XERION ECOSOLUTIONS GROUP INC.
                            (Formerly IMMULABS CORP)



                          Filing Type:  10QSB
                          Description:  Annual Report
                          Filing Date: August 15, 2003
                          Period End:  June 30, 2003


                Primary Exchange:  Over the Counter Bulletin Board
                          Ticker:  XECO





<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                   FORM 10-QSB

  (Mark one)

  XX     QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE
-----    ACT OF 1934 (Fee required)

                  For the quarterly period ended June 30, 2003
                                                 -------------

-----    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934


         For the transition period from ______________ to _____________

                         Commission File Number: 0-26760

                         XERION ECOSOLUTIONS GROUP INC.
                        (Formerly IMMULABS CORPORATION )

       Colorado                                               84-1286065
------------------------                               -------------------------
(State of incorporation)                               (IRS Employer ID Number)

                          Suite 132-3495 Cambie Street
                          Vancouver, BC Canada V5Z 4R3
                    ----------------------------------------
                    (Address of principal executive offices)

                                  (604)696-0073
                           (Issuer's telephone number)

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

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

State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest  practicable  date:  August 11,  2003  5,172,233  common
stock.

The SEC maintains an Internet site that contains reports,  proxy and information
statements,   and  other  information   regarding  filings  of  the  Company  at
http://www.sec.gov .


Transitional Small Business Disclosure Format (check one): YES     NO  X
                                                               ---    ---









<PAGE>

                                TABLE OF CONTENTS

ITEM NUMBER                                                                 PAGE
-----------                                                                 ----

PART I

1. Financial Statements                                                       4

2. Management's Discussion and Analysis or Plan of Operation                 12


PART II

1. Legal Proceedings                                                         17

2. Changes In Securities                                                     17

3. Defaults Upon Senior Securities                                           18

4. Submission of Matters to a Vote of Security Holders                       18

5. Other Information                                                         18

6. Exhibits and Reports on Form 8-K                                          19

Signatures                                                                   19

Exhibit 23.1 - Consent of Independent Certified Public Accountants


























                                       3
<PAGE>
<TABLE>
<CAPTION>

PART 1

  Item 1 - Financial Statements

Xerion EcoSolutions Group Inc.
(A Development Stage Company)
Balance Sheets


                                                                                  As at        As at
                                                                                June 30,    December 31,
                                                                                  2003          2002
                                                                                    $             $
                                                                               (unaudited)   (audited)
<S>                                                                                <C>          <C>
ASSETS

Current Assets

Cash                                                                               71,193         2,997
Prepaid expenses                                                                   11,204          --
-------------------------------------------------------------------------------------------------------
Total Current Assets                                                               82,397         2,997

Mining Claims (Note 6)                                                             25,000          --

Technology Rights (Note 7)                                                         20,000          --
-------------------------------------------------------------------------------------------------------

Total Assets                                                                      127,397         2,997
=======================================================================================================


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current Liabilities

Accounts payable                                                                   23,516        41,487
Accrued liabilities                                                                 2,250         3,000
Loans from a related party (Note 4)                                                 1,867         1,100
-------------------------------------------------------------------------------------------------------

Total Liabilities                                                                  27,633        45,587
-------------------------------------------------------------------------------------------------------


Commitments and Contingencies (Notes 1 and 5)

Stockholders' Equity (Deficit)

Preferred stock, 50,000,000 shares authorized, no par value;
none issued                                                                          --            --

Common Stock, 300,000,000 shares authorized, $0.001 par value
5,152,233 shares issued and outstanding (December 31, 2002 - 392,133 shares)        5,152           392

Additional Paid-in Capital                                                      7,884,752     7,594,262

Stock based compensation                                                        1,876,171     1,873,815

Donated Capital                                                                    66,000         3,000

Deficit Accumulated During the Development Stage                               (9,732,311)   (9,514,059)
-------------------------------------------------------------------------------------------------------

Total Stockholders' Equity (Deficit)                                               99,764       (42,590)
-------------------------------------------------------------------------------------------------------

Total Liabilities and Stockholders' Deficit                                       127,397         2,997
=======================================================================================================

</TABLE>





    (The accompanying notes are an integral part of the financial statements)

                                       4
<PAGE>
<TABLE>
<CAPTION>

Xerion EcoSolutions Group Inc.
(A Development Stage Company)
Statements of Operations
(unaudited)


                                      Accumulated
                                      from
                                      November 1,
                                      1985
                                      (Date of      For the Three Months        For the Six Months
                                      Inception)    Ended                       Ended
                                      to June 30,   June 30                     June 30
                                      2003          2003          2002          2003          2002
                                      $             $             $             $             $
<S>                                   <C>           <C>           <C>           <C>           <C>


Revenue                                     --            --            --            --            --
--------------------------------------------------------------------------------------------------------

Expenses

General and Administrative

Accounting and audit                      36,909         3,309          --           6,234           500
Amortization                               2,833          --            --            --            --
Consulting                                48,826        48,826          --          48,826          --
Donated services                          66,000        60,000          --          63,000          --
Financial services                        56,266          --            --            --            --
Investor relations                       170,786          --            --            --            --
Legal                                  1,020,708         1,353          --           7,701          --
Management fees                          763,000          --          90,000          --         180,000
Office                                    25,665        21,976           441        22,029           813
Salaries                                 229,730          --          33,000        26,000        66,000
Stock based compensation               1,876,171          --            --           2,356          --
Transfer agent and regulatory             19,883         2,658           477         3,702           977
Travel and promotion                       7,111          --            --            --            --
--------------------------------------------------------------------------------------------------------
                                       4,323,888       138,122       123,918       179,848       248,290
--------------------------------------------------------------------------------------------------------
 Selling and Marketing (Note 4(f))       156,142        22,404          --          38,404          --
--------------------------------------------------------------------------------------------------------
Total Expenses                         4,480,030       160,526       123,918       218,252       248,290
--------------------------------------------------------------------------------------------------------
Loss from Continuing Operations       (4,480,030)     (160,526)     (123,918)     (218,252)     (248,290)

Loss from Discontinued Operations     (5,252,281)         --            --            --            --
--------------------------------------------------------------------------------------------------------
Net Loss For the Period               (9,732,311)     (160,526)     (123,918)     (218,252)     (248,290)
========================================================================================================

