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

                                   FORM 10-QSB

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

                  For the quarterly period ended June 30, 2002

       [ ] 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.)

                 4560 Clayton Avenue, St. Louis, Missouri 63110
               (Address of principal executive offices) (Zip Code)

                                 (314) 344-1227
                           (Issuer's telephone number)

                             All Correspondence to:
                          Brenda Lee Hamilton, Esquire
                        Hamilton, Lehrer and Dargan, P.A.
                          2 East Camino Real, Suite 202
                            Boca Raton Florida 33432
                                  561-416-8956

Check mark 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 X  No
         ---   ---
                      APPLICABLE ONLY TO CORPORATE ISSUERS

As  of  August  15,  2002,  we  had  120,310,000  shares  of  our  Common  Stock
outstanding.

<PAGE>

                                      INDEX

PART 1.  CONSOLIDATED FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements

         Consolidated Balance Sheet (unaudited) - June 30, 2002...........     3

         Consolidated Statements of Operations (unaudited) for
          the Three Months Ended June 30, 2001 and 2002, Period
          From  Inception  (January 3, 2001) to June 30,  2001,
          the Six  Months  Ended  June 30,  2002 and the Period
          From Inception (January 3, 2001) to June 30, 2002 ..............     4



         Consolidated Statements of Cash Flows (unaudited) for
          for the Period  From  Inception  (January 3, 2001) to
          June 30, 2001,  the Six Months Ended June 30, 2002 and
          the Period from  Inception  (January 3, 2001) to June
          30, 2002........................................................     5

         Notes to Consolidated Financial Statements.......................   6-7

Item 2.  Management's Discussion and Analysis and Plan of Operation.......  8-15

PART II. OTHER INFORMATION

Item 1.  Legal Proceedings...............................................     15
Item 2.  Changes in Securities and Use of Proceeds.......................     15
Item 3.  Default Upon Senior Securities..................................     15
Item 4.  Submission of Matters to a Vote of Securities...................     15
Item 5.  Other Information...............................................     16
Item 6.  Exhibits and Reports on Form 8-K................................  16-17

Signatures...............................................................     17











                                       2
<PAGE>

PART I.  CONSOLIDATED FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements (unaudited)

                                  GenoMed, Inc.
                          (A Development Stage Company)
                           Consolidated Balance Sheet
                                  June 30, 2002
                                   (Unaudited)

Assets

Current assets:
   Cash                                                             $    12,641
   Other current assets                                                   3,005
                                                                    -----------
      Total current assets                                               15,646
                                                                    -----------

Property and equipment, net                                             203,174
                                                                    -----------
Other assets                                                              8,151
                                                                    -----------
                                                                    $   226,971
                                                                    ===========

Liabilities and stockholders' (deficit)

Current liabilities:
   Accounts payable                                                 $    27,748
   Accrued expenses                                                      30,947
   Due to shareholder                                                    46,023
   Advances payable - affiliates                                        946,375
   Advances payable                                                      20,000
                                                                    -----------
     Total current liabilities                                        1,071,093
                                                                    -----------
Stockholders' (deficit):
   Common stock, $.001 par value,
      1,000,000,000 shares authorized,
      120,310,000 shares issued and outstanding                         120,310
   Additional paid in capital                                         2,208,016
   Deferred compensation                                               (910,000)
  (Deficit) accumulated during the development stage                 (2,262,448)
                                                                    -----------
                                                                       (844,122)
                                                                    -----------

                                                                    $   226,971
                                                                    ===========


      See the accompanying notes to the consolidated financial statements.

                                       3
<PAGE>
<TABLE>
<CAPTION>

                                  GenoMed, Inc.
                          (A Development Stage Company)
                      Consolidated Statements of Operations
                   Three Months Ended June 30, 2001 and 2002,
    Period From Inception (January 3, 2001) to June 30, 2001, the Six Months
     Ended June 30, 2002 and the Period From Inception (January 3, 2001) to
                                  June 30, 2002
                                   (Unaudited)


                                                        Three Months Ended                            Six Months
                                                  ------------------------------    Inception to         Ended        Inception to
                                                     June 30,         June 30,         June 30,         June 30,         June 30,
                                                        2001             2002             2001             2002             2002
                                                  -------------    -------------    -------------    -------------    -------------
<S>                                               <C>              <C>              <C>              <C>              <C>

