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

                                   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 FEBRUARY 28, 2002

[ ]  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                                                     98-0178784
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)


       #3-1482 Springfield Road, Kelowna, British Columbia, Canada V1Y 5V3
                    (Address of principal executive offices)

                                  250.762.7552
                (Issuer's Telephone Number, including Area Code)



                              Thomas E. Stepp, Jr.
                                 Stepp Law Group
                           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 February 28, 2002,  there were
6,155,409  shares of the  issuer's  $.001  par value  common  stock  issued  and
outstanding.





                                        1
<PAGE>













                                     PART I

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
















                               Consolidated Financial Statements of


                               L.O.M. MEDICAL INTERNATIONAL INC.

                               (A Development Stage Enterprise)

                               Nine months ended February 28, 2002

                               (Unaudited)

















                                        2
<PAGE>


<TABLE>
<CAPTION>
L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Consolidated Balance Sheets
$ United States

February 28, 2002 and May 31, 2001

==============================================================================================================
                                                                              February 28,          May 31,
                                                                                      2002             2001
                                                                               (Unaudited)
--------------------------------------------------------------------------------------------------------------

Assets

<S>                                                                         <C>               <C>
Current assets:
     Cash and cash equivalents                                              $      194,171    $     741,152
     Amounts receivable                                                             33,951           48,106
     Prepaid expenses                                                               10,201            1,455
--------------------------------------------------------------------------------------------------------------
                                                                                   238,323          790,713

Advances and deposits                                                               63,823          161,415

Fixed assets                                                                        32,303           40,809

Patent costs                                                                         5,210            8,336

--------------------------------------------------------------------------------------------------------------
                                                                            $      339,659    $   1,001,273
==============================================================================================================

Liabilities and Stockholders' Equity (Deficiency)

Current liabilities:
     Accounts payable and accrued liabilities                               $      271,163    $     112,083

Minority interest                                                                  274,613          301,727

Share subscriptions (note 2)                                                        45,926           22,100

Stockholders' equity (deficiency):
     Capital stock
       5,000,000 preferred shares with a par value of $0.001 per
         share authorized
       50,000,000 common shares with a par value of $0.001 per
         share authorized, 6,155,409 issued, net of treasury stock of
         83,731 (May 31, 2001 - nil) (May 31, 2001 -  6,152,811 issued)              6,156            6,154
     Additional paid-in capital                                                  3,425,857        3,408,434
     Deficit accumulated during the development stage                           (3,717,360)      (2,882,529)
     Accumulated other comprehensive income                                         33,304           33,304
--------------------------------------------------------------------------------------------------------------
                                                                                  (252,043)         565,363

--------------------------------------------------------------------------------------------------------------
                                                                            $      339,659    $   1,001,273
==============================================================================================================
</TABLE>

See accompanying notes to consolidated financial statements





                                        3
<PAGE>


<TABLE>
<CAPTION>
L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Consolidated Statements of Loss
$ United States

Nine months ended February 28, 2002 and 2001 and period from inception (March
17, 1997) to February 28, 2002
(Unaudited)

======================================================================================================
                                                   From inception     Nine months ended, February 28,
                                                 (March 17, 1997)     --------------------------------
                                             to February 28, 2002            2002                2001
------------------------------------------------------------------------------------------------------

<S>                                            <C>                  <C>                 <C>
Expenses:
     General and administration                $        2,580,328   $     459,279       $     654,625
     Research and development                           1,258,583         383,163             285,047
------------------------------------------------------------------------------------------------------
                                                        3,838,911         842,442             939,672

------------------------------------------------------------------------------------------------------
Loss, before other income                              (3,724,911)       (728,442)           (939,672)

Other income:
     Interest income                                      121,551           7,611              42,150

------------------------------------------------------------------------------------------------------
Loss                                           $       (3,717,360)  $    (834,831)      $    (897,522)
======================================================================================================

Weighted average number of common shares,
   basic and diluted                                    4,945,946       6,154,380           6,004,925

Loss per common share, basic and diluted       $            (0.75)  $       (0.14)      $       (0.15)
======================================================================================================
</TABLE>

See accompanying notes to consolidated financial statements






















                                        4
<PAGE>


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

Consolidated Statements of Loss
$ United States

Three months ended February 28, 2002 and 2001
(Unaudited)

============================================================================
                                                      2002             2001
----------------------------------------------------------------------------

Expenses
     General and administration             $      223,502    $     440,068
     Research and development                        3,945          116,468
----------------------------------------------------------------------------
                                                   227,447          556,536

----------------------------------------------------------------------------
Loss, before other income                         (227,447)        (556,536)

Other income
     Interest income (expense)                         476           13,569

----------------------------------------------------------------------------
Loss                                        $     (226,971)    $   (542,967)
============================================================================


Weighted average number of common shares,
   basic and diluted                             6,129,467        6,072,810

Loss per common share, basic and diluted    $        (0.04)    $      (0.09)

============================================================================

See accompanying notes to consolidated financial statements
























                                        5
<PAGE>


<TABLE>
<CAPTION>
L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Consolidated Statements of Cash Flows
($ United States)

Nine months ended February 28, 2002 and 2001 and period from inception (March
17, 1997) to February 28, 2002
(Unaudited)