Net Loss Per Share - Basic                               (0.03)        (0.31)        (0.06)        (0.01)
========================================================================================================

Weighted Average Shares Outstanding                  5,127,000       391,000     3,659,000       391,000
========================================================================================================
</TABLE>


(Diluted loss per share has not been presented as the result is anti-dilutive)



   (The accompanying notes are an integral part of the financial statements)

                                       5
<PAGE>
<TABLE>
<CAPTION>

Xerion EcoSolutions Group Inc.
(A Development Stage Company)
Statements of Cash Flows


                                                                    For the Six Months
                                                                          Ended
                                                                         June 30,
                                                                    2003           2002
                                                                      $              $
                                                                 (unaudited)   (unaudited)
<S>                                                                  <C>           <C>

Cash Flows to Operating Activities

Net loss for the period                                            (218,252)     (248,290)

Adjustment to reconcile net loss to cash:

Donated services                                                     63,000          --
Stock based compensation                                              2,356          --

Change in non-cash working capital items:

Increase (Decrease)  in prepaid expenses                            (11,204)         (373)
Increase (Decrease)  in accounts payable and accrued liabilities       (222)      242,199
-----------------------------------------------------------------------------------------
Net Cash Used in Operating Activities                              (164,322)       (6,464)
-----------------------------------------------------------------------------------------
Cash Flows from Financing Activities

Proceeds from shares issued                                         251,750          --
Advances from a related party                                           767         8,500
-----------------------------------------------------------------------------------------
Net Cash From Financing Activities                                  252,517         8,500
-----------------------------------------------------------------------------------------
Cash Flows to Investing Activities

Purchase of mining claims                                           (20,000)         --
-----------------------------------------------------------------------------------------
Net Cash Used in Investing Activities                               (20,000)         --
-----------------------------------------------------------------------------------------
Increase in Cash                                                     68,195         2,036
-----------------------------------------------------------------------------------------
Cash - Beginning of Period                                            2,997         2,276
-----------------------------------------------------------------------------------------
Cash - End of Period                                                 71,192         4,312
=========================================================================================
Non-Cash Financing Activities

Forgiveness of debt to related party                                 18,500          --
Shares issued for acquisition of mining claims                        5,000          --
Shares issued for acquisition of technology rights                   20,000          --
=========================================================================================
Supplemental Disclosures

Interest paid                                                          --            --
Income tax paid                                                        --            --
=========================================================================================
</TABLE>



   (The accompanying notes are an integral part of the financial statements)

                                       6
<PAGE>

1.   Nature of Operations and Continuance of Business

     Xerion  EcoSolutions  Group  Inc.,   formerly  Immulabs   Corporation  (the
     "Company"), was initially incorporated as Gemini Ventures, Inc. on November
     1, 1985 under the laws of the State of  Colorado.  The Company  changed its
     name to Solomon Trading Company,  Limited in July 1989; The Voyageur,  Inc.
     in November 1994; The Voyageur First, Inc. in December 1994; North American
     Resorts,  Inc. in March 1995; and Immulabs  Corporation in September  2000.
     Effective   March  28,  2003,  the  Company  changed  its  name  to  Xerion
     EcoSolutions  Group Inc. The shares of the Company  currently  trade on the
     Over the Counter Bulletin Board under the ticker symbol "XECO".

     From  1995  through  1998,  the  Company  was in the  business  of  selling
     vacations  in Florida and the sale of time share  memberships  to the Ocean
     Landings and Cypress Island Preserve  facilities in Florida which were then
     controlled by the Company and the operation of Cypress Island Preserve as a
     tourist  destination.  During  the  fourth  quarter  of 1998,  the  Company
     liquidated its holdings in these ventures and  discontinued all operations.
     With the disposition of all operations,  the Company became fully dependent
     upon the support of its controlling shareholders for the maintenance of its
     corporate status and to provide all working capital.

     On December 6, 2002, the Company's Board of Directors  affected a 1 new for
     100 old reverse split of the issued and outstanding  shares.  The effect of
     this split is reflected in the financial  statements as of the first day of
     the first period presented.

     With the  acquisition of  sixty-seven  mineral claims in California and the
     rights to certain ore and waste  processing  technologies,  the Company has
     entered the business of mine reclamation and environmental remediation with
     a focus on serving the mining and coal fired power plant industries.  Refer
     to Notes 6 and 7.

     These financial statements are prepared using generally accepted accounting
     principles   applicable  to  a  going  concern,   which   contemplates  the
     realization  of assets and  liquidation of liabilities in the normal course
     of business.  However,  the Company does not have significant cash or other
     material assets,  nor does it have an established source of revenues needed
     to  cover  its  operating  costs  and to allow  it to  continue  as a going
     concern.  The  Company  has  ongoing  overhead  expenses  and will  require
     significant  capital to execute its business plan. The Company's ability to
     meet those  obligations  and continue as a going concern is dependent  upon
     raising new capital through issuing debt and/or equity  securities and then
     to generate revenues and profits.  Until these funding sources  materialize
     the  controlling  shareholders  intend to continue the funding of necessary
     expenses to sustain operations.  Refer to Note 8 for subsequent issuance of
     shares for cash and services.


2.   Summary of Significant Accounting Policies

     Year End

     The Company's fiscal year end is December 31.

     Cash and Equivalents

     For  the  purpose  of the  statements  of cash  flows,  all  highly  liquid
     investments  with the maturity of three months or less are considered to be
     cash equivalents.

     Use of Estimates and Assumptions

     The  preparation  of financial  statements  in  conformity  with  generally
     accepted  accounting  principles  requires management to make estimates and
     assumptions  that affect the reported amounts of assets and liabilities and
     disclosure  of  contingent  assets  and  liabilities  at  the  date  of the
     financial  statements  and the  reported  amounts of revenues  and expenses
     during the periods. Actual results could differ from those estimates.