Revenue                                           $        --      $        --      $        --      $        --      $        --
                                                  -------------    -------------    -------------    -------------    -------------

Operating expenses:
   Research and development                                --               --               --               --            685,537
   Selling, general and administrative expenses           7,542          965,779            7,542        1,368,579        1,547,911
                                                  -------------    -------------    -------------    -------------    -------------
                                                          7,542          965,779            7,542        1,368,579        2,233,448
                                                  -------------    -------------    -------------    -------------    -------------

(Loss) from operations                                   (7,542)        (965,779)          (7,542)      (1,368,579)      (2,233,448)

Other expense:
  Interest                                                 --             14,000             --             25,000           29,000
                                                  -------------    -------------    -------------    -------------    -------------

Net (loss)                                        $      (7,542)   $    (979,779)   $      (7,542)   $  (1,393,579)   $  (2,262,448)
                                                  =============    =============    =============    =============    =============

Per share information - basic and fully diluted:

  Weighted average shares outstanding               603,560,000      120,310,000      569,802,873      120,310,000      377,791,154
                                                  =============    =============    =============    =============    =============

  Net (loss) per share                            $       (0.00)   $       (0.01)   $       (0.00)   $       (0.01)   $       (0.01)
                                                  =============    =============    =============    =============    =============
</TABLE>


      See the accompanying notes to the consolidated financial statements.

                                       4
<PAGE>
<TABLE>
<CAPTION>

                                  GenoMed, Inc.
                          (A Development Stage Company)
                      Consolidated Statements of Cash Flows
 Period From Inception (January 3, 2001) to June 30, 2001, the Six Months Ended
 June 30, 2002 and the Period From Inception (January 3, 2001) to June 30, 2002

                                   (Unaudited)

                                                             Six Months
                                            Inception to        Ended       Inception to
                                              June 30,        June 30,        June 30,
                                                 2001            2002            2002
                                            ------------    ------------    ------------
<S>                                         <C>             <C>             <C>

Cash flows from operating activities:
Net cash (used in) operating activities     $     (2,850)   $   (511,209)   $   (697,473)
                                            ------------    ------------    ------------

Cash flows from investing activities:
Net cash (used in) investing activities             --          (201,042)       (211,296)
                                            ------------    ------------    ------------

Cash flows from financing activities:
Net cash provided by financing activities         10,000         455,000         921,410
                                            ------------    ------------    ------------

Net increase (decrease) in cash                    7,150        (257,251)         12,641

Beginning - cash balance                            --           269,892            --
                                            ------------    ------------    ------------

Ending - cash balance                       $      7,150    $     12,641    $     12,641
                                            ============    ============    ============

Supplemental cash flow information:
  Cash paid for income taxes                $       --      $       --      $       --
  Cash paid for interest                    $       --      $       --      $       --
</TABLE>




      See the accompanying notes to the consolidated financial statements.

                                       5
<PAGE>

                                  GenoMed, Inc.
                   Notes to Consolidated Financial Statements
                                  June 30, 2002
                                   (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  footnotes  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 restated financial statements of the Company
as of  December  31,  2001 and the period  from  inception  (January 3, 2001) to
December 31, 2001 including notes thereto.

(2)      Earnings Per Share

The Company  calculates net income (loss) per share 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 periods presented common stock
equivalents were not considered as their effect would be anti dilutive.

(3)      Property and Equipment

During the period  ended June 30, 2002 the  Company  expended  $201,042  for lab
equipment.

(4)      Advances Payable - affiliates

During the  period  ended  June 30,  2002 the  Company  received  an  additional
$455,000  pursuant to a funding agreement entered into during 2001. In addition,
this affiliate  paid the Company's  suppliers an aggregate of $55,465 during the
period.

(5)      Stockholders' (Deficit)

During  November  2001 the Company  agreed to issue  4,000,000  shares of common
stock valued at $240,000 pursuant to a one year consulting agreement. The shares
were issued during the period ended March 31, 2002. The Company  charged $40,000
to  operations  during  the period  ended  December  31,  2001 and  $120,000  to
operations  during the period  ended June 30,  2002.  The balance of $80,000 has
been recorded as deferred compensation at June 30, 2002.

The Company also charged $12,500 to operations  during the period ended June 30,
2002 pursuant to its agreement to issue 5,000,000 shares of common stock for the
year ended  December  31,  2002 in  accordance  with the terms of an  employment
agreement.  As of June 30,  2002,  2,500,000  shares had been earned and had not
been issued.  The shares have been valued at the their trading price of $.005 of
the Company's common stock on November 15, 2001, the measurement date. The above
amount has been included as additional paid in capital.

