<PAGE>
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10Q-SB

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

               FOR THE QUARTERLY PERIOD ENDED September 30, 2002

                                       OR

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

              FOR THE TRANSITION PERIOD FROM ________ TO __________

                         COMMISSION FILE NUMBER 1-16655

                           AMERICARE HEALTH SCAN, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            Florida                                            65-0714523
------------------------------                             -------------------
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                             Identification No.)

  20 N.W. 181st Street, Miami, Florida                                33169
----------------------------------------                            ----------
(Address of principal executive offices)                            (Zip Code)

       Registrant's telephone number, including area code: (305) 770-1141

         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 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 [ ]

         State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date:

         Class                          Outstanding As of September 30, 2002
-----------------------------           -------------------------------------
Common Stock $ .001 par value                         15,135,148


<PAGE>
                         PART I: FINANCIAL INFORMATION


ITEM 1: FINANCIAL STATEMENTS

                           AMERICARE HEALTH SCAN, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                           CONSOLIDATED BALANCE SHEETS
                     SEPTEMBER 30, 2002 AND DECEMBER 31,2001


<TABLE>
<CAPTION>

                                                                     30-Sep-02         31-Dec-01
                                                                    -----------       -----------
<S>                                                                 <C>               <C>
                          ASSETS
CURRENT ASSETS
              CASH                                                  $        --       $    33,419
              NOTES RECEIVABLES - RELATED PARTIES                        30,222                --
              PREPAID EXPENSES                                           68,750                --
                                                                    ===========       ===========
              TOTAL CURRENT ASSETS:                                      98,972            33,419

PROPERTY & EQUIPMENT, NET OF DEPRECIATION                               102,988           113,507

OTHER ASSETS
              INVESTMENTS                                                   615               615
              PATENTS, NET OF AMORTIZATION                              124,943           129,251
              OTHER ASSETS                                                   --                --
                                                                    ===========       ===========
              TOTAL OTHER ASSETS                                        125,558           129,866

                                                                    -----------       -----------
              TOTAL ASSETS                                          $   327,518       $   276,792
                                                                    ===========       ===========


                          LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
              CASH OVERDRAFT                                             75,747                --
              ACCOUNTS PAYABLE                                          147,154            64,573
              ACCRUED OFFICER'S COMPENSATION                          1,248,000         1,144,000
              ACCRUED EXPENSES                                        1,700,441         1,527,350
              NOTES PAYABLE-STOCKHOLDERS                                444,297           431,127
              NOTES PAYABLE-RELATED PARTIES                             705,318           710,622
              CONVERTIBLE NOTES PAYABLE                                 199,460           147,260
              ACCRUED INTEREST -STOCKHOLDERS & RELATED PARTIES        1,344,723         1,198,749
              ACCRUED INTEREST - OTHER                                       --             1,221
                                                                    ===========       ===========
              TOTAL CURRENT LIABILITIES:                              5,865,140       $ 5,224,902

STOCKHOLDERS' EQUITY (DEFICIT)
              COMMON STOCK, PAR VALUE $.001 PER SHARE
                          50,000,000 SHARES AUTHORIZED;
                          15,135,148 OUTSTANDING IN 2002                 14,944            14,765
              ADDITIONAL PAID-IN CAPITAL                              1,498,938         1,355,218
              DEFICIT ACCUMULATED DURING DEVELOPMENT STAGE           (7,051,504)       (6,318,093)
                                                                    ===========       ===========
              TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                   (5,537,622)       (4,948,110)

                                                                    -----------       -----------
              TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                327,518           276,792
                                                                    ===========       ===========

</TABLE>






                                       1
<PAGE>
                           AMERICARE HEALTH SCAN, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR NINE MONTHS ENDING SEPTEMBER 30, 2002 AND 2001
  AND FOR THE PERIOD FROM FEBRUARY 3, 1994 (DATE OF INCEPTION) TO SEPT.30, 2002


<TABLE>
<CAPTION>

                                                                                          Inception
                                                     30-Sep-02         30-Sep-01         to Sept 2002
                                                   ------------       ------------       ------------
<S>                                                     <C>                <C>              <C>
SALES                                              $         --       $         --       $         --

