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

                                  Form 10-Q SB

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

                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2003

                                       OR

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

           FOR THE TRANSITION PERIOD FROM ____________ TO ___________

                          Commission File No. 33351414



                           Rubicon Medical Corporation
                           ---------------------------
        (Exact name of small business issuer as specified in its charter)



Delaware                                                              87-0361403
----------------------------------------                     -------------------
(State or other jurisdiction of                                    (IRS Employer
incorporation or organization)                               Identification No.)



2064 W. Alexander, Salt Lake City, Utah                                    84119
---------------------------------------                               ----------
(Address of principal executive offices)                              (Zip Code)

          Issuer's telephone number, including area code:(801) 886-9000
                                                         --------------


Check whether the  issuer (1) filed  all reports required to be filed by Section
13 or 15 (d) of  the Securities 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 Issuer had 52,773,336 outstanding shares of common stock on May 13, 2003.


<PAGE>


                           Rubicon Medical Corporation
                           ---------------------------


                                      INDEX
                                      -----


PART 1.                                                                  Page
                                                                         ----

FORWARD LOOKING FINANCIAL INFORMATION                                      1

Item 1. Financial Statements -                                               2

Consolidated Balance Sheet - March 31, 2003 (Unaudited)                  F-1

Consolidated Statement of Operations - Three
  Months Ended March 31, 2003 and 2002 (Unaudited)                       F-2

Consolidated Statement of Cash Flows - Three Months Ended
  March 31, 2003 and 2002 (Unaudited)                                    F-3

Notes to Consolidated Financial Statements (Unaudited)                   F-5


Item 2. Management's Discussion and Analysis of Financial
  Condition and Results of Operations                                      3

Item 3. Controls and Procedures                                            6

PART II. OTHER INFORMATION                                                 7


SIGNATURES                                                                 8


CERTIFICATIONS                                                             9


<PAGE>

                           FORWARD LOOKING INFORMATION

         This report contains forward-looking statements as defined in Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934. These statements reflect Rubicon's views with respect to future events
based upon information available to it at this time. These forward-looking
statements are subject to certain uncertainties and other factors that could
cause actual results to differ materially from these statements. Forward-looking
statements are typically identified by the use of the words "believe," "may,"
"will," "should," "expect," "anticipate," "estimate," "project," "propose,"
"plan," "intend," and similar words and expressions. Examples of forward-looking
statements are statements that describe the proposed development, testing,
clinical trial and regulatory approval of Rubicon's products, statements with
regard to the nature and extent of competition Rubicon may face in the future,
statements with respect to the sources and need for future financing, and
statements with respect to future strategic plans, goals or objectives.
Forward-looking statements are contained in this report under "Item 2.
Management's Discussion and Analysis or Plan of Operation." The forward-looking
statements are based on present circumstances and on Rubicon's predictions
respecting events that have not occurred, that may not occur, or that may occur
with different consequences and timing than those now assumed or anticipated.
Actual events or results may differ materially from those discussed in the
forward-looking statements as a result of various factors, including the risk
factors discussed in Rubicon's 2002 annual report on Form 10-KSB under the
caption "Description of Business: Risk Factors." These cautionary statements are
intended to be applicable to all related forward-looking statements wherever
they appear in this report. Any forward-looking statements are made only as of
the date of this information statement and Rubicon assumes no obligation to
update forward-looking statements to reflect subsequent events or circumstances.




                                       1
<PAGE>

Item I. Financial Statements

Rubicon Medical Corporation (the "Company" or the "Issuer"), files herewith its
consolidated condensed balance sheet as of March 31, 2003 (unaudited) and the
related unaudited consolidated condensed statements of operations and cash flows
for the three months ended March 31, 2003 and 2002. The accompanying financial
statements do not include all information and notes to the financial statements
necessary for a complete presentation of the financial position, results of
operations and cash flows in conformity with U.S. generally accepted accounting
principles. In the opinion of the Company's management, the accompanying
financial statements reflect all adjustments, all of which are normal recurring
adjustments, necessary to fairly present the financial condition of the Company
for the interim periods presented. The financial statements included in this
report on Form 10-QSB should be read in conjunction with the Company's audited
financial statements and the notes thereto included in its annual report on Form
10-KSB for the year ended December 31, 2002. Operating results for the quarter
ended March 31, 2003 are not necessarily indicative of the results that may be
expected for the year ending December 31, 2003.


