U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                         AMENDMENT NO. 1 TO FORM 10-QSB


(MARK ONE)

[X]  QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934 FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 1999

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934 FOR THE TRANSITION PERIOD FROM __________ TO  __________

COMMISSION FILE NUMBER:

                       L.O.M. MEDICAL INTERNATIONAL, INC.
        (Exact name of small business issuer as specified in its charter)

DELAWARE
(State or other                                                   98-0178784
jurisdiction of             (Primary Standard                  (I.R.S. Employer
incorporation or            Industrial Classification        Identification No.)
organization)               Code Number)

#3 - 1482 Springfield Road, Kelowna  British Columbia, Canada          VIY 5V3
          (Address of principal executive offices)                    (Zip Code)

                                 (250) 762-7552
                (Issuer's Telephone Number, including Area Code)


                              Thomas E. Stepp, Jr.
                              Stepp & Beauchamp LLP
                           1301 Dove Street, Suite 460
                         Newport Beach, California 92660
                             Telephone: 949.660.9700
                             Facsimile: 949.660.9010
            (Name, Address and Telephone Number of Agent for Service)


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

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity,  as of the latest  practical  date.  As of August 31,  1999,  there were
5,538,849  shares of the  issuer's  $.001  par value  common  stock  issued  and
outstanding.

<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Consolidated Balance Sheet
$ United States

August 31, 1999 and May 31, 1999
(Unaudited - Prepared by Management)

<TABLE>
<CAPTION>

-----------------------------------------------------------------------------------------------
                                                               August 31,              May 31,
                                                                     1999                 1999
-----------------------------------------------------------------------------------------------

Assets

Current assets
<S>                                                         <C>                  <C>
     Cash                                                   $     343,546        $     346,646
     Accounts receivable                                           32,765               26,442
     Prepaid expenses                                               3,452                3,453
-----------------------------------------------------------------------------------------------
                                                                  379,763              376,541

Product rights and patent costs (note 3)                           15,630               16,740

Capital assets (note 4)                                            46,799               49,869

-----------------------------------------------------------------------------------------------
                                                            $     442,192        $     443,150
===============================================================================================

Liabilities and Stockholders' Equity

Current liabilities
     Accounts payable and accrued liabilities               $      38,723        $      36,404

Redeemable preferred shares (note 5)                              301,727              301,727

Share subscriptions (note 6(b))                                    90,956               62,731

Stockholders' equity
     Capital stock (note 6)                                         5,538                5,519
     Additional paid in capital                                 1,233,721            1,171,009
     Deficit accumulated during the development stage          (1,251,799)          (1,157,566)
     Accumulated other comprehensive income                        23,326               23,326
-----------------------------------------------------------------------------------------------
                                                                   10,786               42,288

-----------------------------------------------------------------------------------------------
                                                            $     442,192        $     443,150
===============================================================================================
</TABLE>

See accompanying notes to financial statements

On behalf of the Board:

_____________________  Director

_____________________  Director

<PAGE>


L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Consolidated Statement of Loss
$ United States

For the three  months  ended  August 31, 1999 and 1998
(Unaudited - Prepared by Management)

<TABLE>
<CAPTION>

------------------------------------------------------------------------------------------------------
                                               From Inception
                                             (March 17, 1997)               1999                 1998
                                           to August 31, 1999
------------------------------------------------------------------------------------------------------


Expenses
<S>                                           <C>                  <C>                  <C>
     Advertising                              $       12,118       $           -        $         874
     Amortization                                     32,611               4,042                  968
     Automotive                                       29,713               2,786                2,662
     Consulting fees                                  75,864               8,078                 -
     Design plans                                     10,911                  -                 2,728
     Director's fees                                  15,424                  -                 2,130
     Foreign exchange loss (gain)                      3,459                 829               (2,162)
     Insurance                                         3,424                   -                  401
     Interest and bank charges                         4,082                 795                  234
     Legal and accounting                            106,248              16,739                9,851
     Licences, fees and dues                             865                   -                   73
     Management fees                                 248,917              34,404               35,965
     Office and administration                       123,146              15,446                6,867
     Product development                               8,799                  -                   396
     Promotion and entertainment                      13,281                 453                1,472
     Rent                                             89,957              10,265                7,635
     Repairs and maintenance                           2,316                   -                  493
     Telephone and utilities                          29,833               2,633                2,376
     Travel                                           33,991                 647                2,540
     Video production                                 20,040                   -                1,893
     Write down of inventory                          55,734                   -                 -
     Write down of product rights and
       patent costs                                  374,128                   -                 -
------------------------------------------------------------------------------------------------------
                                                   1,294,861              97,117               77,396

------------------------------------------------------------------------------------------------------
Loss from operations                              (1,294,861)            (97,117)             (77,396)

Other income
     Interest income                                  43,062               2,884                4,086
------------------------------------------------------------------------------------------------------
                                                  (1,251,799)            (94,233)             (73,310)


------------------------------------------------------------------------------------------------------
Net loss                                      $   (1,251,799)      $     (94,233)       $     (73,310)
======================================================================================================


