SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549

                           FORM 10-K

          Annual Report Pursuant to Section 13 or 15(d)
             of the Securities Exchange Act of 1934

For the Fiscal Year Ended 12/31/00  Commission File Number 0-10822

                           BICO, Inc.
     (Exact name of registrant as specified in its charter)

         Pennsylvania                     25-1229323
(State or other jurisdiction of        (I.R.S. Employer
 incorporation or organization)      Identification Number)

2275 Swallow Hill Road, Bldg. 2500, Pittsburgh, Pennsylvania  15220
     (Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code (412) 429-0673

Securities registered pursuant to Section 12(b) of the Act:  None

   Securities registered pursuant to Section 12(g) of the Act:
                  Common Stock, $.10 par value

Indicate  by check mark whether the registrant (1) has filed  all
reports  required  to be filed by Section  13  or  15(d)  of  the
Securities  Exchange Act of 1934 during the preceding  12  months
and (2) has been subject to such filing requirements for the past
90 days.   Yes   X       No  ___

Indicate  by  check  mark  if  disclosure  of  delinquent  filers
pursuant  to Item 405 of Regulation S-K is not contained  herein,
and will not be contained, to the best of registrant's knowledge,
in  definitive  proxy or information statements  incorporated  by
reference in Part III of this Form 10-K, or any amendment to this
Form 10-K. [ ]

The   aggregate  market  value  of  the  voting  stock  held   by
nonaffiliates of the registrant as of February 20, 2001:

Common Stock, $.10 par value --$135,085,878

As  of  December 31, 2000, 1,383,704,167 shares of common  stock,
par value $.10 per share, were outstanding.

As  of  December  31, 2000, zero shares of preferred  stock,  par
value $10 per share, were outstanding.

           Exhibit index is located on pages 40 to 42

Item 1.  Business

General Development of Business

BICO, Inc. was incorporated in the Commonwealth of Pennsylvania
in 1972 as Coratomic, Inc.   In June 2000, we changed our
corporate name from Biocontrol Technology, Inc. to BICO, Inc.
Our operations are located at 625 Kolter Drive in Indiana,
Pennsylvania, 15701, and our administrative offices are located
at 2275 Swallow Hill Road, Pittsburgh, Pennsylvania, 15220.

Our primary business is the development and manufacture of new
devices, which include models of a noninvasive glucose sensor,
procedures relating to the use of regional extracorporeal
hyperthermia in the treatment of cancer, and environmental
products, which help to clean up oil spills.  Our noninvasive
glucose sensor helps diabetics measure their glucose without
pricking their fingers or having to draw blood.  Regional
extracorporeal hyperthermia is a system that recirculates the
patient's blood in a specific area of the body after the blood
has been heated outside the body.  The recirculated blood's
higher temperature helps treat certain diseases by inducing an
artificial fever that kills targeted cells.

We have several subsidiaries that specialize in those different
projects.  Diasensor.com, Inc. manages the noninvasive glucose
sensor project.  ViaCirQ, Inc. - formerly IDT - handles the
hyperthermia project, a technology called the ThermoChem System,
that induces an artificial fever to help treat diseases.
Petrol Rem, Inc. handles our environmental products PRP, BIOSOK
and BIOBOOM  that help clean up oil spills and other pollutants
in water.

Forward-Looking Statements

From time to time, we may publish forward-looking statements
relating to such matters as anticipated financial performance,
business prospects, technological developments, new products,
research and development activities, the regulatory approval
process, specifically in connection with the FDA marketing
approval process, and similar matters.  You need to know that a
variety of factors could cause our actual results to differ
materially from the anticipated results or other expectations we
expressed in our forward-looking statements.  The risks and
uncertainties that may affect our operations, performance,
research and development and results include the following:
additional delays in the research, development and FDA marketing
approval of the noninvasive glucose sensor; delays in the
manufacture or marketing of our other products and medical
devices; our future capital needs and the uncertainty of
additional funding; competition and the risk that the noninvasive
glucose sensor or our other products may become obsolete; our
continued operating losses, negative net worth and uncertainty of
future profitability; potential conflicts of interest; the status
and risk to our patents, trademarks and licenses; the uncertainty
of third-party payor reimbursement for the sensor and other
medical devices and the general uncertainty of the health care
industry; our limited sales, marketing and manufacturing
experience; the amount of time or funds required to complete or
continue any of our various products or projects; the attraction
and retention of key employees; the risk of product liability;
the uncertain outcome and consequences of the lawsuits pending
against us; our ability to maintain a trading market for our
common stock; and the dilution of our common stock.

Description of Business

Development of the Noninvasive Glucose Sensor

Along with Diasensor.com, we have completed the development of
the first commercial noninvasive glucose sensor, which is able to
measure the concentration of glucose in human tissue without
requiring the drawing of blood.  Currently available glucose
monitors require the drawing of blood by means of a finger prick.

Our initial research and development with insulin pumps led to a
theory by which blood glucose levels could be detected
noninvasively by correlating points on the infrared spectrum that
are reflected by electromagnetic energy through the skin.  We
studied this method in 1986 and 1987 using laboratory instruments
and working with consultants at Battelle Memorial Institute in
Columbus, Ohio.  The results of the studies provided information
regarding the use of infrared light in the noninvasive
measurement of glucose.  The information from the studies, along
with later additional work, led to a patent application by our
research team in 1990.  A patent covering the method was granted
to our research team and assigned to Diasensor.com in December
1991.  Diasensor.com purchased those patent rights from us under
a purchase agreement.  We filed a second patent application in
December 1992, which was granted in January 1995.  That second
filing contained new claims, which extended the coverage of the
patent based on additional discoveries and data obtained since
the original patent was filed.  We assigned the rights to that
patent to Diasensor.com.   We developed additional concepts to
improve the capability of the instrument to recognize blood
glucose, and, in May 1993, filed corresponding patent
applications.  As of November 2000, a total of 13 patents have
been issued, with additional patent applications pending.  We
have the right to develop and manufacture sensors based on
contracts with Diasensor.com.

Our research team advanced this technology base through the
development of several research prototypes, which were tested in
human clinical trials.  We conducted a trial on 110 human
subjects in March 1992.  In that trial, we recorded spectral,
blood and chemical data for analysis in order to develop
calibration data for the noninvasive glucose sensor.  We
conducted a second trial on 40 human subjects in July 1992 that
indicated that the device did not have a satisfactory signal-to-
noise ratio to allow for sufficient accuracy to be acceptable for
patient use.  Signal-to-noise ratio is determined by the
relationship of the signal, which is the glucose level, and the
noise, which are the random interferences, such as differences in
skin surfaces.  We conducted other trials at several testing
sites under the guidance of the sites' Institutional Review Board
using prototypes, which addressed the signal -to-noise problem.
We designed and constructed those prototypes to simulate
production models.

On January 6, 1994, we submitted the initial 510(k) Notification
to the Food and Drug Administration for approval to market the
production model, the Diasensor 1000.  A 510(k) Notification is a
type of FDA filing used to ask the FDA to approve a device for
sale in the U.S.  We based the submission on data obtained from
the advanced research prototypes, since we believed that the
production model would be identical to the advanced prototypes.
In February 1996, the FDA convened a panel of advisors to make a
recommendation regarding our 510(k) Notification.  The majority
of the panel members recommended that we conduct additional
testing and clinical trials of a production model prior to
marketing the Diasensor 1000.  We, along with Diasensor.com,
announced that we would remain committed to bringing the
Diasensor 1000 to diabetics, and that additional research,
development and testing would continue.

Due to continued delays in the FDA approval process, and while
continuing to work with the FDA and conduct its mandated testing,
we turned our focus to other markets for the Diasensor 1000
besides the U.S.

In 1998, we, as designer and manufacturer of the device, were
awarded International Organization for Standardization
certification by TUV Rheinland, a German company authorized to
conduct such audits, which was contracted to perform an audit of
our quality system.  We were awarded ISO Certification to the
9001 standard, which is evidence that we have, in place, a total
quality system for the design, development and manufacture of our
products.  We were also awarded EN46001 Certification, indicating
we meet European standards for medical devices.  Once the ISO
9001 certification was approved, and a technical file was
submitted and approved by TUV Rheinland, we received approval to
apply a CE mark to the device. Much like an Underwriters
Laboratory "UL" mark, the CE mark is provided by the regulatory
bodies of the European Community, or by authorized private
bodies, such as TUV Rheinland, to indicate that the device
adheres to "quality systems" of the ISO and the European
Committee for Standardization.  The CE mark permits us to sell
the Diasensor in Europe.

With regard to marketing the device within the United States, we
continued to work with the FDA to obtain approval.  After
discussions with the FDA, we submitted a revised 510(k)
Notification in October 1996, which was followed by continued
discussions with the FDA.  During 1997 and 1998, we continued to
meet with the FDA, and established a protocol for in-home testing
of the Diasensor 1000.  Due to our cash flow problems during
1998, testing did not proceed at the pace originally anticipated,
and completion of the testing was delayed.

We continued various aspects of the Diasensor development, which
resulted in a method that will allow the patient to transmit the
readings generated by the noninvasive glucose sensor to the
patient's clinic or physician.  Following an in-depth marketing
study, we determined that the machines with this capability are
more attractive to the patient, since there is the possibility of
selling a telemedicine service which includes the machine, the
patient, and his or her physician.  This model of the Diasensor
has been named the Diasensor 2000 to differentiate between the
earlier models.  Based on advice from the FDA, we decided it was
in our best interest to submit a PreMarket Approval Application
to the FDA, rather than continue with the 510(k) Notification
process, in order to seek FDA approval for the Diasensor 2000.
In 1999 the FDA implemented a new PMA system.  Under the new
system, individual modules - or parts - of a PMA submission can
be made, as they are ready.   We discuss our PMA submissions in
the "Current Status of the Noninvasive Glucose Sensor" section,
which follows.

The Diasensor is a spectrophotometer, which is a machine capable
of illuminating a small area of skin on a patient's arm with
infrared light, and then making measurements from the infrared
light that is reflected back into the device.  The device then
displays the measurement in a window on the top of the device for
the user to read.  The Diasensor uses internal mathematical
calculations and customized software to calculate a glucose
measurement.

Since the Diasensor will be calibrated individually, each
instrument will be sold in the U.S. by prescription only and will
be calibrated in the patient's home.  This feature may limit the
marketability of the Diasensor, and if the device is unable to
qualify for third-party reimbursement - which means if the health
insurance companies won't pay for it -we will have a hard time
marketing and selling the device.

Current Status of the Noninvasive Glucose Sensor

We were hampered by cash flow problems during 1998, so we didn't
make as much progress on the noninvasive glucose sensor project
as we planned.  Once we raised more money, we restarted our
discussions with the FDA.  We hired Joslin Diabetes Center to
help us with the FDA in August 1999.  Joslin Diabetes Center
designed and is conducting the clinical trials the FDA requires
before they will give us approval to market the sensor.