OPERATING EXPENSES:
              OTHER GENERAL & ADMINISTRATION            292,465            257,440          2,071,070
              WAGES                                     160,160            248,753          1,632,386
              RENT                                      179,074            182,406          1,132,007
              RESEARCH & DEVELOPMENT COSTS                   --                 --          1,086,783
                                                   ============       ============       ============
              TOTAL OPERATING EXPENSES                  631,699            688,599          5,922,246

              OPERATING LOSS                           (631,699)          (688,599)        (5,922,246)

OTHER INCOME (EXPENSES)
              SETTLEMENT & MISC. INCOME                   4,315                 --              4,315
              LITIGATION- SETTLEMENT PROCEEDS                --             70,253            459,143
              INTEREST EXPENSE                         (106,027)          (358,806)        (1,306,519)
              LOSS FROM INVESTMENTS                          --               (258)            (5,386)
              LOSS FROM FLOOD                                --                 --           (274,694)
              LOSS ON DISPOSAL OF FIXED ASSET                --                 --             (6,117)
                                                   ============       ============       ============
                                                       (101,712)          (288,811)        (1,129,258)

              LOSS BEFORE INCOME TAXES                 (733,411)          (977,410)        (7,051,504)

                                                   ------------       ------------       ------------
              NET LOSS                             $   (733,411)      $   (977,410)      $ (7,051,504)
                                                   ============       ============       ============

NET LOSS PER SHARE                                        (0.05)             (0.07)

WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING                                          15,135,148         14,765,148

</TABLE>

                                       2
<PAGE>





                   AMERICARE HEALTH SCAN, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
            CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
 AND THE PERIOD FROM FEBRUARY 3, 1994 (DATE OF INCEPTION) TO SEPTEMBER 30, 2002


<TABLE>
<CAPTION>

                                                            Common Stock and Capital
                                                             in Excess of Par Value
                                                         ------------------------------          Deficit
                                                           Shares             Amount           Accumulated           Total
                                                         -----------        -----------        -----------         -----------
<S>                                                      <C>                <C>                <C>                 <C>
INCEPTION, FEBRUARY 3, 1994                                   50,000        $     5,800        $        --         $     5,800
  Net loss (Inception to December 31, 1995)                       --                 --            (98,832)            (98,832)

BALANCES AT DECEMBER 31, 1995                                 50,000              5,800            (98,832)            (93,032)

Stock split (116 to 1)                                     5,750,000                 --                 --                  --

Issuance of common shares
 regarding acquisition of assets from
 Americare Transtech, Inc., acquisition of
 subsidiary Americare Biologicals, Inc.,
 and regarding pretrading private placements               6,541,800          1,266,058                 --           1,266,058

Issuance of common shares
  regarding merger with Enironmental Digital
  Systems, Inc.                                              370,370                 --                 --                  --

Net loss                                                          --                 --           (765,181)           (765,181)
                                                         -----------        -----------        -----------         -----------

BALANCES AT DECEMBER 31, 1996                             12,712,170          1,271,858           (864,013)            407,845

Issurance of common shares
  for services rendered                                        5,000             16,250                 --              16,250

Net loss                                                          --                 --           (785,509)           (785,509)
                                                         -----------        -----------        -----------         -----------

BALANCES AT DECEMBER 31, 1997                             12,717,170          1,288,108         (1,649,522)           (361,414)

Issuance of common shares
  to acquire 25% interest in Americare
  Diagnostics, Inc. and Americare
  International Diagnostics, Inc.
  (based on book value of affiliated
  companies)                                               2,000,000              2,000                 --               2,000

Net loss                                                          --                 --           (846,859)           (846,859)
                                                         -----------        -----------        -----------         -----------

BALANCES AT DECEMBER 31, 1998                             14,717,170          1,290,108         (2,496,381)         (1,206,273)

Issuance of common shares
 for private placement                                        30,000             50,000                 --              50,000

Issuance of common shares
  for services rendered
  (based on value of services)                                12,278             23,264                 --              23,264

Issuance of common shares
  for corporate counsel and director fees
  (based on trading activity at time of issuance)              2,500              4,275                 --               4,275

Net loss                                                          --                 --         (1,471,031)         (1,471,031)
                                                         -----------        -----------        -----------         -----------