==============================================================================================================================
                                                                         From inception        Nine months ended February 28,
                                                                       (March 17, 1997)        -------------------------------
                                                                   to February 28, 2002               2002               2001
------------------------------------------------------------------------------------------------------------------------------

<S>                                                                  <C>                     <C>                 <C>
Operating activities
   Loss for the period                                               $       (3,717,360)     $    (834,831)      $   (897,522)

   Items not involving cash
     Amortization                                                                80,464             13,910             14,296
     Gain on sale of fixed assets                                               (2,659)                  -                  -
     Write down of product rights and patent costs                              374,128                  -                  -
     Compensation cost of stock options issued
       for services                                                             295,269                  -            295,269
     Foreign exchange gain on redeemable preferred
       shares                                                                   (27,114)           (27,114)                 -
     Write-down of advances and deposits                                        114,000            114,000                  -

   Changes in non-cash working capital
     Amounts receivable                                                         (33,951)            14,155             (6,479)
     Prepaid expenses                                                           (10,201)            (8,746)               347
     Accounts payable and accrued liabilities                                    54,566            (57,517)            16,294
------------------------------------------------------------------------------------------------------------------------------
                                                                             (2,872,858)          (786,143)          (577,795)
Financing activities
     Issuance of capital stock                                                2,525,223            259,148            466,901
     Common shares rescinded or repurchased                                     (47,226)           (47,226)                 -
     Proceeds from subscriptions for shares                                     921,270             45,926            226,203
------------------------------------------------------------------------------------------------------------------------------
                                                                              3,399,267            257,848            693,104
Investing activities
     Advances and deposits                                                     (177,823)           (16,408)          (103,155)
     Proceeds on disposition of fixed assets                                      6,189                  -                  -
     Acquisition of fixed assets                                               (103,508)            (2,278)            (5,864)
     Acquisition of product rights                                              (90,577)                 -                  -
------------------------------------------------------------------------------------------------------------------------------
                                                                               (365,719)           (18,686)          (109,019)

Effects of change in exchange rates on cash and cash equivalents                 33,481                  -                  -
------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) in cash and cash equivalents                                194,171           (546,981)             6,290

Cash and cash equivalents, beginning of period                                        -            741,152            959,318

------------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of period                             $          194,171      $     194,171       $    965,608
==============================================================================================================================









                                        6
<PAGE>


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

Consolidated Statements of Cash Flows (continued)
($ United States)

Nine months ended February 28, 2002 and 2001 and period from inception (March
17, 1997) to February 28, 2002
(Unaudited)

=================================================================================================================================

<S>                                                                  <C>                     <C>                 <C>
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                   875,344             22,100            185,513
   Compensation cost of stock options issued for services                       295,269                  -            295,269
   Unpaid amount related to rescinded shares (note 3)                           216,597            216,597                  -
=================================================================================================================================
</TABLE>

See accompanying notes to consolidated financial statements




































                                        7
<PAGE>


<TABLE>
<CAPTION>
L.O.M. MEDICAL INTERNATIONAL INC.
(A Development Stage Enterprise)

Consolidated Statement of Stockholders' Equity (deficiency) and Comprehensive Loss
$ United States

Period from inception (March 17, 1997) to February 28, 2002

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

<S>                                       <C>        <C>         <C>           <C>           <C>             <C>
Common shares issued on incorporation             3  $        1  $          -  $         -   $            -  $           1

Comprehensive income (loss):
  Loss                                            -           -             -     (138,272)               -       (138,272)
  Foreign currency translation                    -           -             -            -           13,582         13,582
---------------------------------------------------------------------------------------------------------------------------
                                                                                                                  (124,690)

---------------------------------------------------------------------------------------------------------------------------
Balance, May 31, 1997                             3           1             -     (138,272)          13,582       (124,689)

Common shares issued to founders
  and others at $0.001                    4,210,090       4,210             -            -                -          4,210

Common shares issued at $1.00
  net of share issue costs                  668,154         668       469,887            -                -        470,555

Common shares issued at $1.00 on
  conversion of share subscriptions         605,000         605       604,395            -                -        605,000

Comprehensive income (loss):
  Loss                                            -           -             -     (293,239)               -       (293,239)
  Foreign currency translation                    -           -             -            -           (7,294)        (7,294)
---------------------------------------------------------------------------------------------------------------------------
                                                                                                                  (300,533)

---------------------------------------------------------------------------------------------------------------------------
Balance, May 31, 1998                     5,483,247       5,484     1,074,282     (431,511)           6,288        654,543

Common shares issued on
  November 30, 1998 at $3.25
  net of share issue costs                   36,300          36        96,726            -                -         96,762

Comprehensive income (loss):
  Loss                                            -           -             -     (726,055)               -       (726,055)
  Foreign currency translation                    -           -             -            -           17,038         17,038
---------------------------------------------------------------------------------------------------------------------------
                                                                                                                  (709,017)

---------------------------------------------------------------------------------------------------------------------------
Balance, May 31, 1999                     5,519,547       5,520     1,171,008   (1,157,566)          23,326         42,288

Common shares issued on
  April 17, 2000 at $3.25
  net of share issue costs                  307,610         308       967,335            -                -        967,643