Our contract with Joslin calls for Joslin's representatives to
conduct a clinical study on the effectiveness of the Diasensor
2000.  The study is contingent upon FDA approval of the Joslin
protocol for the clinical study, which we obtained in August
2000.  We had a meeting with the FDA in October 1999 to focus on
the protocol, and we made revisions to the protocol to comply
with the FDA's recommendations.  In the Joslin contract, we
agreed to pay for the study, and Joslin agreed to provide us with
a report on the data gathered.  Joslin also has the right,
subject to confidentiality provisions, to publish the results of
the clinical trials.  The Joslin contract requires us to pay fees
for their services - those fees will be paid when we pay for the
clinical trials and will be based on the number of patients
enrolled in the study.  We are negotiating similar agreements
with four additional sites.

In addition to the agreement with Joslin, we took other
significant steps toward FDA approval.  In February 1999 we
submitted a PMA shell to the FDA for the Diasensor.  The PMA
shell is part of a relatively new FDA procedure, which divides
submissions into modules, or parts.  These modules, which were
designed to facilitate and expedite FDA review, contain different
pieces of the full PMA submission.  However, from both our own
experience and by observing other module submissions, we do not
believe that the FDA intends to "approve" the PMA one module at a
time.  Rather, we have had meetings with the FDA, including the
October 1999 meeting, where requirements for the "next step" in
the process have been discussed without a specific FDA finding on
prior submissions.

In May 1999, we submitted the first module, which covered
manufacturing methods and procedures for the Diasensor 2000.  The
FDA asked for additional information in September 1999, and we
responded.  We filed the second module in May 2000.  The second
module contained information regarding electrical and mechanical
standards for the FDA's requirements on safety and effectiveness,
and a description of how our noninvasive glucose sensor will be
used by patients.  Future modules will include raw data and
laboratory study methods and test results.  The final PMA
submission will include human clinical results and a summary of
safety and effectiveness data.

We met with the FDA in October 1999, and at that meeting, the FDA
made further recommendations regarding the protocol for the
upcoming clinical trials.  In November 1999, the FDA requested
further information.  With the help of our outside consultants,
we finished compiling all that additional information, and in
July 2000 we submitted an Investigational Device Exemption to the
FDA that included the protocol for our clinical trials.  An
Investigational Device Exemption is a request to the FDA for
approval to conduct clinical trials on a device that is not FDA-
approved.  The FDA approved the protocol for our clinical trials
in August 2000.

Clinical trials began in October 2000 at Joslin Diabetes Center
in Boston.  The trials were designed for a total of 125
diabetics, all of whom will participate for 9 months. We are
currently amending our study protocol to add additional patients,
bringing the total to 200 in both device using and control
groups.  We are also amending our protocol to change some of the
criteria we'll use to select patients for the trials.  Our
amendments have not delayed the trials.  We will submit our
amendments to the FDA for consideration and we don't know whether
the FDA will approve the changes.  Trials will also be conducted
at two other sites: St. Luke's-Roosevelt Hospital Center in New
York City and SUNY Health Science Center in Syracuse, New York.
We expect to add 2 to 4 additional sites in the near future.  We
hired Amarex, LLC, an independent research organization
headquartered in Washington, D.C., which has experience in
conducting clinical trials, to monitor our clinical trials.
Amarex will also collect data, and provide training, data and
site management, including statistics and report writing, at all
three sites.  Working with Joslin and Amarex, we plan to submit
data to the FDA when the trials are completed.  We will also work
with outside biomedical consultants to help us obtain FDA
approval following these clinical trials; however, we can't
assure you when or if that will happen.

The Diasensor 2000 will be used as part of a system of care that
includes home use of the Diasensor with regular evaluation of the
patient's blood glucose trends as determined by the device.  The
Diasensor also contains a telemedicine feature - a software
program that automatically transmits the patient's glucose
measurements to a secure website via the internet, where they can
be viewed and evaluated by the patient's health care provider.
The data can be graphed and displayed in a variety of ways and
for a variety of time periods as needed. This use of historical
readings is critical in the patient's analysis of trends in
glucose levels, an important tool in both the treatment of
diabetes and the use of insulin. We believe that this
telemedicine program, which would involve a monthly fee for the
use of the device and the service, rather than a purchase of the
device, will make the Diasensor technology available to larger
numbers of diabetics.  We are conducting market studies on the
best way to market and service the telemedicine program, but we
have not yet begun to market or provide the service.

As with all other FDA-related activities, we cannot provide any
assurances as to the date when we'll complete our studies, when
we'll submit our next PMA module, or when the FDA will complete
its review of our submission.

Although our research and development team continues to have
discussions with the FDA, due to the complex, technical nature of
the information being evaluated by the FDA, it is impossible for
us to estimate how much longer the FDA approval process will
take.

FDA approval is necessary to market the Diasensor in the United
States.  In 1999, we also focused additional effort on the
European market; since no material sales have occurred, we
decided to reassess our marketing plan.  In connection with
adjusting our marketing plan, we are currently reevaluating our
pricing structure for the Diasensor in Europe.

Based on contracts between Diasensor.com and us, we have the
exclusive right to manufacture the noninvasive glucose sensor.
Diasensor.com will pay us for manufacturing, and that's how we'll
make money if we ever successfully market and sell the
noninvasive glucose sensor.

Diasensor.com is responsible for the marketing and sales of the
noninvasive glucose sensor.  The current marketing plan is to
market the noninvasive glucose sensor and the telemedicine
program directly to diabetics, through their doctors' orders.
Prescriptions are not needed in Europe.  The telemedicine program
will involve a monthly fee for the use of both the sensor and the
service.  We may set those prices too high, which will limit our
sales, unless we can convince health insurance companies to pay
for them.  Because the health insurance industry is in a constant
state of change, we can't predict whether - when - or if - we
will convince them to pay for our noninvasive glucose sensor or
the telemedicine program.  We have estimated, based on
information from the American Diabetes Association, that there
are about 15.7 million diabetics in the United States, but not
all diabetics will be suitable users of our noninvasive glucose
sensor.  Those diabetics who require and benefit from frequent
glucose monitoring and whose physicians adjust their insulin
dosages based on glucose averages over time make up the potential
market for our sensor, and we can't accurately estimate the size
of that market at this time.

Extracorporeal Hyperthermia

ViaCirQ was incorporated on October 23, 1992 as IDT, Inc.
ViaCirQ focused on the research and development of the
ThermoChem  technology and associated disposables as a delivery
system for perfusion induced systemic hyperthermia, known as
PISH, a form of whole body hyperthermia and regional hyperthermia
in the treatment of certain types of cancers and AIDS/HIV.
Perfusion induced hyperthermia is the elevation of the body's
temperature, which is like inducing an artificial fever.
Perfusion-induced hyperthermia can be used to raise the
temperature of a regional part of the body  - called regional
hyperthermia; and can raise the temperature of the entire body  -
called systemic hyperthermia.  Extracorporeal means outside the
body - so extracorporeal hyperthermia uses a device to circulate
blood outside the body and return it to the patient to raise the
patient's temperature.  Perfusion involves circulating blood.
Perfusion-induced extracoroporeal hyperthermia heats blood
outside the body then circulates the blood back through the body
to raise the body's temperature.

In 1993, ViaCirQ formed an alliance with HemoCleanse, Inc.
located in Lafayette, Indiana.  HemoCleanse, Inc., founded in
1989, designs, manufacturers and markets medical devices and
disposables for the treatment of blood outside the body.

HemoCleanse's core product was the BioLogic System, which
consists of a sophisticated, computer controlled multi-treatment
device and a series of single-use disposable treatment kits.
HemoCleanse's unique technology is based on special chemical
sorbents that selectively remove toxins from the blood while
balancing critical blood chemistries.  The BioLogic System
received clearance by the FDA in 1994 as a detoxifier for
treatment of drug overdose; in 1996 the BioLogic System received
FDA clearance for use in treating patients with liver failure.
We believed that HemoCleanse's core technology was essential in
developing a safe delivery system for whole body hyperthermia.

In 1993, we entered into a license agreement with HemoCleanse to
develop the ThermoChem technology for delivering extracorporeal
hyperthermia.  Under the license agreement, we received worldwide
rights to market the ThermoChem technology and disposables while
HemoCleanse retained worldwide manufacturing rights for
ThermoChem technology and disposables.  We funded HemoCleanse's
development of a prototype of the ThermoChem System for PISH.
The prototype was used in pre-clinical trials and subsequently in
the first ever FDA approved clinical trial.

The ThermoChem System consists of two components: ThermoChem-HT
System and ThermoChem-SB System that are necessary for
delivering PISH, a form of whole body hyperthermia.

     ThermoChem-HT System is a fully integrated system that
heats, circulates and maintains desired blood/fluid temperatures
in delivery of whole body hyperthermia or regional hyperthermia.

     ThermoChem-SB System is used in conjunction with the
ThermoChem-HT System to deliver whole body hyperthermia by
balancing blood chemistries on a real-time basis while removing
toxins.

It is common knowledge that higher temperatures of the body, like
natural fevers, can serve to control infections.  Using this
concept, the ThermoChem System induces an artificial fever to
107.6 F, which is hyperthermia.  During hyperthermia, however,
blood chemistries shift potentially causing severe organ damage
and possibly death.

The ThermoChem System is a unique system that incorporates the
features of the ThermoChem-HT, but also automatically balances
electrolytes and important nutrients using the chemical exchange
characteristics of the ThermoChem-SB, while simultaneously
removing many small toxins.  The electrolytes and nutrients flow
from the sorbent to the blood until equilibrium is reached.
Unbound toxins flow freely from the blood and bind to the
charcoal of the suspension.

There are many methods for inducing whole body hyperthermia
including radiant heat chambers, microwave heat chambers, water
blankets and perfusion induced systemic hyperthermia PISH.  We
believe that PISH allows for a more uniform heating of the body
and a higher sustained body temperature.

Perfusion Induced Systemic Hyperthermia Utilizing the ThermoChem
System

Perfusion induced systemic hyperthermia, known as PISH, is
achieved through extracorporeal blood heating which involves
heating the patient's blood outside the body to a maximum of
118.4 F and returning it back to the body, thus raising the
body's core temperature to the desired treatment temperature up
to a current maximum of 108.4 F for 2 hours.  Catheters are
placed in two venous access sites and attached to the disposable
tubing of the ThermoChem-HT.  Blood passes a roller pump that
sends it onward to the heat exchanger where indirect heating of
the blood occurs, raising the outside blood temperature to a
maximum of 118.4 F.  A portion of the blood passes through a T-
connection to the ThermoChem-SB, located between the roller pump
and the heat exchanger, where it is chemically balanced on a real-
time basis and then returned to the blood flow path before it
reaches the heat exchanger.  Continually circulating blood is
returned to the patient at approximately 114.8 F, gradually
raising the patient's core body temperature to the desired
temperature, which is measured by various temperature probes
throughout the body.