</TABLE>




                                       3
<PAGE>



                   AMERICARE HEALTH SCAN, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
      CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (continued)
                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
 AND THE PERIOD FROM FEBRUARY 3, 1994 (DATE OF INCEPTION) TO SEPTEMBER 30, 2002


<TABLE>
<CAPTION>

                                                            Common Stock and Capital
                                                             in Excess of Par Value
                                                         ------------------------------          Deficit
                                                           Shares             Amount           Accumulated           Total
                                                         -----------        -----------        -----------         -----------
<S>                                                      <C>                <C>                <C>                 <C>
BALANCES AT DECEMBER 31, 1999                             14,761,948          1,367,647         (3,967,412)         (2,599,765)

Issuance of common shares
  for director fees (based on trading activity
  (based on trading activity at time of issuance               3,200              2,336                 --               2,336

Net loss                                                          --                 --         (1,123,574)         (1,123,574)

BALANCES AT DECEMBER 31, 2000                             14,765,148          1,369,983         (5,090,986)         (3,721,003)

Net loss                                                          --                 --         (1,227,107)         (1,227,107)
                                                         -----------        -----------        -----------         -----------

BALANCES AT DECEMBER 31, 2001                             14,765,148          1,369,983         (6,318,093)         (4,948,110)

Issuance of common shares
  convertible note payables                                  340,000            170,000                 --             170,000

Issuance of common shares
  for services rendered
  based on value of services                                  30,000              9,500                 --               9,500

Net Loss                                                           0                  0           (733,411)           (733,411)
                                                         -----------        -----------        -----------         -----------

BALANCES AT SEPTEMBER 30, 2002                            15,135,148        $ 1,549,483        $(7,051,504)        $(5,502,021)
                                                          ==========        ===========        ===========         ===========

</TABLE>




                                       4
<PAGE>
                           AMERICARE HEALTH SCAN, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR NINE MONTHS ENDING SEPTEMBER 30, 2002 AND 2001




<TABLE>
<CAPTION>

                                                             30-Sep-02          30-Sep-01
                                                             ---------          ---------
<S>                                                           <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
 Net Loss                                                     (733,411)          (977,410)
 Adjustments to reconcile net loss to net cash
  used in operating activities:
              Depreciation and amortization                     20,577             32,316
              Undepreciated cost of equipment
               destroyed in flood                                   --                 --
              Loss on disposal of fixed assets                      --                 --
              Changes in assets & liabilities:
               Increase/(decrease) in cash
               overdrafts                                       75,547             (1,250)
               Accounts Payable                                 82,581            (19,125)
               Accrued Officer's compensation                  104,000            156,000
               Accrued Interest                                145,974            358,805
               Accrued Expenses                                173,091            189,402
                                                             ---------          ---------
 Net cash used in operating activities:                      $(131,641)         $(261,262)
                                                             =========          =========


CASH FLOWS FROM INVESTING ACTIVITIES:
              Amounts loaned to related entities                30,222                 --
              Collections of loans receivable                       --                 --
              Purchase of investment                                --                 --
              Loss from investment                                  --                258
              Purchase of property & equipment                      --             (1,300)
              Payments for patents                                  --                 --
                                                             ---------          ---------
Net cash provided by (used in) investing activities:            30,222             (1,042)


CASH FLOWS FROM FINANCING ACTIVITIES:
              Cash repaid on stockholder loan                       --            (30,000)
              Proceeds from stockholder loan                    13,170             99,373
              Proceeds from loans payable-
              related parties                                   (5,304)           183,825
              Proceeds from other loan payables                 52,200             10,000
              Loan repayments - related parties                     --
              Proceeds from convertible notes                  150,319                 --
                                                             ---------          ---------
Net cash provided by financing activities:                     210,385            263,198

NET INCREASE (DECREASE) IN CASH                               (108,966)               894
CASH AND EQUIVALENTS, BEGINNING                                 33,419                 --
                                                             ---------          ---------
CASH AND EQUIVALENTS, ENDING                                 $ (75,547)         $     894
                                                             =========          =========

</TABLE>


                                       5

<PAGE>

ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

RESULTS OF OPERATION

SIX MONTHS ENDED SEPTEMBER 30, 2002

The Company has had no revenues from operations since its inception. Our only
income has been from litigation settlements and collection of judgments.

