##### Table of Contents



SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

Form 10-QSB

| |            |                                                                                        
| | ---------- | ---------------------------------------------------------------------------------------
| | (Mark One)
|
| | [X]        | QUARTERLY REPORT PURSUANT TO 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                        
| |            | For the transition period from ___________ to ___________                              

Commission file number 0-12627

MEDICAL DISCOVERIES, INC.

---

|                                |  |                    
|------------------------------- |  | -------------------
|Utah                            |  | 87-0407858         
|                                |  |                    
|(State or other jurisdiction of |  | (I.R.S. Employer   
|incorporation or organization)  |  | Identification No.)

738 Aspenwood Lane, Twin Falls, Idaho 83301

---

(Address of principal executive offices)


(208) 736-1799

---

(Issuers telephone number, including area code)


N/A

---

(Former name, former address and former fiscal year, if changed since last report)


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 preceding 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:

State the number of shares outstanding of each of the issuers classes of
common equity, as of the latest practicable date: As of July 24, 2002, there
were 36,030,119 shares of the issuers Common Stock outstanding.

Transitional Small Business Disclosure Format (check one): Yes [   ] No [X]





---

TABLE OF CONTENTS



|                          |                                                                                                |                                                 |  |  |  |  |  | 
|------------------------- | ---------------------------------------------------------------------------------------------- | ----------------------------------------------- |  |  |  |  |  | 
|                          |                                                                                                | CONDENSED CONSOLIDATED BALANCE SHEET           
|                          |                                                                                                | CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|                          |                                                                                                | CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|                          |                                                                                                | NOTES TO UNAUDITED FINANCIAL STATEMENTS        
|                          | ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
|PART II OTHER INFORMATION
|SIGNATURES               
|EXHIBIT INDEX            
|EXHIBIT 10.4             
|EXHIBIT 10.5             
|EXHIBIT 99               



---



##### Table of Contents



PART I
FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The following financial statements are filed with this report:

| |                                                                                                                                                                                                                            
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Condensed Consolidated Balance Sheet as of June 30, 2002, (unaudited) and
December 31, 2001                                                                                                                                
|
| | Condensed Consolidated Statements of Operations for the three- and
six-month periods ended June 30, 2002 (unaudited) and June 30, 2001
(unaudited) and cumulative amounts since inception through June 30, 2002
(unaudited)
|
| | Condensed Consolidated Statements of Cash Flows for the six-month periods
ended June 30, 2002 (unaudited) and June 30, 2001 (unaudited) and
cumulative amounts since inception through June 30, 2002 (unaudited)           
|
| | Notes to Unaudited Financial Statements                                                                                                                                                                                    
|
| |                                                                                                                                                                                                                            

2



---



##### Table of Contents






MEDICAL DISCOVERIES, INC. AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
CONDENSED CONSOLIDATED BALANCE SHEET
As of June 30, 2002 (Unaudited) and December 31, 2001

|                                                    |                                                                                                                                                                         |                             |        |               |            |                   |         |             |            |  
|--------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------- | ------ | ------------- | ---------- | ----------------- | ------- | ----------- | ---------- | -
|                                                    |                                                                                                                                                                         |                             |        | June 30, 2002 |            | December 31, 2001
|                                                    |                                                                                                                                                                         |                             |        |               |            |                  
|Current assets                                      |                                                                                                                                                                         |                             |        |               |            |                   |         |            
|                                                    | Cash                                                                                                                                                                    |                             | $      | 871           |            |                   | $       | 2,481       |           
|                                                    | Current portion of deferred charges                                                                                                                                     |                             |        | 48,304        |            |                   |         | 48,305      |           
|                                                    |                                                                                                                                                                         |                             |        |               |            |                   |         |            
|                                                    |                                                                                                                                                                         | Total current assets        |        |               | 49,175     |                   |         |             | 50,786     |  
|Equipment, at cost, net of accumulated depreciation |                                                                                                                                                                         |                             |       |               |            |                   | 679     |            
|Deferred charges, less current portion              |                                                                                                                                                                         |                             | 36,229 |               |            |                   | 60,381  |            
|                                                    |                                                                                                                                                                         |                             |        |               |            |                   |         |            
|                                                    |                                                                                                                                                                         | Total assets                |        | $             | 85,404     |                   |         | $           | 111,846    |  
|                                                    |                                                                                                                                                                         |                             |        |               |            |                   |         |            
|Current liabilities                                 |                                                                                                                                                                         |                             |        |               |            |                   |         |            
|                                                    | Accounts payable                                                                                                                                                        |                             | $      | 2,176,114     |            |                   | $       | 1,832,340   |           
|                                                    | Accrued interest                                                                                                                                                        |                             |        | 280,197       |            |                   |         | 279,860     |           
|                                                    | Current portion of notes payable                                                                                                                                        |                             |        | 394,217       |            |                   |         | 477,717     |           
|                                                    | Convertible notes payable                                                                                                                                               |                             |        | 948,201       |            |                   |         | 743,200     |           
|                                                    |                                                                                                                                                                         |                             |        |               |            |                   |         |            
|                                                    |                                                                                                                                                                         | Total current liabilities   |        |               | 3,798,729  |                   |         |             | 3,333,117  |  
|Stockholders deficit                               |                                                                                                                                                                         |                             |        |               |            |                   |         |            
|                                                    | Escrow receivable                                                                                                                                                       |                             |        | (227,300      | )          |                   |         | (227,300    | )         
|                                                    | Additional paid in capital                                                                                                                                              |                             |        | 244,367       |            |                   |         | 159,405     |           
|                                                    | Common stock, no par value, authorized
100,000,000 shares; 35,730,119 and 34,706,917
shares issued and outstanding at June 30, 2002
and December 31, 2001, respectively |                             |        | 11,043,141    |            |                   |         | 10,797,526  |           
|                                                    | Accumulated deficit                                                                                                                                                     |                             |        | (14,773,533   | )          |                   |         | (13,950,902 | )         
|                                                    |                                                                                                                                                                         |                             |        |               |            |                   |         |            
|                                                    |                                                                                                                                                                         | Total stockholders deficit |        |               | (3,713,325 | )                 |         |             | (3,221,271 | )
|                                                    |                                                                                                                                                                         |                             |        |               |            |                   |         |            
|                                                    |                                                                                                                                                                         | $                           | 85,404 |               |            | $                 | 111,846 |            
|                                                    |                                                                                                                                                                         |                             |        |               |            |                   |         |            