Intraperitoneal Hyperthermia Utilizing the ThermoChem-HT System

In a surgical procedure cancerous growths are surgically removed
from the patient's abdomen and pelvis; while all spaces and
lining surfaces are opened, inlet and outlet catheters are
placed.  The ThermoChem-HT System raises the temperature of the
abdominal cavity to a target temperature of up to 43.5 C
(110.3 F) by continuously circulating sterile solution throughout
the abdominal cavity.

The ThermoChem-HT is a system of specially integrated subsystems
and devices for fluid control and precise temperature
maintenance.  All operating parameters of the system are
monitored by a computer and displayed and managed through an
interactive video touch screen display.  The operator can access
all system controls and operations, input all necessary patient
data, and define and adjust treatment parameters with just a
touch of a finger.

Intraperitoneal hyperthermia offers a new choice to combat
peritoneal cancers arising from gastrointestinal, pancreatic,
ovarian and other metastatic tumors.

Physicians have known that cancer cells are sensitive to heat,
but  only  recently have  the  mechanisms  of  hyperthermia
on cancer cells  been  understood.  The vascular structure in
tumors restricts blood supply so a tumor will retain heat, which
destroys cellular components essential for a tumor to exist.
Heat also makes cancer cell membranes more permeable to certain
chemotherapeutic drugs while certain chemotherapeutic drugs are
strengthened by heat.

Beginning in 1994, the safety and efficacy of hyperthermia
utilizing the ThermoChem technology was evaluated in the
following FDA institutional review board clinical and pre-
clinical approved trials.

St. Elizabeth Hospital - Lafayette, Indiana

  1. Phase I completed under protocol entitled "Evaluation of
     Whole-Body Hyperthermia Utilizing the ThermoChem technology in
     the Treatment of Kaposi's Sarcoma with AIDS."  This was the first
     FDA approved whole body hyperthermia study and was published in
     "The Journal of Acquired Immunodeficiency Syndrome and Human
     Retrovirology."

  2. Phase II trial completed under protocol entitled
    "Extracorporeal Whole-Body Hyperthermia Treatments for HIV
     Infections and AIDS" with results published in "American Society
     for Artificial Internal Organs (ASAIO) Journal."

The University of Texas M.D. Anderson Cancer Center

Pre-clinical studies in preparation for a Phase I trial involving
thermo chemotherapy of patients with lower extremity cancers of
different types has been completed at the University of Texas
M.D. Anderson Cancer Center.  These animal studies were used to
develop the surgical techniques necessary for a clinical trial on
humans and to train and familiarize the center's staff in the use
of ThermoChem technology.

University of Texas Medical Branch at Galveston
Human trials are ongoing under an Investigational Device
Exemption utilizing the ThermoChem System and disposables to
deliver perfusion induced systemic hyperthermia for patients with
non-small cell lung cancer.  Non-small cell lung cancer remains a
major cause of cancer morbidity and mortality in the United
States and Europe.  In February 2000, the FDA approved a
continued clinical trial to include stage IIIb patients with non-
small cell lung cancer.

One of the objectives of this trial is to evaluate the
ThermoChem technology for treatment of metastatic non-small cell
lung cancer with regard to patient selection, tumor response,
patient performance status, and patient survival.  The follow-up
of the patients is patterned after the Southwest Oncology
protocols, which are considered state-of-the-art to follow
response of cancer to the therapy.  Results of this study have
been accepted for publication in "Annals of Thoracic Surgery;
Perfusion; and American Society of Artificial Organs."

Wake Forest University School of Medicine

In May 1998, the FDA approved an Investigational Device Exemption
to allow human clinical trials utilizing the ThermoChem-HT and
related disposables for intraperitoneal hyperthermia.
Intraperitoneal hyperthermia is used as an adjunctive therapy
with surgery and chemotherapy.

In a surgical procedure all cancerous growths are surgically
removed from the patient's abdomen and pelvis; while all spaces
and lining surfaces are opened, the abdomen is perfused utilizing
the ThermoChem-HT System with a heated physiologic solution
circulating for a 2 hour period.

ViaCirQ and the surgeons at Wake Forest believe that the
ThermoChem-HT System can make the technique more effective with
better temperature monitoring and control. This procedure is
offered as a standard-of-care for treatment of patients with
advanced ovarian and gastrointestinal cancers.

In November 2000, we began a study with Wake Forest using the
ThermoChem-HT System and disposables to deliver intraperitoneal
hyperthermia in combination with surgery and chemotherapy as a
primary treatment of ovarian cancer.  The study will involve the
use of hyperthermia as an adjunct to chemotherapy following a
hysterectomy and surgery to remove as much of the cancer as
possible, and the hyperthermia will be repeated 6 months later
during second-look surgery if the patient has no residual
disease.

MEDICAL ADVISORY BOARD

ViaCirQ has a medical and scientific advisory board that is made
up of these professionals.  Advisory Board members do not
receive a fee for serving on the board, but are reimbursed for
expenses incurred.  Brian Loggie, MD is under a separate
consultant agreement with ViaCirQ that has been approved by the
University of Texas Southwest to help expand the use of
intraperitoneal hyperthermia with the ThermoChem-HT System.


B.  Loggie,  M.D.               Surgical Oncology; University  of
                                Texas Southwestern
                                Intraperitoneal hyperthermia focus

S. Tomasovic, Ph.D.             Tumor Biology; UT/M.D. Anderson
                                Cancer biology focus

R. Fleming, Ph.D.               Pharmacology
                                Hematology/oncology focus

S.  Ash,  M.D.                  Internal Medicine; Nephrology;
                                St. Elizabeth Hospital
                                Extracorporeal blood therapy systems focus

C. Steinhart, M.D., Ph.D.       Internal Medicine; Immunology;
                                Mercy Hospital HIV specialty

M. Yatvin, Ph.D.                Radiation; Thermal Biology;
                                Oregon Health Sciences University (Retired)
                                HIV Specialty


In January 1998, ViaCirQ and HemoCleanse modified their original
license agreement whereby ViaCirQ would acquire the manufacturing
rights to the ThermoChem-HT System and related disposables for
use in regional hyperthermia.

The ThermoChem-HT System and ThermoChem-SB work together to
perform whole body hyperthermia with all commands originating
from the ThermoChem-HT System.  In order for the ThermoChem-HT
System to be used in regional hyperthermia, the ThermoChem-HT
had to be reconfigured to operate independently of the
ThermoChem-SB System since blood chemistry balancing is not
necessary in regional hyperthermia.

ViaCirQ contracted with our Biocontrol Technology division, to
develop and manufacture the ThermoChem-HT System to operate
independently from the ThermoChem-SB System for regional
hyperthermia.

In March 1999, ViaCirQ entered into a license agreement with Wake
Forest University in which ViaCirQ licensed all proprietary
developments, data and information owned by Wake Forest relating
to a method of heated perfusion of chemotherapy drug in treatment
of intraperitoneal and other cancers.

In April 1999, a study was completed at Wake Forest University
School of Medicine utilizing the ThermoChem-HT System for
intraperitoneal hyperthermia in combination with surgery and
chemotherapy in patients with advanced ovarian and
gastrointestinal cancer.

We submitted the ThermoChem-HT to the FDA for clearance to market.

In January 2000, HemoCleanse and ViaCirQ received FDA clearance
to market the ThermoChem-HT System and related disposables,
which are used to raise the core temperature of the abdominal
cavity to the desired temperature in the 41 C (105.8  F) to 42 C
(107.6 F) range by continuously bathing the abdominal cavity with
circulating sterile solution.

ViaCirQ progressed during 1999 and 2000 from product development
and clinical trials to an operational company that will market
the ThermoChem-HT System and related disposables.

In February 2000, ViaCirQ formed a strategic and corporate
development alliance with Capital Management to position ViaCirQ
for growth, development and partnerships.  Joseph Kozikowski, M.D.
is leading the ViaCirQ/Capital Management team strategies for
additional clinical trial designs, development plans for expanded
intended uses of the ThermoChem technology and implementation of
a quality system with a build-out of operating infrastructure.

In April 2000, ViaCirQ formed an alliance with The Egan Group to
help develop an operating and marketing plan, establish a sales
and customer training program, assist in marketing support and
promotional materials for ThermoChem-HT System and recruit a
national vice president of sales to staff 10 product specialists
to launch the ThermoChem-HT System to targeted regions across
the United States in the first quarter of 2001.

In August 2000, ViaCirQ entered into a 3-year agreement with
North Carolina Baptist Hospitals to provide our ThermoChem-HT
System and disposables to Wake Forest University Baptist Medical
Center. In November 2000, ViaCirQ entered into a contract to
provide our ThermoChem-HT System and disposables to Zale Lipshy
University Hospital.

In June 2000, ViaCirQ amended the license agreement with
HemoCleanse whereby HemoCleanse granted ViaCirQ a limited,
exclusive worldwide, fully paid-up, irrevocable, perpetual
license limited to the relevant field of use in hyperthermia to
manufacture the ThermoChem-SB and SB treatment kits.  All
patents and patent applications in whole body hyperthermia owned
by HemoCleanse were assigned to ViaCirQ, the consideration for
the above was 1,042,253 shares of HemoCleanse common stock.
Since 1994, we invested $2,460,065 in HemoCleanse stock.  Of the
$2,460,065 invested in HemoCleanse common stock, approximately
$1,018,750 was invested in 1994; $1,310,822 in 1995; and $130,493
in 1998.  These investments were considered speculative
throughout the term of the investment because HemoCleanse was
continually operating at a deficit due to its research and
development activities.  Throughout those periods, HemoCleanse
incurred net losses, accumulated deficiencies in assets, and no
net tangible assets.  Our management considered all HemoCleanse
funding to be research and development expenditures and did not
recognize any goodwill due to the absence of a proven technology.
Due to HemoCleanse's financial condition and the absence of a
fair market value for the HemoCleanse common stock, all amounts
invested in HemoCleanse were expensed when the investments were
made.

We spent approximately $15,625,073 on this project through
December 31, 2000.  We have been funding this project since 1992
with money we raised selling our securities, including our stock
or convertible debentures.

Bioremediation

We are also involved in the field of biological remediation, or
bioremediation, development. Bioremediation technology uses
naturally occurring microorganisms or bacteria to convert various
types of contamination, like oil spills, to carbon dioxide and
water.  The product, PRP, which stands for Petroleum Remediation
Product, is designed as an environmental microbial microcapsule,
which is used to collect, contain and separate oil-type products
in or from water. The product's purpose is to convert the
contaminant, with no leftover residue in need of disposal.  When
the PRP comes in contact with the petroleum substances like oil
spills, the oil spills become bound or attached to the PRP, and
they stay afloat.  Because the product contains the necessary
nutrients and microorganisms, the bioremediation process begins
immediately, which limits secondary contamination of the air or
surrounding wildlife.  Eventually, the product will break down
both the petroleum and itself, leaving nothing but carbon dioxide
and water.

Part of Petrol Rem's initial research and development involved
field-testing supervised by the National Environmental Technology
Applications Corporation. That group, which is known as NETAC, is
endorsed by the Environmental Protection Agency to determine
whether products are effective.  As a result of their testing,
NETAC reported positive results regarding the effectiveness of
the product.