     Basic and Diluted Net Income (Loss) per Share

     The Company  computes net income (loss) per share in  accordance  with SFAS
     No. 128, "Earnings per Share" (SFAS 128). SFAS 128 requires presentation of
     both basic and diluted  earnings  per share (EPS) on the face of the income
     statement. Basic EPS is computed by dividing net income (loss) available to
     common  shareholders  (numerator) by the weighted  average number of common
     shares  outstanding  (denominator)  during the  period.  Diluted  EPS gives
     effect to all  dilutive  potential  common  shares  outstanding  during the
     period  including  stock  options,  using the treasury  stock  method,  and
     convertible  preferred stock,  using the if-converted  method. In computing
     Diluted EPS, the average stock price for the period is used in  determining
     the number of shares  assumed to be  purchased  from the  exercise of stock
     options or warrants.  Diluted EPS excludes all dilutive potential shares if
     their effect is anti dilutive.  Loss per share information does not include
     the  effect  of any  potential  common  shares,  as their  effect  would be
     anti-dilutive.



                                       7
<PAGE>

2.   Summary of Significant Accounting Policies (continued)

     Accounting for Stock Based Compensation

     The  Company  has  adopted  SFAS  No.  123   "Accounting  for  Stock  Based
     Compensation"  which  requires  that stock awards  granted to employees and
     non-employees  are  recognized  as  compensation  expense based on the fair
     market  value of the  stock  award or fair  market  value of the  goods and
     services received whichever is more reliably measurable.

     Interim Financial Statements

     These interim unaudited financial statements have been prepared on the same
     basis as the annual financial  statements and in the opinion of management,
     reflect all adjustments,  which include only normal recurring  adjustments,
     necessary to present fairly the Company's  financial  position,  results of
     operations and cash flows for the periods shown.  The results of operations
     for such periods are not necessarily indicative of the results expected for
     a full year or for any future period.

     Income Taxes

     Income taxes are provided for using the  liability  method of accounting in
     accordance  with  Statements  of  Financial  Accounting  Standards  No. 109
     "Accounting  for  Income  Taxes".  A  deferred  tax asset or  liability  is
     recorded for all temporary differences between financial and tax reporting.
     Deferred tax expense  (benefit) results from the net change during the year
     of deferred tax assets and liabilities.

     Due to the  provisions  of Internal  Revenue  Code Section 338, the Company
     will have no net operating loss carryforwards available to offset financial
     statement  or tax return  taxable  income in future  periods as a result of
     changes  in  control  in both 2000 and  1999,  respectively,  involving  50
     percentage  points or more of the issued and outstanding  securities of the
     Company.

     Financial Instruments

     The fair value of the Company's current assets and current liabilities were
     estimated  to  approximate  their  carrying  values  due to  the  immediate
     short-term maturity of these financial instruments. As the Company operates
     in Canada,  virtually all of its assets and  liabilities are giving rise to
     significant  exposure  to market  risks from  changes  in foreign  currency
     rates.  The  financial  risk is the risk to the Company's  operations  that
     arise  from  fluctuations  in  foreign  exchange  rates  and the  degree of
     volatility of these rates.  Currently,  the Company does not use derivative
     instruments  to reduce its exposure to foreign  currency  risk.  Management
     does not believe the Company is exposed to  significant  credit or interest
     rate risks.

     Comprehensive Loss

     SFAS No. 130, "Reporting  Comprehensive  Income," establishes standards for
     the reporting and display of  comprehensive  loss and its components in the
     financial statements. As at January 31, 2003, the Company has no items that
     represent comprehensive loss and, therefore, has not included a schedule of
     comprehensive loss in the financial statements.

     Recent Accounting Pronouncements

     In June,  2002, FASB issued SFAS No. 146,  "Accounting for Costs Associated
     with Exit or Disposal  Activities".  The  provisions of this  Statement are
     effective for exit or disposal activities that are initiated after December
     31, 2002,  with early  application  encouraged.  This  Statement  addresses
     financial  accounting  and  reporting  for  costs  associated  with exit or
     disposal  activities and nullifies  Emerging Issues Task Force (EITF) Issue
     No. 94-3, "Liability  Recognition for Certain Employee Termination Benefits
     and Other Costs to Exit an Activity  (including Certain Costs Incurred in a
     Restructuring)".  This  Statement  requires  that  a  liability  for a cost
     associated  with  an exit or  disposal  activity  be  recognized  when  the
     liability is incurred.  The Company adopted SFAS No. 146 on January 1, 2003
     and its impact did not have a material effect on its financial  position or
     results of  operations.  In  December  2002,  the FASB issued SFAS No. 148,
     "Accounting  for  Stock-Based  Compensation - Transition  and  Disclosure",
     which amends SFAS No. 123 to provide  alternative methods of transition for
     a  voluntary  change  to the fair  value  based  method of  accounting  for
     stock-based employee  compensation.  In addition,  SFAS No. 148 expands the
     disclosure   requirements  of  SFAS  No.  123  to  require  more  prominent
     disclosures  in both  annual and  interim  financial  statements  about the
     method of accounting for stock-based  employee  compensation and the effect
     of the method used on reported results.  The transition  provisions of SFAS
     No. 148 are effective for fiscal years ended after  December 15, 2002.  The
     disclosure   provisions  of  SFAS  No.  148  are  effective  for  financial
     statements  for interim  periods  beginning  after  December 15, 2002.  The
     Company adopted SFAS No. 148 on 2.


                                       8
<PAGE>

     (2) Summary of Significant Accounting Policies (continued)


     January  1,  2003 and its  impact  did not have a  material  effect  on its
     financial position or results of operations.  FASB has also issued SFAS No.
     147 and 149 but they will not have any  relationship  to the  operations of
     the Company  therefore a description of each and their respective impact on
     the Company's operations have not been disclosed.

     In May  2003,  the  FASB  issued  SFAS No.  150,  "Accounting  for  Certain
     Financial Instruments with Characteristics of both Liabilities and Equity".
     SFAS No.150 establishes standards for how an issuer classifies and measures
     certain financial  instruments with characteristics of both liabilities and
     equity.It  requires that an issuer classify a financial  instrument that is
     within its scope as a liability  (or an asset in some  circumstances).  The
     requirements  of  SFAS  No.  150  apply  to  issuers'   classification  and
     measurement of  freestanding  financial  instruments,  including those that
     comprise  more than one option or forward  contract.  SFAS No. 150 does not
     apply to features that are embedded in a financial instrument that is not a
     derivative  in its  entirety.  SFAS  No.  150 is  effective  for  financial
     instruments  entered into or modified  after May 31, 2003, and otherwise is
     effective at the beginning of the first interim period beginning after June
     15,  2003,  except  for  mandatory  redeemable  financial   instruments  of
     non-public  entities.  It is to be  implemented by reporting the cumulative
     effect of a change in an accounting  principle  for  financial  instruments
     created  before the issuance date of SFAS No. 150 and still existing at the
     beginning of the interim period of adoption.  Restatement is not permitted.
     The adoption of this standard is not expected to have a material  effect on
     the Company's results of operations or financial position.

