<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 QUARTERLY PERIOD ENDED DECEMBER 31, 2000

                                       OR

(   )    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934 FOR THE TRANSITION PERIOD FROM __________ TO  _____________



                                                  Commission File Number 0-23153

                                 VOLU-SOL, INC.

        (Exact name of small business issuer as specified in its charter)



        Utah                                               87-0543981
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)



5095 West 2100 South
Salt Lake City, Utah                                                    84120
(Address of principal executive offices)                              (Zip Code)

                                 (801) 974-9474
                           (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 __ -

As of February 8, 2001, the issuer had issued and outstanding  3,136,527  shares
of common stock, par value $.0001.

Transitional Small Business Disclosure Format (Check One): Yes __      No X
                                                                         ---

                                       1

<PAGE>


                                TABLE OF CONTENTS

PART I.  FINANCIAL INFORMATION
                                                                            Page
                                                                             No.
         1.       Financial Statements

                  Unaudited Condensed Consolidated Balance Sheet as of
                  December 31, 2000............................................3

                  Unaudited Condensed Consolidated Statements of Operations for
                  the three months ended December 31, 2000 and 1999............4

                  Unaudited Condensed Consolidated Statements of Cash Flows for
                  the three months ended December 31, 2000 and 1999............5

                  Notes to Unaudited Condensed Consolidated Financial
                  Statements...................................................6

         2.       Management's Discussion and Analysis or Plan of Operation....8


PART II. OTHER INFORMATION....................................................10


         4.       Exhibits and Reports on Form 8-K............................10


         5.       Other Information...........................................10


                                      2

<PAGE>


                                     PART I

 Item 1 - Financial Statements

                          VOLU-SOL, INC. AND SUBSIDIARY
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                   (Unaudited)

ASSETS


<TABLE>
<CAPTION>
                                                                               December 31,
                                                                                  2000
                                                                              --------------
Current assets:
<S>                                                                           <C>
  Cash and cash equivalents                                                   $       51,999
  Accounts receivable, less allowance for doubtful accounts of $21,188                83,840
  Inventories                                                                         55,227
                                                                              --------------
       Total current assets                                                          191,066

Property and equipment, net                                                           49,220
Other assets - deposits                                                                3,022
                                                                             ---------------
       Total assets                                                           $      243,308
                                                                              ==============
LIABILITIES AND SHAREHOLDERS' DEFICIT

Current liabilities:
  Accounts payable                                                            $       43,270
  Accrued liabilities                                                                 74,060
  Preferred stock dividends payable                                                   72,230
  Loan from related party                                                            335,000
                                                                              --------------
      Total current liabilities                                                      524,560
                                                                              --------------

Stockholders' deficit:

Preferred stock, $.0001 par value; 10,000,000 shares authorized 16,138
   shares outstanding (aggregate liquidation preference $39,387)                   3,847,132

Common Stock, par value $.0001; 50,000,000 shares authorized,
   3,136,527 shares issued and outstanding                                               314
Additional paid-in capital                                                         4,687,312
Preferred stock subscriptions receivable                                            (338,300)
Accumulated deficit                                                               (8,477,610)
                                                                              --------------
      Total stockholders' deficit                                                   (281,252)
                                                                              --------------
      Total liabilities and stockholders' deficit                             $      243,308
                                                                              ==============
</TABLE>






         The accompanying notes are an integral part of these unaudited
                     condensed consolidated balance sheets.


                                       3

<PAGE>


                         VOLU-SOL, INC. AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                      Three Months
                                                                   Ended December 31,
                                                                    2000         1999



<S>                                                              <C>             <C>
Sales                                                            $    114,205    $   115,350

Cost of goods sold                                                     70,850         73,051
                                                                 ------------    -----------
      Gross Margin                                                     43,355         42,299
                                                                 ------------    -----------
Selling, general and administrative expenses                          654,704        180,619
      Loss from operations                                           (611,399)      (138,320)
Other income (expense):
      Interest income                                                   2,244              -
                                                                 ------------    -----------
Net loss before provision for income taxes                           (609,105)      (138,320)
Provision for income taxes                                                  -              -
      Net loss                                                       (609,105)      (138,320)
                                                                 ------------    -----------
Dividends on Series A preferred stock                                 (72,230)       (40,100)
Preferred stock accretion                                             (18,020)       (48,291)
                                                                 ------------    -----------
Net loss applicable to common stock                              $   (699,355)   $  (226,711)
                                                                 ------------    -----------
Net loss per common share - basic and diluted                    $      (0.23)   $     (0.41)
                                                                 ------------    -----------
Weighted average common shares outstanding                          3,038,886        544,209
                                                                 ------------    -----------
</TABLE>









         The accompanying notes are an integral part of these unaudited
                       condensed consolidated statements.