Common shares issued on
  May 10, 2000 at $3.25 on
  conversion of share
  subscriptions                              19,302          19        62,712            -                -         62,731

Comprehensive income (loss):
  Loss                                            -           -             -     (508,835)               -       (508,835)
  Foreign currency translation                    -           -             -            -            9,978          9,978
---------------------------------------------------------------------------------------------------------------------------
                                                                                                                  (498,857)
---------------------------------------------------------------------------------------------------------------------------
Balance, May 31, 2000                     5,846,459  $    5,847  $  2,201,055  $(1,666,401)  $       33,304  $     573,805
===========================================================================================================================



                                        8
<PAGE>


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

Consolidated Statements of Stockholders' Equity and Comprehensive Income
(continued)
$ United States

Period from inception (March 17, 1997) to February 28, 2002

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

<S>                                       <C>        <C>         <C>           <C>           <C>             <C>
Balance, May 31, 2000,
  carried forward                         5,846,459  $    5,847  $  2,201,055  $(1,666,401)  $     33,304    $     573,805

Common shares issued on
  September 22, 2000 for
  cash at $3.25 net of share
  issue costs                               249,271         250       726,654            -                -        726,904

Common shares issued on
  December 19, 2000 at $3.25
  on conversion of share
  subscriptions                              57,081          57       185,456            -                -        185,513

Compensation costs for
  stock options issued for
  services (note 5(b))                            -           -       295,269            -                -        295,269

Comprehensive loss:
  Loss                                            -           -             -   (1,216,128)               -     (1,216,128)
  Foreign currency translation                    -           -             -            -                -              -
---------------------------------------------------------------------------------------------------------------------------
                                                                                                               (1,216,128)
---------------------------------------------------------------------------------------------------------------------------
Balance, May 31, 2001                     6,152,811  $    6,154  $  3,408,434  $(2,882,529)  $       33,304  $     565,363

Common shares issued on
  August 31, 2001 at $3.25
  on conversion of share
  subscriptions                               6,800           7        22,093            -                -         22,100

Common shares issued for cash
  on October 11, 2001 at $3.25               38,211          38       110,245            -                -        110,283

Common shares issued for cash
  on January 10, 2002 at $3.25                5,020           5        16,310            -                -         16,315

Common shares issued for cash
  on January 10, 2002 at $2.41               55,000          55       132,495            -                -        132,550

Shares rescinded and cancelled
  on February 22, 2002                      (18,702)        (19)      (46,207)           -                -        (46,226)







                                        9
<PAGE>


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

Consolidated Statements of Stockholders' Equity and Comprehensive Income
(continued)
$ United States

Period from inception (March 17, 1997) to February 28, 2002

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

<S>                                       <C>        <C>         <C>           <C>           <C>             <C>
Comprehensive loss:
  Loss                                            -           -             -     (834,831)               -       (834,831)
---------------------------------------------------------------------------------------------------------------------------
                                          6,239,140       6,240     3,643,370   (3,717,360)          33,304        (34,446)

Shares rescinded and retained
  as treasury stock (note 3)                (82,731)        (83)     (216,514)           -                -       (216,597)

Shares repurchased and retained
  as treasury stock (note 3)                 (1,000)         (1)         (999)           -                -         (1,000)

---------------------------------------------------------------------------------------------------------------------------
Balance, February 28, 2002                6,155,409  $    6,156  $  3,425,857  $(3,717,360)    $     33,304  $    (252,043)
===========================================================================================================================
</TABLE>
































                                       10
<PAGE>


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

Notes to Consolidated Financial Statements
($ United States)

(Unaudited)

================================================================================

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  including a retractable  syringe.  Operations
effectively commenced on June 1, 1997.

1.   Significant accounting policies:
-------------------------------------

     a)   Going concern

          These  financial  statements  have been  prepared by management on the
          going concern basis in accordance with accounting principles generally
          accepted  in  the  United   States  of  America,   which  assumes  the
          realization of assets and  liquidation of liabilities  and commitments
          in the  normal  course  of  business.  As  shown  in the  consolidated
          financial statements,  to date, the Company has generated no revenues,
          has a working  capital  deficiency and has accumulated a deficit since
          inception  of   $3,717,360.   These  factors,   among  others,   raise
          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.  The consolidated  financial  statements do not include any
          adjustments that might result from the outcome of this uncertainty.

          Management's  plans include  generating future  profitable  operations
          from future  sales of the  retractable  syringe as well as  additional
          funding   from   stockholders   in  the  form  of   additional   share
          subscriptions.  There can be no  assurance  that a market will develop
          for the retractable  syringe or that additional  share financings will
          be  available.  Failure to obtain  adequate  financing  will cause the
          Company to curtail operations.

     b)   Basis of presentation

          The  consolidated  financial  statements  include the  accounts of the
          Company and its wholly owned subsidiary. All significant inter-company
          balances and transactions have been eliminated.

          The financial  information  presented as at February 28, 2002, for the
          three and nine  months  ended  February  28, 2002 and 2001 and for the
          period  from  inception  (March  17,  1997) to  February  28,  2002 is
          unaudited,  however,  in the opinion of  management,  all  adjustments
          (consisting  solely of normal  recurring items) necessary for the fair
          presentation of these unaudited  amounts in conformity with accounting
          principles  generally  accepted in the United  States of America  have
          been made. These unaudited interim  consolidated  financial statements
          should be read in conjunction with the annual  consolidated  financial
          statements for the year ended May 31, 2001 filed under Form 10-KSB.

     c)   Management 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 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.