Loss per share                                                     $       (0.02)       $       (0.01)

Weighted average shares used                                           5,529,198            5,483,247
======================================================================================================
</TABLE>


See accompanying notes to financial statements
<PAGE>


L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Consolidated Statement of Cash Flows
$ United States

For the three  months  ended  August 31, 1999 and 1998
(Unaudited - Prepared by Management)

<TABLE>
<CAPTION>

---------------------------------------------------------------------------------------------------------------
                                                        From inception
                                                      (March 17, 1997)               1999                 1998
                                                    to August 31, 1999
---------------------------------------------------------------------------------------------------------------

Operating activities
<S>                                                    <C>                  <C>                  <C>
   Net loss                                            $    (1,251,799)     $     (94,233)       $     (73,310)

   Items not involving cash
     Amortization                                               32,611              4,042                  968
     Gain on sale of capital asset                              (2,659)                                    --
     Write down of inventory                                    55,734                --                   --
     Write down of product rights                              374,128                --                   --

   Changes in non-cash working capital
     Accounts receivable                                       (32,765)            (6,323)                 --
     Prepaid expenses                                           (3,352)                 1                  --
     Accounts payable and accrued liabilities                   38,723              2,319               (3,740)
     Inventory purchases                                       (55,834)               --                   --
---------------------------------------------------------------------------------------------------------------
                                                              (845,213)           (94,194)             (76,082)
Financing
     Issuance of capital stock                                 571,528                --                10,888
     Advances to shareholder                                   (90,577)               --                   --
     Proceeds from subscriptions for shares                    758,687             90,956                  --
---------------------------------------------------------------------------------------------------------------
                                                             1,239,638             90,956               10,888
Investing
     Acquisition of capital assets                             (80,532)               --               (35,940)
     Proceeds on disposition of capital asset                    6,327                138                  --
---------------------------------------------------------------------------------------------------------------
                                                               (74,205)               138              (35,940)

Other comprehensive income                                      23,326                --                   --
---------------------------------------------------------------------------------------------------------------
Increase (decrease) in cash                                    343,546             (3,100)            (101,134)

Cash, beginning of period                                          --             346,646              548,197

---------------------------------------------------------------------------------------------------------------
Cash, end of period                                    $       343,546      $     343,546        $     447,063
---------------------------------------------------------------------------------------------------------------

Supplementary information:
   Interest paid                                       $           --       $         --         $         --
   Income taxes paid                                               --                 --                   --

Non-cash financing and investing activities:
   Issuance of redeemable preferred shares
     for product rights                                        309,677                --                   --
---------------------------------------------------------------------------------------------------------------
   Common shares issued for conversion of
     share subscriptions                               $        62,731      $      62,731        $         --
===============================================================================================================
</TABLE>

See accompanying notes to financial statements
<PAGE>


L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Consolidated Statement of Stockholders' Equity and Comprehensive Income
$ United States

For the three  months  ended  August 31, 1999 and 1998
(Unaudited - Prepared by Management)

<TABLE>
<CAPTION>

---------------------------------------------------------------------------------------------------------------
                                                                         Deficit
                                    Capital Stock                    Accumulated     Accumulated
                               ----------------------  Additional     During the           Other         Total
                                 Number                   Paid in    Development   Comprehensive Stockholders'
                               of Shares       Amount     Capital          Stage          Income        Equity
---------------------------------------------------------------------------------------------------------------

<S>                            <C>         <C>        <C>           <C>              <C>            <C>
Balance, May 31, 1999          5,519,547   $  5,519   $ 1,171,009   $(1,157,566)     $    23,326    $   42,288

Common shares issued
  for conversion of share
  subscriptions                   19,302         19        62,712           --               --         62,731

Comprehensive income:
  Loss                               --         --            --        (94,233)             --        (94,233)
  Foreign currency translation       --         --            --            --               --            --
---------------------------------------------------------------------------------------------------------------
                                     --         --            --        (94,233)             --        (94,233)
---------------------------------------------------------------------------------------------------------------
Balance, August 31, 1999       5,538,849   $  5,538   $ 1,233,721   $(1,251,799)     $    23,326    $   10,786
===============================================================================================================
</TABLE>

<PAGE>


L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Notes to Consolidated Financial Statements
$ United States

(Unaudited - Prepared by Management)

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

L.O.M.  Medical  International Inc. was incorporated on March 17, 1997 under the
General  Corporation Laws of Delaware.  It conducts  research and development on
new  products  in the  medical  field  and has filed a patent  application  on a
retractable syringe. Operations effectively commenced on June 1, 1997.

1.   Significant accounting policies:

     a)   Going concern

          These  financial  statements  have been  prepared on the going concern
          basis,  which assumes the  realization  of assets and  liquidation  of
          liabilities  in  the  normal  course  of  business.  As  shown  in the
          consolidated   financial   statements,   to  date,   the  Company  has
          accumulated  a deficit  since  inception of  $1,251,799.  This factor,
          among others raises  substantial  doubt about the Company's ability to
          continue as a going  concern.  The Company's  ability to continue as a
          going  concern  is  dependent  on  its  ability  to  generate   future
          profitable operations and receive continued financial support from its
          stockholders and other investors.

