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

                                   FORM 10-QSB

           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                For the quarterly period ended September 30, 2004

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

                        Commission File Number: 000-49720

                                  GenoMed, Inc.
        (Exact name of Small Business Issuer as specified in its Charter)

                                     Florida
         (State or other jurisdiction of incorporation or organization)

                                   43-1916702
                      (I.R.S. Employer Identification No.)

           9666 Olive Boulevard, Suite 310, St. Louis, Missouri 63132
               (Address of principal executive offices) (Zip Code)

                                 (314) 983-9933
                           (Issuer's telephone number)

Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 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. Yes [ ] No [X] This report is being filed late.

                      APPLICABLE ONLY TO CORPORATE ISSUERS
     As of November 17, 2004, we had 194,547,387 shares of our common stock
                                  outstanding.

<PAGE>


                                      INDEX

PART I      CONSOLIDATED FINANCIAL INFORMATION

Item 1.     Consolidated Financial Statements..............................   3
Item 2.     Management's Discussion and Analysis and Plan of Operation.....   8
Item 3.     Controls and Procedures........................................  13

PART II     OTHER INFORMATION

Item 1.     Legal Proceedings..............................................  14
Item 2.     Unregistered Sales of Equity Securities and Use of Proceeds....  14
Item 3.     Defaults Upon Senior Securities................................  14
Item 4.     Submission of Matters to a Vote of Security Holders............  14
Item 5.     Other Information..............................................  14
Item 6.     Exhibits ......................................................  14


<PAGE>


PART I.

Item 1. CONSOLIDATED FINANCIAL STATEMENTS

                                  GenoMed, Inc.
                          (A Development Stage Company)
                      Condensed Consolidated Balance Sheet

                                   (Unaudited)

<TABLE>
<CAPTION>
<S>                                                                          <C>

------------------------------------------------------------------------  ------------------------
                                                                                   As of
                                                                             September 30, 2004
Assets

Current assets:
    Cash                                                                            $  855,250
    Employee advances                                                                    3,925
    Prepaids                                                                           298,625
Property and equipment, net                                                            110,751
                                                                                    ----------
Total Assets                                                                        $1,268,551
                                                                                    ==========
Liabilities and stockholders' equity

Current liabilities:
    Accounts payable and accrued expenses                                            $ 166,583
    Due to officers                                                                     46,023
                                                                                    ----------
        Total current liabilities                                                    $ 212,606
                                                                                    ----------
Stockholders' equity:
    Common stock, $.001 par value, 1,000,000,000 shares
        authorized, 194,502,387 shares issued and outstanding                          194,502
    Additional paid in capital                                                       7,724,434
    Subscribed common shares                                                            35,500
    (Deficit) accumulated during the development stage                              (6,898,491)
                                                                                    ----------
       Total Stockholders' equity                                                    1,055,945
                                                                                    ----------
Total current liabilities and Stockholders' equity                                  $1,268,551
                                                                                    ==========
See accompanying notes to the consolidated financial statements.

</TABLE>

<PAGE>

                                  GenoMed, Inc.
                          (A Development Stage Company)
                 Condensed Consolidated Statements of Operations
          Three and Nine Months Ended September 30, 2004 and 2003, and
     the Period From Inception (January 3, 2001) through September 30, 2004
                                   (Unaudited)

<TABLE>
<CAPTION>
<S>                                         <C>              <C>             <C>                 <C>              <C>

                                            Three Months      Three Months                         Nine Months       Inception
                                                Ended            Ended       Nine Months Ended       Ended           Through
                                            September 30,    September 30,     September 30,     September 30,    September 30,
                                                2004              2003             2004              2003             2004
                                           ---------------  ---------------  -----------------  ---------------  ---------------
Revenue                                      $     1,486       $     2,767      $     2,733       $     4,717       $     9,143

Operating expenses:
    Research and development                           -                 -                -                 -           333,264
    Selling, general and administrative
        expenses (credit)                     (2,117,172)          380,061        3,507,783         1,118,493         6,418,294
                                           ---------------  ---------------  -----------------  ---------------  ---------------

