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 ACT
OF 1934
  
For the quarterly period ended June 30, 1997                           
                                  
                                 OR
                                  
[___]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) THE SECURITIES
EXCHANGE ACT OF 1934
                                  
For the transition period from to ______________                
  
Commission File Number:                  
                                  
                     Americare Health Scan Inc.
       (Exact name of Registrant as specified in its Charter)
                                  
 ____Florida____________________________________65-0467346_______________
(State or other jurisdiction of    (I.R.S. Employer Identification No.)
  incorporation or organization)
  
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

______________________________________N/A__________________
Former Name, Former Address and Former Fiscal Year
if changed since last Report.
  
Check whether the registrant (1) filed all reports required to be
filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934, 
as amended ( Exchange Act ) during the preceding 12 months (or for such 
shorter period that the registrant was required to file such reports), 
and (2) has been subject to such filing requirements for the past 90
days.  Yes             No ___X___             
  
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY DURING THE PRECEDING
FIVE
                                YEARS
                                  
Check whether the registrant (1) filed all reports required to be filed
by Section 13 or 15 (d) of the Securities Exchange Act of 1934, as amended
( Exchange Act ) during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been 
subject to such filing requirements for the past 90
days.  Yes _______ No ___X_____
  
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY DURING THE PRECEDING
FIVE YEARS
             
Check whether the registrant filed all document and reports required to be
filed by Section 12, 13 or 15 (d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court.  
  Yes              No _________          
  
APPLICABLE ONLY TO CORPORATE ISSUERS
  
Indicate the number of shares outstanding of each issuer s classes of
common stock, as of the latest practicable date: 12,712,170  Common Stock,
par value $.001 as of December     31     , 1996. 
  
  
                      AMERICARE HEALTH SCAN, INC.
  
  
  INDEX
  
  
  Part 1. Financial Information
  
  Item 1. Financial Statements (unaudited).
  
          Balance Sheet for the nine months ended June 30, 1997
     
          Statement of Operations for the nine months ended June 30, 1997
  
          Statement of Cash Flows for the nine months ended June 30,
  1997
  
  Item 2.      Management s Discussion and Analysis of Financial Condition
               and Results Of Operations.
  
  
  Part II.     Other Information
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  ROBERT B. DODEK CPA.
  
  20 N.W. 181st Street                  Telephone (305) 655-0923
  Miami, Florida 33169                       Fax   (305) 653-3315
  
  
  
  
  
  
  
  
 AMERICARE HEALTH SCAN, INC.
 MIAMI, FLORIDA
  
I have compiled the accompanying balance sheet of Americare Health Scan, 
Inc. and subsidiary as of June 30, 1997 and related statement of income 
and retained earnings and cash flows for the period then ended, in 
accordance with Statements on Standards for Accounting and Review Services 
issued by the American Institute of Certified Public Accountants.
  
A compilation is limited to presenting in the form of financial statements
information that is the representation of management.  I have not audited
or reviewed the accompanying financial statement and, accordingly, do not
express an opinion on them.
  
  
  
  By:           /s/ Robert Dodek     
     Mr. Robert Dodek, CPA
  
  
  
  
  November 30, 1997
  
  
  
  
  
  
  
  
  
  
  
  
  
  
             AMERICARE HEALTH SCAN, INC, AND SUBSIDIARY
                     A DEVELOPMENT STAGE COMPANY
                     CONSOLIDATED BALANCE SHEET
                            JUNE 30, 1997
                                  
                                  
                               ASSETS
                                  
                                  
                                   CURRENT ASSETS
  
     CASH                                     $            3,418
     INVENTORY                                           157,568
     NOTES RECEIVABLE                                    120,600
          TOTAL CURRENT ASSETS                           281,586
  
  FIXED ASSETS
     BUILDING AND IMPROVEMENTS                           219,023
     MACHINERY AND EQUIPMENT                           3,525,120
                                                       3,744,143
     ACCUMULATED DEPRECIATION                            178,992
          NET FIXED ASSETS                             3,565,151
  
  OTHER ASSETS 
     PATENT FEES AND OTHER INTANGIBLES                    55,518
                                            $         3 ,902,255
  
  
  LIABILITIES AND STOCKHOLDER S EQUITY
  
                           CURRENT LIABILITIES
     ACCOUNTS PAYABLE                       $             99,644
     LOANS PAYABLE                                        29,500
          TOTAL CURRENT LIABILITIES                      129,144
  
  OTHER LIABILITIES
     LOANS PAYABLE                                     1,281,231 
                                                       1,410,375
  
  STOCKHOLDERS  EQUITY
     COMMON STOCK - $0.001 PER SHARE PAR VALUE
     50,000,000 SHARES AUTHORIZED
     12,739,192 ISSUED AND OUTSTANDING                    12,739
     ADDITIONAL PAID IN CAPITAL                        2,906,000
     RETAINED EARNINGS                                  (426,859)
       TOTAL STOCKHOLDERS EQUITY                       2,491,880 
                                           $           3,902,255   
  
  SEE ACCOUNTANTS COMPILATION REPORT AND NOTES TO FINANCIAL
  STATEMENTS.
        