                                       4
<PAGE>


                         VOLU-SOL, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                    For the Three Months
                                                                     Ended December 31,
                                                                     2000         1999
                                                                 ------------    -----------

CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                              <C>             <C>
Net income                                                       $   (609,105)   $  (138,320)
Adjustments to reconcile net loss to net cash used in
    operating activities:
Depreciation                                                            7,095         19,875
Stock issued for services                                             150,000         90,000
Options issued for services                                            12,799              -
(Increase) Decrease in:
    Accounts receivable                                                (5,735)         1,236
    Inventories                                                        (4,337)         6,401
    Other assets                                                          250              -
Increase (decrease) in:
    Accounts payable                                                 (147,360)        23,535
    Accrued liabilities                                                34,971         (9,000)
                                                                 ------------    -----------
    Net cash used in operating activities:                           (561,422)        (6,273)
                                                                 ------------    -----------
Cash flows from investing activities                                        -              -

Cash flows from financing activities-
    Proceeds from notes payable                                       335,000              -
                                                                 ------------    -----------
    Net decrease in cash                                             (226,422)        (6,273)
Cash, beginning of period                                             278,421         44,123
                                                                 ------------    -----------
Cash, end of period                                              $     51,999    $    37,850
                                                                 ============    ===========
</TABLE>















         The accompanying notes are an integral part of these unaudited
                       condensed consolidated statements.


                                       5

<PAGE>




                         VOLU-SOL, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Organization and Business Activity

The unaudited condensed  consolidated  financial statements consist of Volu-Sol,
Inc.,  which  is  incorporated  in the  state  of  Utah,  and its  wholly  owned
subsidiary,  Volu-Sol Reagents  Corporation,  which was incorporated on March 5,
1998 in the state of Utah (collectively, the "Company").

The Company engages in the manufacturing,  marketing and distribution of medical
diagnostic stains.

(1)  PRESENTATION OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The accompanying  interim  condensed  consolidated  financial  statements of the
Company  have  been  prepared  consistent  with  generally  accepted  accounting
principles for interim financial information in accordance with the instructions
to Form  10-QSB and Item 310 of  Regulation  S-B.  Accordingly,  such  unaudited
financial  statements  do  not  include  all of the  information  and  footnotes
required by generally  accepted  accounting  principles  for complete  financial
statements.  In the opinion of management,  all adjustments,  consisting only of
normal  recurring  adjustments,   necessary  to  present  fairly  the  financial
position,  results of  operations  and cash flows of the Company for the interim
periods  presented,  have been included.  Operating results for the three months
ended December 31, 2000 are not  necessarily  indicative of the results that may
be expected for the year ending  September 30, 2001.  The Company  suggests that
these condensed  consolidated  financial  statements be read in conjunction with
the financial statements and notes thereto included in the Company's Form 10-KSB
for the year ended September 30, 2000.

(2) RELATED-PARTY TRANSACTIONS

During the three months ended December 31, 2000, the Company  borrowed  $335,000
from an entity controlled by a major shareholder.

(3) INVENTORIES

Inventories  are  stated at the lower of cost  (first-in,  first-out  method) or
market value. Inventories consist of the following as of December 31, 2000:

Raw materials, packaging and supplies                $35,227
Instruments, biological stains and reagents           20,000
                                                    --------
                                                     $55,227

(4) SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES
    ----------------------------------------------------------------------

During the three months ended December 31, 2000, the Company:

|X| Accrued preferred stock dividends payable of $72,230.

|X| Increased  preferred  stock and  decreased  additional  paid-in-capital  for
$18,020 due to accretion.

During the three months ended December 31, 1999, the Company:

|X| Accrued preferred stock dividends payable of $40,100.

|X| Increased  preferred  stock and  decreased  additional  paid-in-capital  for
$48,291 due to accretion.