          Management's  plans  with  respect  to  generating  future  profitable
          operations include future sales of the retractable  syringe as well as
          additional  funding from  stockholders in the form of additional share
          subscriptions.

     b)   Translation of financial statements

          The Company's subsidiary,  L.O.M. Laboratories Inc. operates in Canada
          and its operations are conducted in Canadian currency.

          The method of translation applied is as follows:

          i)   Monetary  assets and  liabilities  are  translated at the rate of
               exchange in effect at the balance sheet date,  being US $1.00 per
               Cdn $1.48

          ii)  Non-monetary assets and liabilities are translated at the rate in
               effect at the transaction date.

          iii) Revenues  and  expenses are  translated  at the exchange  rate in
               effect at the transaction date.

          iv)  The net  adjustment  arising from the  translation is included in
               accumulated other comprehensive income.

     c)   Basis of presentation and  consolidation  The  consolidated  financial
          statements  include  the  accounts  of the  Company  and its 96% owned
          subsidiary, L.O.M. Laboratories Inc.

     d)   Product rights and patent costs

          Product  rights and patent costs relate to amounts paid to acquire the
          rights  to  produce  and  distribute  products  as well  as the  costs
          associated with patent applications.
<PAGE>


L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Notes to Consolidated Financial Statements, page 3
$ United States

(Unaudited - Prepared by Management)

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

1.   Significant accounting policies (continued):

     d)   Product  rights and patent  costs  (continued)  These  costs are being
          amortized  on  a  straight-line  basis  over  five  years.  Management
          periodically  reviews the  carrying  values of the product  rights and
          patent costs and based upon  several  factors,  including  the current
          assessment  of the  viability of the product,  determines  whether the
          carrying value exceeds the net realizable  value for such costs. If it
          is determined that the carrying value cannot be supported, the related
          costs are changed against  operations in the year of  determination of
          the impairment in value.

     e)   Capital assets

          Capital  assets are recorded at cost.  Amortization  is provided using
          the following  methods and annual rates which are intended to amortize
          the cost of the assets over their estimated useful life:

          ----------------------------------------------------------------------
          Asset                                         Method         Rate
          ----------------------------------------------------------------------

          Leasehold improvements                 Straight-line          20%
          Computer software                      Straight-line         100%
          Equipment                          Declining balance          30%
          Furniture and fixtures             Declining balance          20%
          ----------------------------------------------------------------------


     f)   Management estimates

          The  preparation of financial  statements in conformity with generally
          accepted  accounting  principles  in  the  United  States  of  America
          requires  management to make estimates and assumptions that affect the
          reported   amounts  of  assets  and  liabilities  and  disclosures  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.

     g)   Financial instruments

          The  fair  values  of the  Company's  cash,  accounts  receivable  and
          accounts payable and accrued  liabilities  approximate  their carrying
          values  due  to  the  relatively  short  periods  to  maturity  of the
          instruments.  It is  not  possible  to  arrive  at a  fair  value  for
          redeemable  preferred  shares as a maturity date is not  determinable.
          The  maximum  credit risk  exposure  for all  financial  assets is the
          carrying amount of those assets.

     h)   Loss per share

          Loss per share has been calculated  using the weighted  average number
          of common shares outstanding during the period.


<PAGE>

L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Notes to Consolidated Financial Statements, page 4
$ United States

(Unaudited - Prepared by Management)

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


1.   Significant accounting policies (continued):

     i)   Accounting  standards  change In June 1998,  the Financial  Accounting
          Standards  Board  issued  SFAS no.  133,  "Accounting  for  Derivative
          Instruments and Hedging Activities." Adoption of this statement is not
          expected  to have a  significant  impact on the  Company's  results of
          operations or financial position.

     j)   Income  taxes The Company  accounts  for income taxes by the asset and
          liability method.  Under the asset and liability method,  deferred tax
          assets and liabilities are recognized for the future tax  consequences
          attributable to differences  between the financial  statement carrying
          amounts of existing assets and  liabilities  and their  respective tax
          bases and operating  loss and tax credit  carryforwards.  Deferred tax
          assets and  liabilities  are measured using enacted tax rates expected
          to apply to  taxable  income  in the  years in which  those  temporary
          differences  are expected to be  recovered  or settled.  The effect on
          deferred  tax  assets  and  liabilities  of a change  in tax  rates is
          recognized in income in the period that  includes the enactment  date.

2.   Business combination:

     Effective  January 13, 1998,  the Company  acquired 96% of the  outstanding
     Class A common  voting  shares of  L.O.M.  Laboratories  Inc.  Prior to and
     immediately after the acquisition,  L.O.M. Laboratories Inc. was controlled
     by a related  party,  the  president  and  controlling  shareholder  of the
     Company.  Accordingly,  this  transaction has been measured at the carrying
     amount of the assets and liabilities of L.O.M.  Laboratories  Inc. with the
     comparative  figures  presented on the balance sheet and the  statements of
     loss and cash flows being restated to reflect the results of both companies
     from inception.