  
       
       
       
       AMERICARE HEALTH SCAN, INC, AND SUBSIDIARY
  A DEVELOPMENT STAGE COMPANY
  CONSOLIDATED STATEMENT OF INCOME AND RETAINED EARNINGS
  FOR THE THREE MONTHS ENDED JUNE 30, 1997
  
       
       
       
             
  
  REVENUES - NET                              $           $59,668
  
  COST OF REVENUES                                         28,834
  
  NET PROFIT                                               30,834
  
  OPERATING EXPENSES
     SELLING, GENERAL AND ADMINISTRATIVE                  138,733
     DEPRECIATION AND AMORTIZATION                        179,054
                                                          317,787
  
  NET LOSS                                               (286,953)
  
  RETAINED EARNINGS (DEFICIT) BEGINNING OF PERIOD        (139,906)
  
  RETAINED EARNINGS (DEFICIT) END OF PERIOD       $      (426,859)
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  SEE ACCOUNTANTS COMPILATION REPORT AND NOTES TO FINANCIAL
  STATEMENTS.
  
  
             
             
             
             AMERICARE HEALTH SCAN, INC, AND SUBSIDIARY
  A DEVELOPMENT STAGE COMPANY
  NOTES TO THE FINANCIAL STATEMENTS
  JUNE 30, 1997
      
                         
  
  
  NOTE 1 - ORGANIZATION
  
The company, Americare Health Scan Inc., a development stage enterprise 
was formed on February 3, 1994 and started business in March of 1996, and 
is engaged in the development, acquisition, marketing and manufacture of
medical diagnosis products.  The financial statements include the accounts 
of the Company s subsidiary, Americare Biologicals, Inc. from 
September 30, 1996 date of acquisition.
  
  NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  
  Principles of Consolidation
  
The consolidated financial statements include the accounts of Americare 
Health Scan, Inc., and its wholly owned subsidiary.  Americare Biologicals,
Inc.  All intercompany accounts and transactions  have been eliminated in 
consolidation.
  
Inventory
  
Inventory for sale is recorded at cost.  Inventory is valued at the lower
of cost (first-in, first-out) or market.
  
Property, Plant and Equipment
  
Property, Plant and Equipment, acquired from outside sources, are recorded
at cost. Depreciation is computed using the straight-line method over the 
estimated useful lives of the assets, which range from 3 to 7 years. 
Expenditures for maintenance and repairs are charges against operations as
incurred.
  
Income Taxes
  
The Company accounts for income taxes under the liability method in 
accordance with Statement of Financial Accounting Standards No. 109
Accounting for Income Taxes. Deferred income taxes are determined based
upon the difference between the financial statement carrying amount and 
the tax basis of assets and liabilities using tax rates expected to be in 
effect in the years in which the differences are expected to reverse.
  
  
  
  
  
  
  
             
             
             
             
             AMERICARE HEALTH SCAN, INC, AND SUBSIDIARY  
                     A DEVELOPMENT STAGE COMPANY
                 NOTES TO THE FINANCIAL STATEMENTS
                          JUNE 30, 1997
                   
                                                 
Revenue Recognition
  
Revenue from sales are recognized upon shipment to the customer.
  
Financial Instruments and Concentration of Credit Risk
  
Financial instruments which potentially subject the Company to 
concentrations of credit risk are primarily cash and accounts receivable. 
The Company invests its excess cash in high quality short-term liquid 
money market instruments with major financial institutions and the 
carrying value approximates market value.  The Company does not have 
significant trade Receivables.
  
NOTE 3 - NOTES PAYABLE STOCKHOLDERS
  
Notes payable to stockholders consists of the noted payables due after
one year. Notes payable to stockholder, with interest at 10% per annum.
  
NOTE 4 - INCOME TAXES
  
To date the Company has incurred tax operating loses and therefore has 
generated no income tax liabilities.  As of December 31, 1996 the Company 
has generated net operating loss carry forwards totaling $134,906 which 
are available to offset future taxable income.  If any, through 2010.  
As utilization of such an operating loss, for tax purposes is not assured,
the deferred tax asset has been fully reserved through the recording of 
a 100% valuation allowance.
  
The net operating loss carry forwards are scheduled to expire as of the 
year 2011.
  
NOTE 5 - LEGAL PROCEEDINGS
  
The Company s subsidiary, Americare Biologicals, Inc., is a complainant 
in a lawsuit filed against Analyte Diagnostics, Inc., for patent 
infringements.  The Company has been named as a codefendant in a counter 
lawsuit.  The Company has filed a motion to dismiss counterclaims.  It is
of the opinion of Company s legal counsel, that the Company will prevail 
and counterclaims will be dismissed.
  