See notes to consolidated financial statements

3



---



##### Table of Contents






MEDICAL DISCOVERIES, INC. AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
For the Periods Ended June 30, 2002 and June 30, 2001, and Cumulative Amounts
(Unaudited)

|                                    |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |          |            |             |  
|----------------------------------- | --------------------- | - | ----------------------------------------------- | -------- | -------------------- | -------- | ------------------ | ------- | ------------- | -------- | ---------- | -------- | ---------- | -------- | ---------- | ------- | - | -------- | ---------- | -------- | ---------- | ----------- | -
|                                    |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |          | Cumulative
|                                    |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |          | Amounts   
|                                    |                       |   |                                                 |          | For the Three Months |          | For the Six Months |         | Since        
|                                    |                       |   |                                                 |          | Ended June 30,       |          | Ended June 30,     |         | November 20, 
|                                    |                       |   |                                                 |          |                      |          |                    |         | 1991 (Date of
|                                    |                       |   |                                                 |          | 2002                 |          | 2001               |         | 2002          |          | 2001       |          | Inception)
|                                    |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |           
|Revenues                            |                       | $ |                                                |          |                      | $        |                   |         |               | $        |           |          |            | $        |           |         |   | $        | 134,104    |         
|Cost of goods sold                  |                       |   |                                                |          |                      |          |                   |         |               |          |           |          |            |          |           |         |   |          | 10,526     |         
|                                    |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |         
|                                    |                       |   | Gross profit                                    |          |                      |         |                    |         |               |         |            |          |            |         |            |         |   |         |            |          |            | 123,578     |  
|Research and development expenses   |                       |   |                                                |          |                      |          |                   |         |               |          |           |          |            |          | 132,300    |         |   |          | 2,521,741  |         
|Inventory writedown                 |                       |   |                                                |          |                      |          |                   |         |               |          |           |          |            |          |           |         |   |          | 96,859     |         
|Impairment loss                     |                       |   |                                                |          |                      |          |                   |         |               |          |           |          |            |          |           |         |   |          | 9,709      |         
|License                             |                       |   |                                                |          |                      |          |                   |         |               |          |           |          |            |          |           |         |   |          | 1,001,500  |         
|General and administrative expenses |                       |   | 385,347                                         |          |                      |          | 557,163            |         |               |          | 679,709    |          |            |          | 642,528    |         |   |          | 10,042,364 |         
|                                    |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |         
|                                    |                       |   | Operating loss                                  |          |                      | (385,347 | )                  |         |               | (557,163 | )          |          |            | (679,709 | )          |         |   | (774,828 | )          |          |            | (13,548,595 | )
|Other income (expense)              |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |         
|                                    | Interest income       |   |                                                 |         |                      |          |                    |        |               |          |            |         |            |          |            |        |   |          |            | 23,406   |           
|                                    | Other income          |   |                                                 | 500      |                      |          |                    |        |               |          |            | 500      |            |          |            |        |   |          |            | 269,426  |           
|                                    | Interest expense      |   |                                                 | (121,317 | )                    |          |                    | (45,739 | )             |          |            | (143,422 | )          |          |            | (89,924 | ) |          |            | (565,233 | )         
|                                    |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |         
|                                    |                       |   | (120,817                                        | )        |                      |          | (45,739            | )       |               |          | (142,922   | )        |            |          | (89,924    | )       |   |          | (272,401   | )       
|                                    |                       |   | Loss before income taxes and
extraordinary item |          |                      | (506,164 | )                  |         |               | (602,902 | )          |          |            | (822,631 | )          |         |   | (864,752 | )          |          |            | (13,820,996 | )
|                                    |                       |   | Income taxes                                    |          |                      |         |                    |         |               |         |            |          |            |         |            |         |   |         |            |          |            |            |  
|                                    |                       |   | Forgiveness of debt net of $0 income taxes      |          |                      |         |                    |         |               |         |            |          |            |         |            |         |   |         |            |          |            | 1,235,536   |  
|                                    |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |         
|                                    |                       |   | Net loss available to shareholders              |          | $                    | (506,164 | )                  |         | $             | (602,902 | )          |          | $          | (822,631 | )          |         | $ | (864,752 | )          |          | $          | (12,585,460 | )
|                                    |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |         
|Net loss per share                  |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |         
|                                    | Continuing operations |   | $                                               | (0.01    | )                    |          | $                  | (0.02   | )             |          | $          | (0.02    | )          |          | $          | (0.03   | ) |          | $          | (0.62    | )         
|                                    | Extraordinary item    |   |                                                 |         |                      |          |                    |        |               |          |            |         |            |          |            |        |   |          |            | 0.06     |           
|                                    |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |         
|                                    |                       |   | Net loss per share                              |          | $                    | (0.01    | )                  |         | $             | (0.02    | )          |          | $          | (0.02    | )          |         | $ | (0.03    | )          |          | $          | (0.56       | )
|                                    |                       |   |                                                 |          |                      |          |                    |         |               |          |            |          |            |          |            |         |   |          |            |         
|Weighted average shares outstanding |                       |   | 34,706,917                                      |          |                      |          | 32,075,421         |         |               |          | 35,035,991 |          |            |          | 32,325,804 |         |   |          | 22,204,984 |         