                                              (2,117,172)          380,061        3,507,783         1,118,493         6,751,558
                                           ---------------  ---------------  -----------------  ---------------  ---------------

Income (Loss) from operations                  2,118,658          (377,294)      (3,505,050)       (1,113,776)       (6,742,415)
Other (income) and expenses:
    Interest income                               (2,003)                -           (3,988)                -            (3,988)
    Impairment                                                           -                -                 -             6,939
    Interest expense                                   -            20,000                -            60,000           153,126
                                           ---------------  ---------------  -----------------  ---------------  ---------------
                                                  (2,003)           20,000           (3,988)           60,000           156,077
                                           ---------------  ---------------  -----------------  ---------------  ---------------
Net income (loss)                            $ 2,120,661       $  (397,294)     $(3,501,062)      $(1,173,776)      $(6,898,492)
                                           ==============   ===============  =================  ===============  ===============
Per share information - basic and diluted:
    Weighted average shares outstanding -
       basic                                 194,450,455       123,235,065      180,556,718       122,204,213       237,286,886
                                           ==============   ===============  =================  ===============  ===============
    Weighted average shares outstanding -
       diluted                               216,749,010       123,235,065      180,556,718       122,204,213       237,286,886
                                           ==============   ===============  =================  ===============  ===============

    Net income (loss) per share - basic            $0.01            $(0.00)          $(0.02)           $(0.01)           $(0.03)
                                           ==============   ===============  =================  ===============  ===============
    Net income (loss) per share - diluted          $0.01            $(0.00)          $(0.02)           $(0.01)           $(0.03)
                                           ==============   ===============  =================  ===============  ===============

</TABLE>

See accompanying notes to the condensed consolidated financial statements.

<PAGE>

                                  GenoMed, Inc.
                          (A Development Stage Company)
                 Condensed Consolidated Statements of Cash Flow
               Nine Months Ended September 30, 2004 and 2003, and
     the Period From Inception (January 3, 2001) Through September 30, 2004
                                   (Unaudited)

<TABLE>
<CAPTION>
<S>                                                            <C>                <C>               <C>

                                                                Nine Months        Nine Months
                                                                   Ended              Ended         Inception Through
                                                               September 30,      September 30,       September 30,
                                                                   2004                2003               2004
                                                               -------------      -------------     -----------------
Cash flow from operating activities:
Net cash (used in) operating activities                          $ (923,907)         $ (29,940)        $(1,805,184)
                                                               -------------      -------------     -----------------

Cash flows from investing activities:
Net cash (used in) investing activities                              (8,473)                 -            (218,727)
                                                               -------------      -------------     -----------------

Cash flows from financing activities:
Net cash provided by financing activities                         1,776,161             26,500           2,879,161
                                                               -------------      -------------     -----------------

Net increase in cash                                                843,781             (3,440)            855,250

Beginning - cash balance                                             11,469             13,031                   -
                                                               -------------      -------------     -----------------

Ending - cash balance                                            $  855,250             $9,591         $   855,250
                                                               =============      =============     =================

</TABLE>

See accompanying notes to the condensed consolidated financial statements.

<PAGE>


                                  GenoMed, Inc.
                          (A Development Stage Company)
              Notes to Condensed Consolidated Financial Statements
                               September 30, 2004
                                   (Unaudited)

(1)  BASIS OF PRESENTATION

The accompanying  unaudited consolidated financial statements have been prepared
in accordance with accounting principles generally accepted in the United States
of America ("GAAP") for interim financial  information.  They do not include all
of the information and notes required by GAAP for complete financial statements.
In the  opinion  of  management,  all  adjustments  (consisting  only of  normal
recurring  adjustments)  considered  necessary for a fair presentation have been
included.   The  results  of  operations  for  the  periods  presented  are  not
necessarily  indicative  of the  results to be expected  for the full year.  For
further information,  refer to the financial statements as of December 31, 2003,
the  years  ended  December  31,  2003 and 2002 and the  period  from  inception
(January 3, 2001) through  December 31, 2003 including notes thereto included in
our annual report on Form 10-KSB for the year ended December 31, 2003.