                                       11
<PAGE>


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

Notes to Consolidated Financial Statements
($ United States)

(Unaudited)

================================================================================

2.   Share subscriptions

     During the nine months ended February 28, 2002, the Company  received share
     subscriptions  for 3,342 common  shares at $3.25 per share for net proceeds
     of $10,862.  10,400  previously  issued shares that had been  rescinded and
     returned to the Company  were resold at $2.41 per share for net proceeds of
     $25,064.  A  shareholder  exercised an option to acquire  10,000  shares at
     $1.00 per share for net proceeds of $10,000. All subscription proceeds were
     received by the Company prior to February 28, 2002.


3.   Contingent liability:

     Stockholders  who  acquired  101,433  common  stock  from the  Company  for
     aggregate  proceeds of  approximately  $262,823,  exercised  their right of
     rescission.  As of February 28, 2002 the company has repaid  $46,226 of the
     $262,823.  The  remaining  $216,597 is  included  in  accounts  payable and
     accrued  liabilities on the consolidated  balance sheet. As of February 28,
     2002,  18,702 of the 101,433 shares were cancelled and the remaining 82,731
     shares are being held in treasury.


4.   Write down of advances and deposits:

     During the three months ended  February 28, 2002,  management  re-evaluated
     the recoverability of advances and deposits and determined that $114,000 of
     the  amount,   relating  to  the   Company's   skin  care   products,   was
     uncollectible.  Accordingly,  this amount has been written off and recorded
     as general and  administrative  expense in the  consolidated  statement  of
     loss.




















                                       12
<PAGE>






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

THIS  ANNUAL  REPORT  SPECIFIES  FORWARD-LOOKING  STATEMENTS  OF OUR  MANAGEMENT
("FORWARD-LOOKING  STATEMENTS") INCLUDING,  WITHOUT LIMITATION,  FORWARD-LOOKING
STATEMENTS   REGARDING  OUR   EXPECTATIONS,   BELIEFS,   INTENTIONS  AND  FUTURE
STRATEGIES.   FORWARD-LOOKING   STATEMENTS  ARE  STATEMENTS  THAT  ESTIMATE  THE
HAPPENING   OF  FUTURE   EVENTS   AND  ARE  NOT  BASED  ON   HISTORICAL   FACTS.
FORWARD-LOOKING  STATEMENTS  MAY BE  IDENTIFIED  BY THE  USE OF  FORWARD-LOOKING
TERMINOLOGY,  SUCH AS "COULD",  "MAY", "WILL",  "EXPECT",  "SHALL",  "ESTIMATE",
"ANTICIPATE",  "PROBABLE", "POSSIBLE", "SHOULD", "CONTINUE", "INTEND" OR SIMILAR
TERMS,   VARIATIONS  OF  THOSE  TERMS  OR  THE  NEGATIVE  OF  THOSE  TERMS.  THE
FORWARD-LOOKING  STATEMENTS  SPECIFIED IN THIS  QUARTERLY  REPORT FOR THE 10-QSB
HAVE BEEN COMPILED BY US ON THE BASIS OF  ASSUMPTIONS  MADE BY US AND CONSIDERED
BY US TO BE REASONABLE. OUR FUTURE OPERATING RESULTS, HOWEVER, ARE IMPOSSIBLE TO
PREDICT AND NO  REPRESENTATION,  GUARANTY,  OR  WARRANTY IS TO BE INFERRED  FROM
THOSE FORWARD-LOOKING STATEMENTS.

THE ASSUMPTIONS USED FOR PURPOSES OF THE  FORWARD-LOOKING  STATEMENTS  REPRESENT
ESTIMATES OF FUTURE EVENTS AND ARE SUBJECT TO UNCERTAINTY AS TO POSSIBLE CHANGES
IN ECONOMIC,  LEGISLATIVE,  INDUSTRY, AND OTHER CIRCUMSTANCES.  AS A RESULT, THE
IDENTIFICATION AND INTERPRETATION OF DATA AND OTHER INFORMATION AND THEIR USE IN
DEVELOPING  AND SELECTING  ASSUMPTIONS  FROM AND AMONG  REASONABLE  ALTERNATIVES
REQUIRE THE EXERCISE OF JUDGMENT.  TO THE EXTENT THAT THE ASSUMED  EVENTS DO NOT
OCCUR, THE OUTCOME MAY VARY SUBSTANTIALLY FROM ANTICIPATED OR PROJECTED RESULTS,
AND,  ACCORDINGLY,  NO  OPINION  IS  EXPRESSED  ON THE  ACHIEVABILITY  OF  THOSE
FORWARD-LOOKING   STATEMENTS.  NO  ASSURANCE  CAN  BE  GIVEN  THAT  ANY  OF  THE
ASSUMPTIONS RELATING TO THE FORWARD-LOOKING  STATEMENTS SPECIFIED IN THIS REPORT
ARE ACCURATE,  AND WE ASSUME NO  OBLIGATION  TO UPDATE ANY SUCH  FORWARD-LOOKING
STATEMENTS.