PRP is now being manufactured and marketed for use in water and
on solid surfaces in the form of Petrol Rem's OIL BUSTER
product, which is used for small oil cleanups on hard surfaces
such as the floors of manufacturing facilities, garages and
machine shops, or as a container for heavy petroleum sludges.

The product is listed on the EPA's National Contingency Plan
Product Schedule, and is available in free-flowing powder or
absorbent socks.  In 1995, the EPA required that all products
previously listed on the National Contingency Plan Product
Schedule be submitted to additional testing.  Because PRP
successfully passed the test conducted by NETAC, the product was
requalified for listing on the EPA's product schedule.  In
addition, PRP was one of only fourteen products listed after the
1996 Alternative Response Tool Evaluation System was implemented.

In April 1993, Petrol Rem entered into a lease for a facility in
the Pittsburgh, Pennsylvania area, which is used to manufacture
PRP.  The current lease has a renewable three-year term, with
monthly rental payments of $4,661 plus utilities and applicable
business privilege taxes.  Petrol Rem purchased equipment, which
has the capability to produce PRP in quantities of 2,000 pounds
per day, and has built an adequate inventory.

Petrol Rem also completed development of a new spray applicator
for its PRP product.  The new applicator is a lightweight,
portable unit, which provides a more continuous flow of product.
The lighter weight and smaller size will allow easier access to
remote sites, which were impossible to reach with the previous
applicator.

In addition to PRP, Petrol Rem also developed other products.
In order to address water pollution issues at marinas, Petrol Rem
introduced the BIOSOK, which is PRP contained in a 10" fabric
tube, and is designed and used to aid in the cleaning of boat
bilges.  Bilges are commonly cleaned out with detergents and
other chemicals, which cause the oil pumped out of the bilge to
sink to the bottom of the water, where it is harmful to marine
life, and becomes difficult to collect. In addition, it is
illegal to dump oil or fuel into the water.  The BIOSOK, when
placed in the bilge, absorbs and biodegrades the oil or fuel on
contact, which significantly reduces or eliminates the pollution;
then the product biodegrades itself.  As a result, BIOSOK helps
to keep waters clear.  In addition, BIOSOK helps eliminate the
chore of bilge cleanup, and helps users such as boaters and
marinas to avoid fines for pumping oil and fuel into the
waterways, which is prohibited.  The U.S. Coast Guard is using
the BIOSOK in certain regions on their vessels and maintains a
sufficient supply to provide continuing availability.

Petrol Rem's BIOBOOM  product is used in water clean-up
projects. The product is a 3" x 10' fabric tube which is filled
with PRP, and is used to both contain and biodegrade
contaminants in water.  BIOBOOM  is a superior product to most
containment products because, in addition to containing the oil
or fuel spill, or restricting the spread of an anticipated spill,
it also biodegrades the contaminant, and then biodegrades itself.
These features act to virtually eliminate secondary contaminants,
thereby reducing disposal and clean-up costs.

During 1998 and 1999, the majority of Petrol Rem's sales were
from the BIOSOK and BIOBOOM  products.  Sales were
approximately $45,000 in 1998 and declined to approximately
$27,000 in 1999.  In 2000, we had sales of $217,722, which
included sales of our other products.  The decline from 1998 to
1999 was due to several factors:  Petrol Rem was unable to
effectively penetrate the market with products other than the
BIOSOK and BIOBOOM; due to cash flow problems in 1998, Petrol Rem
stopped funding its sales efforts and lost employees; and in
1999, Petrol Rem restructured its management, operations and
pricing structure - during that time, sales efforts slowed until
the new management and funding was in place.  By the end of 1999,
Petrol Rem had its management and marketing team in place.
Effective August 2000, Petrol Rem entered into a national
marketing agreement with International Consultants, Inc., an
international marketing firm from Phoenix, Arizona. International
Consultants, Inc. has regional representation in 12 states in
addition to their home office in Phoenix. Part of Petrol Rem's
marketing strategy involved re-pricing its products. Petrol Rem
now markets the BIOSOK and BIOBOOM  at wholesale prices ranging
from $11-$13, and $110-$130, respectively, depending on the
quantity purchased.

Petrol Rem is marketing PRP through trade shows, magazines,
direct mail advertising, and direct contacts with companies and
consultants specializing in petroleum clean-up, as well as
marketing directly to municipalities and corporations with needs
for the product.

During 1999, Petrol Rem focused efforts on the international
market, and entered into joint venture or distributorship
agreements for Chile, Brazil, Uruguay, Paraguay, Bolivia and
Indonesia. Although there can be no assurances that PRP will
be successfully marketed, we believe, based on their scientific
determinations, the results of recent NETAC testing, and the
favorable response at the retail level, that PRP will be a viable
product in the bioremediation marketplace.  Petrol Rem currently
markets PRP at wholesale prices ranging from $14-$20 per pound,
depending upon the quantity purchased.

During 2000, Petrol Rem acquired INTCO, a Louisiana company that
specializes in regional oil spill clean-ups, primarily on the
Gulf coast of southeast Louisiana. Petrol Rem's oil spill clean-
up products have been shipped to Louisiana warehouse sites, where
they are being used in clean up projects. In addition, Petrol Rem
formed a joint venture called Tireless, LLC, which was formed to
handle the environmental and business concerns arising from scrap
and discarded tires. Tireless expects to take delivery of a
portable tire shredder, which will allow Tireless to go directly
to the tire pile sites to coordinate shredding and recycling.
Petrol Rem also funded Practical Environmental Solutions, a
Pennsylvania company involved in the acquisition and management
of environmental companies.  Petrol Rem made these investments
because they believe the two companies will help Petrol Rem
generate revenue.

We believe that we have spent all of the funds necessary to
complete the development of its bioremediation products, and to
build up sufficient inventory pending additional orders.  We
expect that our expenses going forward will be for marketing and
sales.   We spent approximately $13,863,409 on this project
through December 31, 2000.  We have been funding this project
since 1992 with money we raised by selling our securities,
including our stock or convertible debentures.

Other Projects

Implantable Technology

In April 1996, we received FDA approval to market our theraPORT
Vascular Access System.  The approval was granted in response to
our 510(k) Notification filed in January 1996.  The device is
made up of a reservoir, which is implanted beneath the skin in
the chest region with a catheter inserted in a vein and provides
a delivery system for patients who require continual injections.
Because such repeated injections can cause veins to shut down and
collapse, the theraPORT offers an improved delivery system by
eliminating that trauma.  If necessary to accommodate multiple
drug therapy with incompatible drugs, dual ports can be
implanted.  Such devices are frequently used in cancer drug
therapy. We began selling the standard ports during the second
quarter of 1997.  A second device with a low profile was
developed for pediatric use, and a 510(k) was submitted to the
FDA in November 1997 for marketing approval.  In early February
1998, we submitted a supplement to the FDA in response to a
request for additional information, and the FDA granted its
approval that same month.  We are currently developing a dual
port device and plan to submit another 510(k) for that device;
however, our biomedical efforts continue to be focused on the
Diasensor, so it is impossible for us to estimate when that
submission might occur.

Through our subsidiary, Coraflex Inc., we are engaged in the
development of a polyurethane heart valve, which we believe may
not have the disadvantages of the mechanical and other synthetic
valves currently being marketed.  The Coraflex valve, which
resembles the human heart's aortic valve, is made by means of a
proprietary manufacturing process.  We believe that the
polyurethane we use to make our heart valve is stronger and more
resistant to fatigue compared to other valves.  In vitro testing,
some of which has been performed through the Children's Hospital
of Pittsburgh, of the Coraflex valve to date has demonstrated
that our valve has superior fatigue resistance and flow
characteristics compared to other devices.  We must conduct
additional development and testing before we can submit our valve
to the FDA to begin testing it on humans.  We'll need additional
funding to do that, and we don't know when, or if, and FDA
submission or testing will occur.

We also developed technology for other implantable devices, such
as hemodialysis ports, implantable insulin dispensers and
rate-adaptive pacemakers.   Because we decided to focus most of
our resources on the noninvasive glucose sensor, we haven't made
any real progress on these other projects, so they are all in
very preliminary stages of development

Functional Electrical Stimulator Project.  We had to discontinue
our functional electrical stimulator project when we lost our
contract with NeuroControl, the sole purchaser.  Functional
electrical stimulators, known as FES, are implanted under the
skin of patients who are disabled as a result of spinal cord
injury, stroke, head injury or other neurological disorder.  The
FES uses low levels of electrical stimulation to activate nerves
and muscles to assist the patient with grasping, arm movement or
standing.  Because these products accounted for the majority of
our sales revenues in recent years, the loss of the contract, and
the end of the project, was significant. However, we continue to
work with the FES Center at Case Western Reserve University on a
new 16-channel device.

Metal-Plating Technology

When we acquired an interest in a metal-plating company, we
estimated that the product would generate revenue and profit.  We
were wrong - the actual results were very different from our
original estimates.  The project did not generate any revenue
during 1998 or 1999.  Our early estimates were based upon our
assessment not only of the marketability of the product, but on
our ability to penetrate the metal finishing market using the
features of the product. Our actual experience shows that it is
much more difficult to exploit the existing market, regardless of
whether or not the product has superior features.  As a result,
we had to adjust our marketing strategy.  As a result, we can no
longer estimate whether we will ever receive any revenue or
profit from this technology, and we made the appropriate
adjustments to our financial statements to reduce the value of
this investment, which totaled $4.6 million - we funded that
investment through sales of our securities including our
debentures.

American Inter-Metallics

During 1999, we made our initial investment in American Inter-
Metallics, Inc.  AIM has its operations in Rhode Island, and is
developing a product that enhances the performance of
propellants.  AIM is developing specialized equipment and a
process for producing a product, which AIM believes will increase
the burn rates of current propellant formulas.  AIM believes
that, by increasing the burn rate of propellants, its product
will improve the performance of rockets and other machinery.
During 2000, AIM completed its prototype and is now testing the
equipment.  We invested $525,000 in AIM during 1999, and made
additional investments of $285,000 during 2000 for a total
investment of $810,000, or 16.2% of AIM.   In 2001, we invested
an additional $110,000, which brought our ownership interest to
18.4%.  If AIM continues to perform as promised, we may invest
additional funds during 2001, for a total maximum investment of
$1 million.  If we invest the entire $1 million, using funds we
raised by selling our stock and debentures, we will own 20% of
AIM.  AIM's product is in the research and development phase; we
can't give any assurances that it will be successful or
profitable.

Diabecore Medical, Inc.