(2)  EARNINGS PER SHARE

Net income (loss) per share is calculated as required by SFAS No. 128, "Earnings
per Share." Basic earnings (loss) per share is calculated by dividing net income
(loss) by the  weighted  average  number of common  shares  outstanding  for the
period.  Diluted  earnings (loss) per share is calculated by dividing net income
(loss) by the weighted average number of common shares and dilutive common stock
equivalents outstanding. During the three-month period ended September 30, 2003,
the  nine-month  periods  ended  September 30, 2004 and 2003 and the period from
inception (January 3, 2001) through September 30, 2004, common stock equivalents
were not considered,  as their effect would be  anti-dilutive.  All common stock
equivalents  included in dilutive shares  outstanding for the nine-month  period
ended September 30, 2004 were from stock options.

(3)  NOTE PAYABLE - AFFILIATE

At December 31, 2003,  GenoMed,  Inc. (the  "Company") had an  outstanding  note
aggregating  $1,000,000,  which had been  advanced  by an  affiliated  entity by
virtue of stock  ownership  in the  Company.  The note bears  interest at 8% per
annum and is due on January  1,  2005.  The note may be  converted  into  common
shares of the Company as follows:

     a.   The  unpaid  principal  in  whole  or in part  together  with  accrued
          interest shall at the option of the holder be converted into the class
          of the Company's shares on the same terms and conditions applicable to
          any  investors  in a  financing  agreement.  The  holder  may elect to
          negotiate separate terms and conditions,  however,  the unpaid balance
          will not be payable in cash, but  convertible  only into shares of the
          Company. For the purposes of this calculation,  the aggregate value of
          our shares received by the holder in conversion shall be determined by
          subtracting  $1,000,000 from the unpaid original  principal balance of
          the note, which remains unpaid at the time of conversion.  A financing
          agreement  is  defined  as the  receipt

<PAGE>

          by the Company of at least  $1,500,000  of net cash  proceeds from the
          sale of capital stock.

     b.   The  unpaid  principal  in  whole  or in part  together  with  accrued
          interest  shall be  converted  into  shares if we  realize  revenue of
          $1,500,000  during the period  commencing  April 9, 2003 and ending on
          December 31, 2004. The price per share shall be determined as provided
          in c below.  The  unpaid  balance  will not be  payable  in cash,  but
          convertible only into shares of the Company.  For the purposes of this
          calculation,  the aggregate value of our shares received by the holder
          in conversion  shall be determined by subtracting  $1,000,000 from the
          unpaid original principal balance of the note, which remains unpaid at
          the time of conversion.

     c.   If no financing agreement has occurred by December 31, 2004 and/or the
          Company has not realized the requirements of a and b above, the holder
          may elect to convert the unpaid principal balance and accrued interest
          into the number of common shares of the Company determined by dividing
          the unpaid  balance by the average  bid price of our common  stock for
          the previous 30 trading days.  The unpaid  balance will not be payable
          in cash, but convertible only into shares of the Company.

During March 2004 the holder contributed the $1,000,000 principal balance of the
note to the capital of the Company and converted the unpaid interest into common
shares (see Note 4).

(4)  STOCKHOLDERS' EQUITY

During the three and nine month  periods ended  September 30, 2004,  the Company
charged  $7,500  and  $29,250,  respectively,  to  operations  pursuant  to  our
agreement to issue 500,000 shares of common stock at various dates in accordance
with the terms of advisory board  contracts.  As of September 30, 2004, June 30,
2004 and March 31, 2004,  100,000  shares,  75,000  shares,  and 75,000  shares,
respectively,  had been  earned and had not been  issued.  The shares  have been
valued at the trading price of the stock as of the  measurement  date. The above
amount has been  included as subscribed  common  shares.  Through  September 30,
2004,  an aggregate  of 850,000  shares with a value of $44,250 have been earned
pursuant to the advisory board contracts.