Our Development
---------------

L.O.M.  Medical  International Inc. was incorporated in the State of Delaware on
March 17, 1997. Our executive  offices are located at #3-1482  Springfield Road,
Kelowna, B. C., Canada V1Y 5V3. Our telephone number is 250.762.7552.

For purposes of  clarification,  all dollar amounts  specified in this Quarterly
Report on Form  10-QSB are in the  currency  of the United  States.  Anytime the
symbol "CDN" is used, it refers to the currency of Canada.

Our Business
------------

We were  incorporated for the purpose of researching and developing  health care
products.  Our goal is to become an  innovator  and  provider  of a  retractable
syringe  ("Syringe")  and related  products and  technologies to the health care
market.  We have  successfully  patented and  licensed  products in 70 countries
including the United States and Canada and continue to maintain  these  patents.
We plan to develop  new and  improved  products  and  provide  the  health  care
industry with better, safer products throughout the world.







                                       13
<PAGE>



The Retractable Syringe
-----------------------

We believe the Syringe will change standard  disposal methods for used syringes.
The Syringe has been developed to function as a standard hypodermic syringe that
we believe is safer to the caregiver or health care worker.  We believe 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 84
different countries.

Once the needle of the  Syringe 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.

We intend to promote  the Syringe as a safer and less  risk-oriented  instrument
for hospital  staff and health care  workers.  We are  optimistic  that doctors,
nurses,  and other health care workers will  recognize and appreciate the safety
features of the Syringe because of its ease of "use-and-disposal" and its unique
"contamination-prevention"  characteristics.  We currently  have no contracts to
sell the  Syringe  and  there  are no  guarantees  as to the  timing of any such
contracts in the future.

We anticipate that the products and technologies that we develop will be offered
to distributors on a worldwide basis, with an initial emphasis in Canada and the
United  States.  We hope  that our new  product  and  technology  ideas  will be
generated through active dialogues among our potential customers and our network
of  scientific   advisors.   We  also  hope  to   participate  in  national  and
international   conferences   and  generate   reviews  in  selected   scientific
literature.

We interact with a network of scientific advisors within the industry, including
members of academic institutions,  as well as potential customers. We anticipate
that these  relationships  will enable us to identify the  specialized  needs of
those potential  customers and provide  innovative and  commercially  acceptable
products and  technologies.  At this time,  our  relationships  with  scientific
advisors and academic  institutions  are limited to advisory  relationships.  We
anticipate  testing the Syringe in  conjunction  with teaching  universities  in
Canada, Britain, and other constituents of the United Kingdom.

Our engineering  personnel continue to perform design refinements  regarding the
Syringe,  and,  as a result,  we have been able to reduce  parts and enhance the
Syringe's gas cell.  This, in turn,  simplifies  the  manufacturing  and reduces
production  costs.  Patent  refinements  on the  Syringe  and  that gas cell are
constantly being filed weekly.

B.C.  Tech has  completed  100 % of its contract to complete  production  of the
prototype Syringe,  as well as test units. We have received numerous  prototypes
from B.C. Tech for review and testing. This testing has resulted in enhancements
to the Syringe and more design changes.

The LOM team has finalized the production  design of the 3cc syringe,  which has
been reduced in size from the proto-type.  The production molds will be modified
for  these  size  changes.  The  1cc  syringe  final  design  selection  will be
determined in these next few weeks. The engineering team is currently working on
production  details  for  the  syringe,  which  includes  production  equipment,
sterilization   methods,   packaging  methods,   sub-contractors   and  material
suppliers.  We are currently  finalizing the gas cell refinements for sizing and
manufacturing.

During the next 12 months we anticipate increasing our staff as the prototype of
the Syringe moves  forward.  Dr. Simon Wood has agreed to supervise our research
and development  department.  Currently, he bills us on an hourly basis for work
completed.  There  is no  written  contract  with  him at  this  time.  We  have
contracted with Kevin Conway,  a mid-level  engineer for certain  services.  Mr.
Conway  performs  subcontract  work on an hourly  basis.  He is  assisting  with
CAD-CAM requirements relating to the development of the Syringe.


                                       14
<PAGE>



To satisfy our  financial  obligations  pursuant to agreements to which we are a
party during the next few months we require additional cash resources.  From our
inception on March 17, 1997, to February 28, 2002,  we have incurred  $1,258,583
related  to the  development  of the  Syringe,  including  the proof of  concept
prototype and molds for the test syringes.

We are not currently  producing  commercial  quantities of products or currently
supplying any services to any third  parties.  No assurance can be given that we
will,  on a timely  basis,  be able to make the  transition  from  manufacturing
testing   quantities  of  the  Syringe  to  commercial   production   quantities
successfully or arrange for contract manufacturing.

We anticipate  contracting for the first 2 years of commercial production of the
Syringe. At the end of the second year of production,  we anticipate engaging in
significant   discussions  regarding  the  potential  construction  of  our  own
production facility. We recognize that the construction of a production facility
will be  contingent  upon us having  reached  our sales and profit  projections.
Negotiations to establish  manufacturing  facilities in Ireland have begun,  but
have not progressed beyond the preliminary discussions.