In addition,  the Company  charged $7,000 to operations  during the period ended
June 30, 2002  pursuant to its  agreement to issue 50,000 shares of common stock
during  January 2002 and 250,000  shares of common stock on December 31, 2002 in
accordance  with the terms of advisory  board  contracts.  As of June 30,  2002,
175,000  shares had been  earned and had not been  issued.  The shares have been
valued at the trading  price of $.04 of the  Company's  common stock on June 30,
2002,  the  measurement  date.  The above amount has been included as additional
paid in capital.


                                       6
<PAGE>

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
the 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.  In  addition,  this
officer was granted a performance  option to purchase up to  100,000,000  common
shares for a period of 10 years at an  exercise  price of 20% of the fair market
value of the common stock on the exercise  date.  The  performance  options will
only be granted to the officer upon the occurrence of future  specified  events.
The  discount  from the fair  market  value of the common  stock  related to the
37,500,000  options of  $1,500,000  will be charged to operations as general and
administrative  expenses  during the period  from the grant date to  November 6,
2001.  During the period ended June 30, 2002  $670,000 was charged to operations
and $830,000 has been recorded as deferred compensation.

The effect of  applying  SFAS No.  123 pro forma net  (loss) is not  necessarily
representative of the effects on reported net income (loss) for future years due
to, among other  things,  the vesting  period of the stock  options and the fair
value of  additional  stock  options  in future  years.  The fair  values of the
options granted during 2002 are estimated at $.01 on the date of grant using the
Black-Scholes option pricing model with the following  assumptions:  no dividend
yield,  volatility of 508%, a risk-free  interest rate of 4%, and expected lives
of 10 years from date of vesting

For purpose of pro forma disclosure,  the estimated fair value of the options is
charged to expense in the period that the options were  granted.  The  Company's
pro forma information is as follows:

                                                        June 30,
                                                  2002           2001

Pro forma net (loss)                        $  (1,560,579)   $     --
Pro forma (loss) per share -
    Basic and diluted                       $        (.01)   $     --

(6)      Going Concern

The Company's financial statements are presented on a going concern basis, which
contemplates  the  realization of assets and  satisfaction of liabilities in the
normal course of business.

The Company has  experienced a significant  loss from  operations as a result of
its investment  necessary to achieve its operating plan,  which is long-range in
nature.  For the period  ended June 30, 2002 the Company  incurred a net loss of
$1,393,579 and has a working  capital  deficit of $1,055,457 and a stockholders'
deficit of $844,122 at June 30, 2002.

The  Company's  ability to continue as a going  concern is  contingent  upon its
ability to attain profitable operations and secure financing.  In addition,  the
Company's  ability to continue as a going concern must be considered in light of
the problems, expenses and complications frequently encountered by entrance into
established  markets  and the  competitive  environment  in  which  the  Company
operates.

The Company is pursuing equity  financing for its operations.  Failure to secure
such financing or to raise  additional  capital or borrow  additional  funds may
result in the Company  depleting its available  funds and not being able pay its
obligations.

The financial  statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
the Company to continue as a going concern.


                                       7
<PAGE>

Item 2. Management's  Discussion and Analysis of Financial Condition and Plan of
Operations

The following discussion  pertaining to our Plan of Operations,  as contained in
this Form 10-QSB, contains  "forward-looking  statements" that involve risks and
uncertainties. These statements may be identified by the use of terminology such
as  "believes,"   "expects,"  "may,"  "will,"  "should,"  or  "anticipates,"  or
expressing this terminology  negatively or similar expressions or by discussions
of strategy.  The cautionary  statements made in this Form 10-QSB should be read
as being  applicable  to all related  forward-looking  statements  wherever they
appear in this Form 10-QSB.  Our actual  results  could differ  materially  from
those  discussed  in this Form  10-QSB.  Important  factors  that could cause or
contribute  to such  differences  include  those  discussed  under  the  caption
entitled "Risk  Factors," in our Form 10SB. Our independent  accountants,  Stark
Winter  Schenkein & Co., LLP, have issued an opinion in  conjunction  with their
audit  of our  consolidated  balance  sheet as of  December  31,  2001,  raising
substantial  doubt about our ability to continue as a going concern based on the
losses  that we have  suffered  from our  operations,  our  working  capital and
stockholders' deficiencies,  and the developmental stage nature of our business.
In  addition,  our  auditors  have noted in our  financial  statements  that our
ability to continue as a going concern is contingent  upon our ability to attain
profitable operations by securing financing and implementing our business plan.

