorporation


On March
1, 2010, the Board of Directors approved and on March 1, 2010, the holders of a
majority of the voting capital stock approved an amendment to restate the
Certificate of Incorporation to provide for the increase in the total number of
authorized shares of the Company’s common and preferred stock.





The
aggregate number of shares which the Company shall have authority to issue is
100,000,000, 89,000,000 of which shall be common stock, $.01 par value per share
and 11,000,000 of which shall be preferred stock, $.01 par value per
share.  10,000,000 shares of preferred stock are designated Series A,
convertible preferred stock and 1,000,000 shares of preferred stock shall have
all preferences and characteristics to be determined by the Company’s Board of
Directors on a case-by-case basis, prior to issuance.





The
Series A Preferred stock shall have the following relative rights, preferences
and limitations:





a).     The
Series A Preferred stock shall bear interest at 12% per annum, such interest to
accrue and be paid in cash at the end of three years from the date of issuance
of the Series A Preferred stock or in shares of common stock if the holder of
the Series A Preferred stock elects to convert the Series A Preferred
stock.





b).     The
holders of the Series A Preferred stock shall be entitled to receive, when, as
and if declared by the Board of Directors out of funds legally available
therefore, dividends, whether in cash or stock, in preference to the holders of
common stock.





c).     The
holders of the Series A Preferred stock shall be entitled to a preference over
holders of common stock with regard to distribution of assets in the event of
any liquidation, dissolution or winding-up of the Company, whether voluntary or
involuntary.





d).     The
shares of Series A Preferred stock shall not entitle the holder thereof to have
any right to vote or to receive any notice of any meeting of the holders of the
Company’s stock or to exercise any voting power.





e).     The
Series A Preferred stock  may, at any time for a period of three years
from the date of its issuance, at the option of the holders thereof, be
converted into common stock at a price of $0.35 per share (as adjusted for
subsequent stock dividends, stock splits, combinations, recapitalizations or the
like).





Series A Convertible
Preferred Stock Offering


Subsequent
to the Company’s February 28, 2010 fiscal year end, the Company began an
offering of a maximum of $10,000,000 of Series A Preferred stock at $1.00 per
share.  The Series A Preferred stock is convertible into shares of the
Company’s common stock, par value $.01 per share at $0.35 per share for a period
of three years from the date of issuance and bears interest at 12% per annum,
such interest to accrue and be paid in cash at the end of three years from the
date of issuance of the Series A Preferred stock or in shares of common stock if
the investor elects to convert the Series A Preferred stock.  The
investor also will receive warrants to acquire shares of common stock in an
amount equal to 50% of the number of shares of common stock into which the
Series A Preferred stock converts.  The exercise price of the warrant
is also at $1.00 per share.  Series A Preferred stock subscriptions to
date have exceeded $1,000,000.


16


Item
      2.
            Managements
      Discussion and Analysis of Financial Condition and Results of
      Operation





Results of
Operations





Six Months Ending August 31,
2009 Compared to


Six Months Ending August 31,
2008





Revenues





We had no
revenues during the six months ending August 31, 2009 and August 31,
2008.  Our focus was our continued development of our light-based
technology.  Effective March 3, 2009, with the merger of SensiVida
Medical Systems, Inc. into the Company’s wholly-owned subsidiary BioScopix,
Inc., the Company’s technology will primarily focus on the automation of
analysis and data acquisition for allergy testing, glucose monitoring, blood
coagulation testing, tuberculosis testing, and cholesterol
monitoring.





General and Administrative
Expense





General
and administrative expenses increased approximately $211,000, or 48%, during the
current six month period ended August 31, 2009 as compared to the six month
period ended August 31, 2008.  The increase was the net of increases
and decreases in major expense components.  Salaries, wages and
related expenses approximating $204,000 increased approximately $55,000 over the
prior year period, as a result of the employment agreements of the new CEO, CTO
and Chairman of the Board.  In addition, professional fees increased
approximately $160,000 during the current period, primarily to the increased
professional activities associated with the merger and related
matters.  Also, adding to the increase in general and administrative
expense was approximately $94,000 of amortization costs associated with the
Company’s intellectual property.  As an offset to the increases, there
was a decrease in financial service (bridge fees and related costs) totaling
approximately $77,000.  In addition, all other general and
administrative expenses decreased approximately $21,000.





Product Development
Expense





Product
development expense increased approximately $123,000, or 137%, during the
current six month period ended August 31, 2009 when compared to the prior six
month period ended August 31, 2008.  The increase is due to allergy
research being conducted in Rochester, NY, by the Company and its
consultants.





Cancellation of
Indebtedness





The
Company has written off certain accrued outside consulting fees totaling $43,597
that had been outstanding for a number of years due to lack of completion of the
engagement by the consultant.





