SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

                                   (Mark One)

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

                         For the quarterly period ended
                              September 30, 2002.

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

          For the transition period from ______________to_____________

                        Commission File Number 000-28311


                               HEALTHBRIDGE, INC.

        (Exact name of small business issuer as specified in its charter)


                                TEXAS 06-1538201
                                  -------------
                                 -------------
              (State or other jurisdiction of (IRS Employer ID No.)
                         incorporation or organization)

                        1818 - 1177 West Hastings Street,
                       Vancouver, British Columbia V6E 2K3
                      ------------------------------------
                     (Address of principal executive office)

                                 (604) 602-1717
                                 ---------------
                           (Issuer's telephone number)

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

The number of outstanding shares of the issuer's common stock, $0.001 par value
(the only class of voting stock), as of November 18, 2002 was 19,641,346



<PAGE>









                                TABLE OF CONTENTS

PART I

ITEM 1.  FINANCIAL STATEMENTS . . . . ....................... . . . . .       3

Unaudited Consolidated Balance Sheet as of September 30, 2002 . . . . . . . . 4

Unaudited Consolidated Statement of Operations for the three and nine months
ended September 30, 2002 and 2001
and the period from inception to September 30, 2002  . . . . . . . . .        5

Unaudited Consolidated Statement of Cash Flows for the nine months ended
September 30, 2002 and 2001
and the period from inception to September 30, 2002 . . . . . ..  . . .       6

Notes to Unaudited Financial Statements . . . . . . . . . . . .. . . .        8

ITEM 2.  MANAGEMENT'S PLAN OF OPERATION . . . . . . . . . . . . . . . . . .  11

ITEM 3.  CONTROLS AND PROCEDURES . . . . . . . . . . . . . . .  . . . . .    13


PART II

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.  . . . . . . . . . . . . . . . .  14

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       15

CERTIFICATION . . . . . . . . . . . . . . . . . . . . . . . . . . . .        16

INDEX TO EXHIBITS  . . . . . . . . . . . . . . . . . . . . . .  . . .        17



<PAGE>


                                                                PART I

ITEM 1. FINANCIAL STATEMENTS

As used herein, the term "Company" refers to Healthbridge, Inc., a Texas
corporation its subsidiaries and predecessors, unless otherwise indicated.
Unaudited interim financial statements including a balance sheet for the Company
as of the quarter ended September 30, 2002, statement of operations and
statement of cash flows for the interim period up to the date of such balance
sheet and the period since inception of the preceding year are attached hereto
as Pages 4 through 7 and are incorporated herein by this reference.








































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<CAPTION>
<S><C>



                               HEALTHBRIDGE, INC.
                          (A Development Stage Company)

                      UNAUDITED CONSOLIDATED BALANCE SHEET
                               SEPTEMBER 30, 2002

ASSETS
Current Assets
   Cash and cash equivalents                                               $   1,943
                                                                     ---------------
                                                                     ---------------
Total Current Assets                                                           1,943

Intangible Assets                                                            292,500
                                                                     ---------------
                                                                     ---------------

Total Assets                                                              $  294,443
                                                                     ===============
                                                                     ===============

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
   Accounts payable and accrued expenses                                 $  506,727
   Loans from shareholders                                                   84,000
   Notes payable - BIME                                                       9,812
   Convertible debentures                                                   325,000
   Accrued Interest                                                          18,423
                                                                     --------------
                                                                     --------------
Total Liabilities                                                           943,962

Commitments and Contingencies                                                     -

Stockholders' Equity
Preferred Stock:  $0.0001 Par Value, Authorized: 25,000,000
     Issued and outstanding:  None                                             None
Common Stock: $0.0001 Par Value, Authorized Shares:  50,000,000;
    Issued and Outstanding: 18,841,346                                        1,885
Additional Paid In Capital                                                6,954,004
Deficit Accumulated During the Development Stage                        (7,605,408)
                                                                     --------------
                                                                     --------------
Total Stockholders' Equity (A Deficit)                                    (649,519)
                                                                     --------------
                                                                     --------------

Total Liabilities and Stockholders' Equity                               $  294,443
                                                                     ==============




                        See condensed notes to financial statements.