                                       2
<PAGE>

                                                     RUBICON MEDICAL CORPORATION
                                          Consolidated Balance Sheet (Unaudited)

                                                                  March 31, 2003
--------------------------------------------------------------------------------
        Assets
        ------

Current assets:
  Cash and cash equivalents                                       $   1,181,000
  Prepaid expenses                                                        7,000
                                                                  -------------

                Total current assets                                  1,188,000

Property and equipment, net                                             104,000
Intangible assets, net                                                  195,000
                                                                  -------------

                                                                  $   1,487,000
                                                                  -------------

--------------------------------------------------------------------------------

        Liabilities and Stockholders' Equity
        ------------------------------------

Current liabilities:
  Accounts payable                                                $      91,000
  Accrued liabilities                                                    25,000
  Current portion of long-term debt                                      30,000
                                                                  -------------

                Total current liabilities                               146,000

Long-term debt                                                           41,000
                                                                  -------------

                Total liabilities                                       187,000
                                                                  -------------

Commitments and contingencies                                                 -

Stockholders' equity:
  Common stock, $.001 par value, 100,000,000 shares
    shares authorized; 52,778,334 shares
    issued and outstanding                                               53,000
  Additional paid-in capital                                          3,328,000
  Deferred compensation                                                 (11,000)
  Accumulated deficit                                                (2,070,000)
                                                                  -------------

        Total stockholders' equity                                    1,300,000
                                                                  -------------

                                                                  $   1,487,000
                                                                  -------------

                                                                             F-1
<PAGE>

                                                     RUBICON MEDICAL CORPORATION
                                Consolidated Statement of Operations (Unaudited)

                                                    Three Months Ended March 31,
--------------------------------------------------------------------------------

                                                        2003          2002
                                                  -----------------------------

Sales, net                                        $       12,000   $          -
Cost of sales                                                  -              -
                                                  -----------------------------

        Gross profit                                      12,000              -
                                                  -----------------------------

Operating expenses:
  Depreciation and amortization                           12,000         44,000
  General and administrative                             312,000        321,000
  Research and development                               155,000        134,000
                                                  -----------------------------

        Total operating expenses                         479,000        499,000
                                                  -----------------------------

        Loss from continuing operations                 (467,000)      (499,000)
                                                  -----------------------------

Other income (expense):
  Interest income                                          6,000          1,000
  Interest expense                                        (8,000)        (7,000)
                                                  -----------------------------

        Total other income (expense)                      (2,000)        (6,000)
                                                  -----------------------------

        Loss before provision
          for income taxes and
          discontinued operations                       (469,000)      (505,000)
                                                  -----------------------------

Income tax benefit                                             -
                                                  -----------------------------

Net loss from continuing operations                     (469,000)      (505,000)
                                                  -----------------------------

        Loss from discontinued
          operations, net of income taxes                      -         (8,000)
                                                  -----------------------------

        Net loss                                  $     (469,000)  $   (513,000)
                                                  -----------------------------

Loss per common share - basic and diluted
  Continuing operations                           $        (0.01)  $      (0.01)
  Discontinued operations                                      -              -
                                                  -----------------------------

                                                  $        (0.01)  $      (0.01)
                                                  -----------------------------

Weighted average shares - basic and diluted           52,778,000     51,927,000
                                                  -----------------------------

                                                                             F-2

<PAGE>

                                                     RUBICON MEDICAL CORPORATION
                                Consolidated Statement of Cash Flows (Unaudited)

                                                    Three Months Ended March 31,
--------------------------------------------------------------------------------


                                                          2003         2002
                                                      --------------------------
Cash flows from operating activities:
  Net loss                                            $  (469,000)  $  (513,000)
  Loss from discontinued operations                             -         8,000
  Adjustments to reconcile net loss to net cash
     Depreciation and amortization                         12,000        44,000
     Amortization of deferred compensation                  9,000             -
     Common stock issued for services                           -        21,000
     Bad debt expense                                           -         9,000
     (Increase) decrease in:
       Accounts receivable                                 56,000       160,000
       Prepaid expenses                                     3,000         4,000
       Income tax receivable                                    -        29,000
     Increase (decrease) in:
       Accounts payable                                  (114,000)      (29,000)
       Accrued liabilities                                  7,000        (2,000)
                                                      --------------------------

          Net cash used in continuing operating
              activities                                 (496,000)     (269,000)
          Net cash used in discontinued operations              -       (60,000)
                                                      --------------------------

          Net cash used in operating activities          (496,000)     (329,000)
                                                      --------------------------