3.   Product rights and patent costs:

     ----------------------------------------------------------------------
                                               August 31,            May 31,
                                                     1999              1999
     ----------------------------------------------------------------------
          Product rights                          $    68                68
          Patent costs                             15,562            16,672
     ----------------------------------------------------------------------
                                                  $15,562            16,740
     ----------------------------------------------------------------------

     Product rights represent certain rights to manufacture and market a contact
     lens  inserter  and  storage  system  ("Lens-o-matic")   developed  by  the
     president of the  Company.  At the time of the  acquisition  of the product
     rights from the  president  of the  Company,  the value  attributed  to the
     product  rights,  $380,885,  was  agreed  to  by  the  Company's  Board  of
     Directors.  During the year ended May 31, 1999,  the investment was written
     down to a nominal amount, due to its speculative nature.

     Patent costs  relate to the costs  incurred  for patent  application  for a
     retractable syringe developed by the Company.


<PAGE>


L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Notes to Consolidated Financial Statements, page 5
$ United States

(Unaudited - Prepared by Management)

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

4.   Capital assets:

<TABLE>
<CAPTION>
     ----------------------------------------------------------------------------------------------------------------
                                                                                        August 31,             May 31,
                                                                                              1999               1999
     ----------------------------------------------------------------------------------------------------------------
                                                                    Accumulated           Net book           Net book
                                                        Cost       amortization              value              value
     ----------------------------------------------------------------------------------------------------------------
<S>                                                  <C>                <C>                <C>                <C>
     Leasehold improvements                          $27,919            $ 6,980            $20,939            $22,335
     Computer software                                   520                424                 96                130
     Equipment                                        20,948             10,934             10,014             10,826
     Furniture and fixtures                           20,746              4,996             15,750             16,578

     ----------------------------------------------------------------------------------------------------------------
                                                     $70,133            $23,334            $46,799            $49,869
     ----------------------------------------------------------------------------------------------------------------
</TABLE>

5.   Redeemable preferred shares:

     The Company's  subsidiary has redeemable  preferred  shares  outstanding as
     follows:

<TABLE>
<CAPTION>
     ---------------------------------------------------------------------------------------------------------
                                                                               August 31,              May 31,
                                                                                     1999                 1999
     ---------------------------------------------------------------------------------------------------------
<S>                                                                               <C>                  <C>
     Issued:
         4,000 Class C preferred  shares with a par value of $100 Cdn redeemable
           at $110.16 Cdn per share at the option of the  holder.  Each share is
           entitled  to a fixed  non-cumulative  dividend  at the rate of 9% per
           annum
           payable at such times as determined by the Directors.                  301,727              301,727
     ---------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>


L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Notes to Consolidated Financial Statements, page 6
$ United States

(Unaudited - Prepared by Management)

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

6.   Capital stock:

     a)   Authorized:

          50,000,000  Common  shares  with a par value of $.001  each  5,000,000
          Preferred shares with a par value of $.001 each

     b)   Share subscriptions:

          Subsequent to August 31, 1999, the Company issued 27,986 common shares
          at $3.25 per share for net  proceeds  of $90,956  which were  received
          prior to August 31, 1999.

     c)   Stock option plan:

          1,000,000  common shares of the Company are reserved for issuance upon
          exercise of stock  options.  As at August 31, 1999,  no stock  options
          have been granted.

7.   Related party transactions:

          During the period the Company entered into the following  transactions
          with related parties:

     ---------------------------------------------------------------------------
                                                                   1999     1998
     ---------------------------------------------------------------------------

     Legal and accounting fees paid to a director               $   464  $ 1,827
     Management fees paid to president                           34,404   35,965
     Office and administration fees paid to president's spouse    9,000    9,081
     Office and administration fees paid to an individual
       related to the president                                   4,389    4,389
     Rent paid to a company controlled by the president           4,605    4,605
     Inventory purchased from president                              --   55,834
     Leasehold improvements on premises controlled by
       the president                                                 --   27,919

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

     These  transactions are in the normal course of operations and are measured
     at the exchange  amount of  consideration  established and agreed to by the
     related parties.


<PAGE>


L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Notes to Consolidated Financial Statements, page 7
$ United States

(Unaudited - Prepared by Management)

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

8.   Commitments:

     The Company is obligated to make future lease  payments for it's offices as
     follows:

         2000                                                    $ 27,685
         2001                                                    $ 19,453
         2002                                                    $ 19,453
         2003                                                    $ 19,453
         2004                                                    $ 19,453

9.   Income taxes:

     At August 31, 1999, the Company had a net operating loss  carryforward  for
     United  States  income tax purposes of  approximately  $1,000,000.  The net
     operating loss expires in increments  beginning in 2008. No amount has been
     reflected on the balance sheet for future income taxes as any future income
     tax asset has been fully offset by a valuation allowance.