                                       6

<PAGE>

Actual amounts paid for interest and income taxes are as follows:

                                                  Three Months Ended
                                                      December 31,
                                            -----------------------------------
                                                  2000            1999
                                            -----------------------------------
                  Interest                  $            -      $           -
                                            ===================================
                  Income taxes              $            -      $           -
                                            ===================================

(5)  SERIES A PREFERRED STOCK

On  September 8, 1997,  the Company  amended its  Articles of  Incorporation  to
create a series of  preferred  stock.  The Series A 10%  Convertible  Non-Voting
Preferred Stock, consists of 20,000 shares with $.0001 par value. This series is
part of the  Company's  10,000,000  authorized  shares of  non-voting  preferred
stock.  The holders of the shares are  entitled to  dividends at the rate of ten
percent (10%) per annum on the stated value of the Series A Preferred  Stock (or
$200 per share),  payable in cash or in additional  shares of Series A Preferred
Stock  at  the  discretion  of the  Board  of  Directors.  Dividends  are  fully
cumulative and accrue from the date of original issuance.

(6) NET LOSS PER COMMON SHARE

Basic net loss per common share ("Basic EPS") excludes  dilution and is computed
by dividing net loss by the weighted average number of common shares outstanding
during the period.  Diluted net loss per common share  ("Diluted  EPS") reflects
the potential  dilution that could occur if stock options or other  contracts to
issue common  stock  including  convertible  preferred  stock were  exercised or
converted  into common  stock.  The  computation  of Diluted EPS does not assume
exercise or conversion of securities that would have an anti-dilutive  effect on
net loss per common  share.  Because  the  Company  has  incurred a loss for the
periods  presented,  no exercises or  conversions  have been  considered as they
would be  anti-dilutive,  thereby  decreasing the net loss  applicable to common
shares.

During the three months ended December 31, 2000 the Company issued  45,281shares
of common stock as part of the original  divestiture of the Company from Biomune
Systems, Inc. in the nature of a dividend.

At December  31,  2000,  there were  outstanding  options to purchase  2,600,500
shares of common stock and there were 16,138 shares of Series A Preferred  Stock
outstanding,  convertible  into a minimum of 4,808,000  shares of common  stock.
Approximately 500,500 options relate to options to purchase Biomune common stock
outstanding at the time of the Company's  divestiture from Biomune Systems, Inc.
The  holders of such  Biomune  options  were also  granted  options to  purchase
Volu-Sol common stock.


                                       7

<PAGE>


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

Introduction

         The  Company was  incorporated  in Utah on July 27,  1995,  as a wholly
 owned subsidiary of Biomune Systems,  Inc., a Nevada  corporation  ("Biomune").
 Volu-Sol was organized to engage in the business of manufacturing and marketing
 medical diagnostic stains and solutions and related  equipment,  which business
 operations  were conducted  before that time as an  unincorporated  division of
 Biomune  called the Volu-Sol  Medical  Division.  Biomune  purchased the assets
 comprising  the  Volu-Sol   Medical   Division  in  December  1991  from  Logos
 Scientific,  Inc.  Biomune  transferred  all of the net assets of the  Volu-Sol
 Medical  Division to the Company.  Through the fiscal year ended  September 30,
 1995,  Volu-Sol  operated out of leased  facilities  in Henderson,  Nevada.  In
 October  1995,  the Company  relocated  to West Valley  City,  Utah,  where its
 manufacturing facility and corporate offices are presently located.

         A  total  of  422,244  shares  of  the  Company's   common  stock  were
 distributed  pro rata as a stock dividend to the holders of the common stock of
 Biomune in 1997 (the  "Distribution").  As a consequence  of the  Distribution,
 Volu-Sol  ceased to be a subsidiary  of Biomune and  commenced  operations as a
 separate,  independent company. Volu-Sol continues to conduct the operations it
 conducted as a subsidiary  of Biomune.  The Company's  management  has recently
 developed a new business  plan to broaden the business  emphasis of the Company
 to include  remote  medical  diagnostics  and medical  alert  technologies  and
 services.