During 2000, we, through Diasensor.com, invested in Diabecore
Medical, Inc., a Canadian company that is conducting research and
working with other research institutions to develop a new type of
insulin to treat diabetes. In preliminary studies, this new
insulin has demonstrated effectiveness in controlling
hyperglycemia without risk of severe hypoglycemia.  Laboratory
tests indicate that this new insulin, when administered in large
doses, extends the duration of insulin action for improved
control of glucose levels, rather than producing hypoglycemia.
Those tests also have shown the new insulin to be 3 to 4 times
less hypoglycemic when compared to presently available insulin.
William D. Lougheed and Kusiel Perlman, M.D. are developing
Diabecore's insulin with the support of the Research Institute of
the Hospital for Sick Children in Toronto, where insulin was
discovered, and the Loyal True Blue and Orange Research Institute
in Richmond Hill, Ontario. We invested a total of $693,520 in
Diabecore during 2000, and owned 20.8% as of December 31, 2000.
In January 2001, we invested an additional $146,755, which
increased Diasensor.com's ownership to 24% of Diabecore.
Through Diasensor.com, we have the option to invest a total of
approximately $1.6 million in Diabecore, for a total ownership of
35% of Diabecore's stock.

MicroIslet, Inc.

During 2000, we, through Diasensor.com, also invested in
MicroIslet, Inc.  MicroIslet is a California company that is
developing several diabetes research technologies with Duke
University that focus on optimizing microencapsulated islets for
transplantation.  The current research involves the use of
microencapsulated pancreatic cells, which are transplanted into
diabetic animals.  The initial trial on a non-human primate
continues to provide very encouraging results.  The diabetic
animal achieved and maintained normal glucose readings for over 8
months following the transplant.  MicroIslet believes that there
are several benefits to using the microencapsulated islets for
transplants, rather than transplanting human pancreatic cells.
One benefit is the supply; the only source of human cells is from
deceased organ donors, and more than one donor is needed for each
transplant.  In addition, human transplants involve a serious
course of immuno-suppression therapy so the human recipient does
not reject the transplanted cells.  Dr. Emmanuel Opara, Ph.D. is
the director of islet transplantation research at Duke University
Medical Center, and he is heading up the research team.  Dr.
Opara's team plans to replicate the testing on 3 more primates to
obtain additional data to support a planned request to the FDA to
conduct human trials.  We invested a total of $1,000,000 in
MicroIslet during 2000, and owned 15% as of December 31, 2000.
In January 2001, we invested an additional $250,000 and increased
Diasensor.com's ownership to 17.5% of MicroIslet.  Through
Diasensor.com, we plan to invest a total of approximately $1.5
million in MicroIslet, and will own 20% of MicroIslet's stock.

All this information regarding our projects is in summary form,
and the status of each project is subject to constant change.  We
can't assure that any of our projects will be completed or
successful.

RESEARCH AND DEVELOPMENT

We continue to be actively engaged in the research and
development of new products.  Our major emphasis has been the
development of a noninvasive glucose sensor.  In order to raise
funds for the research and development of new products, we sell
our stock and convertible securities.

MARKETING AND DISTRIBUTION

Petrol Rem began marketing of its bioremediation product, PRP,
in mid-1993, and is now sold in quality marine supply stores in
the coastal areas of the United States, Canada, Europe and South
East Asia.

ViaCirQ received FDA approval to market its ThermoChem-HT System
and related disposables used for regional cancer treatment.

None of our current projects have generated any meaningful sales
or revenue.

PATENTS, TRADEMARKS AND LICENSES

We own patents on certain products and we file applications to
obtain patents on new inventions when practical.  Additionally,
we try to obtain licenses from others when we think it's
necessary to conduct our business.

We rely on trade secret protection for our confidential and
proprietary information.  Although we and our affiliates,
Diasensor.com, ViaCirQ and Petrol Rem, take all reasonable steps
to protect such information, including the use of confidentiality
agreements and similar provisions, we can't assure that others
will not independently develop substantially equivalent
proprietary information or techniques, otherwise gain access to
our trade secrets, disclose such technology, or we can
meaningfully protect its trade secrets.

Noninvasive Glucose Sensor

Diasensor.com owns a patent entitled "Non-Invasive Determination
of Glucose Concentration in Body of Patients" which covers
certain aspects of a process for measuring blood glucose levels
noninvasively. That patent was awarded to our research team in
December 1991 and was sold to Diasensor.com under a purchase
agreement dated November 18, 1991.  The patent will expire, if
all maintenance fees are paid, no earlier than the year 2008.  If
clinical testing or regulatory review delays marketing of a
product made under the patent, we may be able to obtain an
extension of the term of the patent.  The patent relates only to
noninvasive sensing of glucose but not to other blood
constituents.  Diasensor.com has filed corresponding patent
applications in a number of foreign countries.

We filed a second patent application in December 1992, which was
assigned to Diasensor.com.  This second patent contained new
claims, which extend the coverage based upon additional
discoveries and data obtained since the original patent was
filed. The patent application was amended in October 1993, and
was granted in January 1995.

In May 1993, our research teams filed four additional patent
applications related to the methods, measurement and noninvasive
determination of analyte concentrations in blood.

As of February 2001, a total of 13 patents have been issued, all
of which have been assigned to Diasensor.com, and additional
patents are pending.    Corresponding patent applications have
been filed in foreign countries where we anticipate marketing the
noninvasive glucose sensor.

Our research team continues to file patent applications,
provisional patent applications, some of which are being
converted into PCTs - Patent Cooperative Treaty - that reflect
the continued research and development and additional refinements
to the noninvasive glucose sensor.

Diasensor.com or BICO may file applications in the United States
and other countries, as appropriate, for additional patents
directed to other features of the noninvasive glucose sensor and
related processes.

We know that competitors currently developing non-invasive
glucose sensors own patents directed to various devices and
processes related to the non-invasive monitoring of
concentrations of glucose and other blood constituents.  It is
possible that those patents may require us to alter any model of
the noninvasive glucose sensor or the underlying processes
relating to the noninvasive glucose sensor, to obtain licenses,
or to cease certain activities.

Diasensor.com also relies upon trade secret protection for
confidential and proprietary information.  Although we, along
with Diasensor.com, take all reasonable steps to protect such
information, including the use of confidentiality agreements and
similar provisions, there can be no assurance that others will
not independently develop substantially equivalent proprietary
information or techniques, otherwise gain access to  our trade
secrets, disclose such technology, or that we can meaningfully
protect our trade secrets.

Diasensor.com has registered the trademark "Diasensor ", which is
intended for use in connection with the Diasensor models.
Diasensor.com intends to apply, at the appropriate time, for
registrations of other trademarks as to any future products.

Extracorporeal Hyperthermia

In September 1992, a research team funded by us applied for a
domestic patent in connection with the use of perfusion-induced
extracorporeal hyperthermia and the treatment of HIV-positive
patients; the patent has been assigned to ViaCirQ.  In October
1994, ViaCirQ received notification that the patent application
for its specialized method for whole-body hyperthermia has been
issued.

The patent entitled "Specialized Perfusion Protocol for Whole-
Body Hyperthermia" contains seventeen claims for the hyperthermia
procedure, including the method of heating all of the blood in
the extracorporeal blood circuit to raise the patient's core
temperature to approximately 42 degrees centigrade.  A
continuation in part, which was filed by ViaCirQ and included the
ThermoChem System, was allowed in July 1995 and was issued in
December 1995.

In May 1999 and early 2000, ViaCirQ filed provisional patents for
its use of the ThermoChem-HT System and related disposables, and
for use of the device for regional hyperthermia procedures.
In June 2000, HemoCleanse assigned all patents and patent
applications to ViaCirQ relating to the ThermoChem technology in
hyperthermia.  One of those patents was issued in December 2000,
and another was allowed in January 2001.

Implantable Technology

During 1995, we renewed our U.S. trademark registration for the
name Coraflex, which was originally granted in 1988.  We also
obtained trademark registration for the name theraPORT.

In October 1996, we obtained a patent for our heart valve
product.

Bioremediation

In 1992 and 1993, Petrol Rem applied for patents in connection
with its bioremediation product, all of which are still pending.
Petrol Rem received trademark authorization for the use of the
product names PRP, BIO-SOK, BIO-BOOM, and Oil Buster.

WARRANTIES AND PRODUCT LIABILITY

Our current product liability insurance coverage is $1,000,000 in
the aggregate, and we believe that's sufficient due to our
discontinuance of sales of certain products, including our former
pacemaker line and our functional electrical stimulators, as well
as our potential exposure to liability.


SOURCE OF SUPPLY

In connection with the manufacture the noninvasive glucose sensor
and the ThermoChem System, we will be dependent upon suppliers
for some of the components required to manufacture the device.
We plan to assemble the devices, but will need to purchase
components, including some components that will be custom made
for us by certain suppliers.  These components will not be
generally available, and we may become dependent upon those
suppliers, which do provide such specialized products.

If we successfully develop other new products, and receive
regulatory approvals to manufacture such products, we may become
dependent on certain suppliers for custom parts.

COMPETITION

Noninvasive Glucose Sensor

With the rapid progress of medical technology, and in spite of
continuing research and development programs, our developmental
products are always subject to the risk of obsolescence if some
other company introduces a better product or technique.  We are
aware that other research groups are developing noninvasive
glucose sensors, but we have limited knowledge about the actual
technology or the stage of development for most of our
competitors.  There is a risk that some other group will complete
the development of their devices before we do.  There is no other
company currently producing or marketing noninvasive sensors for
the measurement of blood glucose similar to ours.  Competitive
success in the medical device field is dependent upon product
characteristics including performance, reliability, and design
innovations.

Our noninvasive glucose sensor will compete with existing
invasive glucose sensors.  Although we believe that the features
of our noninvasive glucose sensor, particularly its convenience
and the fact that no blood samples are required, will compete
favorably with existing invasive glucose sensors, we can't assure
that it will succeed.  Most currently available invasive glucose
sensors yield accuracy levels of plus or minus 25% to 30%, range
in price from $80 to $200, not including monthly costs for
disposable supplies and accessories, and are produced and
marketed by eight to ten sizable companies.  Those companies
include Bayer, Inc., Boehringer Mannheim Diagnostics, and
Lifescan, an affiliate of Johnson & Johnson.

Those companies have established marketing and sales forces, and
represent established entities in the industry.  Certain
competitors, including their corporate or joint venture partners
or affiliates, currently marketing invasive glucose sensors have
substantially greater financial, technical, marketing and other
resources and expertise than we do, and may have other
competitive advantages over us, based on any one or more
competitive factors such as accuracy, convenience, features,
price or brand loyalty.  Additionally, competitors marketing
existing invasive glucose sensors may from time to time improve
or refine their products, or otherwise make them more price
competitive, so as to enhance their marketing competitiveness
over our noninvasive glucose sensor.  As a result, we can't make
any guarantees that our sensor will be able to compete
successfully.

We face more direct competition from other companies who are
currently researching and developing noninvasive glucose sensors.
We have very limited knowledge as to the stage of development of
these other devices; however, if another company successfully
develops a noninvasive glucose sensor, obtains FDA approval, and
reaches the market before we do, we would suffer.