     FASB  has also  issued  SFAS  No.  147 and 149 but  they  will not have any
     relationship  to the  operations of the Company  therefore a description of
     each and their respective impact on the Company's  operations have not been
     disclosed.

3.   Share Capital

     (a)  Common Stock

          On March 14, 2003, the Company received $20,000 and released 2,000,000
          shares at $0.01 per share to the President of the Company  pursuant to
          a private  placement.  These shares were issued into a lawyer's  trust
          account on December 13, 2002 pending receipt of funds.

          The  Company  received  $90,000  pursuant  to the  exercise of 150,000
          options at $0.60 per share.

          On April 15, 2003, the Company completed a private placement  offering
          and issuance consisting of 89,000 shares of common stock at a price of
          $1.00 per share to net the Company proceeds of $89,000.

          On May 15, 2003, the Company  completed a private  placement  offering
          and issuance consisting of 21,100 shares of common stock at a price of
          $2.50 per share to net the Company proceeds of $52,750.

          A total  proceeds  from  private  placement  offerings of $141,750 was
          raised in the June quarter.

     (b)  Stock options

          On March 24, 2003, the Company filed a Form S-8 Registration Statement
          with the U.S. Securities and Exchange Commission to register 1,000,000
          shares of common stock  pursuant to the Company's  2003  Nonqualifying
          Stock  Option  Plan ("2003  NQPlan").  This 2003 NQPlan is for persons
          employed or associated with the Company,  including without limitation
          any  employee,   director,   general   partner,   officer,   attorney,
          accountant,  consultant  or  advisor,  is intended to advance the best
          interests  of the Company by providing  additional  incentive to those
          persons  who have a  substantial  responsibility  for its  management,
          affairs,  and growth by increasing their  proprietary  interest in the
          success of the Company,  thereby  encouraging  them to maintain  their
          relationships with the Company. The determination of those eligible to
          receive options under the 2003 NQPlan, and the amount, price, type and
          timing of each Stock option and the terms and conditions shall rest at
          the sole  discretion of the Company's  Board of Directors,  subject to
          the provisions of the 2003 NQPlan;

          On March 24, 2003,  the Company  granted  options to purchase  150,000
          shares at an  exercise  price of $0.60 per share under the 2003 NQPlan
          to officers and directors of the Company. These options were exercised
          on March 28, 2003.


                                       9
<PAGE>

          On March 24, 2003,  the Company  granted  options to purchase  325,000
          shares at an  exercise  price of $4.00 per share under the 2003 NQPlan
          to officers and directors of the Company.



                                                                     Weighted
                                                                      Average
                                                        Weighted     Remaining
                                        Shares          Average     Contractual
                                     Under Option    Option Price       Life
                                          #               $           (months)


          Beginning of year                  --              --
          Granted                         475,000            2.93
          Exercised                      (150,000)           0.65
          ----------------------------------------------------------------------

          End of period                   325,000            4.00             12
          ======================================================================


          Stock based compensation was calculated using the Black-Scholes Option
          Pricing method with the following  assumptions:  expected volatility -
          95%; expected life - 1.0 years; and risk-free rate - 1.18%.



4.   Related Party Transactions and Balances

     a)   On March 20, 2003,  the Company  entered into a five-year  contract to
          retain the current President of the Company.

     b)   The Company recognized $60,000 ($20,000 per month) as donated services
          to the President of the Company for services rendered during the three
          months ended June 30, 2003. A total of $3,000 had been  recognized  in
          the three months ended March 31, 2003.

     c)   The Company  received  notification  from the President of the Company
          that all  amounts  owing to him are  forgiven  as of March  13,  2003.
          Therefore  $18,500 is included in  Additional  Paid In Capital for the
          period ended March 31, 2003  representing  the  extinguishment  of the
          debt owing to the President of the Company. Due to his relationship to
          the Company as principal stockholder, the forgiveness of this debt has
          been treated as contributed  capital in accordance with the provisions
          of Staff  Accounting  Bulletin  Topic 5T  "Accounting  for  Expense of
          Liabilities  Paid  by  Principal  Stockholders".   It  is  treated  as
          contributed  capital  because the  forgiveness of debt  maintained the
          value of the principal stockholder's investment in the Company.

     d)   The  amounts  due to a  related  party  represent  cash  loans and are
          non-interest   bearing,   unsecured  and  without  specific  terms  of
          repayment.

     e)   The Company  received  $20,000 and released  2,000,000 shares at $0.01
          per  share to the  President  of the  Company  pursuant  to a  private
          placement.  These shares were issued into a lawyer's  trust account on
          December 13, 2002.

     f)   The Company  paid a fee of  $38,404,  to a company  controlled  by the
          spouse of the President of the Company,  for  marketing  consultation,
          including  logo  design,  website  strategy,  concept  and  design and
          brochure  concept  and design and  printing  of  collateral  marketing
          materials.

5.   Commitment

     The Company entered into a property lease  agreement with Tharp  Enterprise
     of  California.  The term of the lease is for 6 months  at $400 per  month,
     commencing June 1, 2003.


6.   Mining Claims

     The Company  entered into an agreement to acquire 67 mining claims  located
     in California  from an arms-length  vendor.  Consideration  was $20,000 and
     500,000 shares of the Company valued at $0.01 per share.  These shares were
     issued on March 21,  2003.  The Vendor may cancel this  transaction  if the
     Company does not raise  $1,000,000 by September  17, 2003.  The Company may
     cancel this  transaction  for any sound  business  reason.  In the event of
     cancellation the shares will be returned to treasury and cancelled.