See accompanying notes

4



---



##### Table of Contents






MEDICAL DISCOVERIES, INC. AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Periods Ended June 30, 2002 (Unaudited) and June 30, 2001 (Unaudited), and Cumulative Amounts

|                                               |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |             |            |            |            |  
|---------------------------------------------- | -------------------------------------------------------------------------- | ------------------------------------------------------------ | ------------------- | ----------------------------------------- | ------- | ------------------ | -------- | ------------- | ------- | ---------- | -------- | ----------- | ---------- | ---------- | ---------- | -
|                                               |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |             |            | Cumulative
|                                               |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |             |            | Amounts   
|                                               |                                                                            |                                                              |                     |                                           |         | For the Six Months |          | Since        
|                                               |                                                                            |                                                              |                     |                                           |         | Ended June 30,     |          | November 20, 
|                                               |                                                                            |                                                              |                     |                                           |         |                    |          | 1991 (Date of
|                                               |                                                                            |                                                              |                     |                                           |         | 2002               |          | 2001          |         | Inception)
|                                               |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |           
|Cash flows from operating activities           |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |            
|                                               | Net loss                                                                   |                                                              | $                   | (822,631                                  | )       |                    | $        | (864,752      | )       |            | $        | (13,373,956 | )         
|                                               | Adjustments to reconcile net loss to net
cash used by operating activities |                                                              |                     |                                           |         |                    |          |               |         |            |          |             |           
|                                               |                                                                            | Common stock options issued for services                     |                     |                                           | 84,962  |                    |          |               |        |            |          |             | 2,801,257  |           
|                                               |                                                                            | Common stock issued for services, expenses,
and litigation   |                     |                                           | 117,011 |                    |          |               | 64,120  |            |          |             | 3,942,596  |           
|                                               |                                                                            | Reduction of escrow receivable from
research and development |                     |                                           |        |                    |          |               | 132,300 |            |          |             | 272,700    |           
|                                               |                                                                            | Reduction of legal costs                                     |                     |                                           |        |                    |          |               |        |            |          |             | (130,000   | )         
|                                               |                                                                            | Notes payable issued for litigation                          |                     |                                           |        |                    |          |               | 385,000 |            |          |             | 385,000    |           
|                                               |                                                                            | Depreciation                                                 |                     |                                           | 679     |                    |          |               | 2,658   |            |          |             | 100,271    |           
|                                               |                                                                            | Write-off of subscription receivables                        |                     |                                           |        |                    |          |               |        |            |          |             | 112,500    |           
|                                               |                                                                            | Impairment loss on assets                                    |                     |                                           |        |                    |          |               |        |            |          |             | 9,709      |           
|                                               |                                                                            | Loss on disposal of equipment                                |                     |                                           |        |                    |          |               |        |            |          |             | 30,364     |           
|                                               |                                                                            | Gain on debt restructuring                                   |                     |                                           |        |                    |          |               |        |            |          |             | (1,235,536 | )         
|                                               |                                                                            | Write-off of receivables                                     |                     |                                           |        |                    |          |               |        |            |          |             | 193,965    |           
|                                               |                                                                            | Changes
in assets and liabilities                            |                     |                                           |         |                    |          |               |         |            |          |             |            |           
|                                               |                                                                            |                                                              | Deferred charges    |                                           |         | 24,153             |          |               |         |           |          |             |            | (84,533    | )         
|                                               |                                                                            |                                                              | Accounts receivable |                                           |         |                   |          |               |         |           |          |             |            | (7,529     | )         
|                                               |                                                                            |                                                              | Inventory           |                                           |         |                   |          |               |         |           |          |             |            |           |           