The Eye Care System
-------------------

We have  invented  and  developed an  insertion  and storage  device for contact
lenses ("Eye Care System"),  which is a method of handling and inserting contact
lenses.  We have  developed the following  components and solutions that will be
used together with the Eye Care System insertion and storage products:

     o    a  medical  inserter  that  will  remove  contact  lenses in a medical
          emergency situation for use by hospital medical staff and paramedics;
     o    disposable and replacement inserter ends;
     o    additional storage cups and caps; and
     o    all soaking and  disinfecting  solutions  that are to be used with the
          Eye Care System inserter.

The Eye Care  System is designed  so that the  practitioner  will no longer have
direct hand or finger contact with the contact lens when fitting the patient. We
believe  that  the  design  of the Eye  Care  System  will  reduce  the  risk of
contamination  and infection to the patient.  We have developed a liquid cleaner
for the Eye Care System that quickly cleans contact lenses. We have obtained FDA
approval for the Eye Care System product.

We have  completed  market testing and believe that the Eye Care System was well
received  at the  American  Optometrists  Association  convention  in  Montreal,
Canada,   where  approximately  30,000  units  were  distributed  to  opticians,
optometrists  and pharmacies.  We have completed the formulation of contact lens
solutions and copyrights  covering these products.  We have completed the design
and labeling of the Eye Care System.  We believe that the eye-care  products are
ready for marketing and distribution.

The target markets for the distribution for the Eye Care System product include,
but are not necessarily limited to hospitals and clinics, including optometrists
and opticians.

The Eye Care System products are currently produced in Canada. We own all of the
necessary  injection  molds.  We will contract for the  production of components
needed for the  assembly  and  packaging  of the Eye Care System  products.  The
actual assembly and packaging will be contracted with a third party.

We have produced 33,000 units of our eye care inserters,  which will be used for
demonstrations.  As such,  we have not recorded  those units as inventory on our
balance sheet, but recorded those units as expenses in our income statement,  as
net realizable value is anticipated to be nothing. We currently have the ability
to contract for the  production of commercial  quantities of our Eye Care System
products. We currently have dies with an output capacity of 150,000 units. There
is a second set of dies designed that will have a 300,000 unit  capacity,  which
would  allow  the  production  of a total of  450,000  units of Eye Care  System
products per month.


                                       15
<PAGE>



We have FDA  approval  to market  our line of eye care  products  in the  United
States and the  necessary  Canadian  approval  to market  eye-care  products  in
Canada.  We are reviewing various contracts with third parties to market the Eye
Care System in Canada, as well as the United States.

We continue to  concentrate  our  activities on the production and launch of the
Syringe.  When that is finalized,  we will  implement our marketing plan for the
Eye Care System products.

Skin Care Products
------------------

At this time we are reorganizing our approach to our skin care products. We will
not be pursuing this area aggressively until we are producing the Syringe.

Genetic Patents
---------------

We are currently  negotiating  licensing  agreements  with the owners of various
patents on genetic vectors. As of February 28, 2002, we have advanced $54,020 to
the patent owners.

Business of Our Subsidiary
--------------------------

Beginning  January 1, 2002,  payroll  costs were  substantially  incurred by our
subsidiary as part of its preliminary start up operations.

Future Capital Requirements
---------------------------

We will require additional cash to implement our business strategies,  including
cash for payment of increased  operating  expenses.  No assurance  can be given,
however,  that we will have access to the capital markets in the future, or that
financing will be available on acceptable terms to satisfy our cash requirements
necessary to  implement  our business  strategies.  The  inability to access the
capital markets or obtain  acceptable  financing  could have a material  adverse
effect on our results of operations and financial condition.

Our forecast of the period of time during which our financial  resources will be
adequate to support our operations is a forward-looking  statement that involves
risks and  uncertainties,  and actual results could vary as a result of a number
of factors.

We anticipate  having to raise  additional  capital  during the next 3 months in
order to develop,  promote, produce and distribute our proposed products as well
as satisfy  our  existing  obligations.  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  from the sale of
equity or  equity-related  securities,  the issuance of those  securities  could
result in dilution of our 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 3 months,
we will be required to curtail  operations  significantly  or to obtain funds by
entering  into  arrangements  with  collaborative  partners  or others  that may
require us to  relinquish  rights to certain of our  products  that we would not
otherwise relinquish.

Business Risks
--------------

We are exposed to a variety of business risks, some of which are inherent to all
competitive commercial enterprises,  and others that are specific to the medical
products  industry.  We will  continue to endeavor  to limit all  specific  risk
factors by our operations and financial strategies.


                                       16
<PAGE>



Financial Risks
---------------

Our business  plans are  aggressive in nature.  Continued  rapid  expansion will
consume valuable working capital and result in significant  demand for cash from
operations  during  the next few  quarters.  We  expect  that  existing  capital
resources  and  contributions  from profits will not be  sufficient  to fund our
business plans as represented  without receiving  additional funds from external
sources.

Business Cycles and Risks of Cost Overruns
------------------------------------------

The  sale  and  implementation  of our  products  involve  a  reasonable  market
penetration.  Failure to secure reasonable market penetration could have adverse
effects on our business, results of operations and its financial condition.