  
  
  
                         
                         
                         
                         
             
              AMERICARE HEALTH SCAN, INC, AND SUBSIDIARY
                   A DEVELOPMENT STAGE COMPANY
        CONSOLIDATED STATEMENT OF INCOME AND RETAINED EARNINGS
               FOR THE SIX MONTHS ENDED JUNE 30, 1997
  
             
             
             
                         
  
  CASH FLOWS FROM OPERATING ACTIVITIES            $    (286,953)
  Net (Loss)
  
  Depreciation                                          179,054
  
  (Increase) Decrease in:
     Inventory                                           28,834
     Notes Receivable                                     1,400
     Other Assets                                          (580)
  
  Increase (Decrease) in
     Accounts Payable                                    55,644
  Net Cash Flow Provided by (used in) Operating Activities    (22,601)
                                                  
  
  Cash Flows From Financing Activities
     Loans Payable                                       13,989
  
  
  Net Cash Provided by (used in ) Financing Activities   13,989
  
  Increase (Decrease in Cash)                            (8,612)
  
  Cash Beginning of Period                               12,000
  
  Cash End of Period                             $        3,388
  
  
  
  
  
  
  
  
  
  SEE ACCOUNTANTS COMPILATION REPORT AND NOTES TO FINANCIAL
  STATEMENTS.
  
  
  
              AMERICARE HEALTH SCAN, INC, AND SUBSIDIARY
                      A DEVELOPMENT STAGE COMPANY
       CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS  EQUITY
                             JUNE 30, 1997
  
  
  COMMON STOCK
  
                                                       PAID
  IN ACCUMULATED      TOTAL
                                   ISSUED    AMOUNT    
  CAPITAL       DEFICIT       STOCKHOL
                                                  
                                 EQUITY
  
  Common Stock issued February 24, 1994         50,200    NONE     
  NONE            NONE                 NONE     
  
  Balance December 31, 1994 & 1995              50,200    NONE     
  NONE            NONE            NONE
  
  Stock Split March 20,1996 (115 for 1)           5,749,800    NONE     
  NONE            NONE            NONE
  
  Common Stock issued March 20, 1996              6,568,496   12,368  
  2,906,000                   2,918,368
  
  Stock issued for EDS Stock
     effective date December 31, 1996        370,700          371     
                                   371
  
  Net Loss for Year ended December 31, 1996                     
                  (139,906)         (139,906)
  
  Balance December 31, 1996                    12,739,196     12,739  
  2,906,000            (139,906)   2,778,833
  
Net loss for the Three Months 
ended March 31, 1997      
                  (286,953)          (286,953)
     
  Balance March 31, 1997                12,739,196       12,739  
  2,906,000            (426,859)   2,491,880
  
  
  
  SEE ACCOUNTANTS COMPILATION REPORT AND NOTES TO FINANCIAL
  STATEMENTS.
             
                   
                   
                   
                   
                   
                   
                   
                   
                   
ITEM 2.      Management s Discussion and Analyses of Financial Condition
             and Results of Operations
  
  
Results of Operations
  
Since the acquisition and merger on September 30, 1996 the company has
primarily engaged in organizational activities and research and development,
and marketing efforts to sell technology products acquired.  The company 
has $59,000 in revenues and development expenses, rent, utilities, and
insurance expenses have been funded through loans.
                                  
                   Liquidity and Capital Resources
                                  
As of June 30, 1997 the company had total assets of $3,902,255, and had 
total liabilities of $1,410,375 consisting of notes payable and accounts
payable. 
                                 
The Company is presently operating by funds received as loans from
Affiliated companies owned by Dr. Joseph P. D Angelo, president of the 
Company.  There is no assurance,however, that these companies will continue
to provide the loans in the future.
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                                  
                     PART II. OTHER INFORMATION
                                  
                                  
                                  
                                  
Item 1.        Legal Proceedings.
               
               Not applicable
               
Item 2.        Changes in Securities.
  
               Not applicable
  
  Item 3.      Defaults Upon Senior Securities.
  
               Not applicable
  
  Item 4.      Submission of Matters to a Vote of Security-Holders.
     
               Not applicable
  
  Item 5.      Other Information.
  
               Not applicable
  
  Item 6.      Exhibits and Reports on Form 8-K.
               
               Not applicable
  
               
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  

                               
  
  
  
                          SIGNATURE
  
                              
In accordance with requirements of the Exchange Act, the Issuer
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
  
  
                         Americare Health Scan Inc.
  
  
  
  
  
                         By:  ______/s/    Joseph P. D Angelo____
                              Dr. Joseph P. D Angelo, President
  
  
  
  
  DATED:  January 6, 1998