IMMULABS CORPORATION



                          Filing Type: 10QSB
                          Description: Quarterly Report
                          Filing Date: May 15, 2002
                           Period End: March 31, 2002


                     Primary Exchange: Over the Counter Bulletin Board
                               Ticker: IMLB





<PAGE>

                    U. S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   FORM 10-QSB
(Mark One)

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

For the quarter ended March 31, 2002
                      --------------

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

For the transition period from ___________________ to ___________________

Commission File No. 0-26760
                    -------
                              Immulabs Corporation
                 ----------------------------------------------
                 (Name of Small Business Issuer in its Charter)
Colorado                                                              84-1286065
--------                                                              ----------
(State or Other Jurisdiction of                               (I.R.S. Employer
incorporation or organization)                                Identification No)

                              222 - 99 Begin Street
                          Coquitlam, BC V3K 6R5 Canada
                  --------------------------------------------
                                 (604) 526-3567
                          -----------------------------

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 Company was  required to file such  reports),  and (2) has been
subject to such filing requirements for the past 90 days.

   (1)   Yes     X        No              (2)   Yes     X        No
                ---             ---                    ---             ---
     (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)
                                 Not Applicable

                     (APPLICABLE ONLY TO CORPORATE ISSUERS)
State the number of shares outstanding of each of the Issuer's classes of common
equity, as of the latest practicable date:
                                  May 10, 2002

                           Common - 39,097,661 shares

                       DOCUMENTS INCORPORATED BY REFERENCE

A description of any "Documents Incorporated by Reference" is contained in Item
6 of this Report.

Transitional Small Business Issuer Format     Yes              No     X
                                                    ---              ---



<PAGE>


                              Immulabs Corporation
                     (formerly North American Resorts, Inc.)

                Form 10-QSB for the Quarter ended March 31, 2002

                                Table of Contents

                                                                            Page

Part I - Financial Information

  Item 1   Financial Statements                                               3

  Item 2   Management's Discussion and Analysis or Plan of Operation         10

Part II - Other Information

  Item 1   Legal Proceedings                                                 12

  Item 2   Changes in Securities                                             13

  Item 3   Defaults Upon Senior Securities                                   13

  Item 4   Submission of Matters to a Vote of Security Holders               13

  Item 5   Other Information                                                 13

  Item 6   Exhibits and Reports on Form 8-K                                  13

Signatures                                                                   13


                                       2
<PAGE>
<TABLE>
<CAPTION>

Part I - Item 1

Immulabs Corporation
(A Development Stage Company)
Balance Sheets


                                                                              As at       As at
                                                                            March 31,  December 31,
                                                                              2002          2001
                                                                                $           $
                                                                           (unaudited)  (audited)
<S>                                                                        <C>          <C>
ASSETS

Current Assets

Cash                                                                            1,930         2,276
---------------------------------------------------------------------------------------------------
Total Assets                                                                    1,930         2,276
===================================================================================================


LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities

Accounts payable (Notes 3(a)(ii) and 5(b))                                    595,823       472,597
Accrued liabilities                                                             4,592         3,792
Loans from a related party (Note 4)                                            32,400        32,400
---------------------------------------------------------------------------------------------------

Total Liabilities                                                             632,815       508,789
---------------------------------------------------------------------------------------------------


Stockholders' Deficit

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

Common Stock,  $0.001 par value 300,000,000  shares  authorized
39,097,661 shares issued and outstanding                                       39,098        39,098

Additional Paid-in Capital                                                  6,711,536     6,711,536

Stock based compensation                                                    1,873,815     1,873,815

Deficit Accumulated During the Development Stage                           (9,255,334)   (9,130,962)
---------------------------------------------------------------------------------------------------
Total Stockholders' Deficit                                                  (630,885)     (506,513)
---------------------------------------------------------------------------------------------------

Total Liabilities and Stockholders' Deficit                                     1,930         2,276
===================================================================================================
</TABLE>