10.  Uncertainty due to the Year 2000 Issue:

     The Year 2000 Issue arises because many computerized systems use two digits
     rather than four to identify a year.  Date-sensitive  systems may recognize
     the  year  2000 as 1900  or some  other  date,  resulting  in  errors  when
     information  using  Year 2000  dates is  processed.  In  addition,  similar
     problems  may  arise in some  systems  which use  certain  dates in 1999 to
     represent  something  other than a date. The effects of the Year 2000 Issue
     may be  experienced  before,  on, or after  January  1, 2000,  and,  if not
     addressed,  the impact on operations and financial reporting may range from
     minor errors to significant  systems failure which could affect an entity's
     ability to conduct  normal  business  operations.  It is not possible to be
     certain  that all  aspects of the Year 2000  Issue  affecting  the  entity,
     including  those related to the efforts of customers,  suppliers,  or other
     third parties, will be fully resolved.


<PAGE>


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

Development of the Registrant.  L.O.M.  Medical  International  Inc., a Delaware
corporation  ("Registrant"),  was incorporated in the State of Delaware on March
17,  1997.  The  executive  offices  of  Registrant  are  located  at #3 -  1482
Springfield  Road,  Kelowna  British  Columbia,  Canada  V6C  1N8.  Registrant's
telephone number is (250) 762-7552.

As a point of clarification, as used in this Form 10-QSB, the word "Dollars" and
the symbol "$" means and refers to the currency of the United States of America,
unless otherwise stated. As used in this Registration Statement, the term "CDN$"
means and refers to the currency of Canada, in Canadian dollars.

Registrant  was  originally  incorporated  for the  purpose of  researching  and
developing  health  care  products.  The  goal of  Registrant  is to  become  an
innovator and provider of a retractable syringe ("Syringe") and related products
and   technologies  to  the  health  care  market.   Registrant  also  hopes  to
successfully market and distribute its line of eye care products. Registrant has
successfully patented and licensed products in seventy other countries including
the  United  States and  Canada.  Registrant  envisions  that it will be able to
develop new and  improved  products  and provide the health care  industry  with
better, safer products throughout the world.

The  Syringe.  Registrant  anticipates  that the Syringe  will  change  standard
disposal  methods for used  syringes.  The  Registrant  has  developed a product
designed  to  function  as a standard  hypodermic  syringe  that is safer to the
caregiver or health care worker.  Registrant  believes that the Syringe's unique
design will allow  health  care  providers  to avoid  direct  contact  with used
needles.  The Syringe is covered by United  States  Patent No.  5,868,713  dated
February 9, 1999,  and  international  patents  have been filed in 24  different
countries.

Once the needle is injected, the user simply has to press the plunger top gently
with his or her thumb to  automatically  retract  the needle into its own sealed
chamber. The needle is now hidden where it remains locked in place and cannot be
used again.  The Syringe does not require a health care worker to use both hands
to retract the needle after it has been used and withdrawn from the patient. The
Syringe  will  be  produced  in  standard  industry  sizes  from  1CC  to 20 CC,
inclusive.  Registrant  anticipates that the products and technologies developed
by Registrant  will be offered to  distributors  on a worldwide  basis,  with an
initial emphasis in Canada and the United States.

Registrant  anticipates  that it will be testing the Syringe in conjunction with
teaching  universities in Canada,  Britain, and other constituents of the United
Kingdom.  Registrant  has  also  developed  ancillary  components  to be used in
medical  emergency  situations  and which can also be used by  hospital  medical
staff and paramedics.

The Lens-O-Matic. Registrant has invented and developed an insertion and storage
device for contact lenses (the "Lens-O-Matic")  which is an ideal medical method
of handling and inserting contact lenses. Registrant has developed the following
components  and  solutions  that  will be used  together  with the  Lens-O-Matic
insertion and storage  system:  (1) a medical  inserter that will remove contact
lenses in a medical  emergency  situation for use by hospital  medical staff and
paramedics; (2) disposable and replacement inserter ends; (3) additional storage
cups and caps;  and (4) all soaking and  disinfecting  solutions  that are to be
used with the Lens-O-Matic inserter.

The Lens-O-Matic is designed so that the practitioner will no longer have direct
hand or  finger  contact  with  the  contact  lens  when  fitting  the  patient.
Registrant  believes that the design of the Lens-O-Matic will reduce the risk of
contamination  and infection to the patient.  Registrant  has developed a liquid
cleaner for the Lens-O-Matic that quickly cleans contact lenses.  Registrant has
obtained  Food and Drug  Administration  Approval  ("FDA") for the  Lens-O-Matic
product.  Registrant  has also  completed  market  testing and believes that the
Lens-O-Matic  was well received at the A.O.A.  convention  in Montreal,  Canada,
where approximately 30,000 units were distributed to opticians, optometrists and
pharmacies.  Registrant has also  completed the  formulation of its contact lens
solutions  and  copyrights   covering  these  products  have  been   registered.
Registrant  has also  completed  the design  and  labeling  of the  Lens-O-Matic
package.  Registrant believes that its eye-care products are ready for marketing
and distribution.

                                       2
<PAGE>

The target markets for the distribution  for the  Lens-O-Matic  product include,
but are not  necessarily  limited  to,  (i)  hospitals  and  clinics,  including
Shippert  Medical  of  Englewood,  Colorado  ("Shippert"),  Cross  Mark  Sales &
Marketing of Plano, Texas; and (ii) optometrists and opticians including, Health
Care Insights of Edison, New Jersey.