Cash flows from investing activities:
  Purchase of intangible assets                           (45,000)      (43,000)
  Purchase of property and equipment                       (5,000)       (6,000)
                                                      --------------------------

          Net cash used in continuing investing
              activities                                  (50,000)      (49,000)
          Net cash used in discontinued operations              -             -
                                                      --------------------------

          Net cash used in investing activities           (50,000)      (49,000)
                                                      --------------------------

Cash flows from continuing financing activities:
  Principal payments on long-term debt                    (89,000)      (32,000)
  Purchase of treasury stock                                    -       (65,000)
  Proceeds from issuance of common stock                        -       195,000
                                                      --------------------------

          Net cash (used in) provided by continuing
              financing activities                        (89,000)       98,000
          Net cash used in discontinued operations              -       (10,000)
                                                      --------------------------

          Net cash (used in) provided by continuing
              financing activities                        (89,000)       88,000
                                                      --------------------------

Net decrease in cash and cash equivalents                (635,000)     (290,000)

Cash and cash equivalents at beginning of period        1,816,000       366,000
                                                      --------------------------

Cash and cash equivalents at end of period            $ 1,181,000   $    76,000
                                                      --------------------------

                                                                             F-3
<PAGE>

                                                     RUBICON MEDICAL CORPORATION
                                Consolidated Statement of Cash Flows (Unaudited)
                                                                       Continued

--------------------------------------------------------------------------------


Supplemental Cash Flow Information (unaudited):

During the three months ended March 31, 2002, the Company:

  o Issued common stock in exchange for debt of $200,000.

  o Issued common stock in satisfaction of a liability of $280,000.


                                                   Three Months Ended
                                                        March 31,
                                           ------------------------------------
                                                 2003              2002
                                           ------------------------------------

Cash paid during the period for:
         Interest                          $      5,000         $   7,000
                                           ------------------------------------

         Income taxes                      $          -         $       -


                                                                             F-4
<PAGE>

                                                     RUBICON MEDICAL CORPORATION
                          Notes to Consolidated Financial Statements (Unaudited)

                                                                  March 31, 2003
--------------------------------------------------------------------------------

1.   Interim            The  consolidated  financial  statements  for the  three
     Financial          months  ended  March 31, 2003 and 2002,  are  unaudited.
     Statements         However,  management,  in  its  opinion,  has  made  all
                        adjustments   (consisting   only  of  normal   recurring
                        accruals)  necessary  to present  fairly  the  financial
                        position,  results of operations  and cash flows for the
                        periods presented. The consolidated financial statements
                        and notes thereto should be read in conjunction with the
                        consolidated  financial  statements  and  notes  for the
                        years ended December 31, 2002 and 2001,  included in the
                        Company's  Form 10KSB  filed on March 31,  2003 with the
                        Securities  and  Exchange  Commission.  The  results  of
                        operations  and cash  flows for the three  months  ended
                        March  31,  2003,  are  not  necessarily  indicative  of
                        results for the year ending December 31, 2003.

2.   Stock-Based        The Company accounts for stock-based  compensation under
     Compensation       the  recognition  and  measurement   principles  of  APB
                        Opinion  No.  25,   Accounting   for  Stock   Issued  to
                        Employees, and related  Interpretations.  No stock-based
                        employee  compensation  cost is  reflected in net income
                        (loss),  as all  options  vested had an  exercise  price
                        equal to the market value of the underlying common stock
                        on the  date  of  grant  or the  date of  repricing.  No
                        options were issued or vested during the quarters  ended
                        March 31,  2003 and 2002  therefore,  there  would be no
                        effect  on net  income  and  earnings  per  share if the
                        company   had   applied   the  fair  value   recognition
                        provisions  of FASB  Statement No. 123,  Accounting  for
                        Stock-Based   Compensation,   to  stock-based   employee
                        compensation.

3.   Loss Per           The computation of diluted  earnings per common share is
     Share              based  on  the   weighted   average   number  of  shares
                        outstanding  during  the  year,  plus the  common  stock
                        equivalents.  Common  stock  equivalents  arising out of
                        stock options issued to employees and consultants  equal
                        to  428,000  and  154,000  shares of common  stock  were
                        outstanding  at March 31,  2003 and 2002,  respectively,
                        with conversion  prices between $0.14 and $1.00 at March
                        31,  2003 and  $1.00 at March  31,  2002.  Common  stock
                        equivalents  have  not  been  included  in  the  diluted
                        earnings per share  calculation  for the quarters  ended
                        March 31,  2003 and 2002  because  the  effect  would be
                        antidilutive.