Commitments and Contingencies (Notes 1 and 5)




                                        3

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


<PAGE>
<TABLE>
<CAPTION>

Immulabs Corporation
(A Development Stage Company)
Statements of Operations


                                                Accumulated from
                                                November 1, 1985      For the Three Months
                                              (Date of Inception)            Ended
                                                  to March 31,             March 31
                                                       2002           2002           2001
                                                        $              $              $
                                                   (unaudited)    (unaudited)    (unaudited)
<S>                                                <C>             <C>            <C>

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


Expenses

General and Administrative

Accounting and audit                                    26,300            500          2,500
Amortization                                             2,833           --             --
Financial services                                      56,266           --           56,266
Investor relations                                     170,786           --           12,574
Legal                                                1,013,007           --              296
Management fees (Notes 5(a) and (b))                   582,000         90,000         90,000
Office                                                   2,559            372            242
Salaries                                               137,500         33,000          5,500
Stock based compensation (Note 3(a)(ii) and (b))     1,873,815           --         (278,012)
Transfer agent and regulatory                           13,138            500          1,137
Travel and promotion                                     7,111           --              680
--------------------------------------------------------------------------------------------

                                                     3,885,315        124,372       (108,817)
--------------------------------------------------------------------------------------------

Selling and Marketing

Advertising                                             89,238           --             --
Marketing                                               13,500           --            4,500
Option agreement written-off                            15,000           --             --
--------------------------------------------------------------------------------------------

                                                       117,738           --            4,500
--------------------------------------------------------------------------------------------

Total Expenses                                       4,003,053        124,372       (104,317)
--------------------------------------------------------------------------------------------

Income (Loss) from Continuing Operations            (4,003,053)      (124,372)       104,317
--------------------------------------------------------------------------------------------
Income (Loss) from Discontinued Operations          (5,252,281)          --             --
 --------------------------------------------------------------------------------------------

Net Income (Loss) For the Period                    (9,255,334)      (124,372)       104,317
============================================================================================


Net Income (Loss) Per Share - Basic                                      (.01)           .01
============================================================================================


Weighted Average Shares Outstanding                                39,098,000     39,052,000
============================================================================================
</TABLE>

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



                                       4

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

<PAGE>

Immulabs Corporation
(A Development Stage Company)
Statements of Cash Flows


                                                        For the Three Months
                                                                Ended
                                                              March 31,
                                                        2002          2001
                                                          $             $
                                                     (unaudited)   (unaudited)

Cash Flows to Operating Activities

Net loss for the period                                (124,372)      104,317

Adjustments to reconcile net loss to cash

Stock based compensation                                   --        (218,172)

Change in non-cash working capital items

Increase in accounts payable and accrued liabilities    124,026        54,761
-----------------------------------------------------------------------------

Net Cash Used in Operating Activities                      (346)      (59,094)
-----------------------------------------------------------------------------

Cash Flows from Financing Activities

Advances from a related party                              --           5,000
-----------------------------------------------------------------------------

Net Cash From Financing Activities                         --           5,000
-----------------------------------------------------------------------------

Cash Flows to Investing Activities                         --            --
 -----------------------------------------------------------------------------

Decrease in Cash                                           (346)      (54,094)

Cash - Beginning of Period                                2,276        55,838
 -----------------------------------------------------------------------------

Cash - End of Period                                      1,930         1,744
=============================================================================

Non-Cash Financing Activities

Shares cancelled and returned to treasury                  --         (82,950)
=============================================================================

Supplemental Disclosures

Interest paid                                              --            --
Income tax paid                                            --            --
=============================================================================


                                       5

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

<PAGE>


Immulabs Corporation
(A Development Stage Company)
Notes to the Financial Statements


1.   Nature of Operations and Continuance of Business

     Immulabs Corporation, formerly North American Resorts, Inc. (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 and North American
     Resorts, Inc. in March 1995.

     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 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.