Fluctuations in Financial Results
---------------------------------

Our operating  results will  fluctuate,  depending on factors such as the demand
for products,  the size and timing of contracts,  new products and enhancements,
price  competition,  changes in  operating  expenses and  personnel  and general
economic factors.  Therefore,  actual financial  results may vary  significantly
from those projected by us.

Third-Party Claims for Infringement
-----------------------------------

We are not aware that any of our products infringe on the proprietary  rights of
third parties.  There can be no assurance,  however, that third parties will not
claim such  infringements by us with respect to current or future products.  Any
such claims,  with or without merit,  could be time consuming,  result in costly
litigation, or cause product or shipment delays. Any of the foregoing could have
adverse effects on our business, results of operations or financial condition.

Dependence of Single Product Line
---------------------------------

Concentration  of sales in a single product line for the medical health industry
represents a substantial risk, should market conditions deteriorate.

Foreign Currency
----------------

Our business plans are primarily focused on the penetration in the United States
and subsequently worldwide markets; therefore, we will be subject to the risk of
foreign currency fluctuations.

Competition and Sales Channels
------------------------------

Several  companies  compete  with us in the  syringe  market and there are a few
competitors  in the safety syringe  market.  Most are  substantially  larger and
possess greater  financial  resources than we do. Our future  success,  however,
relies on achieving superior product development by greater concentration on the
needs of the market and faster response to evolving customer requirements. There
can be no  assurance,  however,  that  competitors  will  not  develop  products
superior to our products or achieve greater market  acceptance due to marketing,
sales channels or other factors.

Dependence on Large Distributors
--------------------------------

We will rely in part on business  partners for the distribution of our products.
This includes a few large  distributors in the United States. We may be impacted
by negative business cycles or events  experienced by these  distributors.  This
may result in a short or long term reduction in revenue.



                                       17
<PAGE>



Human Resource Risks and Growth
-------------------------------

Our  success is  largely  dependent  on the  performance  of its key  employees.
Failure to attract and retain key employees with necessary  skills could have an
adverse  impact upon our growth and  profitability.  Our business is expected to
increase  rapidly  during the next three  years.  This  increase  will result in
substantial  growth in the number of  employees,  the scope of our operating and
financial systems and the geographic area of our operations.  This increases the
responsibilities for both existing and new management personnel.  Our ability to
support the  projected  growth of our  business  will be  dependent  upon having
highly  trained  personnel  in place to conduct  pre-sales  activities,  product
implementation and other customer support services. Our future operating results
will  depend on the ability of our key  managers  and  employees  to continue to
implement and improve our operational,  customer support and financial  systems.
There can be no  assurance  that we will be able to manage any future  expansion
successfully,  and, if we cannot, this could adversely affect the results of our
operations and our financial condition.

Production and Quality Control
------------------------------

The manufacturing of products involves a number of steps and requires compliance
with  stringent  quality  control   specifications  imposed  on  us  by  various
regulators.  We may not be able to replace manufacturing capacity quickly, if we
were unable to use our manufacturing  facilities as a result of a fire,  natural
disaster (including  earthquake),  equipment failure or other difficulty,  or if
such  facilities  are  deemed not in  compliance  with the  various  regulators'
requirements  and  the  non-compliance  could  not  be  rapidly  rectified.  The
inability or reduced  capacity to  manufacture or have  manufactured  any of our
products  would have a material  adverse  effect on the  business and results of
operations.

Government Standards and Regulations
------------------------------------

Our  products  will be subject to  numerous  foreign  government  standards  and
regulations  that are  continually  being amended.  Although we will endeavor to
satisfy foreign  technical and regulatory  standards,  there can be no assurance
that our products will comply with foreign government standards and regulations,
or changes  thereto,  or that it will be cost effective to redesign our products
to  comply  with such  standards  or  regulations.  Our  inability  to design or
redesign products to comply with foreign standards could have a material adverse
effect on our business, financial condition and results of operations.

Product Liability Risk
----------------------

Our  business  and the  business of our  subsidiary  will expose us to potential
product  liability  risks that are  inherent in the testing,  manufacturing  and
marketing  of medical  products.  We do not  currently  have  product  liability
insurance,  and  there  can be no  assurance  that we will be able to  obtain or
maintain such insurance on acceptable terms or, if obtained, that such insurance
will provide adequate coverage against potential liabilities.

We face an inherent  business  risk of exposure to product  liability  and other
claims,  in the event that the  development or use of our technology or products
is alleged to have  resulted  in adverse  effects.  That risk  exists  even with
respect to those  products  that are  manufactured  in  licensed  and  regulated
facilities or that otherwise  possess  regulatory  approval for commercial sale.
There can be no  assurance  that we will  avoid  significant  product  liability
exposure.  There can be no  assurance  that  insurance  will be available in the
future on commercially  reasonable terms, or at all, or that such insurance will
be  adequate  to pay  potential  product  liability  claims  or  that a loss  of
insurance  or the  assertion  of a product  liability  claim or claims would not
materially  adversely  affect our business,  financial  condition and results of
operations.

Although  we have  taken,  and  will  continue  to  take,  what we  believe  are
appropriate  precautions,   there  can  be  no  assurance  that  we  will  avoid
significant  liability  exposure.  An  inability  to  obtain  product  liability
insurance at acceptable cost or to otherwise  protect against  potential product
liability claims could prevent or inhibit the commercialization of our products.
A product  liability claim could have a material adverse effect on our business,
financial condition and results of operations.