 Special Note Regarding Forward-looking Information

         Certain  statements  in  this  Item 2 -  "Management's  Discussion  and
 Analysis or Plan of  Operation"  are  "forward-looking  statements"  within the
 meaning of the Exchange  Act. For this  purpose,  any  statements  contained or
 incorporated  in this report that are not statements of historical  fact may be
 deemed  to  be  forward-looking  statements.  The  words  "believes,"  "plans,"
 "anticipates,"  "expects"  and  similar  expressions  are  intended to identify
 forward-looking  statements.  A number of  important  factors  could  cause the
 actual results of the Company to differ  materially  from those  anticipated by
 forward-looking  statements.  These  factors  include those set forth under the
 caption "Risk  Factors" in Item 6 -  "Management's  Discussion  and Analysis or
 Plan of Operation."

 Business Strategy

         Until  recently,  Volu-Sol's  primary  business  strategy  has  been to
 capitalize on the global  medical  diagnostic  industry by providing  "building
 block"  stains and reagents and to grow through the  selective  acquisition  of
 complimentary  businesses,  devices  and  product  lines.  Management  recently
 determined to pursue a more expanded role in the medical  diagnostic  industry.
 The new business strategy of the Company is outlined in greater detail below.

New Business Direction

         Volu-Sol's  management  has  determined  to  expand  the  scope  of the
Company's  operations to develop  products that provide a powerful way to manage
patient  medical  information and to link patients,  physicians and payors.  The
Company will continue to conduct its medical stains and solutions business under
the  Volu-Sol(TM)  name  and will  operate  its  remote  health  monitoring  and
diagnostic business under the name RemoteMDx(TM).

Results of Operations

Comparison of the Three Months Ended December 31, 2000 to the Three Months Ended
December 31, 1999.

         During the three months ended December 31, 2000, the Company's revenues
totalled  $114,205  compared to $115,350 for the three months ended December 31,
1999. This decrease in revenues  resulted  primarily from a decrease in sales of
reagents.

         Cost of revenues for the three months ended  December 31, 2000 totalled
$70,850  compared to $73,051 for the three months ended  December 31, 1999.  The


                                       8

<PAGE>

overall  gross margin for the three  months  ended  December 31, 2000 was 38% of
revenues  compared to 36% of revenues  for the  comparable  three  months  ended
December  31,  1999.  The  increase  in the gross  margin on sales of stains and
reagents  is  attributable  to  shipping  charges  that  are now  being  paid by
customers as well as a price increase that were implemented. The increased gross
margin results from a continued  effort to create a leaner  production  team and
better inventory management.

         Selling,  general and administrative expenses totalled $654,704 for the
three months ended December 31, 2000,  compared to $180,619 for the three months
ended  December 31, 1999,  an overall  increase of  $474,085.  This  increase is
attributed  to  increased  expenses  associated  with  the  development  of  the
Company's  technology as well as one-time expenses associated with issuing stock
options to non-employees.

         The Company incurred a net loss applicable to common shares of $699,355
for the three months ended  December 31, 2000 compared to a net loss  applicable
to common shares of $226,711 for the three months ended December 31, 1999.  This
increase in net loss is attributable to the expenses incurred in connection with
the new business  direction and  development of technology and issuance of stock
options described in the preceding paragraph.

Liquidity and Capital Resources

         The Company  currently is unable to finance its operations  solely from
its cash flows from operating activities. From October 1, 1993 through March 31,
1999,  Biomune financed the Company's  operations  through a series of loans and
other capital contributions totalling approximately $2,900,000. The Company also
sold shares of Series A Preferred Stock to provide additional working capital.

         The Company  believes that cash generated by operations,  together with
the proceeds from additional  sales of its securities will be sufficient to meet
its capital  requirements  for a minimum of twelve  months.  However  funds from
equity sales may not be available.

         As of December 31,  2000,  the Company had cash of $51,999 and negative
working  capital of $285,494  compared to cash of $37,850 and  positive  working
capital of $39,807 as of December 31, 1999.

         During  the  three  months  ended  December  31,  2000,  the  Company's
operating activities used cash of $561,422, much of which was funded by the sale
of common stock.  During the three months ended December 31, 1999, the Company's
operating  activities used cash in the amount of $6,273, which was funded by the
sale of Series A Preferred Stock.

         The  Company  has  no  credit  facility  with  any  commercial  lending
institution. In the past, the Company borrowed and received capital from time to
time  from  Biomune,  but  the  Company  has no  formal  financing  arrangement,
agreement or understanding for debt financing with Biomune in he future.  During
the three months ended December 31, 2000, the Company  borrowed  $335,000 from a
shareholder,  ADP Management.  Under the terms of a Loan Agreement  entered into
with ADP after the end of the quarter ended  December 31, 2000,  ADP may convert
amounts owing under the agreement to preferred stock.