During March 2002, the Company granted an officer options to purchase 37,500,000
shares of common  stock at an exercise  price of 20% of the fair market value of
our common stock on the exercise date. The options may be exercised after May 6,
2002 for a period of 10 years as to  12,500,000  options  and after  November 6,
2002  for a period  of 10 years as to  25,000,000  options.  The  change  in the
discount  from the fair market value of the common stock  related to the options
will be charged to operations as general and administrative  expenses during the
period from the grant date to the exercise  date.  During the three months ended
September  30,  2004,  $2,400,000  was credited to  operations  related to these
options.  During the nine months ended September 30, 2004,  $600,000 was charged
to operations related to these options.

During the three months ended March 31, 2004, the Company issued an aggregate of
10,716,327 shares of common stock to an affiliate who held the note described in
Note 3 for cash aggregating $480,000. In addition, the Company issued 12,737,995
shares of common stock to

<PAGE>

this  affiliate  related to the  conversion of $333,738 in debt. The discount on
these shares of $2,222,757 had been charged to operations  during the period. In
addition,  the  affiliate  forgave  the  balance of  $1,000,000  due on the note
payable  described  in Note 3,  which has been  recorded  as a  contribution  to
capital.

During the three  months  ended March 31, 2004,  the Company  issued  33,464,230
shares of common  stock to Advanced  Optics  Electronics  for  $900,000 in cash.
These shares were sold at a discount from the trading price of our common stock.

During the three and nine month period  ended  September  30, 2004,  the Company
issued 77,778 and 6,495,563 shares of common stock to Pierpoint  Investissements
SA  ("Pierpoint")  and its designees for $3,500 and $308,950,  respectively,  in
cash.  These shares were sold at a discount from the trading price of our common
stock.  Under the Company's  agreement with Pierpoint,  Pierpoint is entitled to
5,000,000 warrants to purchase our common stock with a strike price fixed at the
30-day average immediately prior to the exercise of the warrants less a discount
of 50% with a two-year  expiry date from issue.  As of September  30, 2004,  the
warrants to Pierpoint had been earned but not issued.

During the three and nine month periods ended September 30, 2004,  employees and
board members  exercised  100,000 and 1,869,231 options and received 100,000 and
1,869,231 common shares for cash of $1,000 and $45,462, respectively.

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS AND PLAN OF OPERATIONS

FORWARD-LOOKING STATEMENTS

The following  discussion  contains  forward-looking  statements,  such as those
pertaining to our scientific research, therapies, plan of operations, marketing,
future earnings,  capital  requirements and resources and results of operations,
and should be read in  conjunction  with our  financial  statements  and related
notes  contained  elsewhere in this report.  Words or phrases such as "believe,"
"expect," "may," "should,"  "anticipate,"  "plan," "project,"  "intend," "goal,"
"forecast," "continue," "expect," "hope" or similar expressions,  or discussions
of  strategy,  plans or  intentions,  are  intended to identify  forward-looking
statements. Forward-looking statements involve numerous risks and uncertainties,
and you should not rely on them as  predictions  of actual  events.  There is no
assurance  the  events  or  circumstances   reflected  in  the   forward-looking
statements will occur.

Our actual  financial  condition,  results of  operations  or business  may vary
materially  from those  contemplated  by these  forward-looking  statements  and
involve  substantial risks and  uncertainties,  including but not limited to the
risks described below:

     o    We are a  development  stage  company  with no history of  significant
          revenues.   We  have  incurred  substantial   operating  losses  since
          inception. Our ability to support our future operations will depend on
          our ability to generate positive earnings and cash flows, which cannot
          be assured.

     o    We are dependent on outside investments to fund our operations.  There
          is no assurance we can obtain any additional investments when required
          or that the terms of such investments will be favorable to us. We have
          had to  raise  funds by

<PAGE>

          selling  restricted  stock at a  substantial  discount from the market
          price, which is dilutive to our public shareholders.

     o    Our  management  does not have  significant  accounting  or  financial
          reporting   experience   or  expertise  in   accounting  or  financial
          reporting.   We  have  outsourced  our  accounting   functions  to  an
          independent contractor.

     o    We are a "penny stock" company.  Our common stock is not listed on any
          exchange or quotation system, other than the pink sheets. Our stock is
          thinly  traded.  There can be no assurance of an active market for our
          stock.  The  market  price  for our  stock is  volatile  and  could be
          abnormally  affected by significant  buying or selling  activity.  Our
          shares are a high risk, speculative investment.