The Syringe.  Registrant  anticipates that it will obtain the necessary  plastic
for the injection  molds used to manufacture  the Syringe from various  domestic
and international  suppliers.  Initially,  Tessey Plastics of Elbridge, New York
will be  manufacturing  the Syringe on a contract basis. The engineering for the
molds and dyes are near completion. Registrant also contemplates that it will be
able to readily obtain the necessary packaging for the Syringe.  Registrant does
not believe  that its sales will be affected  by  seasonal  factors.  Registrant
believes  that  prototypes  of the  Syringe  will be ready for testing in March,
2000.  Registrant  believes that it will complete testing in Canada and gain the
necessary regulatory  approvals in or around June, 2000.  Registrant believes it
will complete the necessary United States testing as well as secure the required
United States regulatory approval in or around September, 2000.

As previously  discussed,  Registrant hopes to eventually establish a production
facility  in Spokane,  Washington.  It is  anticipated  that the  facility  will
initially  produce  approximately  2,500,000 units of the Syringe per month with
the capacity to meet increased market demands.  Registrant believes that it will
deliver its products to the North  American  markets by courier.  All supply and
distribution agreements will be negotiated by Health Care Insights.

Once testing of the Syringe is completed, and assuming FDA approval is received,
Registrant hopes to manufacture, or cause to be manufactured, a specified number
of units of the Syringe, which will be provided, at no charge, to a target group
of  physicians  for  testing.  Registrant  plans to  provide  units  to  various
individuals who are to form part of the testing group. These individuals will be
asked to try the Syringe and report their findings. Registrant will then utilize
professionals such as doctors and related health care professionals who approve,
recommend and endorse Registrant's products,  including the Syringe. Thereafter,
Registrant  anticipates  that the Syringe  will be  supplied  to large  national
distributors within specific regions all over the world.  Registrant anticipates
that the distributors will thereafter market the Syringe to pharmacy and medical
supply  companies.   Registrant's   overall  operating  plan  is  to  act  as  a
manufacturer,  selling  directly  and only to  distributors  and retail  chains.
Registrant hopes that the product will gain acceptance in the medical  community
and that  Registrant's  skill in positioning and  merchandising the products and
technology of  Registrant  will enable it to acquire a  commercially  reasonable
portion of the market.

Lens-O-Matic.  Registrant  anticipates  that its eye care  products will be sold
both by  retail  stores  and as a kit  distributed  by the  medical  profession.
Registrant  expects that its eye care products will be sold through  pharmacies,
wholesale drug distributors and chain stores and that such products will be sold
to   Optometrists   and   Ophthalmologists   directly  by   Registrant's   sales
representatives.   Registrant   has  recently   secured  FDA  approval  for  the
manufacturing and distribution of a first product run of its eye-care  products.
We have  developed our own dyes and  injection  molds for our  Lens-O-Matic  and
related  products.  We have paid for all of the dyes and molds and currently own
them. The first product run of our eye care products includes the utilization of
our  production  dyes at full capacity,  the production of a marketable  product
which exceeds FDA standards for medical  devices.  We manufacture  the necessary
components for the Lens-O-Matic  and related  products in Saskatchewan,  Canada.
Registrant  is currently  negotiating  with  Shippert  Medical  Technologies  of
Englewood,  Colorado ("Shippert") pursuant to which Registrant  anticipates that
Shippert  will  distribute  Registrant's  product  line  in the  United  States.
Registrant anticipates that the marketing of its eye-care products will begin in
early 2000.

Registrant plans to focus its initial marketing efforts in Canada and the United
States.  Registrant hopes to eventually  expand its product  marketing and sales
into Europe, South America,  Central America,  Mexico and Asia. Registrant plans
to market its  products by  advertising  in catalogs  and medical  journals,  by
distributing  brochures (both written and video), by direct mail and by posters.
Follow-up  calls will be made to  promising  prospects.  This  approach  will be
Registrant's   primary  marketing  method.  It  is  expected  that  Registrant's
personnel  will attend  various trade shows and medical  conventions in order to
introduce the Syringe with the hope of gaining endorsements and approvals. There
can be no assurance  that  Registrant  would be able to  establish  successfully
other methods of marketing and sales of its products should it become  necessary
or desirable in the future. A significant  portion of Registrant's  sales may be
made through  independent  distributors over which Registrant has no control and
who also will represent products of other companies.  Registrant recognizes that
in order  to  increase  market  awareness  and the  marketing  potential  of its
products, it must hire adequate personnel and institute effective advertising in
the most cost effective way.