                                       10
<PAGE>

7.   Technology Rights

     The Company  entered  into an  agreement  to acquire an  option-to-purchase
     certain ore and waste processing technologies (the "Technologies") from the
     President  of the  Company for one (1)  dollar.  The  Company  subsequently
     exercised that option-to-purchase and issued 2,000,000 common shares of the
     Company in total consideration to the three original  arms-length owners of
     the  Technologies.  The  2,000,000  shares  issued by the Company have been
     valued at $0.01 per share or $20,000 in total.  These shares were issued on
     March 21, 2003. A patent has been applied for these  technologies  that are
     to be used to extract valuable and/or hazardous elements from the soil.

     The recent mining claim and technology  acquisitions require the Company to
     raise one million dollars within six months to avoid notice of cancellation
     from Sellers.  There is no guarantee that the Company will be able to raise
     this capital, however, in the event that the capital has not been raised in
     this time period,  the ownership of the mining claims and  technology  does
     not revert back to the sellers.  The Seller's recourse in such an event, if
     they chose to pursue it, is to give the  Company  notice  within a nine day
     window at the end of the six  month  period  and  include  reasons  why the
     Sellers believe the company has willfully  failed and then give the company
     an additional 45 days to cure such willful failure.

     The Company may cancel  this  transaction  if it is proven that the vendors
     misrepresented  the  potential  of  the  Technologies.   In  the  event  of
     cancellation the shares will be returned to treasury and cancelled.

8.   Subsequent Events

     In July 2003, the Company completed a private placement offering consisting
     of 15,000  shares of common  stock at a price of $2.50 per share to net the
     Company proceeds of $37,500.


     In July,  2003 the Company  also agreed to issue  5,000  common  restricted
     shares each to three of employees in lieu of cash,  for a total issuance of
     15,000 shares.

     The Company has signed a binding preliminary  agreement for the reclamation
     of a smelter  slag  project in Arizona.  The  agreement  allows  Xerion six
     months  to  perform  tests on the slag to  validate  the  reported  mineral
     content before  proceeding  into production on a 50/50 joint venture basis.
     Early test results indicate that mineral reserves are generally  consistent
     with  joint  venture  representation.  The  Company  has issued a letter of
     acceptance to its joint venture  partner  indicating its acceptance to move
     ahead with the definitive joint venture agreement.





























                                       11
<PAGE>

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


(1)  Caution Regarding Forward-Looking Information

This  quarterly   report  contains   certain   forward-looking   statements  and
information relating to the Company that are based on the beliefs of the Company
or management as well as assumptions made by and information currently available
to  the  Company  or  management.   When  used  in  this  document,   the  words
"anticipate",   "believe",   "estimate",   "expect"  and  "intend"  and  similar
expressions,  as they relate to the Company or its  management,  are intended to
identify forward-looking statements. Such statements reflect the current view of
the  Company   regarding  future  events  and  are  subject  to  certain  risks,
uncertainties  and  assumptions,  including the risks and  uncertainties  noted.
Should  one or more of  these  risks or  uncertainties  materialize,  or  should
underlying assumptions prove incorrect,  actual results may vary materially from
those  described  herein  as  anticipated,   believed,  estimated,  expected  or
intended. In each instance,  forward-looking information should be considered in
light of the accompanying meaningful cautionary statements herein.

(2)  Results of Operations, Liquidity and Capital Resources

The Company owns  non-toxic,  patent-pending  leaching  technology  known as the
Xerion Reaction System (XRS) which has potential to become an industry  standard
solvent,  potentially  replacing  Cyanide  as an  economic  method of choice for
extracting  gold and other elements from ore. The XRS has the ability to recover
any  targeted  element  from  the  earth  including:   gold,  silver,  platinum,
palladium, rare earth elements such as neodymium and scandium,  strategic metals
such as tungsten, and other valuable elements. XRS can also neutralize or remove
elements that are harmful to the  environment,  including zinc,  lead,  mercury,
arsenic, germanium, cyanide and other deleterious elements.

The  acquisition of XRS technology was made in March of this year and during the
past quarter Management focused on establishing early  relationships with mining
companies for onsite validation of XRS.

Ore  processing,  remediation and  reprocessing of previously  processed ore and
other waste is thought by management  to be a trillion  dollar  market.  Much of
that  market is  currently  untapped,  due to the lack of  appropriate  economic
technology.

The economics of XRS have not yet been  validated on a production  scale and the
Company  must  create  a  showcase  project  that  will  serve to  validate  the
technology  to the  industry.  If the Company can create a successful  showcase,
management believes that the demand for XRS will be substantial.

Management has received very positive feedback from the market and there appears
to be an abundance  of ready  projects  once the Company has  produced  industry
validation of its XRS technology.

This  past  quarter  management  has been in  discussions  with  several  mining
companies and is currently  performing  tests on ores from at least six of those
companies.


                                       12
<PAGE>

Each one of these  companies are considered by management to be `business in the
pipeline',  amounting to at least several  hundred  million dollars in potential
business.  It is expected that  revenue-producing  contracts,  joint ventures or
ore-body  acquisitions  will be the final  result  from  some of these  tests if
validation is successful.

Early results from some of these tests have been obtained and  negotiations  are
underway.

On July 3, 2003 the Company  signed its first contract for the  reprocessing  of
thirty five million tons of slag  produced by a copper  smelter last operated by
Phelps  Dodge in the 1950's.  The slag has been  analyzed by the owners and they
represent to the Company that it contains over six million ounces of recoverable
gold as well as significant  amounts of silver,  copper,  zinc, iron and silica.
The  Company is  currently  performing  its due  diligence  on the  project  and
successful  validation  of the  numbers  will  result in a 50/50  joint  venture
reprocessing  operation expected to last up to ten years,  potentially producing
gross operating  profit to Xerion  exceeding one billion dollars over the course
of the project.

On March 17, 2003 the Company acquired ownership of sixty-seven mining claims in
the Randsburg Mining District of California.  The intent of this acquisition was
to develop the claims into a showcase project for XRS. Due to the interest level
in XRS by other mining companies, the Company has not had to focus on the mining
claims to validate the technology.  The Company has yet to produce a feasibility
plan for  development  of the claims and current  tests are  keeping  management
focused on obtaining near-term revenue projects.  Management expects to validate
some  of  the  existing   assays  over  the  next  quarter  and  depending  upon
availability  of capital,  may extend  those tests to include a  pre-feasibility
study.