We  can  continue  to  satisfy  our  estimated   current  cash  requirements  of
approximately  $261,786 until November 2002 through our existing cash of $11,783
as of May 31, 2001 and $250,000 of additional funding from Research Capital.  We
anticipate that our total estimated  expenditures of $261,786  through  November
2002 will include the following:

Type Expenditures                Monthly Amount         Month Period
                                                        Total for Six
----------------                ---------------         -------------
Salaries                         $31,248                $187,488
--------                         -------                --------
Operating Expenses*              $ 5,383                $ 32,298
-------------------              -------                --------
Genotyping                       $ 1,000                $ 6, 000
----------                       -------                --------
Data Analysis                    $ 5,000                $ 30,000
--------------                   -------                --------
Marketing                        $ 1,000                $  6,000
---------                        -------                --------

*Operating  Expenses  include office rent,  utilities,  and legal and accounting
expenses.


                                       8
<PAGE>

Upon  completion  of the six month period from May 2002 to October 2002, we will
be  unable  to  continue  to  satisfy  our  estimated   cash   requirements   of
approximately  $190,264  for the period from  December  2002 to March  2003.  We
anticipate  that our total  estimated  expenditures of $190,264 for this period,
will be:

Type Expenditures                 Monthly Amount          Total for Four
                                                           Month Period
-----------------                 ---------------         --------------
Salaries                          $31,248                 $124,992
--------                          -------                 --------
Operating Expenses*               $ 5,818                 $ 23,272
-------------------               -------                 --------
Genotyping                        $ 4,000                 $ 16,000
----------                        -------                 --------
Data Analysis                     $ 5,000                 $ 16,000
--------------                    -------                 --------
Marketing                         $ 0                     $ 0
---------                         -------                 --------
Patents (March only)              $10,000                 $ 10,000
                                                          (March only)
--------------------              -------                 -------------

*Operating  Expenses  include office rent,  utilities,  and legal and accounting
expenses.

We intend to satisfy  these  estimated  total  expenditures  of $190,264 for the
period  from  December  2002 to March 2003  through a private  placement  of our
equity securities or, if necessary,  possibly through traditional bank financing
or a debt offering;  however, because we are a development stage company with no
operating  history and a poor financial  condition,  we may be  unsuccessful  in
conducting a private  placement of equity securities or raising any funds from a
private placement.  In addition,  we may be otherwise  unsuccessful in obtaining
any other such  financing  or the  amount of the  financing  may be minimal  and
therefore  inadequate to implement our plan of  operations.  In addition,  if we
only have  nominal  funds by which to  conduct  our  operations,  we may have to
curtail our research and development  activities,  which will negatively  impact
development  of our possible  products,  brand name and  reputation.  We have no
alternative  plan of  operations.  In the event that we do not  conduct or raise
funds through a private  placement of our equity securities or otherwise receive
financing, if our financing is inadequate,  or if we do not adequately implement
an alternative plan of operations that enables us to conduct  operations without
having received  adequate  financing,  we may have to liquidate our business and
undertake any or all of the following  actions:

     o    Sell or dispose of our assets, if any;
     o    Pay our liabilities in order of priority, if we have available cash to
          pay such liabilities;
     o    If any cash  remains  after we satisfy  amounts due to our  creditors,
          distribute any remaining cash to our  shareholders  in an amount equal
          to the net market value of our net assets;
     o    File a  Certificate  of  Dissolution  with  the  State of  Florida  to
          dissolve our corporation and close our business;
     o    Make  the  appropriate   filings  with  the  Securities  and  Exchange
          Commission  so that we will no longer be required to file periodic and
          other required  reports with the  Securities and Exchange  Commission,
          if, in fact, we are a reporting company at that time; and
     o    Make the appropriate filings with the National Association of Security
          Dealers to affect a delisting of our common  stock,  if, in fact,  our
          common stock is trading on the Over-the-Counter Bulletin Board at that
          time.