|                                               |                                                                            |                                                              | Other assets        |                                           |         |                   |          |               |         |           |          |             |            |           |           
|                                               |                                                                            |                                                              | Accounts payable    |                                           |         | 343,774            |          |               |         | 20,551     |          |             |            | 2,020,205  |           
|                                               |                                                                            |                                                              | Accrued expenses    |                                           |         | 45,441             |          |               |         | 89,924     |          |             |            | 346,782    |           
|                                               |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |            
|                                               |                                                                            |                                                              |                     | Net cash used by operating activities     |         |                    | (206,611 | )             |         |            | (170,199 | )           |            |            | (4,616,205 | )
|Cash flows from investing activities           |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |            
|                                               | Purchase of equipment                                                      |                                                              |                     |                                          |         |                    |          |              |         |            |          | (132,184    | )         
|                                               | Payments received on note receivable                                       |                                                              |                     |                                          |         |                    |          |              |         |            |          | 130,000     |           
|                                               |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |            
|                                               |                                                                            |                                                              |                     | Net cash used by investing activities     |         |                    |         |               |         |            |         |             |            |            | (2,184     | )
|Cash flows from financing activities           |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |            
|                                               | Contributed equity                                                         |                                                              |                     |                                          |         |                    |          |              |         |            |          | 131,374     |           
|                                               | Issuance of common stock                                                   |                                                              |                     |                                          |         |                    |          |              |         |            |          | 3,354,359   |           
|                                               | Payments on notes payable                                                  |                                                              |                     |                                          |         |                    |          | (35,000       | )       |            |          | (206,287    | )         
|                                               | Proceeds from notes payable                                                |                                                              |                     |                                          |         |                    |          | 200,000       |         |            |          | 916,613     |           
|                                               | Payments on convertible notes payable                                      |                                                              |                     |                                          |         |                    |          |              |         |            |          | (98,500     | )         
|                                               | Proceeds from convertible notes payable                                    |                                                              |                     | 205,001                                   |         |                    |          |              |         |            |          | 521,701     |           
|                                               |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |            
|                                               |                                                                            |                                                              |                     | Net cash provided by financing activities |         |                    | 205,001  |               |         |            | 165,000  |             |            |            | 4,619,260  |  
|                                               |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |            
|                                               |                                                                            |                                                              |                     | Net increase (decrease) in cash           |         |                    | (1,610   | )             |         |            | (5,199   | )           |            |            | 871        |  
|Cash, beginning of period                      |                                                                            |                                                              | 2,481               |                                           |         |                    | 19,781   |               |         |            |         |            
|                                               |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |            
|                                               |                                                                            |                                                              |                     | Cash, end of period                       |         | $                  | 871      |               |         | $          | 14,582   |             |            | $          | 871        |  
|                                               |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |            
|Supplemental disclosure of non-cash activities |                                                                            |                                                              |                     |                                           |         |                    |          |               |         |            |          |            
|                                               | Repayment of accrued interest through issuance
of common stock             |                                                              | $                   | 45,104                                    |         |                    | $        |              |         |            |          |             |           
|                                               | Retirement of notes payable through issuance
of common stock               |                                                              | $                   | 83,500                                    |         |                    | $        |              |         |            |          |             |           
|                                               | Conversion of notes payable to common stock                                |                                                              | $                   |                                          |         |                    | $        | 19,090        |         |            |          |             |           

See notes to consolidated financial statements

5



---



##### Table of Contents






MEDICAL DISCOVERIES, INC. AND SUBSIDIARIES
(A Development Stage Company)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
June 30, 2002

Note 1. Unaudited Interim Financial Statements.