GENERAL BUSINESS OVERVIEW

Xerion is a mining company focused on acquiring and processing ore reserves that
are on the surface of the earth. Typically this would include reprocessing waste
produced by older mining  operations when  technologies of the day did not allow
for optimum  recovery of  elements,  thus  leaving  behind  substantial  mineral
deposits. Also a focus is the waste dumps produced by the Coal-Fired Power Plant
Industry.

Tailings and waste dumps from these  industries  scatter the world.  They can be
hazardous  to the  environment  and there are few economic  solutions  for their
remediation.  It is a little known fact that traditional  recovery methods often
leave these dumps with a considerable percentage of their original elements such
as gold  and  platinum,  still  intact.  A  patent  application  for the XRS has
recently been filed and Xerion is in the start-up  phase of its business  cycle.
The Company is in the process of building the infrastructure and raising capital
necessary to perform its first reprocessing project.

The Company has  administration  offices in  Vancouver,  BC and a laboratory  in
Ridgecrest, CA.

OUTLOOK ON USE OF CYANIDE BY THE MINING INDUSTRY

The mining  industry is facing many  regulatory  pressures  regarding the use of
cyanide,  which is an industry standard method to economically recover gold from
ore.  Cyanide has  resulted  in a number of  environmental  disasters  in recent
history. There is growing concern about the use of cyanide in mining operations.
Already Montana has outlawed the use of cyanide altogether and other states have
made it extremely  difficult and costly to obtain  permits.  The Xerion Reaction


                                       13
<PAGE>

System offers an environmentally  friendly alternative to cyanide. Several tests
were carried out under the auspices of the Arizona  Department of  Environmental
Quality for a placer  mine  operation,  using an earlier  process  developed  by
Xerion's  Chief  Scientific  Officer.  (The  XRS is more  efficient  and just as
non-toxic as this earlier process).  Due to its non-toxic nature, the government
granted the  technology a negative  declaration,  `no permit  required'  for the
project.    This   type   of   `negative    declaration'   could   shorten   the
time-to-production  for any mine  using  the XRS.  Aside  from  the  dangers  of
environmental impact, cyanide is only effective in leaching gold and silver from
certain types of ores.  Sulphides,  in particular,  are not amenable to economic
cyanide leaching without additional pretreatment costs. The future of cyanide is
questionable  and the industry is being forced to consider  other  alternatives.
The  potential  exists for XRS to become an industry  standard  replacement  for
cyanide.

CREATING WEALTH FROM `WASTE' PRODUCED BY THE COAL-FIRED POWER PLANT INDUSTRY

There are over one thousand coal-fired power plants in the United States.  These
power plants  generate  approximately  half of all  electricity  consumed in the
country and produce a regular supply of solid waste.  An independent  laboratory
has  conducted  tests on this waste and  results  indicate  that it  contains an
extraordinarily high content of valuable elements. Analyses done on fly ash were
carried out at the Argonne National  Laboratory in Illinois by the United States
Geological Survey, using a DC Arc Atomic Emission Spectrograph,  indicates gross
value of all elements exceeds  $1900.00 per ton of waste.  (This value was based
on the  element  prices as readily  available  off the  Internet  and values are
expected to fluctuate with market prices of recoverable  elements).  In addition
to existing  stockpiles,  coal-fired  power plants in the United States  produce
over one hundred and fifteen million (115,000,000) new tons of waste every year.
Due to the  apparent  lack of  technology  capable of  recovering  the  inherent
values,  the power plants  currently sell a portion of their waste to the cement
industry as an inexpensive ingredient,  and disposes of, or stockpiles the rest.
It is the  Company's  intention  to acquire  this  `waste' for  offsite  mineral
recovery or to form strategic alliances with power plants to process their waste
directly as it comes out of the plant.

COAL-FIRED POWER PLANT INDUSTRY OUTLOOK

There is growing  concern among  environmental  groups and  government  agencies
regarding the problem of toxic waste  produced by this  industry.  Although they
have made  Herculean  efforts and have spent  billions of dollars on controls to
reduce particulates,  sulfur dioxide and carbon dioxide emissions,  the industry
has yet to  adequately  address the  problems  associated  with its solid waste.
Further environmental  restrictions may be imposed on this industry unless it is
able to solve its waste  remediation  problem.  Test results indicate the Xerion
Reaction  System may provide an economical  method of processing this industry's
waste. The Company anticipates performing recovery and remediation tests for the
industry in the very near future.


Due to strict cost control,  there is no immediate danger of the company running
out of funds  and the  firm is in  negotiations  with  institutions,  seeking  a
primary source of capital to put its first project into production.

RISK FACTORS AND FORWARD LOOKING STATEMENTS

Certain statements herein,  including those regarding production,  joint venture
contracts,  patents,  industry  outlooks and realized  metals prices  constitute
"forward  looking  statements"  within the meaning of the United States  Private
Securities  Litigation  Reform  Act of 1995.  Such  forward  looking  statements
involve known and unknown risks,  uncertainties and other factors that may cause
the actual results,  performance or achievements of the Company to be materially
different from future results,  performance or achievements expressed or implied
by those  forward  looking  statements.  These  risks,  uncertainties  and other


                                       14
<PAGE>

factors include,  but are not limited to,  difficulties in successfully  raising
capital  (given the  Company's  lack of operating  history,  lack of  profitable
operations  and  limitations  on the market for the  Company's  securities),  in
developing  and  commercializing  its products and mining claims  (including the
ability to overcome  technical  hurdles that may arise),  in meeting  applicable
existing  or  new  regulatory   standards,   in  receiving  required  regulatory
approvals,  in obtaining  necessary  patents and licenses,  in defending against
third party  infringement  of patents and licenses,  in  protecting  itself from
costly,  unforeseen  legal  disputes,  in producing  gold and other  elements in
commercial  quantities at reasonable  costs, in competing  successfully  against
other  companies  and in  marketing  itself  successfully  and  in  successfully
addressing  the  concerns  and/or  obtaining  the  support of lobbies in various
States.  There can be no assurance  that the Company will be  successful  in its
efforts to develop and commercialize XRS or its mining claims.  Most importantly
at this stage,  the  Company's  success and each step  required to achieve  such
success  depends on its ability to raise  significant  further  financing  on an
ongoing basis and there is no guarantee it will be able to do so. The company is
still in the development stage and has no revenues.  Additionally,  funds may be
raised  through the  issuance of equity  shares and such  securities  might have
rights,  preferences  or  privileges  senior to its common stock and will likely
result in dilution to existing shareholders. The Company is therefore subject to
a number of known and unknown  risks and  uncertainties  that could cause actual
operations or results to differ materially from those that are anticipated.