     Effective  September  1, 2000,  as filed with the State of Colorado on June
     30, 2000, the Company changed its name to Immulabs Corporation.  The shares
     of the Company currently trade on the Over the Counter Bulletin Board under
     the ticker symbol "IMLB".

     On March 22, 2000 the  Company  amended its  Articles of  Incorporation  to
     allow for the  issuance  of up to  300,000,000  shares of $0.001  par value
     common  stock.  Further on May 30, 2000 the  Company's  Board of  Directors
     effected a 1 new for 1,000 old  consolidation of the issued and outstanding
     shares which was approved by  shareholders on March 20, 2000.  Further,  on
     November 2, 2000, the Company's  Board of Directors  effected a 4 new for 1
     old 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.

     On October 1, 2000 the Company  entered into an Assignment  Agreement  with
     Aggressive  American  Capital  Partners,   Inc.,  a  significant   majority
     shareholder and a Company controlled by the President, in which the Company
     obtained the exclusive  rights to an Option  Agreement  dated  February 23,
     2000,  amended  April 11, 2000 and June 8, 2000,  for  $15,000,  to acquire
     Quest Research Group, Inc.  ("Quest") and its various  technologies.  Quest
     owns  proprietary  intellectual  property  that can be used to identify and
     isolate  harmful gasses in cigarette  smoke and prove  scientifically  that
     cigarette  smoke destroys  human white blood cells.  Quest is disputing the
     Option  Agreement  and the  Company is  currently  seeking  to resolve  the
     dispute through  arbitration and appropriate  legal recourse.  As a result,
     the $15,000 payment was written-off to operations in fiscal 2000. To obtain
     a 50% interest in Quest the Company was to invest  $1,600,000 which time to
     pay is  purported  to have  passed.  To  purchase  the balance of Quest the
     Company was to pay $175,000,000 within five years of the first option being
     exercised.  Further  to this the  Company  has  learned  that  Quest has no
     assets; so it is unlikely that the Company can recover any damages.

     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 find a business,  complete  its  acquisition  and then  execute upon 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.

                                       6
<PAGE>


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.

     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 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.

     Accounting for Stock Based Compensation

     The  Company  has  adopted  SFAS  No.  123   "Accounting  for  Stock  Based
     Compensation"  which  requires that stock awards  granted are recognized as
     compensation expense based on their fair market value at the date of grant.

     Use of Estimates and Assumptions

     The  preparation  of  financial  statements  requires  management  to  make
     estimates and assumptions that affect the amounts reported in the financial
     statements and accompanying  notes.  Actual results could differ from those
     estimates.

     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.


3.   Share Capital

     (a)  Common Stock

          (i)  During fiscal 2001 the Company  issued  140,833 shares to various
               consultants  at a fair  market  value  of  $59,840  for  investor
               relations and financial advisory services.

          ii)  During  fiscal 2001  certain  stock  options were  rescinded  and
               204,600 shares were cancelled and returned to treasury.  The cash
               consideration  previously received of $82,950 is repayable to the
               optionees   and  included  in  accounts   payable.   Stock  based
               compensation of $278,012 was reversed.

                                       7
<PAGE>


3.   Share Capital (continued)

     (b)  Stock options

     On June 30, 2000, the Company filed a Form S-8 Registration statement under
     The Securities Act of 1933 with the U.S. Securities and Exchange Commission
     to register 2,800,000 shares of common stock pursuant to the Company's 2000
     Nonqualifying  Stock Option Plan ("2000  NQPlan").  This 2000 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
     2000 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 2000 NQPlan.