<PAGE>


                                                          HEALTHBRIDGE, INC.
                                                     (A Development Stage Company)

                                            UNAUIDTED CONSOLIDATED STATEMENTS OF OPERATIONS
                                 FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001, AND
                                FOR THE PERIOD FROM INCEPTION (FEBRUARY 17,1993) TO SEPTEMBER 30, 2002

                                                                                                                            Deficit
                                                     Three months      Three months      Nine months       Nine months  Accumulated
                                                         ended            ended             ended             ended      During the
                                                     September 30,  September 30, 2001  September 30,     September 30, Development
                                                         2002                                2002             2001         Stage
                                                    ----------------------------------------------------------------------------
                                                    ----------------------------------------------------------------------------

Revenues                                                   -                  -                -                 -                 -

General and administrative expenses                 (72,607)          (178,768)      (1,036,782)         (331,323)       (2,356,172)

Impairment loss                                    (112,500)                  -        (112,500)                 -         (112,500)

Interest expense                                     (7,608)                  -         (13,455)           (3,390)          (38,854)

Interest income                                            -                  -               54                 -             8,563
                                             ---------------------------------------------------------------------------------------

Loss from continuing operations                    (192,715)          (178,768)      (1,162,683)         (334,713)       (2,498,963)

Loss on discontinued operations                                               -                -                 -       (2,995,849)
                                             ---------------------------------------------------------------------------------------
                                             ---------------------------------------------------------------------------------------

Net loss before cumulative effect of
accounting change                                  (192,715)          (178,768)                -         (334,713)       (5,494,812)

Cumulative effect of accounting change                     -                  -                -                 -         (102,500)
                                             ---------------------------------------------------------------------------------------
                                             ---------------------------------------------------------------------------------------

Net loss available to common stockholders        $ (192,715)       $  (178,768)    $ (1,162,683)      $  (334,713)     $ (5,597,312)
                                             =======================================================================================
                                             =======================================================================================

Basic and diluted loss per share:
   Continuing operations                          $   (0.01)        $    (0.01)       $   (0.06)       $    (0.02)
   Discontinued operations                                 -                  -                -                 -
   Cumulative effect of accounting change                  -                  -                -                 -
                                             ----------------------------------------------------------------------
                                             ----------------------------------------------------------------------
   Net loss available to common stockholders      $   (0.01)        $    (0.01)       $   (0.06)       $    (0.02)
                                             ======================================================================
                                             ======================================================================

Basic and diluted weighted average number of
    common shares outstanding                     18,841,346         14,753,563       18,117,866        13,896,800
                                             ======================================================================


                                             See condensed notes to financial
statements.


<PAGE>


                                                          HEALTHBRIDGE, INC.
                                                     (A Development Stage Company)

                                            UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
   FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001, AND FOR THE PERIOD FROM INCEPTION (FEBRUARY 17,1993) TO SEPTEMBER 30, 2002
                                                                                                   Loss Accumulated
                                                                  Nine months       Nine months       During the
                                                                     ended             ended       Development Stage
                                                                 September 30,     September 30,
                                                                      2002             2001
                                                                ----------------------------------------------------
                                                                ----------------------------------------------------
Cash Flows From Operating Activities
Net Loss                                                           $ (1,162,683)      $  (334,713)     $ (5,597,312)
Adjustments to Reconcile Net Loss to Net Cash Used In
    Operating Activities
     Impairment Loss                                                     112,500 -                           112,500
     Common Stock Issued for Services                                    702,100           213,500         1,032,250
     Compensation Cost                                                         -                 -             6,000
     Depreciation and Amortization                                             -                 -            10,778
     Write-off of Organizational Costs                                         -                 -           102,500
     Write-off of Intangible Assets                                            -                 -         2,100,007
     Write-off of Inventory Disposed of                                        -                 -            40,396
Changes in Assets and Liabilities
   (Increase) Decrease in Other Advances                                   7,866                 -                 -
    Increase (Decrease) in Accounts Payable                              173,142            28,281           491,252
    Increase (Decrease) in Accrued Interest                               13,455             (680)            38,854
                                                                ----------------------------------------------------
                                                                ----------------------------------------------------
Total Adjustments                                                      1,009,063           241,101         3,934,537
                                                                ----------------------------------------------------
                                                                ----------------------------------------------------
Net Cash Flows Used In Operating Activities                            (153,620)          (93,612)       (1,662,775)