Among the other companies investigating infrared technology to
measure blood glucose levels noninvasively is CME Telemetrix in
Waterloo, Ontario, Canada.  CME is reportedly conducting tests
with a desktop monitor that uses one type of infrared
wavelengths.  OptiScan Biomedical in Alameda, California is
developing a device that uses another type of infrared
wavelengths.  Rio Grande Medical Technologies of Albuquerque, New
Mexico is designing a photo-based device.  Rio Grande is
currently funded by Johnson & Johnson.

Other companies claim that they are designing systems that are
semi-invasive.  SpectRx in Norcross, Georgia is using a laser to
create small holes in the skin without the invasive penetration
of a metal needle or lancet.  The device, called the Accu-Chek D-
Tector, then gives a glucose reading from the fluid collected
from the holes in the skin. SpectRx has partnered with Roche
Diagnostics, and reported in November 2000 that they had received
expedited review status from the FDA for a three-module pre-
market approval filing for their diabetes detection device; we
don't know whether they've filed any modules or how the FDA has
responded, but we believe their clinical trials are continuing.
Cell Robotics International, Inc. in Albuquerque, New Mexico is
also using a laser device that pierces the skin.  Called the
Lasette, a laser makes a small hole in the fingertip to draw
blood for glucose testing.  A continuous glucose monitoring
system from MiniMed, Inc. in Sylmar, California received FDA
approval in June 1999.  The device includes a tube with a small
sensor at its tip that is inserted through the skin, sending
readings via a small wire to a sensor.  A new sensor must be
reinserted under the skin every two to three days.

Cygnus of Redwood, California recently underwent an FDA panel
review for its GlucoWatch that draws fluid through the skin
through an electric needle.  The fluid triggers a reaction in a
disposable pad.  Although Cygnus claims that its device is
noninvasive, the fact remains that, in addition to the use of
electrical charges to draw fluid through the skin, each person
must use finger prick technology every day to set and use the
device.  Although the panel recommended FDA approval, to the best
of our knowledge, the FDA has not issued that approval without
conditions.  We were interested to learn that the FDA panel
accepted Cygnus' use of the same error grid data analysis - a
specific method for displaying data - that the FDA rejected when
we used it for our own panel review.

Certain organizations are also researching and developing
technologies that may regulate the use or production of insulin
or otherwise affect or cure the underlying causes of diabetes.
We are not aware of any new or anticipated technology that would
effectively render our noninvasive glucose sensor obsolete or
otherwise not marketable.  However, future technological
developments or products could make our noninvasive glucose
sensor significantly less competitive or, in the case of the
discovery of a cure for diabetes, even obsolete.

Bioremediation

Although our bioremediation products compete with other oil-spill
clean-up products, there is no direct competition for the type of
product we produce.   The EPA recently created a separate
category for its NCP listing, for enzyme additives, and PRP is
the only product listed in that category.

GOVERNMENT REGULATIONS

Since most of our products are medical devices as defined by the
Federal Food, Drug and Cosmetic Act, as amended, they are subject
to the regulatory authority of the FDA.  The FDA regulates the
testing, marketing and registration of new medical devices, in
addition to regulating manufacturing practices, labeling and
record keeping procedures.  The FDA can inspect our facilities
and operations and may also audit our record keeping procedures
at any time.  The FDA's Quality System Regulation specifies
various requirements for our manufacturing processes and the way
we must maintain certain records.

In 1997, Congress passed legislation that addresses the
regulation of pharmaceutical and medical devices.  Although the
impact of the FDA Administration Modernization Act of 1997 was
expected to reduce the quantity of information a company must
submit for approval of devices that has not been our experience.

Noninvasive Glucose Sensor

Because the FDA regulates our noninvasive glucose sensor, we have
to meet all FDA requirements before we can market and sell our
device in the United States.  These requirements include clinical
testing, which must be supervised by the chosen hospitals.
During 1999, the FDA recommended we file a Pre-Market Application
and conduct an additional clinical study.  We are in the process
of submitting a modular PMA, which allows us to submit parts of
the submission to the FDA over a period of time.  This modular
PMA is a new method of submitting information to the FDA, and
resulted from the passage of FDA legislation in 1997.  We have
submitted the first two parts of the PMA and we began our
clinical trials in October 2000, after the FDA approved our
submission that included the testing protocol.

We don't know how long it will take for the FDA to accept our
filings or approve our device, if ever.

In June of 1998, the FDA instituted a new Quality System
Regulation that took the place of Good Manufacturing Practices.
These regulations align closely with similar guidelines required
by the European Union and have added control of the design
process as well as the manufacturing process.

There are different requirements for selling our device in
Europe.  On January 14, 1998, we received certification to ISO
9001, and on June 23, 1998, we received the CE mark.  The CE mark
and the ISO certification are provided by the regulatory bodies
or other approved companies of the European Union.  The CE mark
indicates that the device adheres to quality systems guidelines.
Rigorous audits were conducted at our Indiana, Pennsylvania
facility to certify that our development and manufacturing
procedures, as well as the Diasensor1000 itself met the
international standards laid down by Europe's medical device
directive.  In order to maintain our approval to ship the device
into the European Union, we must be vigilant in our adherence to
our quality system.  We will also be subject to annual audits to
be sure that we continue to meet the required standards.

Any changes in FDA or European procedures or requirements will
require corresponding changes in our obligations in order to
maintain compliance with those standards.  Those changes may
result in additional delays or increased expenses.  Depending on
which other countries we target, our products may also be subject
to additional foreign regulatory approval before we can sell our
devices.

Extracorporeal Hyperthermia

In January 2000, HemoCleanse and ViaCirQ received FDA approval to
market the ThermoChem-HT System and related disposables, which
are used to raise the core temperature of the abdominal cavity to
the desired temperature in the 41 C (105.8 F) to 42 C (107.6 F)
range by continuously bathing the abdominal cavity with
circulating sterile solution.  In addition, in February 2000,
the FDA approved continued clinical trials at the University of
Texas Medical Branch using the ThermoChem technology in whole-body
hyperthermia to treat patients with certain types of end-stage
lung cancer.

Bioremediation

The EPA and the Pennsylvania Department of Environmental
Resources regulate our bioremediation products.  In addition,
each state in which the bioremediation products are used has its
own environmental regulations.  Regional response teams
consisting of representatives from the National Oceanic and
Atmospheric Administration, the U.S. Coast Guard and the EPA
govern our oil spill clean-up products.

HUMAN RESOURCES

As of December 31, 2000, we had 109 full-time employees who were
located primarily in either our Indiana or Pittsburgh locations.
In addition, ViaCirQ had six employees; Diasensor.com had one
employee; and Petrol Rem had eleven employees as of December 31,
2000.

We have employment contracts with some of our non-officer
employees, most of whom are scientists and engineers employed in
our research and development operations.  Those contracts are
typically for terms of five years and contain confidentiality
provisions.  We also employ consultants as needed; some of the
consultants are employed based on consulting contracts, which
contain confidentiality provisions.

Financial Information About Foreign and Domestic Operations and
Export Sales

Our operations are located primarily in the United States of
America.  In 1994, we incorporated a majority-owned foreign
subsidiary, Diasensor.com U.K. Limited, in order to facilitate
the opening of our office in London, England.    Although we have
taken some orders from our distributor in the U.K. and have
delivered devices for patient use, we have had no material sales,
foreign or domestic, since our inception.   We are in the process
of applying to receive approval to market our device in Canada.

Item 2. Properties

Due to cash flow problems, Diasensor.com sold its office
condominium in 1999, and they now lease the same space for
administrative offices. We, along with our subsidiaries, continue
to lease a portion of that office at a monthly rental amount of
$5,175 plus one-half of the utilities.

Prior to 1999, our research and development operations were
located in a 20,000 square foot one-story building at 300 Indian
Springs Road, Indiana, PA.  We leased that building from the 300
Indian Springs Road Real Estate Partnership, which was owned in
part by some of our current and former officers and directors.
Of the eight members of the partnership, two are currently
officers or directors - Fred E. Cooper and Glenn Keeling. Each
member of the partnership personally guaranteed the payment of
lease obligations to the bank providing the funding, and in
return received warrants to buy 100,000 shares of our stock at
$.33 per share. In addition to rent, we paid all taxes,
utilities, insurance, and other expenses related to our
operations at that location.  In 1999, after all our Indiana, PA
operations were moved out of 300 Indian Springs Road location to
Kolter Drive, the property was put up for sale.  The property was
sold in October 2000 for $475,000, and each of the partners
received $12,698, after the mortgage was paid.

In September 1992, we entered into a ten-year lease agreement
with the Indiana County Board of Commissioners for 35,000 square
feet of space on Kolter Drive that we reconfigured to our
manufacturing specifications.  During 1998 and 1999, we moved the
balance of our Indiana, Pennsylvania operations to this space.
During 2000, we obtained an additional 33,000 square feet of
manufacturing space, which is being completed for manufacturing.
That space, which was originally obtained in 1995, was vacated in
1998 in return for the lessor's agreement not to pursue legal
action against us for nonpayment of rent.  In 2000, we settled
all the pending legal issues with the lessor when we reacquired
the space. This facility contains sufficient additional space to
accommodate our projected Indiana operations through 2001.

As of February 2001, Diasensor.com has an office in London,
England for the purpose of taking orders for the Diasensor 1000.

We believe that our existing facilities will be sufficient to
meet our needs through 2001.  If we require additional space, we
believe such space will be available at reasonable commercial
rates.

Item 3.  Legal Proceedings

In May 1996, we, along with Diasensor.com and our current and
former individual directors, including David Purdy, Fred Cooper,
and Anthony J. Feola, who are also current and former
Diasensor.com officers and directors, were served with a federal
class action lawsuit based on alleged misrepresentations and
violations of federal securities laws.  In 2000, even though we
don't believe any violations of the securities laws occurred, we
agreed to settle the lawsuit.  The parties reached a settlement,
and we have paid an aggregate of $2,150,000 toward the settlement
to date.  An additional $1,300,000 is due in July 2001.  Although
we don't know whether the class action plaintiffs have been
formally notified of the settlement, or if they have accepted its
terms, we believe the existing settlement agreement will end this
matter.

In April 1998, we, along with our corporate affiliates, were
served with subpoenas requesting documents in connection with an
investigation by the U.S. Attorneys' office for the U.S. District
Court for the Western District of Pennsylvania.  We continue to
submit various scientific, financial and contractual documents in
response to their requests.

In April 1996, the Pennsylvania Securities Commission commenced a
private investigation into sales of Diasensor.com common stock in
a public offering in an effort to determine whether any sales
were made improperly to Pennsylvania residents.  We cooperated
fully with the state and provided all of the information
requested.  As of the date of this filing, no determinations had
been made, and no orders have been issued.

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

         Not applicable.

Item  5.   Market  for  Registrant's Common  Equity  and  Related
           Stockholder Matters

                  MARKET PRICE FOR COMMON STOCK

Our common stock trades on the electronic bulletin board under
the symbol "BIKO".  On February 20, 2001, the closing bid price
for the common stock was $.098 per share.  The following table
sets forth the high and low bid prices for our common stock
during the calendar periods indicated, through December 31, 2000.
Because our stock trades on the electronic bulletin board, you
should know that these stock price quotations reflect inter-
dealer prices, without retail mark-up, markdown or commission,
and they may not necessarily represent actual transactions.