         The  unaudited  condensed  consolidated  financial  statements  of  the
Company have been prepared on the assumption that the Company will continue as a
going concern.  The Company's product line is limited and the Company has relied
upon borrowings and financing from the sale of its equity  securities to sustain
operations.  Additional financing will be required if the Company is to continue
as a going concern.  If such additional funding cannot be obtained,  the Company
may be  required  to scale  back or  discontinue  its  operations.  Even if such
additional financing is available to the Company, there can be no assurance that
it will be on terms favorable to the Company.  In any event, such financing will
result in immediate and possible substantial dilution to existing shareholders.

                                       9

<PAGE>


                           PART II - OTHER INFORMATION

Item 4.  Exhibits and Reports on Form 8-K

             (a)  Exhibits Required by Item 601 of Regulation S-B

                  No exhibits are filed with this report.

             (b)  Reports on Form 8-K

                  The  Company  filed  no  current  Reports  on Form  8-K in the
quarter ended December 31, 2000.

Item 5.  Other Information

         Subsequent to the quarter ended December 31, 2000, the Company's  Board
of Directors was reorganized.  Ken Westover and Barry Edwards resigned to pursue
other  interests.  The Board  nominated and approved  David G. Derrick and James
Dalton as their successors.  The Board now comprises David G. Derrick,  Chairman
and CEO, James Dalton, Co-Chairman, and Wilford W. Kirton, III.

         The Board also approved the creation of three  operating  divisions and
appointed  management to be  responsible  for those  divisions and operations as
follows:

   |X|   Technology - David G. Derrick will have primary responsibility for this
         division.

   |X|   P.A.L. - James Dalton will be President of this Division.

   |X|   Diagnostics - Wilford W. Kirton will head up this division, in addition
         to his responsibilities for operations generally.

         James Dalton,  56, from 1987 to present,  Mr. Dalton has been the owner
and President of Dalton Development,  a real estate development  company, and in
that capacity has developed and managed several real estate projects. Mr. Dalton
was as a director of Biomune from  February 1996 until 1998. He also served as a
director of Optim from 1996 until 1998. He was our General Manager until January
1996.

         David G. Derrick, 48, has  agreed to  serve as Chairman of the Board of
Directors  after the closing of this  Offering.  Mr. Derrick served as the Chief
Executive  Officer and as Chairman of the Board of  Directors of Biomune and its
subsidiary  Optim,  Inc.  between 1989 and 1998.  From 1996 to 1999 Mr.  Derrick
served as Chairman of the Board of  Directors of The Purizer  Company  (formerly
Bioxide  Corporation).  From  September  1979 to June 1983,  Mr.  Derrick  was a
faculty  member at the  University  of Utah College of Business,  Department  of
Finance.  Mr. Derrick  graduated from the University of Utah College of Business
with a Bachelor  of Science  degree in  Economics  in 1975 and with a Masters in
Business  Administration degree with an emphasis in Finance in 1976. Mr. Derrick
is the brother-in-law of Bill Kirton, our President.  Mr. Derrick is also one of
our significant shareholders.

         Also  subsequent to December 31, 2000, the Company  entered into a loan
agreement  with ADP  Management,  a  company  owned by Mr.  Derrick.  Under  the
agreement, advances made to the Company totaling $335,000, together with accrued
interest, were made a part of the agreement.  ADP also agreed to loan additional
amounts up to an aggregate of $600,000 in  principal.  Amounts  loaned under the
agreement  are  repayable  at the option of ADP in cash or in shares of Series A
Preferred Stock or a series with terms and preferences substantially the same as
the Series A. The Board  approved  a new  series of  preferred  as  required  to
accommodate eventual conversion of the Loans made under the agreement.


                                       10

<PAGE>


                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                            VOLU-SOL, INC.

Date: February 13, 2000            By:      /s/ Wilford W. Kirton, III
                                        ----------------------------------------
                                            Wilford W. Kirton, III,
                                            Chief Executive Officer






Date:  February 13, 1999           By:      /s/ Michael G. Acton
                                        ----------------------------------------
                                            Michael G. Acton,
                                            Acting Principal Accounting Officer



                                       11