Cash Flows From Investing Activities
   Cash paid for intellectual property rights                          (168,248)                 -         (168,248)
                                                                -----------------------------------------------------
                                                                -----------------------------------------------------
Net cash flows used in investing activities                            (168,248)                 -         (168,248)

Cash Flows From Financing Activities
   Loans from shareholders                                                35,500            69,000           578,005
   Proceeds from secured note payable                                    165,000                 -           165,000
   Repayment of secured note payable                                   (165,000)                 -         (165,000)
   Proceeds from notes payable-convertible debentures                    325,000                 -           325,000
   Proceeds from the Sale of Common Stock                                      -                 -         1,095,000
   Offering Costs                                                       (47,500)                 -         (168,100)
                                                                -----------------------------------------------------
                                                                -----------------------------------------------------
Net Cash Flows Provided By Financing Activities                          313,000            69,000         1,829,905
                                                                -----------------------------------------------------
                                                                -----------------------------------------------------

Increase (Decrease) in Cash and Cash Equivalents                         (8,868)          (24,612)           (1,118)

Cash and Cash Equivalents, Beginning of period                            10,811            24,623             3,061
                                                                =====================================================
                                                                =====================================================

Cash and Cash Equivalents, End of period                              $    1,943         $      11        $    1,943
                                                                =====================================================
                                                                =====================================================

Cash paid for interest and income taxes:                               -                 -                 -
                                             See condensed notes to financial statements.






                                                          HEALTHBRIDGE, INC.
                                                     (A Development Stage Company)

                                            UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
   FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001, AND FOR THE PERIOD FROM INCEPTION (FEBRUARY 17,1993) TO SEPTEMBER 30, 2002

                                                                                                   Loss Accumulated
                                                                  Nine months       Nine months       During the
                                                                     ended             ended       Development Stage
                                                                 September 30,     September 30,
                                                                      2002             2001
                                                                ----------------------------------------------------
                                                                ----------------------------------------------------
Supplemental noncash investing and financing activities:
   Common Stock Issued for Services                                  $   702,100       $   213,500      $  1,032,250
                                                                ====================================================
                                                                ====================================================
   Conversion of Debt and Accrued Interest to Equity                           -       $   249,619      $  1,499,618
                                                                ====================================================
                                                                ====================================================
   Conversion of Accounts Payable to Equity                                    -        $   31,500       $   234,500
                                                                ====================================================
                                                                ====================================================
   Assets Acquired in Exchange for Common Stock                      $   225,000                 -      $  1,245,465
                                                                ====================================================
                                                                ====================================================
   Common Stock Issued as Dividends-in-kind                                    -                 -      $  2,008,096
                                                                ====================================================


                        See condensed notes to financial
                                  statements.


                                     <PAGE>


                               HEALTHBRIDGE, INC.
                          (A Development Stage Company)

               NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2002

NOTE 1.  STATEMENT OF INFORMATION FURNISHED

The accompanying unaudited interim financial statements have been prepared in
accordance with Form 10QSB instructions and in the opinion of management
contains all adjustments (consisting of only normal recurring adjustments)
necessary to present fairly the financial position as of September 30, 2002 and
the results of operations and cash flows for the three and nine months ended
September 30, 2002 and 2001. These results have been determined on the basis of
generally accepted accounting principles and practices and applied consistently
with those used in the preparation of the Company's 2001 Annual Report on Form
10-KSB.