Calendar Year                      High            Low
and Quarter

1998            First Quarter    $ .250          $ .0937
                Second Quarter   $ .1875         $ .0313
                Third Quarter    $ .359          $ .0313
                Fourth Quarter   $ .126          $ .049

1999            First Quarter    $ .084          $ .049
                Second Quarter   $ .340          $ .048
                Third Quarter    $ .125          $ .070
                Fourth Quarter   $ .099          $ .050

2000            First Quarter    $1.050          $ .051
                Second Quarter   $ .400          $ .160
                Third Quarter    $ .184          $ .12
                Fourth Quarter   $ .122          $ .049

We have approximately 128,000 holders, including those who hold
in street name, of our common stock, and no holders of our
preferred stock.

                    DESCRIPTION OF SECURITIES

Our authorized capital currently consists of 1,700,000,000 shares
of common stock, par value  $.10 per share and 500,000 shares of
cumulative preferred stock, par value $10.00 per share.

Preferred Stock

Our Articles of Incorporation authorize the issuance of a maximum
of 500,000 shares of cumulative convertible preferred stock, and
authorize our board of directors to define the terms of each
series of preferred stock.  In December 1999, our board of
directors authorized the creation of a Series F convertible
preferred stock.  As of December 31, 2000, all of the shares of
that Series F preferred stock had been converted to common stock,
and we had zero shares of preferred stock outstanding.

Common Stock

Holders of our common stock are entitled to one vote per share
for each share held of record on all matters submitted to a vote
of stockholders.  Holders of our common stock do not have
cumulative voting rights, and therefore the holders of a majority
of the shares of common stock voting for the election of
directors may elect all of the directors, and the holders of the
remaining common stock would not be able to elect any of the
directors.  Subject to preferences that may be applicable to the
holders of our preferred stock, if any, the holders of our common
stock are entitled to receive dividends that may be declared by
our board of directors.

In the event of a liquidation, dissolution or winding up of our
operations, whether voluntary or involuntary, and subject to the
rights of any preferred stockholders, the holders of our common
stock would be entitled to receive, on a pro rata basis, all of
our remaining assets available for distribution to our
stockholders.  The holders of our common stock have no
preemptive, redemption, conversion or subscription rights.  All
of our outstanding shares of common stock are, and the shares of
common stock to be sold in this offering will be, fully paid and
nonassessable.  As of December 31, 2000, there were 1,383,704,167
shares of our common stock outstanding.

Dividends

We have not paid cash dividends on our common stock, with the
exception of 1983, since our inception.  We do not anticipate
paying any dividends at any time in the foreseeable future.  We
expect to use any excess funds generated from our operations for
working capital and to continue to fund our various projects.

Our Articles of Incorporation restrict our ability to pay cash
dividends under certain circumstances.  For example, our board
can only declare dividends subject to any prior right of our
preferred stockholders to receive any accrued but unpaid
dividends.  In addition, our board can only declare a dividend to
our common stockholders from net assets that exceed any
liquidation preference on any outstanding preferred stock.

Subordinated Convertible Debentures

Beginning in December 2000, we issued subordinated convertible
debentures that have a one-year term and are due in 2001 and
2002.  The debentures earn interest at 4% and are convertible
into shares of common stock.  As of December 31, 2000 and
February 20, 2001, we had $2,400,000 and $6,290,659 in
subordinated debentures outstanding, respectively.

Our debentures are not secured by any of our assets, and are
subordinate to our corporate debt, except for related-party debt.
The debentures are convertible beginning 90 days from issuance.
Our debentures can be converted to our common stock at a price
that is determined by computing 80% of the average closing bid
price for the four days prior to and the day of conversion - or a
20% discount to a five-day average trading price.  There is no
minimum conversion price, so the lower the bid price of our
stock, the more shares we will need to issue when our debentures
are converted - there is no limit on the number of shares of our
common stock that our debentures can be converted into.  This
means that, if our stock price is low, the debenture holders
could own a large percentage of our outstanding common stock -
except that they have each agreed not to own more than 5% of our
common stock at any one time.  We can redeem our debentures.

Employment Agreement Provisions Related to Changes in Control

We have employment agreements with Fred E. Cooper, Anthony J.
Feola, Glenn Keeling, Michael P. Thompson and two non-executive
officer employees.  The agreements provide that in the event of a
"change of control", we must: issue to Mr. Cooper shares of
common stock equal to 5%; issue to Mr. Feola 4%; issue to Mr.
Keeling 3%; and issue to Mr. Thompson and the two non-executive
officer employees 2% each of our outstanding shares of common
stock. For purposes of these agreements, a change of control is
deemed to occur: when 20% or more of our outstanding voting
stock is acquired by any person; or when 1/3 or more of our
directors are not continuing directors, as defined in the
agreements; or when a controlling influence over our management
or policies is exercised by any person or by persons acting as a
group within the meaning of the federal securities laws.

Warrants

As of December 31, 2000, we had outstanding warrants to purchase
31,378,160 shares of our common stock.  These warrants have
exercise prices ranging from $.06 to $3.20 per share and
expiration dates through October 23, 2005, and are held by
members of our scientific advisory board, certain employees,
officers, directors, loan guarantors, and consultants.

Holders of warrants are not entitled to vote, to receive
dividends or to exercise any of the rights of the holders of
shares of our common stock for any purpose until the warrant
holder properly exercises the warrant and pays the exercise
price.

Transfer Agent

Chase-Mellon Shareholder Services in New York, New York acts as
our Registrar and Transfer Agent for our common stock.  We act as
our own registrar and transfer agent for our preferred stock and
warrants.

Item 6.  Selected Financial Data



                             YEARS ENDED DECEMBER 31st

                2000         1999        1998         1997          1996

Total Assets$21,930,070  $15,685,836  $9,835,569   $12,981,300  $14,543,991

Long-Term
Obligations $ 2,211,537  $ 1,338,387  $1,412,880   $ 2,697,099  $ 2,669,727

Working
Capital     $   754,368  $ 4,592,935 ($9,899,008)  $   888,082  $ 1,785,576

Preferred
Stock       $       0    $   720,000  $  0         $   0        $   0

Net Sales   $   340,327  $   112,354  $1,145,968   $ 1,155,907  $   597,592

TOTAL
REVENUES    $   345,874  $   165,251  $1,196,180   $1,260,157   $   600,249

Other
Income      $   589,529  $ 1,031,560  $  182,033   $  165,977   $   176,478

Warrant
Extensions  $ 5,233,529  $ 4,669,483  $  0         $4,046,875   $ 9,175,375

Benefit
(Provision)
for Income  $  0         $  0         $  0         $   0        $   0
Taxes

Net Loss   ($42,546,303)($38,072,578)($22,402,644)($30,433,177)($24,045,702)

Net Loss
Per Common
Share:
  Basic           ($.04)       ($.05)       ($.08)       ($.43)       ($.57)
  Diluted         ($.04)       ($.05)       ($.08)       ($.43)       ($.57)

Cash
Dividends
Per Share:
 Preferred         $  0         $  0         $  0         $  0         $  0
 Common            $  0         $  0         $  0         $  0         $  0

Item 7.  Management's Discussion and Analysis of Financial
Condition and Results of Operations

The following is a summary of the more detailed information in
our financial statements.  You should carefully review those
financial statements before you decide whether to invest in our
stock.

Forward-Looking Statements

This section contains forward-looking statements.  We discussed
these kinds of statements on page 2, and you should review that
section.


                 Liquidity and Capital Resources


Our working capital was $754,368 at December 31, 2000 as compared
to $4,592,935 at December 31, 1999 and as compared to a working
capital deficiency of ($9,899,008) at December 31, 1998.  Working
Capital fluctuations occur primarily because we raise different
amounts of money from year to year.  We raised approximately
$29,900,000 in 2000, $30,816,000 in 1999, and $10,720,000 in
1998.  Accounts receivable increased to $400,950 at December 31,
2000 from $27,263 at December 31, 1999 and $55,950 at December
31, 1998 primarily from our acquisition of INTCO.  Changes in net
inventory and accounts payable also affect working capital - our
net inventory increased to $805,224 as of December 31, 2000 from
$10,308 as of December 31, 1999 and $74,515 as of December 31,
1998 because inventory previously provided for in our valuation
allowance was disposed of and replaced with inventory currently
being used to manufacture our noninvasive glucose sensors as well
as our hyperthermia systems.  Our accounts payable decreased from
$1,750,188 at December 31, 1998 to $759,733 at December 31, 1999
to $578,520 at December 31, 2000.  The $1 million decrease from
1998 to 1999 occurred because our cash flow problems in 1998
were corrected in 1999, and the decrease from 1999 to 2000 was
due to payments in the ordinary course of business.  Accrued
liabilities increased at December 31, 2000 primarily because of
the $1.3 million class action settlement payment due to be paid
in 2001.

Our cash decreased to $7,844,807 as of December 31, 2000 from
$10,827,631 as of December 31, 1999.   The decrease was partially
due to different amounts generated from sales of our securities.
In 2000, our securities sales included: approximately $18.6
million from our public offering of common stock; approximately
$4.3 million from sales of our Series F preferred stock; $6.4
million from sales of our subordinated convertible debentures,
after redemptions; and approximately $616,000 from warrants
exercised.  Our Series F convertible preferred stock, which was
all converted to common stock during 2000, was not secured by any
of our assets, and was convertible by its holders beginning 120
days from when it was issued.     Our subordinated convertible
debentures are not secured by any assets, and are subordinate to
our corporate debt, except for debt to any related parties.  Our
debentures are convertible beginning 90 days from when we issue
them. They can be converted to common stock at a price that is
determined by computing 80% of the average closing bid price for
the four days prior to and the day of conversion  - or a 20%
discount to a five-day average trading price.  There is no
minimum conversion price.  We sold convertible debentures at
different times during 2000.  All of the debentures issued during
the first quarter of 2000 were converted.  We also sold
convertible debentures beginning in December 2000, and those
$2,400,000 in debentures are still outstanding.

During 2000, 1999 and 1998, our cash flows used by operating
activities totaled $26,681,873; $18,411,002; and $11,855,294,
respectively.  During 1998, those activities included a $ .8
million increase in inventory reserves.   During 1998, we spent
cash and other resources when we purchased a majority interest in
a metal-coating company.   Because that investment did not
perform as we anticipated, we had to write down assets, including
goodwill, in 1999.  In addition, we recorded an $11.2 million
charge against operations due to warrant grants and extensions by
our subsidiaries in 2000, with a similar charge of $5.9 million
in 1999.

During 2000, our net cash flow used by investing activities was
$6,455,166, compared to $1,213,099 in 1999 due primarily to our
investments in the following unconsolidated subsidiaries: Insight
Data Link.com, Inc., American Inter-Metallics, Inc., MicroIslet,
Inc., and Diabecore Medical, Inc., which we discuss in the
following three paragraphs.