                                       9
<PAGE>

Based  upon our  current  assets,  however,  we will not  have  the  ability  to
distribute any cash to our shareholders.  If we have any liabilities that we are
unable to satisfy and we qualify for protection under the U.S.  Bankruptcy Code,
we may voluntarily file for reorganization under Chapter 11 or liquidation under
Chapter 7. Our  creditors  may also file a Chapter 7 or  Chapter  11  bankruptcy
action  against  us. If our  creditors  or we file for  Chapter 7 or  Chapter 11
bankruptcy,  our creditors will take priority over our shareholders.  If we fail
to file for bankruptcy under Chapter 7 or Chapter 11 and we have creditors, such
creditors may institute proceedings against us seeking forfeiture of our assets,
if any.

We do not know and cannot  determine  which, if any, of these actions we will be
forced to take.

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

OUR PLAN OF OPERATIONS TO DATE
We have accomplished the following in our Plan of Operations to date:

November 2001
-------------

Dr. David Moskowitz became our Chairman of the Board and Chief Medical Officer.

Jerry E. White became our President, Chief Executive Officer, and a Director.

Dr. Scott Williams became the first member of our Scientific Advisory Board.

Filed  Provisional  Patent   Application:   "Modifications  of  Serum  Potassium
Concentration  in  Patients  for  Whom  ACE  Inhibition  is  Indicated."  Patent
application  number pending.  This patent concerns  patients with chronic kidney
disease  that cannot  tolerate  ACE  inhibitors  because  their serum  potassium
concentration  is already high.  ACE  inhibitors  make this problem  worse.  ACE
inhibitors block the action of the ACE enzyme,  and as a class have been used as
anti-hypertensive   drugs  since  the  late  1970s.   This  provisional   patent
application describes the use of a second medication to control serum potassium,
allowing the use of ACE inhibitors in such patients.

Filed Provisional Patent Application: "Clinical Trials Illustrating New Uses for
an  Existing  ACE  Inhibitor."  Patent   application  number  60/347,013.   This
provisional  patent  application  describes how to test ACE  inhibitors  for new
disease indications.

Re-filed  Provisional  Patent  Application:  "Promoter SNPs." Patent application
number pending. This provisional patent application specifies nearly 12,000 SNPs
culled from the regulatory  region of some 5,000 genes.  The specific  region of
the gene involved is the promoter,  which sits upstream of the coding portion of
the gene.


                                       10
<PAGE>

December 2001
-------------

Dr. Tony Frudakis joins our Scientific Advisory Board.

Filed  Provisional  Patent  Application:  "New  Formulation  of an Existing  ACE
Inhibitor."  Patent  Application  Number  60/350,563.  This  provisional  patent
application  outlines the  reformulation  of a particular  ACE  inhibitor at the
higher doses required for minimal clinical effectiveness.

Letter of Intent with DW  Coordinating  Center located in Los Altos,  California
signed for samples in Moscow and St. Petersburg, Russia. We have signed a Letter
of Intent and anticipate that we will sign a definitive agreement by April 2002.

Letter of Intent with DNAPrint Genomics,  Inc. and Orchid  BioSciences,  Inc. to
perform 400,000 SNP-genotypes at $0.40 per genotype.

Approval obtained from American Diabetes  Association to utilize its bank of DNA
samples from patients with Type 2 Diabetes.

Disease Management Consultants Vince Kuraitis and Alan Kaul engaged to develop a
marketing plan to form  relationships  with disease  management firms and health
care plans to commercialize our clinical research findings.

Second contract for Regulatory SNPs signed with Sequence  Sciences,  LLC to find
more regulatory SNPs.

Filed  tenth  Provisional  Patent  Application  involving  a method  to delay or
prevent  altogether  most common serious  diseases.  Patent  application  number
pending.

Added  Peter C.  Brooks  and  Richard  A.  Kranitz  as  members  of our Board of
Directors.

January 2002
------------

Dr. Jason Moore joins our Scientific Advisory Board.

HealthChip trademark filed with United States Patent and Trademark Office.

Letter of Intent to acquire  Caucasian samples for fifty common diseases from DW
Coordinating  Center,  a  Clinical  Research  Organization  based in Los  Altos,
California. We anticipate signing a definitive agreement by April 2002.