Certain information and footnote disclosure normally included in the financial
statements presented in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that the accompanying financial
statements be read in conjunction with the accompanying audited financial
statements and notes thereto incorporated by reference in the Company's 2001
Annual Report on Form 10-KSB.

NOTE 2.  PRESENTATION

Certain accounts have been reclassified to confirm to the current period's
presentation. These changes had no effect on previously reported results of
operations or total stockholders' equity.

NOTE 3.  PRINCIPLES OF CONSOLIDATION

The consolidated financial statements include the accounts of Healthbridge, Inc.
(a Texas corporation) and its wholly-owned subsidiary, Healthbridge
(Deutschland) AG (a German entity). All significant inter-company balances and
transactions have been eliminated in consolidation.

NOTE 4.  EARNINGS (LOSS) PER SHARE

Earnings (loss) per share of common stock is computed by dividing the net loss
(numerator) for the period by the weighted average number of common shares
outstanding (denominator) during the period. Diluted earnings or loss per share
are based on the weighted average number of common shares outstanding and
dilutive common stock equivalents. All per share information is adjusted
retroactively to reflect stock splits and changes in par value, when applicable.
Convertible securities that could potentially dilute basic earnings per share in
the future are not included in the computation of diluted earnings per share
because to do so would be anti-dilutive. All loss per share amounts in the
financial statements are basic earnings or (loss) per share.








NOTE 5.  GOING CONCERN

To date, the Company has not been profitable. The Company faces all the risks
common to companies in their early stages of development, including
undercapitalization and uncertainty of funding sources, high initial expenditure
levels and uncertain revenue streams, an unproven business model, and
difficulties in managing growth. The Company's recurring losses raise
substantial doubt about its ability to continue as a going concern. The
Company's financial statements do not reflect any adjustments that might result
from the outcome of this uncertainty. There can be no assurance that any of the
Company's business activities will result in any operating revenues or profits.
Investors should be aware that they might lose all or substantially all of their
investment.

The Company expects to incur losses as it expands its business and will require
additional funding during the next twelve months. The satisfaction of the
Company's cash requirements hereafter will depend in large part on its ability
to successfully raise capital from external sources to fund operations. As a
result, the Company expects to aggressively pursue additional sources of funds,
including debt and equity offerings. The Company intends to raise up to
$1,000,000 through convertible debentures with three year terms bearing interest
at 7.5% convertible into shares of the Company's common stock at a conversion
price of $0.25 per share to fund the plan of operation for the next twelve
months. See Note 7.

NOTE 6.  INTANGIBLE ASSETS AND NOTES PAYABLE - BIME

On January 25, 2002, the Company entered into an Intellectual Property
Assignment and Sale Agreement ("Agreement") with several parties ("Sellers") for
the purpose of acquiring certain infectious waste sterilization and disposal
technologies developed in Germany. The Agreement requires the Company to pay to
the Sellers a total of $180,000 and 750,000 restricted shares in three
installments. The total value of the intangible asset is $405,000, representing
$180,000 and 750,000 shares of restricted common stock valued at $0.30 per share
representing the fair market value on the date of issuance. As of September 30,
2002, the outstanding balance due is $10,000 Euros, which was due on July 15,
2002. Funds used to close the Agreement were obtained from an individual
unrelated to the Company pursuant to a Secured Loan Agreement dated January 24,
2002, for $165,000 of which $15,000 represented the fixed interest payment to
the individual as consideration for the loan. The loan was secured by the
intellectual property described above. The note was paid in full on May 10,
2002.
In accordance with Statement of Financial Accounting Standards No. 142,
"Goodwill and Other Intangible Assets," the Company plans to assess impairment
of the asset at least annually, or more frequently if events or changes in
circumstances indicate that the asset might be impaired. The impairment test
consists of a comparison of the fair value of the intangible asset with its
carrying amount. If the carrying amount exceeds its fair value, an impairment
loss will be recognized in an amount equal to that excess. After an impairment
loss is recognized, the adjusted carrying amount of the intangible asset is its
new accounting basis. Subsequent reversal of a previously recognized impairment
loss is prohibited. During the quarter ended September 30, 2002, the Company
determined that, based on estimated future cash flows, the carrying amount was
impaired and recorded an impairment loss equal to the decline in the Company's
quoted market price as from the date of issuance ($0.30) to the quoted market
price ($0.15) as of September 30, 2002. Management determined the fair value of
the asset was impaired because the fair value of the asset was less than its
carrying value based on current events. As a result, the Company charged
$112,500 to operations as an impairment loss for the nine months ended September
30, 2002.