     o    Although  we  believe  our  disclosure  controls  and  procedures  and
          internal  controls  are  effective,  we  cannot  assure  you  that our
          procedures for monitoring  those controls and procedures are adequate.
          Because of the small size of our staff,  our controls  and  procedures
          are more informal than would be required for a larger company.

     o    Some of our therapies involve  "off-label"  prescriptions for existing
          drugs  that  are  already  on  the  market.  We  have  also  developed
          proprietary  formulas  on which we've  applied for patent  protection.
          Although  we  have  obtained   promising  results  with  some  of  our
          therapies,  there can be no  assurance  all of our  therapies  will be
          effective. To the extent our therapies involve off-label uses of drugs
          already  on the  market,  we may not  derive  any  revenue  from those
          therapies.

     o    Our  therapies  have not yet  achieved  widespread  acceptance  in the
          medical community.

     o    The patient  outcomes we believe can be achieved by our  therapies may
          not be achievable on a widespread basis.

     o    We have  not  yet  determined  how to  effectively  commercialize  our
          research  or  therapies.  There may be no  significant  market for our
          research or therapies.

     o    The science of genomics is new and untested. We cannot assure that any
          discoveries  we make in this field will be beneficial or  commercially
          viable.

     o    There can be no  assurance  government  agencies,  such as Medicare or
          Medicaid,  or  insurance  companies or other  third-party  payors will
          provide  reimbursement  for any therapies we may develop,  which could
          substantially reduce the commercial viability of those therapies.

     o    We may not obtain patents or licenses for our discoveries, which could
          substantially reduce their market potential.  Any patents we do obtain
          may not be sufficiently broad to exclude competitors.

     o    We  cannot   assure  you  that  any  therapies  we  develop  would  be
          proprietary or would not infringe the intellectual  property rights of
          third parties.

<PAGE>

     o    Our business may be adversely affected by regulatory costs which would
          negatively affect our business and potential profitability.

     o    We believe our method of gene  identification  is a  relatively  novel
          gene identification  method.  Because of this, the medical profession,
          government,  insurance  companies,  prospective  strategic partners or
          others may not accept it as an acceptable gene identification  method,
          which would negatively affect our operations and potential revenues.

     o    Our competitors may develop  genomics  procedures and therapies before
          we do. Those procedures and therapies may be more effective or achieve
          greater  clinical  acceptance than ours. Most of our competitors  have
          superior  financial  and  technical  resources  and may have  superior
          technologies. Our ability to compete will depend on our development of
          safe and effective procedures and therapies and our ability to develop
          and exploit  markets for those  procedures and  therapies.  Due to our
          small size and lack of  capital,  we may not be able to  commercialize
          any of our therapies  before other  companies with superior  resources
          are able to  commercialize  theirs.  We may not be able to  adequately
          compete against any such companies.

     o    We may be subject to medical or product  liability  claims  that could
          adversely  affect  our  potential   profitability   and  may  lead  to
          substantial losses.

     o    Because  we  will  lack  control  over  the   outsourcing   of  sample
          collection,  genotyping and data analysis,  our quality control may be
          negatively affected.

     o    If we  fail to  recruit  sufficient  test  patients  for our  clinical
          trials, our development of potential  products will be delayed,  which
          would negatively affect our potential revenues.

     o    Our business plan is dependent upon forming  strategic  alliances with
          others. If we fail to create such alliances, or if the alliances we do
          create are not successful, we may never generate significant revenues.
          If we fail to conduct  adequate due diligence  regarding our strategic
          alliances,  we could be subject  to  increased  costs and  operational
          difficulties.

     o    Almost  all  of  our  management  decisions  are  made  by  Dr.  David
          Moskowitz,  who  serves as our  President,  Chief  Executive  Officer,
          Chairman  of the  Board  and  Chief  Medical  Officer.  If we lose his
          services, we may not be able to remain in business.

     o    We have only two  directors  on our  Board.  Our Board does not have a
          majority  of   independent   directors   or  an   independent   audit,
          compensation or nominating committee.  None of our Board members is an
          "audit committee financial expert," as defined in SEC rules.

     o    We have a  substantial  amount of options  outstanding.  The  exercise
          price  for most of these  options  is below the  market  price for our
          stock on the date the  options

<PAGE>

          were   granted.   The  exercise  of  these  options  would  result  in
          substantial dilution to our public shareholders.