The  entire  executive  management  team has  agreed to work for the  company on
substantially reduced salaries, or in most cases, no salary whatsoever. There is
no guarantee  that every member will continue to work for the company under such
favorable conditions.

Management  recognizes that additional funds through additional private sales of
Company stock,  capital  contributions  from existing  significant  shareholders
and/or  loans from  existing  significant  shareholders  will be required in the
future.  However,  there can be no  assurance  that the Company  will be able to
obtain additional funds to support the Company's liquidity requirements or, that
such funding, if available, will be obtained on terms favorable to or affordable
by the Company.

The recent mining claim and technology acquisitions require the Company to raise
one  million  dollars  within six months to avoid  notice of  cancellation  from
Sellers.  There is no  guarantee  that the  Company  will be able to raise  this
capital, however, in the event that the capital has not been raised in this time
period,  the ownership of the mining claims and technology  does not revert back
to the sellers.  The Seller's recourse in such an event, if they chose to pursue
it, is to give the Company notice within a nine day window at the end of the six
month  period and  include  reasons  why the  Sellers  believe  the  Company has
willfully  failed and then give the Company an  additional  45 days to cure such
willful failure.

If the  Company  loses  its  technology  and  mining  claims,  it  will  have no
significant  technology  on which to base its  long-term  business  plan and may
fail.

The XRS technology was invented by the Company's Chief Scientific  Officer (CSO)
and the company must be able to duplicate his results without him present. It is
therefore necessary for the Company to fully document the necessary formulas and
to train  additional  staff on the  implementation  of  those  formulas.  If the
Company fails to do this and something  happens to the CSO, the company may have
difficulty  reproducing  his  results and if it is not able to do so the company
may  fail.  Subsequent  to the end of this  quarter  the  Company  has  hired an
additional technologist to mitigate some of this risk.

To be successful in implementing  its business plan the Company will require the
services of numerous other  executives  with varied  technical and  professional
backgrounds  in   environmental   engineering,   ore  processing  and  financial
management  and the  company's  ability to recruit such  executives  is entirely
dependant upon its access to working capital and there is no guarantee that such
capital will be available.


                                       15
<PAGE>

The  Registrant  is  highly   dependent  upon  management   and/or   significant
shareholders to provide  sufficient working capital to preserve the integrity of
the  corporate  entity  during this phase of early  development  and there is no
assurance that the Registrant will be able to finance its planned operations.

There is no guarantee that  contracts for ore  processing,  mine  reclamation or
environmental  remediation  will be forthcoming and the economic success of such
contracts are subject to many known and unknown risks including; availability of
adequate capital,  availability of qualified staff, successful negotiations with
mining and power plant companies, protection of the proprietary qualities of XRS
technology,  successful  economic  implementation  of XRS,  availability  of raw
materials or specialized equipment.

There is no  guarantee  that the Company  will be able to put its mining  claims
into  production and the economic  success of such production is subject to many
known  and  unknown  risks   including;   availability   of  adequate   capital,
availability of qualified staff,  successful negotiations with regulatory bodies
for  necessary  permitting,  access  to ore with  sufficient  grades  as to make
production  economical,  results of feasibility  studies,  satisfactory  weather
conditions and availability of subcontractors,  water, power and equipment.  The
Company  may,  from time to time,  make  oral  forward-looking  statements.  The
Company strongly advises investors to carefully read the above paragraph and the
risk factors  described in its Annual Reports and other documents filed with the
United States  Securities  and Exchange  Commission for a description of certain
factors that could cause the actual results of the Company to materially  differ
from  those in the  oral or  written  forward-looking  statements.  The  Company
disclaims  any  intention or  obligation to update or revise any oral or written
forward-looking statements whether as a result of new information, future events
or otherwise.


During the  quarter  ended June 30,  2003,  the Company  added Len Zielke,  Vice
President, Corporate Finance to its executive management team.


RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED June 30, 2003.

Revenues. The Company currently has no revenues from operations, and the Company
does not  anticipate  that it will  generate  any  revenues  until it can either
successfully  validate its  technology  to the industry or put its current joint
venture project into production. Management continues to be actively involved in
negotiations  to  secure  sufficient  equity  financing  to fund  the  Company's
business plan and to ensure the generation of future revenues.

General  and  Administrative  Expense.  For the first half of 2003,  we reported
general and  administrative  expense of $179,848,  a decrease of $68,442,  or 3%
from $248,290  reported in the comparable period of the prior year. The decrease
resulted primarily from the elimination of management fees and reduced salaries.
Consulting,  legal and  regulatory  fees  increased  during  the  period  due to
expenses  associated  with the  Company's  equity  raising  efforts.  Management
intends to keep operating expenses at the lowest possible level.

Selling and Marketing Expense. There was a 100% increase in advertising expenses
for the first half of 2003 of $38,404, compared to the prior year. This resulted
from management's  efforts to pursue the Company's  business plan and to recruit
an executive management team.

Liquidity and Capital  Resources.  The primary  source of the Company's cash has
been  through  the sale of equity.  Our cash  increased  $68,195  from $2,997 at
December  31,2002 to an ending  balance of  $71,192  at June 30,  2003.  Cash of
$251,750 was raised primarily from the issuance of private placement shares, and
used to fund our operating expenses.



                                       16
<PAGE>

The  Company  anticipates  raising  additional  funds  from the  sale of  equity
financing  during the current  fiscal year.  Such funds will be used for working
capital.


The Company  believes its current  available cash position is sufficient to meet
its cash needs on a short-term  basis.  The  Company's  ability to continue as a
going concern is dependent upon the Company's  ability in the near future to (i)
raise  additional  funds through  equity  financings,  and (ii) validate its XRS
technology and put its projects into production.