NOTE 7.  CONVERTIBLE DEBENTURES

During May 2002, the Company raised $325,000 through the issuance of Series A
Convertible Debentures for a term of three years, bearing interest at 7.5% and
payable annually on the original issue date. Principal and interest are
convertible into shares of the Company's common stock during the term at a
conversion price of $0.25 per share. In the event that the trading average price
of the shares of common stock during 30 consecutive trading days is above 200%
of the conversion price, conversion is enforced by the Company. The Company has
agreed to file a registration statement to register the underlying securities
within 120 days after conversion. A 10% commission ($32,500) was paid during the
second quarter on the funds raised. Accrued interest at September 30, 2002 was
$9,875.

NOTE 8.  RELATED PARTY TRANSACTIONS AND BALANCES
Consulting fees: Included in consulting expense for the nine months ended
September 30, 2002 and 2001 was approximately $24,000 and $45,000 paid by the
Company to its President and a certain shareholder of the Company, respectively,
pursuant to certain agreements for consulting services.
Accounts payable and accrued expenses: Included in accounts payable and accrued
expenses is $117,219, representing amounts due to a certain shareholder
($45,000) for services provided to the Company ($45,000), amounts due to a
director of the company for past services rendered ($45,900), and amounts due to
other entities ($26,319) that are controlled by the President of this Company
for expenses paid on behalf of this Company, such as rent and legal expenses.

Loans from shareholders: $84,000 at September 30, 2002 (December 31, 2001:
$48,500), represents a series of loans from certain shareholders bearing
interest at 8% per annum and due on demand. Accrued interest at December 31,
2001 was $8,548.

<PAGE>


ITEM 2.  MANAGEMENT'S PLAN OF OPERATION

The following discussion should be read in conjunction with the financial
statements and notes thereto included in Item 7 to the Company's most recent
Form 10-KSB. Except for the historical information contained herein, the
discussion in this Quarterly Report on Form 10-QSB contains certain forward
looking statements that involve risk and uncertainties, such as statements of
the Company's plans, objectives, expectations and intentions. The cautionary
statements made in this document should be read as being applicable to all
related forward-looking statements wherever they appear in this document. The
Company's actual results could differ materially from those discussed here. The
Company is a development stage company that is engaged in the marketing and
distribution of infectious medical waste sterilization and disposal
technologies. To date, management has devoted the majority of its efforts to (i)
negotiating and concluding a technology purchase agreement, (ii) developing its
marketing philosophy and market strategy, including registering patents and
trademarks throughout the world, (iii) pursuing and assembling a management team
to complete its marketing goals, (iii) obtaining sufficient working capital
through loans from shareholders, equity and debt offerings to conclude the
technology acquisition; and negotiating joint venture agreements to
commercialize the technologies.

PLAN OF OPERATION

The Company's plan of operation is to manufacture, and market the Valides(R) and
Medides Systems medical waste sterilization and disposal technologies to the
international market for medical waste disposal.