Purchased one SNP Stream UHT (Ultrahigh  Throughput) SNP Genotyping  system from
Orchid  BioSciences,  Inc.  that will  enable us to  perform  as many as 100,000
genotypes  a day.  Purchased  one SNP stream UHT  system and the  software  from
Orchid BioSciences,  Inc. of Princeton,  New Jersey, that will further enable us
to perform as many as 100,000  genotypes a day. Beta Test  Agreement with Orchid


                                       11
<PAGE>

BioSciences,  Inc. completed for the SNP stream UHT system, which will permit us
to operate  this  equipment  through a joint  venture  with DNA Print,  Inc.  in
Sarasota, Florida. The Beta Test Agreement involves the following: In return for
providing Orchid BioSciences with information regarding their systems genotyping
accuracy,  the agreement  allows us to perform the first 50,000  genotypes at no
charge.

February 2002
-------------

Orchid  BioSciences,  Inc.  installed our UHT  SNP-stream  genotyping  system at
DNAPrint  Genomics,  Inc, a company  with one year  experience  using the Orchid
genotyping platform. We are outsourcing our high-throughput  genotyping needs to
DNAPrint Genomics, Inc.

Personnel  with  DNAPrint  Genomics  began  training  on SNP  stream-UHT  system
equipment.  DNAPrint Genomics  personnel have been trained by Orchid BioSciences
to operate the new system.  In return for hosting the  machine,  we are allowing
DNAPrint  Genomics to use our UHT SNP-stream  machine for DNAPrint's  genotyping
needs driving times when the machine would otherwise be idle.

Our first board  meeting  was held in  Sarasota,  Florida.  Board  members  also
visited DNAPrint Genomics to see the UHT SNP-stream technology in operation.

OUR PLAN OF  OPERATIONS  OVER THE NEXT YEAR  FROM  MARCH  2002 TO MARCH  2003
We intend to accomplish the following  regarding our plan of operations over the
next twelve months, from March 2002 to March 2003:

March 2002
----------

Move into Office and Lab Space
------------------------------
In March  2002,  we moved into  approximately  1200 square feet of space and are
contemplating  2000 square feet of laboratory  space in St.  Louis,  Missouri to
conduct  our  research.  Although  we have  not yet  been  provided  with  lease
quotations,  we estimate that the cost involved in renting this space will range
from $800 to $1200 per month.  We will  attempt to negotiate a one (1) year term
for the lease.  Our president,  Jerry White,  will be responsible for conducting
inquiries regarding a potential lease for our laboratory purposes.

Begin collections of Caucasian, African American, Asian and Hispanic samples for
--------------------------------------------------------------------------------
52 diseases in accordance with our agreement with Bio Collections, Inc.
-----------------------------------------------------------------------
The blood samples will be obtained  from clinics and  hospitals in Florida.  The
blood will be shipped to DNAPrint in Sarasota,  Florida for  conversions to DNA.
The total approximate cost will be $125 per sample.

Begin collection of Caucasian samples for 52 diseases in accordance with our
----------------------------------------------------------------------------
agreement with DW Coordinating Center, Inc.
-------------------------------------------
We signed a Letter of Intent with DW Coordinating  Center for Caucasian  patient
samples  representing  a variety of common  disease.  The blood  samples will be
obtained  with full  informed  consent  and  local  Institutional  Review  Board
approval from participating  clinics and hospitals in Moscow and St. Petersburg,


                                       12
<PAGE>

Russia. The blood will be converted to DNA by a laboratory in Moscow and shipped
to our offices in St. Louis, Missouri. The total approximate cost will be $45.35
per sample and a total approximate cost of $54,420. The collection of an initial
set of 1200 samples will  commence in March and last  approximately  six months.
Additional Caucasian patient samples will be collected by DW Coordinating Center
in the future.

Establish laboratory for purpose of collecting DNA from blood
-------------------------------------------------------------
Assuming  that we lease space for our  laboratory,  beginning  in  approximately
April or May 2002 we will purchase a refrigerator  for  approximately  $1,000 to
store  whole  blood and a freezer  for  approximately  $1,000 to store  DNA.  We
estimate that the laboratory will become operational during June 2002.

We will hire a research  assistant  for $30,000  per year that will  prepare DNA
from the white blood cells present in blood samples.

Genotyping Type 2 NIDDM Samples
-------------------------------
DNA samples from  patients  with Type 2 Diabetes and controls have been obtained
from the American Diabetes Association and the Coriell Cell Repository. Each DNA
sample will be genotyped at a reasonably large number of potentially  functional
SNPs (single  nucleotide  polymorphism)  using the Orchid UHT SNP-stream machine
housed at DNAPrint  Genomics,  Inc. We will start with several  hundred SNPs and
scale-up to 10,000 SNPs over the next eight months.