     On June 30, 2000, the Company filed a Form S-8 Registration Statement under
     The Securities Act of 1933 with the U.S. Securities and Exchange commission
     to register 3,200,000 shares of common stock pursuant to the Company's 2000
     Qualifying Stock Option Plan ("2000 QPlan"). This 2000 QPlan is intended to
     provide  the key  employees  of the  Company  an  incentive  through  stock
     ownership  in the Company  and  encourage  them to remain in the  Company's
     employ. Any options granted under the 2000 QPlan must be granted within ten
     (10) years of the adoption date of the 2000 QPlan.  The option price may be
     determined by the  administrating  committee and shall not be less than the
     greater of the (i) par value of the Company's Common Stock or (ii) the fair
     market value of the Company's stock on the date that the option is granted.
     All  granted  options  shall be of a term  selected  by the  administrating
     committee, but in no event be for a term of longer than ten (10) years from
     the grant date.

     On June 30, 2000, the Company granted options to purchase 600,000 shares at
     an exercise price of $1.00 per share under the 2000 NQPlan to an individual
     providing  acquisition and merger consulting  services.  These options were
     exercised in fiscal 2000.

     On August 31, 2000,  the Company  granted  options to the Company's  former
     President and Chief Executive  Officer to purchase  1,200,000  shares at an
     exercise  price of $5.50 per  share  under  the 2000  NQPlan as to  400,000
     shares  and the 2000  QPlan as to  800,000  shares.  The  former  President
     exercised QPlan options to acquire 722,728 shares on September 11, 2000.

     On October 17, 2000 the Company granted options to purchase  400,000 shares
     at an  exercise  price of $5.00  per  share  under  the  2000  NQPlan  to a
     consultant.  The  consultant  exercised  options to acquire  100,000 shares
     during fiscal 2000.

     On October 27, 2000 the Company granted options to purchase  400,000 shares
     at an  exercise  price of  $11.25  per share  under the 2000  NQPlan to the
     President of the Company.

     n November 3, 2000 the Company granted options to purchase 40,000 shares at
     an  exercise  price of $2.50 per share  under  the 2000  NQPlan to  various
     directors, officers and consultants of the Company.

     On January 23, 2001 the Company  repriced all outstanding  2000 QPlan stock
     options to $0.80 and 2000 NQPlan stock options to $0.75.

     On January 23, 2001 the Company  granted  options to purchase 20,000 shares
     at an  exercise  price of $0.75  per  share  under  the 2000  NQPlan to two
     directors of the Company.

                                       8
<PAGE>


3.   Share Capital (continued)

     (b)  Stock options (continued)

     On March 16, 2001 the Company granted options to purchase 200,000 shares at
     an  exercise  price  of  $0.001  per  share  under  the  2000  NQ Plan to a
     consultant of the Company.

                                                Weighted
                                  Shares         Average      Remaining
                              Under Option     Option Price    Life in
                                    #                $          months

     Beginning of period        1,437,272           0.65           104
     Granted                         --                           --
     Exercised                       --                           --
     -----------------------------------------------------------------

     End of period              1,437,272           0.65           101
     =================================================================



4.   Related Party Transactions and Balances

     The  amounts  due  to  a  related  party   represent  cash  loans  and  are
     non-interest  bearing,  unsecured and without  specific  terms of repayment
     except for $17,400 which bears interest at 7% per annum.  Accrued  interest
     of  $1,092  has  been  charged  to  operations   and  included  in  accrued
     liabilities.


5.   Commitments

     (a)  Effective July 1, 2000 the Company entered into a Management Agreement
          with  Cyclone  Financing  Group  Inc.  ("Cyclone"),  in the  amount of
          $50,000 per month plus reasonable  expenses.  This amount represents a
          management fee payable for the management of the Company's affairs. As
          of December  31,  2000,  $170,000  was paid under this  agreement  and
          $130,000  was  forgiven by Cyclone.  From January 1, 2001 to March 15,
          2001 the monthly  fee was  reduced to $30,000 per month.  On March 15,
          2001, the agreement was terminated.

     (b)  Effective  March  16,  2001  the  Company  entered  into a  Management
          Agreement  with  Aggressive  American  Capital  Partners,  Inc. to pay
          $30,000 per month.  As at March 31,  2002 unpaid fees of $375,000  are
          included in accounts payable.