--------------------------------------------------------------------------------
                                                                             F-5
<PAGE>


                                                     RUBICON MEDICAL CORPORATION
                          Notes to Consolidated Financial Statements (Unaudited)
                                                                       Continued

--------------------------------------------------------------------------------

4.   Discontinued       In an effort to maximize  growth and attain  high-margin
     Operations         revenues,  management  has determined to focus solely on
                        the technology  development segment and has discontinued
                        the contract  manufacturing and equipment  manufacturing
                        segments of its operations  effective December 31, 2001.
                        By March 31,  2003,  all  discontinued  assets  had been
                        disposed of and all  discontinued  liabilities  had been
                        satisfied.

                        The following is a summary of revenues and expenses from
                        discontinued  operations  for  the  three  months  ended
                        March 31, 2003 and 2002:


                                                      Three Months Ended
                                                           March 31,
                                              ----------------------------------
                                                     2003            2002
                                              ----------------------------------

        Revenue                                $          -    $      76,000
        Costs and expenses                                -           84,000
                                              ----------------------------------

        Net loss before income taxes                      -           (8,000)

        Income taxes                                      -                -
                                              ----------------------------------

                                               $          -    $      (8,000)
                                              ----------------------------------


4.   Subsequent         Subsequent to March 31, 2003,  the Company  repriced its
     Event              outstanding  employee stock options to an exercise price
                        of $0.22 per share,  the market price for the  Company's
                        common stock on the date of the  repricing,  and granted
                        new stock options to Company employees entitling them to
                        purchase a total of 1,725,000  shares of Rubicon  common
                        stock at an exercise  price of $0.22 per share,  subject
                        to vesting restrictions.

--------------------------------------------------------------------------------
                                                                             F-6
<PAGE>

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

General
-------

Rubicon Medical Corporation conducts research and development activities to
generate medical technologies that will be manufactured and marketed worldwide.
The primary focus of our research and development activities is the Rubicon
Filter. The Rubicon Filter is an embolic protection device designed for use in
interventional vascular procedures to reduce embolic complications during
stenting. We intend to use the Rubicon Filter platform to launch additional
products for use in various other areas of the vasculature system.

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

Revenue increased to $12,000 in the first quarter 2003, compared to $0 in the
first quarter of 2002. The revenue received in 2003 resulted from the completion
of development activities related to the Guardian System. Gross profits were
$12,000 and $0 in the first quarter of 2003 and 2002, respectively. We do not
expect to receive any additional revenues from development of the Guardian
System, therefore, we do not anticipate that we will receive any future revenues
associated with the Guardian System unless we either enter into a license
agreement with a third party with respect to the Guardian System or complete the
regulatory approval process and commence product sales.

During the quarter ended March 31, 2003, the Company incurred a net loss of
$469,000 compared to a net loss of $513,000 for the same period in 2002. The
improvement in 2003 is primarily due to a decrease in operating expenses. Total
operating expenses, which include depreciation and amortization expenses,
general and administrative (G&A) expenses, and expenses for research and
development, were $479,000 in the first quarter of 2003 compared to $499,000 for
the same period in 2002. The decrease in operating expenses for the first
quarter of 2003 is primarily attributable to a decrease in depreciation expense.
In 2002 we fully depreciated certain assets that were acquired in previous years
and sold most of the extrusion equipment related to our continuing operations.
As a result, depreciation and amortization expense decreased to $12,000 for the
first quarter of 2003, compared to $44,000 for the same period in 2002.

G&A expenses also decreased in the first quarter of 2003 to $312,000, compared
to $321,000 for the same period in 2002. The decrease was not the result of any
specific changes in our operations, although, a reduction in legal and certain
salary expenses helped lower our G&A expenses. However, we do not believe this
trend will continue and expect G&A expenses will increase in future quarters. We
anticipate expenses for regulatory and marketing will increase as we enter into
the regulatory approval process and begin marketing efforts for the Rubicon
Filter.


                                       3
<PAGE>

Research and development (R&D) costs during the three months ended March 31,
2003 and 2002, relate exclusively to the development of the Rubicon Filter.
During the first quarter of 2003 we continued to accelerate our development of
the Rubicon Filter. Therefore, our investment in R&D increased to $155,000,
compared to $134,000 for the same period in 2002. We expect spending on research
and development will continue to increase in the second quarter, as we enter
into the clinical phase of development of the Rubicon Filter.