The accompanying unaudited financial statements have been prepared by the
Company pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations. In the opinion of management, all adjustments and disclosures
necessary to a fair presentation of these financial statements have been
included. These financial statements should be read in conjunction with the
financial statements and notes thereto included in the Companys
2001 Annual
Report on Form 10-KSB for the year ended December 31, 2001, as filed with the
Securities and Exchange Commission. Certain reclassifications and other
corrections for rounding have been made in prior period financial statements to
conform to the current period presentation. The consolidated financial
statements include the accounts of the Company and its wholly owned
subsidiaries. All significant inter-company transactions and balances have been
eliminated in consolidation.

Note 2. Going Concern Considerations.

The Companys recurring losses from the Companys development-stage activities
in current and prior years raise substantial doubt about the Companys ability
to continue as a going concern. The financial statements do not include any
adjustments to reflect the possible effects on the recoverability and
classification of assets or amounts and classifications of liabilities that may
result from the possible inability of the Company to continue as a going
concern. The Company is attempting to raise additional capital to sustain
operations. However, there can be no assurance that these plans will be
successful.

Note 3. Commitment Regarding Peregrine Stock.

Peregrine Properties, LLC, a Utah limited liability company (Peregrine), has
entered into an agreement to provide $500,000 to the Company to fund testing
and research steps necessary to continue development of MDI-P. The studies are
funded through an escrow agent. As of December 31, 2000, the Company had
deposited in escrow a single certificate for 5.5 million shares of common stock
for these purposes. Through June 30, 2002, Peregrine had funded $275,800 to
the escrow, of which $272,700 had been disbursed and recorded as research and
development expense on the financial statements of the Company. The remaining
$227,300 to be expended under the agreement has been recorded on the balance
sheet in equity under the caption escrow receivable. As expenditures are made
from the escrow for research and development, the expenses are recorded on the
books of the Company with a corresponding reduction in the escrow receivable.
Under the original agreement, upon completion of the studies, the escrow agent
was to disburse the 5.5 million shares to Peregrine and to disburse the
research results to the Company. On March 22, 2002, the parties entered into
an agreement the result of which was to partially close the escrow agreement to
the extent of Peregrines funding to date. On that date, 3,143,800 shares were
distributed to Peregrine and all research conducted to date was disbursed to
the Company. Additional research is ongoing, which will be funded by the
remaining commitment from Peregrine.

Note 4. Subsequent Event Regarding Conversion of Harvest Note.

As of November 14, 2001, the Company settled its ongoing dispute with Harvest
Group, L.L.C. (Harvest). Under the settlement, the Company delivered to
Harvest a non-interest bearing, convertible promissory note (the Note) in the
principal sum of $500,000 due on July 8, 2002 (the Due Date) in full
satisfaction of all current amounts owning on loans from Harvest and all of
Harvests other claims against the Company. The Note has been recorded under
current liabilities  convertible notes payable on the June 30, 2002 balance
sheet.

Subsequent to June 30, the Company did not repay any portion of the Note as of
the Due Date. Therefore, under the terms of the Note, the unpaid principal
amount due was automatically converted to the right to receive 17,116,337
unregistered shares of common stock of the Company. Harvest has tendered the
original Note to the Company and the Company has instructed its transfer agent
to issue a certificate to Harvest.

6



---



##### Table of Contents






ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.

The purpose of this section is to discuss and analyze the Companys
consolidated financial condition, liquidity and capital resources, and results
of operations. This analysis should be read in conjunction with the financial
statements and notes thereto at pages 2 through 7 and Managements Discussion
and Analysis of Financial Condition and Results of Operations contained in the
Companys Annual Report on Form 10-KSB for the year ended December 31, 2001
(the 2001 10-KSB).

This section contains certain forward-looking statements that involve risks and
uncertainties, including statements regarding the Companys plans, objectives,
goals, strategies and financial performance. The Companys actual results could
differ materially from the results anticipated in these forward-looking
statements as a result of factors set forth under Cautionary Statement for
Forward-Looking Information below and elsewhere in this report.

Overview

Medical Discoveries, Inc. (the Company or MDI) has developed a product
(hereafter MDI-P) that appears to have the ability to destroy certain
viruses, bacteria and fungi, including the HIV virus. MDI-P may also have the
ability to kill other infectious agents, possibly including pathogenic fungi
and parasites. MDI-P may possibly be used as a sterilizing agent for medical
and dental instruments. MDI-P may also potentially be used to remove or
inactivate infectious agents in human and animal blood-derived products such as
plasma and gamma globulin.

MDI-P is produced by the electrolysis of saline, using a patented instrument
with proprietary electrodes. This solution has a significant oxidation
reduction potential due to a mixture of oxidative products resulting from
electrolysis.