                                       3
<PAGE>

Registrant is not currently producing commercial  quantities of its products nor
is it currently supplying any services to any third parties. No assurance can be
given that  Registrant,  on a timely basis,  will be able to make the transition
from manufacturing  testing  quantities of the Syringe to commercial  production
quantities  successfully  or be  able to  arrange  for  contract  manufacturing.
Registrant has produced testing quantities  amounting to 33,000 units of its eye
care  products.  Registrant's  current  production  capacity  does allow for the
production of commercial  quantities of its eye care products,  with its present
dyes allowing for the production of 75,000 units per month.  Registrant believes
that this can be  increased  to  150,000  units by  running  additional  shifts.
Registrant  has a second  set of dyes  designed  that will  have a 300,000  unit
capacity  which would allow the  production  for a total of 450,000 units of its
eye care products per month.  Registrant does anticipate that it will be able to
manufacture its products for initial commercialization.

Registrant  anticipates  that it  will  contract  out the  first  two  years  of
production  of the  Syringe.  At  the  end of the  second  year  of  production,
Registrant  anticipates it will engage in significant  discussions regarding the
potential  for the  construction  of its  own  production  facility.  Registrant
recognizes  that  the  construction  of its  own  production  facility  will  be
contingent upon its having reached its sales and profit projections.  Registrant
anticipates  that it will  present this issue for vote by its Board of Directors
and shareholders. In this regard, Registrant anticipates that it will locate its
production facilities in North America,  specifically,  the state of Washington,
due to its  strategic  location  for  penetration  into the  United  States  and
Canadian markets.

As previously  discussed,  Registrant's eye care products are currently produced
in Canada.  Registrant  owns all of the necessary  injection  molds.  Registrant
contracts  out for the  production  of  components  needed for the  assembly and
packaging of its eye care products.  The actual  assembly and packaging are done
by Registrant's own work force.  All other products of Registrant,  those either
currently in production or the subject of future  production will be produced on
a contract  basis through plants that are FDA approved for production of medical
products.

Registrant is currently  negotiating with the Irish Development Board in Ireland
("Development Board").  Representatives from the Development Board have met with
Registrant's  Board of  Directors on 3 different  occasions  and have offered to
assist Registrant in establishing a production  facility in Ireland.  Registrant
has already sent  representatives  to Ireland to discuss the  production  of the
Syringe  as  well  as  strategic   alliances  for  market  distribution  of  all
Registrant's products. Registrant's plans to construct a production facility are
merely  preliminary.  As such,  Registrant  has not reached an estimation of the
capital resources necessary to fund such a project nor has Registrant determined
how long such a project would take to complete.  Registrant  anticipates that at
the end of the  projected  two-year  period,  Registrant  will have a sufficient
revenue stream to finance, at least partially,  the construction of the proposed
production  facilities.  However, there can be no assurance that Registrant will
have the  necessary  funds at the end of the two-year  period to  construct  its
proposed production facilities.  Should Registrant not have the necessary funds,
Registrant  anticipates it will continue to cause its products to be produced on
a contract basis.

Currently,  Registrant does have the necessary production  facilities to produce
its line of eye care products on a commercial basis. Registrant has FDA approval
to  market  its  line of eye  care  products  in the  United  States.  Also,  as
previously  discussed,  Registrant has the necessary Canadian approval to market
its eye-care products in Canada. Shippert Medical will be marketing Registrant's
eye care  products  in the United  States as well as in Canada.  Registrant  has
entered into a marketing and distribution  contract with Shippert  Medical.  The
contract has an initial two-year term with a two-year renewal option.

Business of Registrant's Subsidiary. On or about June 1, 1997, Registrant agreed
to purchase  4,800 of the 5,000 total  issued and  outstanding  shares of L.O.M.
Laboratories Inc.'s ("L.O.M.  Laboratories")  Class "A" common shares;  however,
the effective  date of such  purchase was not until  January 13, 1998,  when the
shareholders  and  directors  of  L.O.M.  Laboratories  approved  such  a  sale.
Registrant  agreed to pay US$.001 per share.  This  represents a 96% interest in
L.O.M.  Laboratories.  L.O.M.  Laboratories owned the rights to the Lens-O-Matic
system  until  January 1,  1998,  when  Registrant  purchased  those  rights for
US$380,885. Mr. Klippenstein and the Registrant's Board of Directors also orally
agreed on certain performance  conditions.  Those performance conditions specify
that none of the  preferred  shares  transferred  under the  agreement  would be
redeemed until such time as the Registrant  began earning a profit from sales of
the  Lens-O-Matic.  Moreover,  Mr.  Klippenstein and the  Registrant's  Board of
Directors agreed the such conversions could only take place upon approval by the
Registrant's Board of Directors.  The primary business purpose of the subsidiary
is to develop and market new products through Registrant.

                                       4
<PAGE>

Liquidity.  The  Registrant had cash  resources of  US$447,063.00  at August 31,
1998. At August 31, 1999, the Registrant had cash resources of US$343,546.00. At
August 31, 1999, the Registrant  had total current assets of  US$379,763.00  and
total current  liabilities of  US$38,723.00.  At August 31, 1999,  total current
assets  exceeded  total  current  liabilities  by  US$341,040.00.  The  cash and
equivalents  constitute the Registrant's  present internal sources of liquidity.
Because neither the Registrant nor its subsidiary are generating any significant
revenues,  the Registrant's only external source of liquidity is the sale of its
capital stock.