Part II - Other Information

Item 1 - Legal Proceedings

     To the best of  knowledge  of the  Officers  and  Directors of the Company,
neither the Company nor any of its  Officers  and  Directors  are parties to any
legal  proceeding  or litigation  other than as described  below.  Further,  the
Officers and Directors know of no threatened or contemplated  legal  proceedings
or litigation other than as described below

     The current company  management learned in late 2002 that the Company is in
     dispute over the  purchase of a shuttle bus in 1998.  The owners of the bus
     lost the vehicle in bankruptcy  and are looking to recoup  $97,508.58  plus
     associated  costs due to their  losses,  however,  the title of the bus was
     never transferred to the Company and the Company was looking to recoup some
     $15,000 in payments made towards the  purchase.  The Company is now relying
     on former  directors of the Company as well as the estate of the  Company's
     former attorney to cover any costs which arise. These parties have signed a
     Hold  Harmless  Agreement  indemnifying  the Company from any costs arising
     from this matter. An attorney representing a former Director of the Company
     has informed the Company that they have worked out a potential  alternative
     settlement  with the  Claimants  which  would  absolve  the  Company of any
     liability.  That  attorney  is  waiting  for his  legal  fees to be paid to
     complete these  transactions  and has advised the Company that a payment of
     $10,000 will clear the matter within thirty days.  The Company has notified
     former Directors that if necessary it will be pursuing them for any payment
     that becomes due in this matter.

Item 2 - Changes in Securities

On March 25, 2003 the Company filed a Form S-8  Registration  Statement with the
U.S.  Securities and Exchange  Commission to register 1,000,000 shares of common
stock  pursuant to the  Company's  2003  Nonqualifying  Stock Option Plan ("2003
NQPlan").  This 2003  NQPlan is for  persons  employed  or  associated  with the
Company,  including without limitation any employee,  director, general partner,
officer, attorney, accountant, consultant or advisor, is intended to advance the
best interests of the Company by providing additional incentive to those persons
who have a substantial responsibility for its management, affairs, and growth by
increasing  their  proprietary  interest in the success of the Company,  thereby
encouraging  them  to  maintain  their  relationships  with  the  Company.   The
determination  of those eligible to receive  options under the 2003 NQPlan,  and
the  amount,  price,  type and  timing of each  Stock  option  and the terms and
conditions  shall  rest  at the  sole  discretion  of  the  Company's  Board  of
Directors, subject to the provisions of the 2003 NQPlan;



                                       17
<PAGE>

SALES OF SECURITIES:

In December,  2002 the Company issued  2,000,000  shares to be held in trust, in
the name of "Race & Co.". These shares were subsequently issued to the President
of the Company  pursuant to a private  placement on March 17, 2003, for proceeds
in the amount of $20,000.

On March 17,  2003 the Company  authorized  the  issuance of 500,000  restricted
shares (and $20,000 in cash) in  consideration  for the acquisition of 67 mining
claims.

On March 17, 2003 the Company  authorized  the issuance of 2,000,000  restricted
shares  in  consideration  for  the  acquisition  of ore  and  waste  processing
technology.

Subsequent to December 31, 2002 the Company  granted 475,000 stock options under
the 2003 NQPlan to various directors, officers and consultants of the Company at
the  following  prices:  150,000  shares at a price of $0.60 per share;  325,000
shares  at a price of $4.00 per  share.  On March 28,  2003 the  Company  issued
150,000  shares  upon the  exercise  of stock  options by officers at a price of
$0.60 per share to net the Company proceeds of $90,000.

On April 15,  2003 the  Company  completed  a  private  placement  offering  and
issuance  consisting  of 89,000  shares of common  stock at a price of $1.00 per
share.

On May 15, 2003 the Company  completed  another private  placement  offering and
issuance  consisting  of 21,100  shares of common  stock at a price of $2.50 per
share.

Both  offerings  net the  Company  proceeds  for the 30 June,  2003  quarter  of
$141,750.

Subsequent to June 30, 2003 the Company completed a private placement for 15,000
shares of common stock at a price of $2.50 per share to net the Company proceeds
of $37,500.

Subsequent  to June 30,  2003 the  Company  also  agreed to issue  5,000  common
restricted  shares each to three of its  management  team in lieu of  consulting
fees, for a total issuance of 15,000 shares.



Item 3 - Defaults Upon Senior Securities

         None

Item 4 - Submission Of Matters To A Vote Of Security Holders

         None

Item 5 - Other Information

The Company is in discussions  with several  parties for ore  processing  and/or
mine  reclamation  contracts.  Negotiations  have  been  positive  thus  far and
management  believes  that it will sign one or more  contracts  in the very near
future that could result in significant revenues.



                                       18
<PAGE>

ITEM 6 - EXHIBITS AND REPORTS ON FROM 8-K

(DOCUMENTS INCORPORATED BY REFERENCE)

     (a) Form S-8  Registration  Statement  filed with the U.S.  Securities  and
Exchange  Commission March 24, 2003 to register 1,000,000 shares of common stock
pursuant to the Company's 2003 Nonqualifying Stock Option Plan ("2003 NQPlan").

     (b) Reports on Form 8-K:
          i.   Filed  June 4, 2003  reporting  that the  Company  has  signed an
               agreement  with a premier  intermediate  gold mining  company for
               onsite  validation of its  patent-pending  Xerion Reaction System
               (XRS). A test protocol was pursued however results appeared to be
               skewed.  That  particular  test  protocol was shelved and further
               analysis by the Company is currently underway.
          ii.  The Company has signed a binding  preliminary  agreement  for the
               reclamation  of a smelter slag project in Arizona.  The agreement
               allows Xerion six months to perform tests on the slag to validate
               the reported mineral content before proceeding into production on
               a 50/50 joint venture  basis.  Subsequent  to this filing,  early
               test  results   indicate  that  mineral  reserves  are  generally
               consistent  with joint  venture  representation.  The Company has
               issued  a letter  of  acceptance  to its  joint  venture  partner
               indicating its acceptance to move ahead with the definitive joint
               venture agreement.





 SIGNATURES

     In accordance  with Section 12 of the Securities  Exchange Act of 1934, the
Registrant caused this Registration  Statement to be signed on its behalf by the
undersigned, thereunto duly authorized.

Xerion EcoSolutions Group Inc. (Formerly Immulabs Corporation)

By  Ben Traub

 /s/ Ben Traub                         Dated: August 13, 2003
---------------------------------
     Ben Traub, President

By  Ellen Luthy

 Ellen Luthy                           Dated: August 13, 2003
---------------------------------
    Ellen Luthy, Secretary














                                       19