Liquidity and Capital
Resources





We had a
deficiency in working capital as of August 31, 2009 of approximately $3,067,000
compared to a deficiency of approximately $5,841,000 at February 28, 2009
representing a decrease in the deficiency of approximately $2,774,000 for the
current six month period ended August 31, 2009.  The decrease in the
deficiency consisted of a decrease of approximately $83,000 in current assets,
consisting of cash and prepaid expenses, and an offsetting decrease of
approximately $2,856,000 in current liabilities.  The principal reason
for the decline in accrued liabilities is the cancellation of approximately
$2,147,000 of obligations to Mr. Katevatis who terminated his employment
agreement as Chief Executive Officer and Chairman along with his anti-dilution
rights and exercised his option to convert an outstanding salary and fees
accrued thru November 2008 in exchange for 1,172,510 shares of the Company’s
common stock.  In addition, certain note holders converted $1,205,000
of note principal and $249,326 of accrued interest into common stock of the
Company.  The current deficiency in working capital is primarily
represented by accruals for professional fees, consulting, salaries and wages
and convertible debt.


17





Our
ability to continue our operations is largely dependent upon obtaining
regulatory approval for the commercialization of our allergy testing
technology.  There can be no assurance as to whether or when the
various requisite government approvals will be obtained or the terms or scope of
these approvals, if granted.  We intend to defray the costs of
obtaining regulatory approval for the commercialization of such technology by
the establishment of clinical trial arrangements with medical
institutions.  We intend to continue to pursue the establishment of
co-promotional arrangements for the marketing, distribution and commercial
exploitation of our technology.  Such arrangements, if established,
may include up-front payments, sharing of sales revenues after deduction of
certain expenses, and/or product development funding.  Our management
anticipates that substantial resources will be committed to a continuation of
our research and development efforts and to finance government regulatory
applications.  While management believes that we will obtain
sufficient funds to satisfy our liquidity and capital resources needs for the
short term from the private placement of our securities and short term
borrowings, no assurances can be given that additional funding or capital from
other sources, such as co-promotion arrangements, will be obtained on a
satisfactory basis, if at all.  In the absence of the availability of
financing on a timely basis, we may be forced to materially curtail or cease our
operations.  Our operating and capital requirements, as described
above, may change depending upon several factors, including: (i) results of
research and development activities; (ii) competitive and technological
developments; (iii) the timing and cost of obtaining required regulatory
approvals for our products; (iv) the amount of resources which we devote to
clinical evaluation and the establishment of marketing and sales capabilities;
and (v) our success in entering into, and cash flows derived from, co-promotion
arrangements.





Off-Balance Sheet
Arrangements





We have
no off-balance sheet arrangements that have or are reasonably likely to have a
current or future effect on our financial condition, changes in financial
condition, revenues or expenses, results of operations, liquidity, capital
expenditures or capital resources that is material to investors.





Critical Accounting
Policies





The
preparation of financial statements requires management to make estimates and
assumptions that affect amounts reported herein.  The most significant
of these involve the use of estimates.  In each situation, management
is required to make estimates about the effects of matters or future events that
are inherently uncertain.





The
financial statements are prepared in conformity with accounting principles
generally accepted in the United States of America, and, as such, include
amounts based on informed estimates and judgments of management, such
as:





Ø
            Determining
      accruals and contingencies;


Ø
            Valuing
      options and other equity
instruments;


Ø
            Reviewing
      the realization/recoverability of deferred costs resulting from the
      issuance of common stock to acquire certain consulting services to be
      rendered in future periods.


Ø
            Deferred
      tax valuation allowance.


Ø
            Measurement
      of effects on business
combinations.





The
Company used what it believes are reasonable assumptions where applicable,
established valuation techniques in making its estimates.  Actual
results could differ from those estimates.


18




Item
      3.
            Quantitative
      and Qualitative Disclosures About Market
Risk





Not Applicable





Item
      4T.
            Controls
      and Procedures





(a) Evaluation of Disclosure Controls
and Procedures





As of
June 30, 2009, our board of directors carried out an evaluation of the
effectiveness of the design and operation of our “disclosure controls and
procedures” (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities
exchange Act of 1934, as amended (the Exchange Act”) under the supervision and
with the participation of our management, including Kamal Sarbadhikari, Chief
Executive Officer.  Based upon that evaluation, Mr. Kamal Sarbadhikari
concluded that our disclosure controls and procedures are not effective based on
material weaknesses identified by management as described in Management’s Report
on Internal Control over Financial Reporting set forth in Item 9A of our Annual
Report on Form 10-K for the period ended February 28, 2009.