During the third quarter of the current fiscal year, the Company has identified
additional markets for the Valides(R) and Medides Systems in Europe, South
America and Asia. The Company's activities in Europe included interviewing
fabrication and production staff and identifying a production site. The focus
outside of Europe during the third quarter was to identify potential production
sites and negotiate joint-ventures to expand the Company's sales network. The
Company is currently in negotiations with two potential joint-ventures partners.

The fourth quarter of the current fiscal year will be devoted to building on the
Company's activities in Europe and expanding negotiations to additional South
American markets. The Company expects to file applications with South American
regulatory bodies for the technical approvals prior to introducing the
Valides(R) and Medides Systems to South America. Further, the Company is still
negotiating distributorship agreements in Brazil and Taiwan.

The Company expects to expand its activities into Asian markets in the fourth
quarter of the current fiscal year while starting operations in Europe and South
America through joint venture arrangements. Management intends to file
applications with Asian regulatory bodies in an effort to introduce the
Valides(R) and Medides Systems to Asian markets. The Company anticipates closing
of one or two of the Joint-Ventures prior to March 31, 2003.

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2002, the Company's only significant asset was intangible
assets of $292,500 representing the intellectual property rights to the
Valides(R) and Medides Systems.

The Company intends to raise up to $1,000,000 through convertible debentures
with three year terms bearing interest at 7.5% convertible into shares of the
Company's common stock at a conversion price of $0.25 per share to fund the plan
of operation for the next twelve months. During the first nine months of 2002,
the Company raised $325,000 in convertible debentures and $165,000 through a
secured note payable.

The funds raised were used as follows: repaid the secured loan of $165,000,
approximately $64,000 was advanced to the Company's newly formed German
subsidiary for working capital and incorporation, $47,500 was paid in
commissions for capital raising during 2002, and approximately $120,000 was paid
for the purchase of the intellectual property rights.

Should the Company be unable to successfully complete the convertible debenture
offering, it anticipates raising capital through other debt or equity financings
from public or private sources to satisfy the cash needs of fulfilling its plan
of operation for the next twelve months. However, there can be no assurances
that the Company will be able to raise the funds required by its plan of
operation.

The Company intends to purchase equipment to be used in the production of the
Valides(R) and Medides Systems as described in its plan of operation. The
intention to purchase equipment is subject to the Company's ability to raise
sufficient capital to satisfy its plan of operation.

The Company intends to hire new employees as managers, production personnel and
sales people in accord with its plan of operation. The intention to hire
employees is subject to the Company's ability to raise sufficient capital to
satisfy its plan of operation.

COMMITMENTS


The Company has agreements to pay consulting fees with the president and
director at $2,675 per month and with a shareholder at $5,000 per month. Both
agreements have automatic renewal provisions until terminated by either the
Company or the consultant.

CRITICAL ACCOUNTING POLICIES

The financial statements were prepared in accordance with accounting principles
generally accepted in the United States, which requires management to make
estimates and judgments that affect the reported amounts of assets, liabilities,
revenues and expenses, and related disclosure of contingent assets and
liabilities. On an on-going basis, the Company evaluates its estimates,
including those related to intangible assets and bases its estimates on various
assumptions that are believed to be reasonable under the circumstances, the
results of which form the basis for making judgments about the carrying values
of assets and liabilities that are not readily apparent from other sources.
Actual results may differ from these estimates under different assumptions or
conditions.

The Company believes that its accounting policy for intangible assets to be a
critical accounting policy because it is primarily based on the asset generating
future cash flows. The Company periodically evaluates whether events and
circumstances have occurred that may warrant revision to the remaining balance
of the intangible asset due to possible impairment. If and when such factors,
events or circumstances indicate that the intangible asset should be evaluated
for possible impairment, the Company would make an estimate of undiscounted cash
flows over the remaining lives of the respective assets in measuring
recoverability. Judgment is required in assessing the realization of any future
economic benefits resulting from the carrying value of the assets. Fluctuations
in the actual outcome of these future economic benefits could materially impact
the Company's financial position or its results of operations.