RESULTS OF OPERATIONS

Because we earned only minimal revenue from operations during the three and nine
month periods ended September 30, 2004 and 2003, this report does not contain an
analysis of our  operating  results or a comparison of those results from period
to period.

We recorded net income of $2,118,658 in the six months ended September 30, 2004,
as compared to a net loss of $377,294  for the six months  ended  September  30,
2003. The net income amount resulted from a selling,  general and administrative
credit of  $2,400,000  for the quarter  attributable  to variable  rate  options
granted to our President.  Fluctuations  in the market price of our stock result
in  expense  related  to those  options  when  the  market  price  of our  stock
increases,  and a  credit  related  to  those  options  when  the  market  price
decreases.  Recurring selling,  general and  administrative  expenses during the
quarter were $282,828.

RECENT DEVELOPMENTS

We  received  a fair  amount of media  attention  to our  activities  during the
quarter ended September 30, 2004. In July, the initial case series of 8 patients
with West Nile virus  encephalitis  was published in an issue of "Current Topics
of Medicinal  Chemistry," a peer review  journal.  Also in July,  KTVI,  the Fox
television  network  affiliate in St. Louis,  aired a news segment profiling our
unusual  and  highly  successful  approach  to  treatment  of  West  Nile  Virus
Encephalitis.  As part of the two-part  segment that aired over two nights,  Dr.
Moskowitz  was  interviewed  and gave details of his  research.  In August,  Dr.
Moskowitz  was also a speaker  at two  conferences.  On August 2, Dr.  Moskowitz
spoke at the Second Annual Disease  Management  Conference on the topic "Genomic
and  Biotechnology  Applications  to Disease  Management,"  and on August 4, Dr.
Moskowitz  spoke at the  Third  Annual  FACES  Conference  on the topic "A Novel
Approach to Encephalitis."

In September,  we created a Business  Advisory Board.  Dr. Dennis A. Robbins,  a
national expert in ethics and clinical reimbursement, serves as the Chairman for
the Business  Advisory  Board.  Dr. Joel Brill, a national  expert in predictive
modeling and physician reimbursement, was also named to serve as a member of the
Business Development Advisory Board.

Also in  September,  we  created an  Ethical,  Legal and  Social  Issues  (ELSI)
Committee  within its SAB to reflect the guiding  principles of the Human Genome
Project.  The ELSI Committee is chaired by Dr. Dennis A. Robbins,  PhD, MRP. The
ELSI Committee also consists of the following individuals:

     o    Sylvia Johnson, PhD, the Director of Research and Epidemiology for the
          United  Automobile  Aerospace and  Agricultural  Implement  Workers of
          America (UAW), the largest union in the world.

     o    David  Sundwall,  MD , a center  of  influence  in health  policy  and
          standards in the clinical  laboratory  world. Dr. Sundwall is Chairman
          of the Center of Disease Control's Clinical

<PAGE>

          Laboratory  Improvement Act Advisory  Committee and the Senior Medical
          and   Scientific   Officer  of  the   American   Clinical   Laboratory
          Association.

     o    Sherly Dasco,  PhD (medical  genetics),  JD who was recently named the
          number one health attorney in Texas.

     o    David W. Moskowitz, MD, CEO and Chief Medical Officer for GenoMed, who
          discovered that ACE is a "master" disease gene: and


We moved into our new office space in St. Louis,  Missouri. The lab space on the
premises has been renovated so we can perform sample processing in-house.

PLAN OF OPERATIONS

We are a development stage company.  We have had minimal revenue from operations
and  have  incurred  substantial  operating  losses  since  inception.  We  have
concentrated  most of our efforts on  attempting  to  demonstrate  the  clinical
potential of our scientific  research and in identifying  potential  markets for
our  genomic  testing  and  therapies.  We have  not  yet  identified  a  viable
commercial market for our work and cannot assure you that any work we do will be
commercially viable.