     (c)  On October 31, 2000 the Company  entered into an Assignment  Agreement
          with  Aggressive  American  Capital  Partners,   Inc.,  a  significant
          majority  shareholder  and a Company  controlled by the President,  in
          which the Company obtained the exclusive rights to an Option Agreement
          dated February 23, 2000,  amended April 11, 2000 and June 8, 2000, for
          $15,000,  to acquire  Quest  Research  Group,  Inc.  ("Quest") and its
          various  technologies.  Quest owns proprietary  intellectual  property
          that can be used to identify and isolate  harmful  gasses in cigarette
          smoke and prove  scientifically  that  cigarette  smoke destroys human
          white blood cells.  Subsequent to the year end, Quest is disputing the
          Option  Agreement and the Company is currently  seeking to resolve the
          dispute  through  arbitration and  appropriate  legal  recourse.  As a
          result,  the $15,000  payment was  written-off to operations in fiscal
          2000.  To obtain a 50%  interest  in Quest the  Company  was to invest
          $1,600,000 which time to pay is purported to have passed.  To purchase
          the balance of Quest the Company was to pay  $175,000,000  within five
          years of the first option being exercised. Further to this the Company
          has  learned  that Quest has no  assets;  so it is  unlikely  that the
          Company can recover any damages.


                                       9
<PAGE>

Part I - Item 2

Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations

(1)  Caution Regarding Forward-Looking Information

Many  important  factors may affect the Company's  likelihood of future  success
including;  difficulties  in  successfully  raising capital (given the Company's
lack of operating history,  lack of profitable  operations presently and for the
foreseeable future and limitations on the market for the Company's  securities),
in  developing  and  commercializing  its  products  (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  products in commercial  quantities at
reasonable  costs,  in  competing  successfully  against  other  products and in
marketing products successfully and in successfully addressing the concerns and/
or  obtaining  the  support of lobbies  in  various  countries.  There can be no
assurance  that the  Company  will be  successful  in its efforts to develop and
commercialize  new  products.  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 operation or results to
differ materially from those that are anticipated.

Certain  information  included  in the  Company's  releases  and filings to date
contain  statements that are forward looking,  such as statements related to the
future anticipated  direction of the industry,  plans for future expansion,  the
ability to acquire the  technologies  described and the Company which  developed
these  technologies,  expected  independent  validation of the  technologies  or
product(s), success or potential of the technologies described and acceptance of
such  technologies  by industry  and the market,  various  business  development
activities, planned capital expenditures,  future funding resources, anticipated
sales growth and potential contracts and subsequent return for investors.  These
are all  forward  looking  statements,  and are subject to a number of known and
unknown risks and uncertainties  that could cause actual operation or results to
differ materially from those that are anticipated.

While  Immulabs'  stated  mission is to develop  revolutionary  technology  into
highly focused and  successful  businesses,  it is unrealistic  and premature to
speculate  on  Immulabs'  future  revenue  at  this  time,   except  as  to  the
difficulties involved.

Immulabs  entire 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 continues to have no
revenues.


                                       10
<PAGE>

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

As of the  date of  this  filing,  the  Company  has no  operations,  assets  or
liabilities.  Accordingly,  the  Company is  dependent  upon  management  and/or
significant  shareholders to provide  sufficient working capital to preserve the
integrity of the  corporate  entity at this time. It is the intent of management
and significant  shareholders to provide sufficient working capital necessary to
support  and  preserve  the  integrity  of the  corporate  entity.  The  Company
continues actively seeking a suitable merger or acquisition candidate(s).