Electrolysis is the method whereby a certain type of electric current is passed
through a chemical solution. The electrical current causes the chemicals in the
saline solution to alter, producing a variety of chemical compounds, such as
ozone and hypochlorous acid. Different electrical currents produce different
concentrations of these and related chemicals. In published scientific
literature, electrolyzed saline solutions have been shown to have an intense
anti-microbicidal effect.

The Company is committed to its pursuit of establishing MDI-P as an effective
anti-bacterial, anti-viral and anti-fungal pharmaceutical for in-vitro and
in-vivo applications and to developing MDI-P as an effective liquid chemical
sterilant for a variety of applications.

MDI is a development stage company. To date, the Company has not generated
significant revenues from operations or realized a profit. The Company is
presently investing all of its resources in the testing, development and
commercialization of MDI-P and its other technologies. The Company is
attempting to raise additional funding to continue development of its
technologies and to submit its technologies to appropriate regulatory agencies
to secure approvals when required for the marketing and use of its products.

Recent Events

Conversion of Harvest Group Promissory Note.On July 8, 2002, the $500,000
convertible promissory note (the Note) made by the Company in favor of
Harvest Group, L.L.C. (Harvest) automatically converted to the right to
receive 17,116,337 unregistered shares of common stock of the Company. The
Note was made as of November 14, 2001 to settle previously-reported litigation
between Harvest and the Company. The Company did not repay any of the
principal amount of the Note as of the maturity date (July 8, 2002), which
triggered the Notes automatic conversion provision. Harvest has tendered the
original Note to the Company and the Company has instructed its transfer agent
to issue the shares due. Upon issuance of the 17,116,337 shares,
Harvest will own 30% of the outstanding stock of the Company on a
fully-diluted basis.

Euronet International Advisory Agreement. As previously reported, on March
26, 2002, the Company entered into an Advisory Agreement with Euronet
International, Inc., a New York City-based business and financial advisory
firm. The Advisory Agreement had a 12-month term, subject to early termination
by the Company if certain milestones are not satisfied. Euronet has failed to
achieve any of the milestones and the Company terminated the

7



---



##### Table of Contents



Advisory Agreement as of August 8, 2002.

Employment Agreement with Judy Robinett. On or about August 12, 2002, the
Company and its CEO, Judy Robinett, entered into an Employment Agreement dated
effective May 15, 2002, a copy of which is attached hereto as Exhibit 10.4. Under
the terms of the Employment Agreement, Ms. Robinett is due a signing bonus of
$200,000 and is to receive a salary of $200,000 per year. Prior to entering
into the Employment Agreement, Ms. Robinetts salary was $180,000 per year.

Adoption of 2002 Stock Incentive Plan. On July 11, 2002, the Companys Board
of Directors adopted the 2002 Stock Incentive Plan, a copy of which is attached
hereto as Exhibit 10.5.

Results of Operations

Revenues and Gross Profit. The Company booked no revenue for the quarter ended
June 30, 2002, nor was any revenue booked for the quarter ended June 30, 2001.
The Company does not anticipate booking significant revenues in the near future
as it continues to focus on getting products to market.

Operating Expenses and Operating Loss. The Company did not spend any funds on
research and development for the quarter ended June 30, 2002, nor were any such
funds expended during the same quarter of 2001. The Companys general and
administrative expenses were $385,347 during the second quarter of 2002, as
compared to $557,163 during the quarter ended June 30, 2001. As a result of
the foregoing, the Company sustained an operating loss of $385,347 for the
quarter ended June 30, 2002, as compared with an operating loss of $557,163 for
the same period of 2001. Year-to-date, the Companys general and
administrative expenses and resulting operating loss were $679,709. By
comparison, the Company booked $642,528 in general and administrative expenses
and $132,300 in research and development expenses resulting in an operating
loss of $774,828 in the first 6 months of 2001.

Other Income/Expense and Net Loss. The Company booked $500 of other income and
incurred interest expenses of $121,317 for the quarter ended June 30, 2002, as
compared with no income and $45,739 in interest expenses for the same period of
2001. The increase in interest expense reflects the need for the Company to
use high interest notes to continue operations. In sum, the Companys net loss
for the second quarter of 2002 was $506,164 or a loss of $0.01 per fully
diluted share. For the quarter ended June 30, 2001, the Company incurred a net
loss of $602,902, a loss of nearly $0.02 per fully diluted share. For the six
months ended June 30, 2002, the Company incurred a net loss of $822,631, or
$0.02 per fully diluted shares, as compared with a net loss of $864,752 or
$0.03 per share for the same period of 2001.

Future Expectations.Management expects the Company will operate at a loss for
several more years while it continues to study, gain regulatory approval of and
commercialize its technologies. If the Company is successful in raising
additional capital, the Company will likely spend more during the remainder of
2002 in research and development and general and administrative expenses, and
thereby sustain greater resulting losses, than it has in recent years.