Results of  Operations.  The  Registrant  has not yet realized  any  significant
revenue from operations. Loss from operations from March 17, 1997 (inception) to
August 31, 1999, was US$1,113,527.00.  The net loss for the 3 month period ended
August 31,  1998 was  US$73,310.00.  The net loss for the 3 month  period  ended
August 31, 1999,  was  US$94,223.00.  Such losses were  primarily  the result of
selling,  general  and  administrative  expenses,   management  fees,  rent  and
consulting fees.

The Registrant may require additional cash to implement its business strategies,
including cash for (i) payment of increased  operating expenses and (ii) further
implementation of those business strategies. No assurance can be given, however,
that the Registrant  will have access to the capital  markets in the future,  or
that  financing  will be  available  on  acceptable  terms to  satisfy  the cash
requirements  of the  Registrant  to  implement  its  business  strategies.  The
inability of the Registrant to access the capital  markets or obtain  acceptable
financing could have a material  adverse effect on the results of operations and
financial conditions of the Registrant.

The  Registrant's  forecast of the period of time  through  which its  financial
resources  will be  adequate  to support  its  operations  is a  forward-looking
statement that involves risks and  uncertainties,  and actual results could vary
as a result of a number of factors.

The Registrant  anticipates that it will need to raise additional capital within
the next 12 months in order to  develop,  promote,  produce and  distribute  its
proposed  products.  Such  additional  capital may be raised through  additional
public or private financings,  as well as borrowings and other resources. To the
extent  that  additional  capital  is  raised  through  the  sale of  equity  or
equity-related  securities,  the  issuance of such  securities  could  result in
dilution  of the  Registrant's  stockholders.  There  can be no  assurance  that
additional  funding will be available on favorable terms, if at all. If adequate
funds  are not  available  within  the next 12  months,  the  Registrant  may be
required to curtail its  operations  significantly  or to obtain  funds  through
entering  into  arrangements  with  collaborative  partners  or others  that may
require the Registrant to relinquish  rights to certain of its products that the
Registrant would not otherwise relinquish.

The  Registrant,  is a development  stage  enterprise  and is currently  putting
technology  in  place  which  will,  if  successful,  mitigate  the  net  losses
experienced  by the  Registrant.  The  Registrant  is reviewing  its options and
evaluating its potential to raise  substantial  equity  capital.  Management has
proceeded  as  planned  in the  ongoing  development  of  the  Syringe  and  the
Lens-O-Matic.  In order to meet its requisite  budget,  management  has held and
continues  to conduct  negotiations  with  investors.  The  Registrant  has also
conducted extensive negotiations with various medical companies in an attempt to
establish  beneficial  strategic  alliances.  The  Registrant  hopes  that these
negotiations will result in significant earnings for the Registrant.  To achieve
and maintain  the  competitiveness  of its  products  and to conduct  costly and
time-consuming research and development, the Registrant may be required to raise
substantial  funds in addition to the funds already  raised through the issuance
of the Registrant's  shares.  The  Registrant's  forecast for the period of time
through which its financial resources will be adequate to support its operations
is a forward-looking statement that involves risks and uncertainties, and actual
results  could  fail  as a  result  of  a  number  of  factors.  The  Registrant
anticipates that it will need to raise  additional  capital in order to develop,
promote,  produce and distribute its products.  Such  additional  capital may be
raised through  additional public or private  financings,  as well as borrowings
and other resources.

There can be no  assurance  that  additional  funding  will be  available  under
favorable terms, if at all. If adequate funds are not available,  Registrant may
be required  to curtail  operations  significantly  or to obtain  funds  through
entering  into  arrangements  with  collaborative  partners  or others  that may
require  Registrant to  relinquish  rights to certain  products that  Registrant
would not otherwise  relinquish.  The  Registrant  believes that it is poised to
maintain its long-term  liquidity.  Management  of Registrant  believes that its
plans  described above will enable it to meet its obligations for a period of at
least twelve (12) months from June 30, 1999.  Registrant  believes that within a
short  period  of time,  it can begin  manufacturing  and  marketing  commercial
quantities of its eye care products. Coupled with the further issuance of common
stock of  Registrant,  Registrant  believes  it can  significantly  improve  its
long-term liquidity.

                                       5
<PAGE>

The Registrant does not anticipate any material  expenditures within the next 12
months.  The  Registrant  does  not  anticipate  any  significant  research  and
development within the next 12 months,  nor does the Registrant  anticipate that
it will lease or purchase any significant  equipment  within the next 12 months.
The  Registrant  does not  anticipate a significant  change in the number of its
employees within the next 12 months.

Item 3. Defaults Upon Senior Securities

None

Item 4. Submission of Matters to Vote of Security Holders

None

Item 5. Other Information

None

Item 6. Exhibits and Reports on Form 8-K

None


                                       6
<PAGE>

                                   SIGNATURES

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

Dated:   May 15, 2000                        L.O.M. Medical International, Inc.


                                             By: /s/ John Klippenstein
                                                --------------------------------
                                                   John Klippenstein
                                             Its:  President