                                       18
<PAGE>



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

We  believe we have  raised  enough  capital  to allow us to meet our  financial
obligations  for a period  of at least 3 months  from  February  28,  2002,  not
including  our  current  obligations,  aggregating  $216,597,  under the British
Columbia  Security  Commission   rescission  offer.  However,  this  three-month
forecast is a forward-looking  statement that involves risks and  uncertainties.
Actual results could differ  significantly as a result of these uncertainties as
the forecast assumes on-going support from creditors,  including the obligations
under the rescission offer, and shareholders.

We had cash  resources of $194,171 at February 28, 2002. At May 31, 2001, we had
cash resources of $741,152.  At February 28, 2002,  total current assets of were
$238,323 and total current liabilities of $271,163.  At February 28, 2002, total
current  liabilities  exceeded total current assets by $32,840. At May 31, 2001,
total current assets were of $790,713 and total current liabilities of $112,083.
At May 31, 2001,  total current  assets  exceeded  total current  liabilities by
$678,630.  Because we are not generating any revenues,  our only external source
of  liquidity  is  the  sale  of our  capital  stock.  We  have  no  contractual
obligations for capital purchases or any other commitments at this time.

Management's plans include  generating future profitable  operations from future
sales of the retractable syringe as well as additional funding from stockholders
in the form of additional share subscriptions.  There can be no assurance that a
market  will  develop  for the  retractable  syringe  or that  additional  share
financings will be available.  Failure to obtain  adequate  financing will cause
the Company to curtail operations.

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

We have not yet realized any revenues from  operations.  The loss from March 17,
1997 (inception) to February 28, 2002, was $3,717,360.  The loss for the 9-month
period ended February 28, 2002, was $834,831  compared to a loss of $897,522 for
the 9-month  period  ended  February 28, 2001.  Such losses were  primarily  the
result of product development and operational expenditures.

In the  current 3 month  period  the loss has  decreased  compared  to the prior
comparable  period  because we are  restricting  outflow of funds  until we have
additional  capitalization.  During the 9-month period ending February 28, 2002,
we have paid  $383,163  with  regards to  developing  the  Syringe,  including a
prototype  compared to $285,047 incurred during the 9-months ending February 28,
2001.  We have  incurred  $89,046 in legal and  accounting  fees for the 9-month
period  ending  February 28, 2002  compared to $138,286  for the 9-month  period
ending  February 28, 2001. The reduction in legal and accounting fees of $49,240
is due mainly to legal fees  incurred  during 2001  relating  to the  rescission
offer that were not  incurred in 2002.  Consulting  fees for the 9-month  period
ending  February  28, 2002 were  $118,279  compared to $383,033  for the 9-month
period ending February 28, 2001,  respectively.  The decrease in consulting fees
is the result of the Company cutting costs due to restricted cash reserves.

For the 9-month  period ended  February 28, 2002,  capital stock and  additional
paid in capital have increased by $17,425 since May 31, 2001.















                                       19
<PAGE>



                                     Part II


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

Litigation Involving Our Subsidiary.
------------------------------------

None

British Columbia Securities Commission Rescission Offer.
--------------------------------------------------------

As of February 28, 2002, stockholders holding 101,433 shares of our common stock
with a paid up capital of $262,823 have exercised their right of rescission.  As
of February 28, 2002,  $46,226 had been paid  regarding  the  rescission  offer,
leaving  $216,597  remaining to be paid, which has been recorded in our accounts
payable and accrued liabilities.







































                                       20
<PAGE>



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

Warrants.
---------

We have offered to all  shareholders of record at June 30, 2001, one warrant for
every 2 shares held by each  shareholder.  Each  warrant  entitles the holder of
such warrant to purchase one share of our common stock for $5.00 per share. Each
warrant  expires 90 days after the first  transaction in our common stock occurs
on a public market

Stock  Options.  Our Board of Directors  has adopted a stock option plan ("Stock
---------------
Option  Plan").  The Stock  Option  Plan is  designed  to retain  qualified  and
competent  officers,  employees  and  directors  of the  Company.  Our  Board of
Directors, or a committee thereof, shall administer the Stock Option Plan and is
authorized,  in its sole and absolute discretion, to grant options to all of our
eligible  employees,  officers  and  directors  (whether or not employed by us).
During  the year ended May 31,  2001,  340,417  stock  options  were  granted in
accordance  with the Stock Option  Plan.  Under SFAS 123,  compensation  cost of
$295,269 has been  recorded for those  options  issued to  consultants.  Options
granted pursuant to the Stock Option Plan will be exercisable  within the period
specified in the respective stock option  agreements.  Options granted under the
Stock Option Plan will not be exercisable after the expiration of ten (10) years
from the date of grant for  shareholders  with less than 10%  ownership and five
(5) years for shareholders  with 10% or more share  ownership.  The Stock Option
Plan  will also  authorize  us to make  loans to  optionees  to  enable  them to
exercise their options.

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

None

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

None


Item 5.
-------


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





















                                       21
<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:   March 15, 2002                    L.O.M. Medical International, Inc.


                                           By:      __________________________
                                                    John Klippenstein
                                           Its:     President


































                                       22