The intangible asset was acquired in exchange for a cash payment of $180,000 and
the issuance of 750,000 shares of the Company's restricted common stock valued
at the quoted market price ($0.30) on the date of issuance. During the quarter
ended September 30, 2002, the Company determined that, based on estimated future
cash flows, the carrying amount was impaired and recorded an impairment loss
equal to the decline in the Company's quoted market price as from the date of
issuance ($0.30) to the quoted market price ($0.15) as of September 30, 2002.
Management determined the fair value of the asset was impaired because the fair
value of the asset was less than its carrying value based on current events. As
a result, the Company charged $112,500 to operations as an impairment loss for
the nine months ended September 30, 2002. In the event that the Company did not
generate any future economic benefit as a result of the carrying value of the
related assets, total assets would be overstated by $292,500. Reducing the
assets to zero would result in an additional expense in the period in which it
is determined that the asset cannot be realized. This asset is the Company's
only principle asset.

RECENT ACCOUNTING PRONOUNCEMENTS

The Financial Accounting Standards Board has issued the following accounting
pronouncements, none of which are expected to have a significant effect, if any,
on the Company's financial statements:

April 2002 - SFAS No. 145 - "Rescission of FASB Statements No. 4, 44, and 64,
Amendment of FASB Statement No. 13, and Technical Corrections." This statement
is effective for fiscal years beginning after May 15, 2002. June 2002 - SFAS No.
146 - "Accounting for Costs Associated with Exit or Disposal Activities," which
applies to costs associated with an exit activity that does not involve an
entity newly acquired in a business combination or with a disposal activity
covered by FASB Statement No. 144, "Accounting for the Impairment or Disposal of
Long-Lived Assets." The standard addresses financial accounting and reporting
for costs associated with exit or disposal activities and nullifies Emerging
Issues Task Force ("EITF") No. 94-3, "Liability Recognition for Certain Employee
Termination Benefits and Other Costs to Exit an Activity." SFAS 146 essentially
requires a liability to be recognized and measured initially at its fair value
in the period in which the liability is incurred for a cost associated with an
exit or disposal activity. The Company believes this standard does not have any
material effect on its financial statements.
Effective for exit or disposal activities initiated after December 31, 2002.
October 2002 - SFAS No. 147 - "Acquisitions of Certain Financial Institutions,
an amendment of FASB Statements No. 72 and 144 and FASB Interpretation No. 9 ,"
which applies to the acquisition of all or part of a financial institution,
except for a transaction between two or more mutual enterprises. Effective for
acquisitions for which the date of acquisition is on or after October 1, 2002.

ITEM 3.  CONTROLS AND PROCEDURES

The president, who is also the chief executive officer and the chief financial
officer of the registrant, has concluded based on her evaluation as of a date
within 90 days prior to the date of the filing of this report, that the
registrant's disclosure controls and procedures are effective to ensure that
information required to be disclosed by the registrant in the reports filed or
submitted by it under the Securities Act of 1934, as amended, is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms, and include controls and
procedures designed to ensure that information required to be disclosed by the
registrant in such reports is accumulated and communicated to the registrant's
management, including the president, as appropriate to allow timely decisions
regarding required disclosure.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
such evaluation.


<PAGE>


                                                                PART II

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) EXHIBITS. Exhibits required to be attached by Item 601 of Regulation S-B are
listed in the Index to Exhibits on page 17 of this Form 10-QSB, and are
incorporated herein by this reference.

(b) REPORTS ON FORM 8-K. None.











































                                                              SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, hereunto duly
authorized, this 18th day of November 2002.


HEALTHBRIDGE, INC.