Our plan of operations for the next 12 months includes the following activities:

     o    continued genotyping of collected samples

     o    applying for patents for scientific discoveries

     o    identifying potential treatments for selected diseases

     o    conducting clinical trials

     o    identifying  potential  markets  for  commercial  exploitation  of our
          discoveries


We intend to focus our plan of operations  over the next twelve months on common
cancers such as lung, prostate, colon, breast and pancreas. We intend to conduct
screening  genotyping,  followed by validation  genotyping,  in hopes of finding
SNPs that could lead to early warning of these diseases and enable us to develop
possible  therapies.  We plan to  collaborate  with a genetics  statistician  to
perform these analyses at no expense to the Company.

We have begun the process of direct  employer  marketing  with some  preliminary
interest  from employer  groups and will continue to pursue that venue.  We have
begun  marketing  at industry  trade shows to make our name known in the medical
community.  We also continue to market directly to providers  believing they are
the link to the  patient.  We  cannot  predict  whether  these  efforts  will be
successful,  or whether we will have sufficient  financial or human resources to
conduct an effective marketing program.

Although  we have  conducted  limited  West  Nile  virus  trials,  we  intend on
concentrating on our prescription  protocols for delaying chronic renal failure.
We have a patent pending on the latter  formula,  which we hope will be a future
source of revenue for us.

<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

We anticipate the following expenses will be incurred over the next 12 months:

         Type                                        Estimated Amount
         ----                                        ----------------

Salaries *                                               $550,000

Operating expenses **                                     200,000

Genotyping                                                700,000

Sample Collection                                          50,000

Marketing                                                  50,000
                                                       ----------
Total                                                  $1,600,000
                                                       ==========

*Includes six staff members and salaries and benefits

**Operating  Expenses  include  office  rent,  utilities,  insurance,  legal and
accounting expenses, also general lab supplies


Our  cash  on  hand  at  September  30,  2004  was  approximately  $855,000,  or
approximately  $745,000  less  than the  amount of cash  expenditures  projected
above,  barring  unforeseen  expenses.  We have generated almost no revenues and
have  accumulated a net loss of $6,898,492  since  inception.  Almost all of our
cash on hand  was  derived  from  third-party  investments.  We hope to fund the
remaining $745,000 in expenses from third-party investments,  although there can
be no  assurance we will obtain  sufficient  funds for that  purpose.  We cannot
predict  when  our  revenues  will  be  sufficient  to  sustain  operations.  We
anticipate being completely  dependent on equity  investments to fund operations
for the foreseeable  future.  If we cannot obtain sufficient funds to meet these
obligations,  or if we incur greater  expenses than  anticipated,  we may not be
able to remain in business.  If we are not able to generate  sufficient funds to
support  operations  or meet our  obligations,  we may be  required  to file for
reorganization  or liquidation  under the Bankruptcy  Code, or our creditors may
file an involuntary bankruptcy proceeding against us.

If any of these foregoing events occur, you could lose your entire investment in
our shares.

Item 3. CONTROLS AND PROCEDURES

There were no changes in our internal  control over financial  reporting  during
the  quarter  ended  September  30,  2004 that have  materially  affected or are
reasonably  likely to  materially  affect our internal  control  over  financial
reporting.

Our Chief Executive  Officer and Chief Financial  Officer do not have accounting
or finance  backgrounds or formal  training in accounting,  finance or financial
reporting.  We  can  give  no  assurance  that  our  procedures  for  monitoring
disclosure  controls and procedures or internal control over financial reporting
are adequate.

<PAGE>

     Our lack of  experience  in  accounting,  finance and  financial  reporting
represents a material weakness in our disclosure controls and procedures.



                                     PART II
                                OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

Not applicable.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES

During the quarter  ended  September  30, 2004, we issued an aggregate of 77,778
shares  of common  stock to  Pierpoint  Investissements  SA and  certain  of its
designees  for an aggregate of $3,500 in cash.  These sales were made in private
placements  in  reliance  on the  exemption  contained  in  Section  4(2) of the
Securities Act of 1933.  Pierpoint  represented to us that these  investors were
accredited investors. We placed restrictive legends on all certificates issued.