The  frequency  of each  SNP  will be  determined  for  patients  ("cases")  and
controls.  Where the SNP differs  significantly in frequency between the "cases"
and "control"  groups,  the SNP is said to be associated  with the disease under
consideration, in this case Type 2 Diabetes.

The first 1,000 SNPs will be genotyped by September 2002.  Personnel at DNAPrint
Genomics, under the direction of its Chief Executive Officer, Tony Frudakis, and
its  Project  Manager,  Matt  Thomas,  will be  responsible  for  executing  the
genotyping. The project will be overseen by David Moskowitz, our Chairman of the
Board/Chief Medical Officer.

Market to Disease Management Companies and Health Care Providers
----------------------------------------------------------------
We plan to attempt to negotiate an agreement  with Better Health  Technology,  a
consulting firm located in Boise, Idaho, to contact disease management companies
and health care providers for the purpose of establishing  agreements with these
companies to provide cost saving medical procedures. The terms of this potential
agreement have not been determined.

April 2002
----------

Obtain Hispanic Collection of Blood Samples
-------------------------------------------
In  accordance  with our joint  venture  agreement  with Muna,  Inc.  located in
Coconut Creek, Florida, Muna, Inc. will arrange for the collection of blood from
Hispanic  patients with documented  disease.  Muna, Inc. will provide samples at
approximately $50 per sample total cost,  including the cost of DNA preparation.
The total anticipated estimated cost is $36,000.


                                       13
<PAGE>

SNP Genotyping
--------------
DNA samples from  patients  with Type 2 Diabetes and controls have been obtained
from the American Diabetes  Association and the Coriell Cell Repository  located
in Camden,  New Jersey.  Each DNA sample will be genotyped at a reasonably large
number of potentially  functional  SNPs using the Orchid UHT SNP-stream  machine
housed at DNAPrint Genomics, Inc.

The  frequency  of each  SNP  will be  determined  for  patients  ("cases")  and
controls.  Where the SNP differs  significantly in frequency between the "cases"
and  "control"  groups the SNP is said to be  associated  with the disease under
consideration, in this case Type 2 Diabetes.

The first 1,000 SNPs will be genotyped by September 2002.  Personnel at DNAPrint
Genomics,  under the direction of Tony Frudakis,  CEO, and Matt Thomas,  Project
Manager,  will be responsible for executing the genotyping.  The project will be
overseen by David Moskowitz, Chairman of GenoMed.

Data Analysis
-------------
Once genotype results are known for 384 samples,  there will be too much data to
keep track of, so it will take a computer or network of computers to process the
results.  The computational  demands expand when you consider that some of these
1,000 SNPs may work with each other to produce the disease.  Sorting through all
the  combinations  of 1,000 SNPs,  that is, one SNP at a time, then any two SNPs
out of 1,000,  then any three SNPs out of the same 1,000, then any four SNPs out
of 1,000,  and so on, will take  advanced  software and  considerable  computing
power.  Therefore,  we will lease a computer or network of computers  which will
cost approximately $100,000.

Patent Writing
--------------
As in every  aspect of this  project,  high  throughput  patent  application  is
required. A template patent application has been prepared by our Chairman of the
Board and Chief Medical Officer, Dr. David Moskowitz. As data becomes available,
such as SNPs  and  genes  associated  with  our  first  disease  target,  Type 2
Diabetes, it will be incorporated into the existing template patent application.
We have  retained  the law  firms of  Holland  and  Knight  located  in  Boston,
Massachusetts,  Thompson  Coburn  located in St.  Louis,  Missouri,  and Polster
Lieder located in St. Louis, Missouri to help with writing specific claims.

Marketing
---------
We will  attempt to recruit  personnel  with  research  pharmaceutical  industry
experience   to  market   our   disease-gene   associations   to  the   research
pharmaceutical industry. Resumes are now being collected for this purpose.

May 2002 to March 2003
----------------------

SNP Genotyping
--------------
DNA samples from  patients  with Type 2 Diabetes and controls have been obtained
from the American Diabetes  Association and the Coriell Cell Repository  located
in Camden,  New Jersey.  Each DNA sample will be genotyped at a reasonably large
number of potentially  functional  SNPs using the Orchid UHT SNP-stream  machine
housed at DNAPrint Genomics, Inc.