In an effort to maximize growth and attain high-margin revenues, management has
determined to focus solely on the technology development segment and has
discontinued the contract manufacturing and equipment manufacturing segments of
its operations effective December 31, 2001. By March 31, 2003, all discontinued
assets had been disposed of and all discontinued liabilities had been satisfied.
For the three months ended March 31, 2003, there were no revenues or expenses
from discontinued operations. For the three months ended March 31, 2002, there
were discontinued revenues of $76,000 and discontinued expenses of $84,000.

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

During the fourth quarter of 2002 Rubicon received a one-time $2.3 Million
payment pursuant to the Amendment to the Abbott License Agreement, which
substantially improved Rubicon's working capital. At March 31, 2003, Rubicon's
working capital was $1,042,000, and the Company had a current ratio of 8.14 to
1, compared to $154,000 in working capital and a current ratio of 2.20 to 1, at
March 31, 2002. The Company's working capital decreased from $1,548,000 at
December 31, 2002, to $1,042,000 at March 31, 2003 as the Company used cash to
fund its operations and pay down current liabilities. As a result, net cash used
in continuing operating activities, including adjustments for depreciation and
other non-cash operating expenses, increased to $496,000 in the first quarter of
2003, compared to $269,000 for the same period in 2002.

Net cash used in investing activities was $50,000 in the first quarter of 2003,
compared to $49,000 in the first quarter of 2002. Rubicon invested $45,000 in
intangible assets for patent related costs associated with the Rubicon Filter,
and also invested $5,000 in property and equipment in the first quarter of 2003,
compared to a $43,000 investment in intangible assets and a $6,000 investment in
property and equipment in the first quarter of 2002. We anticipate the
development of the Rubicon Filter and other technologies will require a
continuing investment in patent related costs. In addition, we anticipate that
additional investments in property and equipment will be needed to commence
manufacturing of the Rubicon Filter, subject to receipt of the required
regulatory approvals.

Net cash used in financing activities was $89,000 in the first quarter of 2003,
compared to net cash provided by financing activities of $88,000 for the same
period in 2002. Due to the Company's cash position during the first quarter of
2003, it was not necessary to raise additional capital or issue debt to fund our
operations. A total of $195,000 in equity financing was raised during the first
quarter of 2002. We believe our current cash position can support our current
level of operations through 2003, however, additional capital will be required
if we elect to enter into clinical trials for either the Rubicon Filter or the
Guardian System. We do not currently have any licensing agreements in place that
will generate revenue in 2003. Therefore, if we are unable to enter into new

                                       4
<PAGE>

licensing agreements for the Guardian System, we will need to obtain additional
debt or equity capital to cover the costs of such clinical studies and related
product development activities. We have not entered into any agreement or
arrangement for the provision of such additional debt or equity funding and no
assurance can be given that such funding will be available to us on acceptable
terms or at all.

As  discussed in Item 5 of this report,  subsequent  to March 31, 2003,  Rubicon
repriced its  outstanding  employee  stock options to an exercise price of $0.22
per  share,  the  market  price for  Rubicon's  common  stock on the date of the
repricing,  and granted new stock options to Rubicon employees,  directors and a
consultant  entitling  them to purchase a total of  1,725,000  shares of Rubicon
common  stock at an  exercise  price of $0.22  per  share,  subject  to  vesting
restrictions.

Outlook
-------

Rubicon plans to finalize design specifications for the Rubicon Filter in the
first half of 2003, with clinical trials beginning in Germany shortly thereafter
and expected to last approximately six months. Once trial data has been
submitted for CE Mark clearance, a response is generally given in approximately
90 days. However, no assurances can be given that the clinical trials will be
completed in accordance with Rubicon's projections or that CE Mark clearance
will be obtained.

We believe our success will depend on our ability to obtain regulatory approval
for the Rubicon Filter and, to a lesser extent, for the Guardian System. Neither
product can be sold in any country until the necessary regulatory approvals have
been obtained and the upcoming clinical trials of the Rubicon Filter are a
crucial step in the regulatory approval process.

Critical Accounting Policies
----------------------------

The Company carries patent rights purchased from outside parties and legal costs
incurred to obtain patents on internally developed technologies at cost less
accumulated amortization over the estimated useful lives of the patents. The
Company reviews its patent assets for impairment whenever events or changes in
circumstances indicate that the carrying amount of the assets may not be
recoverable through undiscounted future cash flows. Approximately $181,000 of
the Company's patent costs at March 31, 2003 are capitalized legal costs
incurred to obtain patents related to the Rubicon Filter. The realization of
future cash flows related to these patent costs will depend on whether the
Company is able to obtain regulatory approvals for its products and generate
revenue from the sale of those products. Future cash flows could also result
from the sale of patent rights. However, if it is determined that an impairment
loss has occurred based on a lack of sufficient future cash flows needed to
recover the patent costs, such loss will be recognized in the statement of
operations.