Item 3. DEFAULT UPON SENIOR SECURITIES

Not applicable.

Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable

Item 5. OTHER INFORMATION

Not applicable

Item 6. EXHIBITS

(a)  Exhibits required by Item 601 of Regulation S-B


EXHIBIT
NUMBER                            DESCRIPTION
-------                           -----------
2              In re: e-Miracle  Network,  Inc. - Amended Plan or reorganization
               (1)
3.1            Articles of Incorporation - E-Kids Network, Inc. (1)
3.2            Articles of Amendment of the Articles of  Incorporation of E-Kids
               Network, Inc. (1)
3.3            Amended and Restated By Laws of GenoMed, Inc. (1)
10.1           Agreement and Plan of Exchange by and Between  GenoMed,  Inc. and
               Genomic Medicine, LLC and its sole owner (1)
10.2           Amendment to the Agreement and Plan of Exchange (1)
10.3           Agreement with Research Capital, LLC (1)
10.4           Amendment to Agreement with Research Capital, LLC (1)
10.5           Agreement with DNAPrint Genomics, Inc. (1)


<PAGE>

10.6           Agreement with Muna, Inc. (1)
10.7           Agreement with Sequence Sciences, LLC (1)
10.8           Agreement with Better Health Technologies, Inc. (1)
10.9           Employment Agreement with Jerry E. White (1)
10.10          Employment Agreement with David Moskowitz (1)
10.11          Option Agreement with David Moskowitz (1)
10.12          Scientific Advisory Board Agreement with Jason Moore (1)
10.13          Scientific Advisory Board Agreement with Scott Williams (1)
10.14          Scientific Advisory Board Agreement with Tony Frudakis (1)
10.15          Resignation of Jerry E. White (3)
10.16          Settlement Agreement with Jerry E. White (3)
10.17          Convertible  Promissory  Note  dated  April 9,  2003  payable  to
               Research Capital, LLC (4)
10.18          Scientific Advisory Board Agreement with Frank Johnson (4)
10.19          Scientific Advisory Board Agreement with Sergio Danilov (4)
10.20          Scientific Advisory Board Agreement with Geoffrey Boner (4)
10.21          Stock Option Agreement with Peter C. Brooks (4)
10.22          Stock Option Agreement with David W. Moskowitz (4)
10.23          Stock Option Award Letter to Jason Moore (4)
10.24          Stock Option Award Letter to Scott Williams (4)
10.25          Stock Option Award Letter to Tony Frudakis (4)
10.26          Stock Option Agreement with Richard A. Kranitz (4)
10.27          Agreement with Advanced Optics Electronics (5)
10.28          Agreement with Pierpoint Investments (5)
10.29          Agreement with E & E Communications (5)
21             List of subsidiaries (1)
23             Consent of Stark Winter  Schenkein & Co., LLP,  Certified  Public
               Accountants (2)
31.1           Certification  pursuant to Section 302 of the  Sarbanes-Oxley Act
               of 2002
31.2           Certification  pursuant to Section 302 of the  Sarbanes-Oxley Act
               of 2002
32             Certifications  furnished pursuant to 18 U.S.C.  Section 1350, as
               adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(1)  Previously  filed on April 4, 2002,  as exhibit to Form 10-SB  Registration
     Statement, hereby incorporated by reference

(2)  Previously  filed on July 19, 2001,  as exhibit to Form 10-SB  Registration
     Statement, hereby incorporated by reference

(3)  Previously filed on October 31, 2002, as exhibit to Form 10-SB Registration
     Statement, hereby incorporated by reference

(4)  Previously filed on May 6, 2003 as an exhibit to Form 10-KSB Annual Report

(5)  Previously  filed on April 22,  2004 as an  exhibit to Form  10-KSB  Annual
     Report

<PAGE>

                                    SIGNATURE

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

         GenoMed, Inc.


By:      /s/ David Moskowitz
         ------------------------
         Dr. David Moskowitz
         President/Chief Executive Officer/Chairman of the Board

DATED:  November 22, 2004