The  frequency  of each  SNP  will be  determined  for  patients  ("cases")  and
controls.  Where the SNP differs  significantly in frequency between the "cases"
and control  groups,  the SNP is said to be  associated  with the disease  under
consideration, in this case Type 2 Diabetes.

The first 1,000 SNPs will be genotyped by September 2002.  Personnel at DNAPrint
Genomics,  under the direction of Tony Frudakis,  CEO, and Matt Thomas,  Project
Manger,  will be responsible for executing the  genotyping.  The project will be
overseen by Dr. David  Moskowitz,  our  Chairman of the Board and Chief  Medical
Officer.


                                       14
<PAGE>

Data Analysis
-------------
Once genotype results are known for 384 samples,  because there will be too much
data to keep  track of, it will take a  computer  or  network  of  computers  to
process the results.  The  computational  demands  expand when you consider that
some of these  1,000  SNPs may work  with each  other to  produce  the  disease.
Sorting through all the  combinations of 1,000 SNPs, that is, one SNP at a time,
then any two SNPs out of 1,000,  and so on,  will  take  advanced  software  and
considerable computing power.  Therefore, we will purchase a computer or network
of computers which will cost approximately $100,000.

Patent Writing
--------------
As in every  aspect of this  project,  high  throughput  patent  application  is
required. A template patent application has been prepared by our Chairman of the
Board.  As data becomes  available,  such as SNPs and genes  associated with our
first disease target,  Type 2 Diabetes,  it will be  incorporated  into each new
patent application. We have retained the law firms of Holland and Knight located
in Boston,  MA,  Thompson  Coburn  located in St. Louis,  MO, and Polster Lieder
located in St. Louis, MO to help with writing specific claims.

Marketing IP
------------
We will  attempt to recruit  personnel  with  research  pharmaceutical  industry
experience   to  market   our   disease-gene   associations   to  the   research
pharmaceutical industry. Resumes are now being assembled for this purpose.


                           PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

Not applicable.

Item 2.  Changes in Securities and Use of Proceeds

Not applicable

Item 3.  Default Upon Senior Securities

Not applicable

Item 4.  Submission of Matters to a Vote of Securities

Not applicable



                                       15
<PAGE>

Item 5.  Other Information

Not applicable.

Item 6.  Exhibits and Reports on Form 8-K

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



EXHIBIT                DESCRIPTION
NUMBER

2        In re: e-Miracle Network, Inc. - Amended Plan of Reorganization*

3.1      Articles of Incorporation - E-Kids Network, Inc.*

3.2      Articles  of  Amendment  of the  Articles  of  Incorporation  of E-Kids
         Network, Inc.*

3.3      Amended and Restated By Laws of GenoMed, Inc.*

10.1     Agreement and Plan of Exchange by and Between GenoMed, Inc. and Genomic
         Medicine, LLC and its sole owner*

10.2     Amendment to the Agreement and Plan of Exchange*

10.3     Agreement with Research Capital, LLC*

10.4     Amendment to Agreement with Research Capital, LLC*

10.5     Agreement with DNAPrint Genomics, Inc.*

10.6     Agreement with Muna, Inc.*

10.7     Agreement with Sequence Sciences, LLC*

10.8     Agreement with Better Health Technologies, Inc.*

10.9     Employment Agreement with Jerry E. White*

10.10    Employment Agreement with David Moskowitz*

10.11    Option Agreement with David Moskowitz*

10.12    Scientific Advisory Board Agreement with Jason Moore*

10.13    Scientific Advisory Board Agreement with Scott Williams*

10.14    Scientific Advisory Board Agreement with Tony Frudakis*

21       List of subsidiaries*

23       Consent  of  Stark  Winter  Schenkein  &  Co.,  LLP,  Certified  Public
         Accountants**


                                       16
<PAGE>

99.1     Certification  pursuant to 18 U.S.C.  Section 1350, as adopted pursuant
         to Section 906 of the Sarbanes-Oxley Act of 2002.

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

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

(b)      Reports on Form 8-K

Not applicable.

                                    SIGNATURE

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 as duly authorized officers of the Registrant.

GenoMed, Inc.


By: /s/ Jerry White
   ----------------
President,  Chief  Executive  Officer,  Chief Financial  Officer,  and Principal
Accounting Officer

DATED: August 16, 2002





                                       17