Disclosure
controls and procedures are controls and other procedures that are designed to
ensure that information required to be disclosed in our reports filed or
submitted under the Exchange Act are recorded, processed, summarized and
reported, within the time periods specified in the Securities and Exchange
Commission’s (the “SEC”) rules and forms.





Disclosure
controls and procedures include, without limitation, controls and procedures
designed to ensure that information required to be disclosed in our reports
filed under the Exchange Act is accumulated and communicated to management to
allow timely decisions regarding required disclosure.





(b)
      Change in Internal Control over Financial
  Reporting





No change
in our internal control over financial reporting occurred during our most recent
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, our internal control over financial
reporting.


19


PART II - OTHER
INFORMATION




Item
      1.
            Legal
      Proceedings





In
October 2009, a civil action was entered against the Company by Dr. Robert
Alfano.  The litigation centers around payment for accrued consulting
fees and expenses totaling approximately $1,490,000.  In addition, Dr.
Alfano is contesting the termination of his anti-dilution rights and the
transfer of his former Mediscience Technology Corp. stock into SensiVida Medical
Technologies, Inc. stock.  The Company filed a response to his
action.  The matter is pending.





Item
      1A.
            Risk
      Factors





Not Applicable





Item
      2.
            Unregistered Sales of
      Equity Securities and Use of
Proceeds





During
July 2009, the company issued 13,000 restricted shares of its common stock with
a value of $9,290 to two consultants in exchange for professional services, as
per their agreement.  The transaction was recognized based on the fair
market value of the shares issued (the closing price of the Company’s common
stock on the date of agreement).





Common Stock Issued for
Future Services





During
July 2009, the Company issued 50,000 restricted shares of its common stock with
a value of $37,500 to a medical consultant in exchange for professional
services, as per agreement.  The transaction was recognized based on
the fair market value of the shares issued (the closing price of the company’s
common stock of the date of issuance).





Item
      3.
            Defaults Upon Senior
      Securities





Effective
April 15, 2008, the first $1,000,000 tranche of the Company’s 12% convertible
promissory notes (the “Notes”) were in default.  Under the terms of
the Notes, in the event of default, the entire principal and unpaid accrued
interest is immediately due and payable.  The January 29, 2008
modification of the Notes provided two additional options to the Note holders as
compensation for the delay of the secondary offering which is expected to take
place prior to April 15, 2009.





Effective
April 15, 2009, the second tranche of the Notes in the amount of $656,500 were
also in default.  Under the terms of the Notes, in the event of
default, the entire principal and unpaid accrued interest is immediately due and
payable.





On July
31, 2009, certain note holders converted the note and accrued interest thru July
31, 2009 into common stock of the company at the net price of $.35 per
share.  Principal of $1,205,000 and accrued interest of $249,326 were
converted into 4,155,222 shares of the Company’s common stock.





The
Company acquired a $50,000 convertible subordinated note as part of its recent
acquisition of SensiVida Medical Systems, Inc.  The note was in
default upon acquisition and continues to remain in default.  The
Company is currently in the process of negotiating a settlement.





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





None


20




Item
      5.
            Other
      Information





Common Stock
Subscribed





In August
2009, the Company received $30,000 for 30,000 shares of the Company’s common
stock.  As of August 31, 2009, the shares have not yet been
issued.





Item
      6.
            Exhibits





10.1
              Notification
      that as of October 12, 2009, Peter Katevatis tendered his letter of
      resignation as a Director.*





31.1
            Certification
      of the President required by Rule 13a-14(a) or Rule
    15d-14(a)





31.2
            Certification
      of the Chief Financial Officer required by Rule 13a-14(a) or Rule
      15d-14(a)





32
              Certification
      of the President and Chief Financial Officer required by Rule 13a-14(b) or
      Rule 15d-14(b) and 18 U.S.C.
1350





*
            Previously
      filed




21


SIGNATURES





Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.




SENSIVIDA
      MEDICAL TECHNOLOGIES, INC.(Registrant)June
      16, 2010
                  By:  /s/
      Jose MirJose
      MirPresidentJune
      16, 2010
                  By:  /s/
      Frank D. BenickFrank
      D. Benick, CPAChief
      Financial OfficerPrincipal
      Financial and Accounting
Officer




22


EXHIBIT
INDEX





EXHIBIT NO.
              
              DESCRIPTION10.1
              
              Notification
      that as of October 12, 2009, Peter Katevatis tendered his letter of
      resignation as a Director.*31.1
              
              Certification
      of the President required by Rule 13a-14(a) or Rule
    15d-14(a)31.2
              
              Certification
      of the Chief Financial Officer required by Rule 13a-14(a) or Rule
      15d-14(a)32
              
              Certification
      of the President and Chief Financial Officer required by Rule 13a-14(b) or
      Rule 15d-14(b) and 18 U.S.C.
1350





*
Previously filed


23