/s/ Nora Coccaro
Nora Coccaro
President, Chief Executive and Financial Officer, and Director






<PAGE>


  CERTIFICATION PURSUANT TO RULE 13a-14 OF THE SECURITIES EXCHANGE ACT OF 1934,
 AS AMENDED, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Nora Coccaro, chief executive officer and chief financial officer of the
Company, certify that: 1. I have reviewed this quarterly report on Form 10QSB of
Healthbridge, Inc.;
2.            Based on my knowledge, this quarterly report does not contain any
              untrue statement of a material fact or omit to state a material
              fact necessary to make the statements made, in light of the
              circumstances under which such statements were made, not
              misleading with respect to the period covered by this quarterly
              report;
3.            Based on my knowledge, the financial statements, and other
              financial information included in this quarterly report, fairly
              present in all material respects the financial condition, results
              of operations and cash flows of the registrant as of, and for, the
              periods presented in this quarterly report;
         4.   I am responsible for establishing and maintaining disclosure
              controls and procedures (as defined in Exchange Act Rules 13a-14
              and 15d-14) for the registrant and have:
                  a) designed such disclosure controls and procedures to ensure
                     that material information relating to the registrant,
                     including its consolidated subsidiaries, is made known to
                     us by others within those entities, particularly during the
                     period in which this quarterly report is being prepared;
                  b) evaluated the effectiveness of the registrant's disclosure
                     controls and procedures as of a date within 90 days prior
                     to the filing date of this quarterly report (the
                     "Evaluation Date"); and
                  c) presented in this quarterly report our conclusions about
                     the effectiveness of the disclosure
                     controls and procedures based on our evaluation as of
                     the Evaluation Date;
         5.   I have disclosed, based on our most recent evaluation, to the
              registrant's auditors and the audit committee of registrant's
              board of directors (or persons performing the equivalent
              functions):
                  a) all significant deficiencies in the design or operation of
                     internal controls which could adversely affect the
                     registrant's ability to record, process, summarize and
                     report financial data and have identified for the
                     registrant's auditors any material weaknesses in internal
                     controls; and
                      b) any fraud, whether or not material, that involves
                    management or other employees who have a significant role in
                    the registrant's internal controls; and
         6.   I have indicated in this annual report whether there were
              significant changes in internal controls or in other factors that
              could significantly affect internal controls subsequent to the
              date of our most recent evaluation, including any corrective
              actions with regard to significant deficiencies and material
              weaknesses.
Date: November 18, 2002
/s/ Nora Coccaro
Nora Coccaro
Chief Executive Officer and Chief Financial Officer



<PAGE>


                                INDEX TO EXHIBITS

EXHIBIT      PAGE
NO.                 NO.          DESCRIPTION
-------               ----     ---------------------------------------------------------
 3(i)(a)               *      Articles of Incorporation of the Company
 3(ii)(b)              *      Amendment to Articles of Incorporation of the Company
 3(iii)(c)             *      Amendment to Articles of Incorporation of the Company
 3(iv)(d)              *      Amended and Restated Articles of Incorporation of the Company
 3(v)                  *      Bylaws of the Company
10                     **     Intellectual Property Assignment and Sale Agreement, executed January 25, 2002
99.1                   17     Certification of Nora Coccaro Pursuant to Section 1350 of Chapter 63 of
                              Title 18 United States Code


*        Incorporated by reference from the 10-SB filed with the Commission on April 17, 2000

**       Incorporated by reference form the 8-K filed with the Commission on February 12, 2002


<PAGE>


Exhibit 99.1

                CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the quarterly report of Healthbridge, Inc. on Form 10-QSB for
the period ending September 30, 2002 as filed with the Securities and Exchange
Commission on the date hereof, Nora Coccaro, as chief executive/financial
officer of Healthbridge, Inc., does hereby certify, pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002, that to the best of her knowledge:

1.       This 10-QSB report fully complies with the requirements of Section 13(a) of the Exchange Act; and

2.      The information contained in this 10-QSB report fairly presents, in all
        material respects, the financial condition and result of operations of
        Healthbridge, Inc..




/s/ Nora Coccaro
Nora Coccaro
Chief Executive and Financial Officer
November 18, 2002

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