As of September 30, 2002 the Company's current liabilities exceeded current
assets and this fact, and the need for additional financing, creates an
uncertainty about the Companies ability to continue as a going concern. The
company is currently developing a plan to finance its operations through the
sale of products, and the issuance of debt and/or equity securities. The ability
of the Company to continue as a going concern is dependent on the success of the
plan, the continued financial support from Dr. D'Angelo, his family, related
entities, and other individuals and the Company's ability in the future to
generate revenues from the marketing and sale of its technology, products or
services.

There have been no significant research and development expenditures since 1999,
except for minimal research by Dr. D'Angelo that he financed with his personal
funds. The primary reason that there have been no Company research and
development expenses for the past few years is that there have not been
sufficient funds available to finance both the litigation in which the Company
has been involved and research and development. Management's focus during this
period has been protecting the Company's intellectual property.

Operation expenses decreased for the six months ended September 30, 2002 and the
period from September 30, 2001 respectively, primarily due to the reduction of
costs in connection with litigation which is in the process of being settled.
All of the Company's activities for the six months ended September 30, 2001 and
2002 were financed with loans from the Company's President, Dr. D'Angelo, his
family, and affiliated entities and other individuals. Interest expense of
$106,027, relating to those and previous loans from related parties and other
individuals and accrued expenses payable to related parties, accrued for six
months ended September 30, 2002.

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2002, the Company has no cash reserves, and total assets
were 327,518. In addition total liabilities as of September 30, 2002 were
5,865,140. This debt includes the demand notes totaling $2,600,000 plus
interest, due and payable to Dr. D'Angelo, his family and affiliated entities to
secure loans and essentially all accrued expenses, totaling approximately
$3,000,000, as reflected in the Balance Sheet of September 30, 2002. Payment of
the notes can be demanded at any time at the discretion of the holder.



                                       6
<PAGE>

The Company has not been profitable, and has had negative cash flow from
operations in part due to substantial expenditures for litigation to protect its
intellectual property and proprietary technology. For the past several years
this litigation has taken up the vast majority of management's time and energy.

Management's plan for the future is to focus on raising funds and obtaining
orders for the Company's Saliva HIV Test so that adequate management, technical
and other personnel can be hired, and laboratory equipment and supplies
purchased for the Company to perform remaining research and development on its
products. Such funds would also enable the Company to pursue FDA approval of its
products and expand marketing efforts. These activities will require tens of
millions of dollars.



                                       7
<PAGE>

                           PART II: OTHER INFORMATION

ITEM 1:  LEGAL PROCEEDINGS:

The Corporation is involved in several pieces of litigation, which are set forth
in the Corporation's Form 10KSB. There has been no new legal proceedings other
than those listed on the Form 10KSB.

The corporation's annual report on Form 10-KSB under Section 13 of the
Securities and Exchange Act of 1934 was filed on April 10, 2002.

ITEM 2:  CHANGES IN SECURITIES:

The Company has a total of 14,765,148 shares of common stock currently issued
and outstanding, and 12,288,476 of those shares are restricted. As a result of
the merger discussed in Item 4 of the Form 10-Q filed for the quarterly period
ended March 31, 2002, there will be approximately 900 shareholders of record of
the Company's common stock, and approximately 19,206,292 outstanding shares of
common stock currently issued and, of those shares approximately 16,148,476 are
restricted. Mr. Anthony Iemma elected to exercise his conversion rights under
the Promissory Notes Loan Agreement dated February 1, 2002. Mr. Iemma elected to
convert 340,000 restricted shares in the company.

ITEM 3:  DEFAULTS UPON SENIOR SECURITIES:

                  None

ITEM 4:  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The Company had no matters submitted to a vote of security holders during this
Quarter.

ITEM 5:  OTHER INFORMATION:

The Board of Directors approved the appointment of Eugene D'Angelo as a member
of the Board of Directors at the Board Meeting held on April 19, 2002. Eugene
D'Angelo replaces former board member Eugene L. Foltuz who resigned.

ITEM 6:  EXHIBITS & REPORTS:

         (a) Exhibits

         99.1 Certification of Chief Executive Officer and Chief Financial
              Officer

                                       8
<PAGE>


                                    SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.

Dated: November 13, 2002                        /s/ Dr. Joseph P. D'Angelo
                                                ------------------------------
                                                Dr. Joseph P. D'Angelo
                                                President



                                       9