                                       5
<PAGE>

Item 3. Controls and Procedures
--------------------------------------------------------------------------------

         The Company's President and Chief Executive Officer and its Chief
Financial Officer (the "Certifying Officers"), are responsible for establishing
and maintaining disclosure controls and procedures for the Company. The
Certifying Officers have concluded (based on their evaluation of these controls
and procedures as of a date within 90 days of the filing of this report) that
the design and operation of the Company's disclosure controls and procedures (as
defined in Rule 13a-14(c) under the Securities Exchange Act of 1934) are
effective. No significant changes were made in the Company's internal controls
or in other factors that could significantly affect those controls subsequent to
the date of the evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.

                                       6
<PAGE>

Part II. Other Information
--------------------------

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

The Issuer is not a party to any material pending legal proceedings and, to the
best of its knowledge, its properties are not the subject of any such
proceedings.

Item 2. Changes in Securities and Use of Proceeds.
-------------------------------------------------

None.

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

None.

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

None.

Item 5. Other Information.
--------------------------

On April 22, 2003, the issuer's board of directors authorized the re-pricing of
all outstanding employee stock options to an exercise price of $0.22 per share,
the market price for Rubicon's common stock on the date of the re-pricing. On
such date the board of directors also granted new stock options to Rubicon
employees, directors and a consultant entitling them to purchase a total of
1,725,000 shares of Rubicon common stock at an exercise price of $0.22 per
share. The new options vest over a period of five years with 1/5 of the total
options granted vesting each year, subject to the grantee's continued employment
with or service to the company. Rubicon believes such actions will provide
additional incentive to Rubicon employees to continue their employment with the
company and provide quality service to the company as it commences the
regulatory approval process for the Rubicon Filter. After giving effect to the
repricing and the grant of new options, Rubicon has outstanding employee stock
options to purchase a total of 5,268,500 shares of common stock at an exercise
price of $0.22 per share, and warrants to purchase 300,000 shares of common
stock at exercise prices ranging from $0.26 to $1.00 per share.


                                       7
<PAGE>


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

         (a) Exhibits.  The following documents are included as exhibits to this
report:

Exhibit       SEC Ref.
No.           No.          Title of Document                            Location
--------      ------       -----------------                            --------

99.1                       Certification of Chief Executive Officer

99.2                       Certification of Chief Financial Officer

         (b) Reports on Form 8-K. No reports on Form 8-K were filed by the
registrant during the quarter ended March 31, 2003.


                                   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.



Date:  May 13, 2003                      Rubicon Medical Corporation

                                        By  /s/ Richard J. Linder
                                        ----------------------------------
                                        Richard J. Linder
                                        President / Chief Executive Officer
                                        (Principal Executive Officer)

Date:  May 13, 2003

                                        By  /s/ Dennis M. Nasella
                                        ---------------------------------
                                        Dennis Nasella
                                        Chief Financial Officer
                                        (Principal Financial Officer)


                                       8
<PAGE>

                                  CERTIFICATION


         I, Richard J. Linder, certify that:

         1. I have  reviewed  this  quarterly  Report on Form  10-QSB of Rubicon
Medical Corporation;

         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. The registrant's other certifying officers and I are 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. The  registrant's  other  certifying  officers and 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



                                       9
<PAGE>

         6. The registrant's  other certifying  officers and I have indicated in
this quarterly report whether or not 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:  May 13, 2003

                                            By  /s/ Richard J. Linder
                                               --------------------------------
                                            Richard J. Linder
                                            President / Chief Executive Officer
                                            (Principal Executive Officer)





                                       10
<PAGE>

                                  CERTIFICATION


     I, Dennis Nasella, certify that:

         1. I have  reviewed  this  quarterly  Report on Form  10-QSB of Rubicon
Medical Corporation;

         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. The registrant's other certifying officers and I are 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. The  registrant's  other  certifying  officers and 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



                                       11
<PAGE>

         6. The registrant's  other certifying  officers and I have indicated in
this quarterly report whether or not 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:  May 13, 2003

                                               By  /s/ Dennis M. Nasella
                                               ---------------------------------
                                               Dennis Nasella
                                               Chief Financial Officer
                                               (Principal Financial Officer)

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