Liquidity and Capital Resources

The Company will require significant additional funding to continue to develop,
research and seek regulatory approval of its technologies. In addition, the
Company cannot survive, even in the near term, without immediate additional
funding for operations. The Company does not currently generate any cash from
operations and has no credit facilities in place or available. Currently, the
Company is funding operations through short-term loans from shareholders and
others.

Management is seeking to raise substantial additional funds in private stock
offerings in order to meet its near-term and long-term funding requirements.
While management is optimistic that it can raise such funds, the Company has
not always been successful in doing so in recent years. Given that the Company
is still in an early development stage and does not have revenues from
operations, raising equity financing is difficult. In addition, any additional
equity financing will have a substantial dilutive effect to the Companys
current shareholders.

8



---



##### Table of Contents



Cautionary Statement for Forward Looking Information

Certain information set forth in this report contains forward-looking
statements within the meaning of federal securities laws. Forward looking
statements include statements concerning plans, objectives, goals, strategies,
future events, future revenues or performance, capital expenditures, and
financing needs of the Company and other information that is not historical
information. When used in this report, the words estimates, expects,
anticipates, forecasts, plans, intends, believes and variations of
such words or similar expressions are intended to identify forward-looking
statements. Additional forward-looking statements may be made by the Company
from time to time. All such subsequent forward-looking statements, whether
written or oral and whether made by or on behalf of the Company, are also
expressly qualified by these cautionary statements.

The Companys forward-looking statements are based upon the Companys current
expectations and various assumptions. The Companys expectations, beliefs and
projections are expressed in good faith and are believed by the Company to have
a reasonable basis, including without limitation, managements examination of
historical operating trends, data contained in the Companys records and other
data available from third parties, but there can be no assurance that
managements expectations, beliefs and projections will result or be achieved
or accomplished. The Companys forward-looking statements apply only as of the
date made. The Company undertakes no obligation to publicly update or revise
forward-looking statements which may be made to reflect events or circumstances
after the date made or to reflect the occurrence of unanticipated events.

There are a number of risks and uncertainties that could cause actual results
to differ materially from those set forth in, contemplated by or underlying the
forward-looking statements contained in this report. Those risks and
uncertainties include, but are not limited to, our lack of significant
operating revenue to date, our need for substantial and immediate additional
capital, the fact that we may dilute existing shareholders through additional
stock issuances, the extensive governmental regulation to which we are subject,
the fact that our technologies remain unproven, the intense competition we face
from other companies and other products, and our reliance upon potentially
inadequate intellectual property. Those risks and certain other uncertainties
are discussed in more detail in the 2001 10-KSB. There may also be other
factors, including those discussed elsewhere in this report, that may cause the
Companys actual results to differ from the forward-looking statements. Any
forward-looking statements made by or on behalf of the Company should be
considered in light of these factors.




PART II
OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 2. CHANGES IN SECURITIES

(c)  The Company sold the following securities during the period covered by this
report:

(i) $50,000 convertible promissory note dated April 8, 2002, convertible
to common stock of the Company at the rate of $.125 per share.

(ii) $50,000 convertible promissory note dated April 21, 2002,
convertible to common stock of the Company at the rate of $0.125 per share.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits.

The following documents are furnished as exhibits to this Form 10-KSB. Exhibits
marked with an asterisk are filed herewith. The remainder of the exhibits
previously have been filed with the Commission and are incorporated herein by
reference.