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 current  management  group continues to actively seek,  investigate  and, if
warranted,  acquire  an  interest  in  one or  more  business  opportunities  or
ventures.  The Company's initial mission was to primarily acquire  revolutionary
BioTech/BioMed technologies that were near market readiness and to develop those
technologies  for  global  commercialization.  To this end,  in  November  2000,
Immulabs  acquired the exclusive  rights to purchase  technologies  developed by
Quest Research Group, Inc. ("Quest") of Boston, Massachusetts,  and to buy up to
100% of the  company  itself.  Quest's  biotech  research  had  resulted  in the
development of two  technologies  of interest to the Company,  which the Company
sought to commercialize.  Quest subsequently disputed the Option Agreement;  and
the  Company  sought  arbitration  and  legal  recourse.   However  the  Company
determined  that it was  unlikely  that the  Company  could  recover any damages
because Quest has no assets.

In  furtherance  of its emphasis on health and wellness,  the Company then began
evaluating  potential  opportunities in the area of improved  lifestyles for the
aging population.  However to date, no agreements have been reached.  Nor is the
Company restricting it's search to this one exclusive area.

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<PAGE>

It is the intent of the current  management to continue seeking further suitable
situations for merger or acquisition.  Further, the Registrant is dependent upon
management and/or significant shareholders to provide sufficient working capital
to preserve the integrity of the corporate  entity during this phase.  It is the
intent of management and significant  shareholders to provide sufficient working
capital necessary to support and preserve the integrity of the corporate entity.

However,  there is no assurance that the Registrant will be able to structure or
finance and/or acquire any business opportunity or venture.

The Company has two ongoing  material  contractual  agreements.  The Company has
entered into a management  services  agreement with Aggressive  American Capital
Partners,  Inc. for management services, at the rate of $30,000.00 per month. In
addition,  the  Company  has  entered  into an  employment  agreement  with  its
President for remuneration of $10,000.00 per month.

For these and any other material commitments of the Company, the Company, facing
a  difficult  financial  environment  in the public  markets,  may  require  the
assistance  of  management  and  significant  shareholders  to  continue to meet
financial  obligations  and other needs within the  near-term.  The Company does
intend,  however,  to first attempt to raise further  financing  through private
placements with accredited investors.

Part II - Other Information

Item 1 - Legal Proceedings

To the best of the  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.  None of the Officers and Directors
has been  convicted  of a felony  and none has been  convicted  of any  criminal
offense,  felony or  misdemeanor,  relating  to  securities  or  performance  in
corporate office. To the best of the knowledge of the Officers and Directors, no
investigations of felonies,  misfeasance in office or securities  investigations
are either pending or threatened at the present time.

The Company's  only pending legal matter is that it is currently  seeking action
to compel  arbitration or mediation,  pursuant to contract,  in order to resolve
the option  agreement  dispute with Quest Research  Group Inc. of Boston,  Mass.
Quest Research Group Inc.  informed the Company in February,  2001 that it takes
issue with the  Company's  performance  under the present  option  agreement and
wishes to terminate  the same.  In its review of this matter with  counsel,  the
Company has  discovered  other  resulting  legal issues  related to the position
which the Company  plans to  advance,  and has  contacted  Quest  repeatedly  to
require  mediation  or  arbitration  as  provided  for in the option  agreement.
However,  the Company has yet to receive  any reply and has  therefore  retained
counsel to pursue  necessary legal channels to compel this  alternative  dispute
resolution mechanism.

                                       12

<PAGE>


Item 2 - Changes in Securities
None during current year - Refer to Notes to Financial statements.

Item 3 - Defaults on Senior Securities
     None

Item 4 - Submission of Matters to a Vote of Security Holders
     None

Item 5 - Other Information
     None

Item 6 - Exhibits and Reports on Form 8-K
     None


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

                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
                                                            Immulabs Corporation
May 10, 2002                                                   /s/ Bruce Deildal
----------------                              ----------------------------------
                                                                   Bruce Deildal
                                                          President and Director
May 10, 2002                                                     /s/ Ellen Luthy
----------------                              ----------------------------------
                                                                     Ellen Luthy
                       Chief Financial Officer, Secretary-Treasurer and Director


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