9



---



##### Table of Contents



|       |  |                                                                                                                                                                                                                                                                                                                       
|------ |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|NUMBER |  | EXHIBIT                                                                                                                                                                                                                                                                                                               
|       |  |                                                                                                                                                                                                                                                                                                                       
|3.1    |  | Amended and Restated Articles of Incorporation of the Company (filed as
Exhibit 3.1 to the Companys Annual Report on Form 10-KSB for the fiscal
year ended December 31, 1994, and incorporated herein by
reference).                                                                                                 
|      
|3.2    |  | Amended Bylaws of the Company (filed as Exhibit 3.2 to the Companys
Annual Report on Form 10-KSB for the fiscal year ended December 31, 1994,
and incorporated herein by reference).                                                                                                                                 
|      
|10.1   |  | JV Agreement dated as of June 28, 2000, among Medical Discoveries, Inc.,
Harvest Group, L.L.C. and Hydromedics, Inc. (f/k/a Advanced Sales Company,
Inc.) (filed as Exhibit 10.1 to the Companys Quarterly Report on Form
10-QSB for the quarter ended September 30, 2000, and incorporated herein
by reference).    
|      
|10.2   |  | Mutual Release and Settlement Agreement dated as of November 29, 2001,
among Medical Discoveries, Inc., Harvest Group, L.L.C. and Hydromedics,
Inc. (f/k/a Advanced Sales Company, Inc.) (filed as Exhibit 10 to the
Companys Current Report on Form 8-K on December 15, 2000, and
incorporated herein by reference).
|      
|10.3   |  | Advisory Agreement dated as of March 26, 2002, between Medical
Discoveries, Inc. and Euronet International, Inc. (filed as Exhibit 10.3
to the Companys Annual Report on Form 10-KSB for the fiscal year ended
December 31, 2001, and incorporated herein by reference).                                             
|      
|10.4   |  | Employment Agreement dated as of May 15, 2002 between Medical
Discoveries, Inc. and Judy M. Robinett.*                                                                                                                                                                                                                
|      
|10.5   |  | 2002 Stock Incentive Plan (adopted by the Board of Directors as of July
11, 2002).*                                                                                                                                                                                                                                   
|      
|16.1   |  | Letter from Tanner + Co. dated December 15, 2000 (filed as Exhibit 99 to
the Companys Current Report on Form 8-K on December 15, 2000, and
incorporated herein by reference).                                                                                                                                        
|      
|16.2   |  | Letter from Tanner + Co. dated January 4, 2001 (filed as Exhibit 16 to
the Companys Current Report on Form 8-K/A on January 4, 2001, and
incorporated herein by reference).                                                                                                                                          
|      
|99     |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.*                                                                                                                                                                                              



---

|* |  | Filed herewith
|- |  | --------------

(b)  Reports on Form 8-K.

The Company filed no reports on Form 8-K during the quarter ended June 30,
2002.




SIGNATURES

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

| |                                                                                          
| | -----------------------------------------------------------------------------------------
| | MEDICAL DISCOVERIES, INC.
 
/S/  JUDY M. ROBINETTJudy M. Robinett
Chief Executive Officer

Date: August 14, 2002

10



---



##### Table of Contents






EXHIBIT INDEX

|       |  |                                                                                                                                                                                                                                                                                                                       
|------ |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|NUMBER |  | EXHIBIT                                                                                                                                                                                                                                                                                                               
|       |  |                                                                                                                                                                                                                                                                                                                       
|3.1    |  | Amended and Restated Articles of Incorporation of the Company (filed as
Exhibit 3.1 to the Companys Annual Report on Form 10-KSB for the fiscal
year ended December 31, 1994, and incorporated herein by
reference).                                                                                                 
|      
|3.2    |  | Amended Bylaws of the Company (filed as Exhibit 3.2 to the Companys
Annual Report on Form 10-KSB for the fiscal year ended December 31, 1994,
and incorporated herein by reference).                                                                                                                                 
|      
|10.1   |  | JV Agreement dated as of June 28, 2000, among Medical Discoveries, Inc.,
Harvest Group, L.L.C. and Hydromedics, Inc. (f/k/a Advanced Sales Company,
Inc.) (filed as Exhibit 10.1 to the Companys Quarterly Report on Form
10-QSB for the quarter ended September 30, 2000, and incorporated herein
by reference).    
|      
|10.2   |  | Mutual Release and Settlement Agreement dated as of November 29, 2001,
among Medical Discoveries, Inc., Harvest Group, L.L.C. and Hydromedics,
Inc. (f/k/a Advanced Sales Company, Inc.) (filed as Exhibit 10 to the
Companys Current Report on Form 8-K on December 15, 2000, and
incorporated herein by reference).
|      
|10.3   |  | Advisory Agreement dated as of March 26, 2002, between Medical
Discoveries, Inc. and Euronet International, Inc. (filed as Exhibit 10.3
to the Companys Annual Report on Form 10-KSB for the fiscal year ended
December 31, 2001, and incorporated herein by reference).                                             
|      
|10.4   |  | Employment Agreement dated as of May 15, 2002 between Medical
Discoveries, Inc. and Judy M. Robinett.*                                                                                                                                                                                                                
|      
|10.5   |  | 2002 Stock Incentive Plan (adopted by the Board of Directors as of July
11, 2002).*                                                                                                                                                                                                                                   
|      
|16.1   |  | Letter from Tanner + Co. dated December 15, 2000 (filed as Exhibit 99 to
the Companys Current Report on Form 8-K on December 15, 2000, and
incorporated herein by reference).                                                                                                                                        
|      
|16.2   |  | Letter from Tanner + Co. dated January 4, 2001 (filed as Exhibit 16 to
the Companys Current Report on Form 8-K/A on January 4, 2001, and
incorporated herein by reference).                                                                                                                                          
|      
|99     |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.*                                                                                                                                                                                              



---

|* |  | Filed herewith.
|- |  | ---------------