During 2000, we made investments in unconsolidated subsidiaries.
In January, we acquired a 25% interest in Insight Data Link.com,
Inc. for $100,000.  Insight is a start-up corporation with a
software program and website business that acts as an internet
clearinghouse for the rental of shopping mall space.  Insight
also plans to develop additional software for related projects.
We also invested an additional $285,000 in American Inter-
Metallics, bringing our total investment in AIM's rocket
propulsion project to $810,000, which represents a 16.2%
ownership in AIM - we plan to invest additional funds to increase
our total ownership to 20% during 2001.  We made these
investments because our management believes they will generate
revenue.

Our subsidiary, Diasensor.com, Inc. also made investments in
unconsolidated subsidiaries.  In January 2000, Diasensor.com
initiated an alliance with MicroIslet, Inc.; in return for its
initial equity investment of $500,000, Diasensor.com received a
10% stake with an option to purchase an additional 10% in the
future.  As of December 31, 2000, Diasensor.com had invested a
total of $1,000,000 in MicroIslet, and owned 15% - Diasensor
plans to invest additional funds during 2001 to increase its
ownership to 20%.  MicroIslet is developing several diabetes
research technologies with Duke University that focus on
optimizing microencapsulated islets for transplantation.  The
project is in the research and development phase.  Diasensor.com
also invested in Diabecore Medical, Inc.  Diabecore is a company
in Toronto working with other research institutions to develop a
new insulin to treat diabetes.  During 2000, Diasensor.com
invested $693,520 in Diabecore and received a 20.8% ownership
interest.  This project is also in the research and development
phase.  Diasensor.com made these investments because management
believes that these diabetes research organizations and the
institutions they affiliate with will bring strength and support
to our own diabetes research and development projects.

As a result of those investments in Insight Data Link.com,
American Inter-Metallics, MicroIslet and Diabecore Medical, our
overall investment in unconsolidated subsidiaries increased from
$485,284 as of December 31, 1999 to  $2,061,439 at December 31,
2000.  The money we spent investing in those four companies
came from stock and debenture sales during 1999 and 2000.   All
the investments were our initial investments in those companies,
except American-Inter-Metallics.  We invested a total of $810,000
in American Inter-Metallics, a company that is developing
products designed to enhance rocket propulsion performance.  We
carry the AIM investment on our balance sheet as a $663,916
investment in an unconsolidated subsidiary. The difference
between the actual investment and the balance sheet amount is due
to certain accounting rules known as the equity basis of
reporting.

Our investing activities also included the acquisition of
additional property, plant and equipment in connection with the
expansion of our manufacturing facilities and advances made under
a line of credit by Petrol Rem to a company involved in the
acquisition of other environmental companies.  In connection with
this line of credit, current  - short-term - notes receivable
increased by $1,726,363.

Our other assets increased from $710,619 at year-end 1999 to
$3,119,167 at the end of 2000.  Approximately $200,000 of that
increase was due to a 1999 short-term note that was reclassified
as a long-term note in 2000; approximately $700,000 was from an
increase in goodwill related to our investments in our
subsidiaries; and the balance was primarily due to our increased
investments in unconsolidated subsidiaries.  During 2000, we
converted loans totaling $55,256 to B-A-Champ.com, to an equity
interest in that company; we also invested an additional
$400,000, and we now own 51% and Fred E. Cooper, our CEO, owns
30%.

Related party receivables decreased by about $316,000 during 2000
due to scheduled repayments on related party debt.

Our current liabilities increased by $4.6 million from 1999 to
2000, from $6,792,504 as of December 31, 1999 to $11,394,556 as
of December 31, 2000.  The increase was primarily due to $2.4
million in debentures payable that we sold in December 2000, and
a $1 million increase in our current portion of long-term debt;
we also accrued $1.3 million for the remaining payments left on
our class action settlement.

We incurred debentures payable of $2.4 million because we sold
convertible subordinated debentures during 2000 to raise capital
to fund operations. Accrued liabilities increased to $3,131,765
from $1,794,370 due to a $440,000 increase in accrued interest, a
$653,000 decrease in accrued payroll, and a $1,529,000 increase
in other accrued liabilities, which included the $1,300,000
balance due in July 2001 for our class action settlement.

We continued to fund operations mostly by selling our securities.
During 2000, we raised approximately $29,900,000, including
$4,275,000 from sales of preferred stock; $6,400,000 from sales
of convertible debentures, and $18,604,650 from sales of stock in
our public offering. During 1999, we raised approximately
$30,816,000 from the sales of securities, including $810,000 from
sales of our Series F preferred stock.  During 1998 and 1999 we
issued $10,720,000 and $29,020,000, respectively, of our
subordinated convertible debentures.  All of our debentures have
one-year terms, minimum holding periods prior to conversion and
mandatory conversion provisions.  When those debentures were
converted, we issued 280,134,590; 515,013,737; and 56,679,610
shares of stock, respectively during 1998, 1999 and 2000.  During
1999 and 2000, we redeemed $4,130,000 and $5,850,000 in
debentures - we still had the money from selling the debentures,
and we used some to buy some debentures back so we wouldn't have
to issue more stock.

As of December 31, 1998 and 2000, the conversion price of our
outstanding debentures would have been approximately $.059 and
$.0421 per share, respectively, based upon a formula that applies
a discount to the average market price for the previous week and
determined by the length of the holding period.  As of December
31, 1998 and 2000, the number of shares to be issued upon
conversion of all outstanding debentures was approximately 60.1
million and 57 million shares, respectively, which would have
reflected discounts of approximately 23% and 20%, respectively.
No debentures were outstanding as of December 31, 1999.

Due to our current limited sources of revenue, we will have to
find additional financing that we'll use to finance development
of, and to proceed to manufacture, our noninvasive glucose sensor
and to complete the development of our other projects.  We can't
assure you that we'll be able to find that additional financing.

Our products are at various stages of development and we'll need
more money to complete them.  We may decide to discontinue any of
our projects at any time if research and development efforts
dictate that's the best thing to do.

We currently have commitments for capital leases on certain
equipment and we'll have to commit to other capital leases so we
can continue to develop and manufacture our products.

Our financial statements contain a going concern opinion from our
auditors.  Our auditors issued that opinion because we have a
history of losses and no revenue to support our operations.  We
get money to fund our operations by selling securities - and we
don't know if we'll be able to continue to raise enough money
that way.  Because we're not sure - and our auditors are not sure
- how long we can continue, our financial statements include the
auditor's opinion that we may not be able to continue operating
as a going concern.  As of February 2001, we estimate that
between the money we have and the money we can raise by selling
stock, we'll be able to continue operations for at least a year,
including continuing the research and development of our
noninvasive glucose sensor, completion of the FDA approval
process and marketing and manufacturing the device.  We have a
history of successful capital-raising efforts; since 1989, and
through December 2000, we, along with Diasensor.com, have raised
over $166,000,000 in private and public offerings alone.

In prior years, we met a portion of our short-term working
capital needs through development contracts with other
organizations and through manufacturing for other companies on a
contractual basis.  During 1997 and 1998, we received contracts
by the Department of Veteran's Affairs Medical Center for Case
Western Reserve University, Shriners Hospital - Philadelphia
Unit, and Austin Hospital to manufacture FES products. Functional
electrical stimulators, known as FES products, are implanted
under the skin of patients who are disabled as a result of spinal
cord injury, stroke, head injury or other neurological disorder.
The FES uses low levels of electrical stimulation to activate
nerves and muscles to assist the patient with grasping, arm
movement or standing. Those contracts generated revenues of
$584,026 in 1998.  During 1998, the other parties canceled the
orders and those contracts.  As a result, we terminated FES
project activities for the present, and we don't anticipate any
additional material revenue from those activities in the future.

Given our expenses and the other factors we discussed, as
compared to our sources of funds, we estimate that we will be
able to meet our funding needs for at least a year from December
31, 2000.  We make that estimate based in part because we are not
aware of any extraordinary technological, regulatory or legal
problems.  If any of those problems, which could include
unanticipated delays resulting from new developmental hurdles in
product development, FDA requirements, or the loss of a key
employee, arise, we would have to reevaluate our position.  We
can't assure you that, despite our good-faith efforts, our
estimates will be correct.

We think that our long-term liquidity needs will include working
capital to fund manufacturing expenses for our products and
continued research and development expenses for existing and
future projects.   If our projects are delayed, we will need more
money.  We believe we will be able to continue selling our stock
and other securities in order to raise funds, but we can't assure
you we will be successful.  If we can't raise enough money to
fund our projects and operations, we will not be able to
continue. We don't have any other sources of funds, such as bank
lines of credit. We believe that, at some point, we will be able
to sell our products to generate revenue, but we can't assure you
when, or if, that will happen.

                         Results of Operations

The following seven paragraphs discuss the Results of Operations
of our entire company based on our consolidated financial
statements.  We discuss our business segments at the end of this
section.

Our sales and corresponding costs of products sold during the
last year increased to $340,327 and $354,511, respectively in
2000 from  $112,354 and $147,971 in 1999 and $1,145,968 and
$587,821 in 1998.   The changes from year to year were due to
fluctuations in sales of our various products.  Our costs
increased and decreased due to our overall increase and decrease
in sales.  The increase from 1999 to 2000 was due primarily to an
increase in sales: a $191,000 increase in bioremediation sales
and initial sales of our ThermoChem system.  The decrease from
1998 to 1999 was primarily due to the loss of our FES contracts.
We had sales of the Diasensor totaling $427,603 in 1998; $47,500
in 1999, and none in 2000, because we haven't been able to
successfully sell the device in Europe.  We're not sure why we
were only able to sell a few sensors in 1999, and none in 2000.
We've hired marketing consultants to help us figure out why, and
to help us learn how to sell more.  During 1998, 1999 and 2000,
sales of  $16,855; $31,060; and $20,068, respectively, were from
sales of our theraPORT, an implantable device used by patients
who have to have repeated injections of drugs.  The theraPORT is
implanted in the patient's chest, and provides a fixed port for
catheters used to deliver the drugs the patient needs.  Those
sales increased because we were able to convince more doctors to
use the product in 2000 than we were in 1999.  We had minor sales
totaling $3,496 and $2,028 of other biomedical products,
primarily leftover parts from previous models of the Diasensor,
during 1999, and 2000.   Our other product sales increased.
Bioremediation product sales totaled $45,382 in 1998 and $26,693
during 1999, with an increase to $217,722 during 2000.  We also
had sales of our metal-coating products beginning in 1999 of
$3,605, which increased to $40,593 in 2000.  The increase was due
to repeat customers who sent us more work once they were
satisfied with our earlier performance.   Until we have
significant sales, we can't predict any trends for future
revenues.    We had sales of $69,605 from our ThermoChem
hyperthermia system for the first time in 2000.

In 2000, 1999 and 1998, we received interest income in the amount
of $589,529; $1,031,560; and $182,033 respectively.  The
fluctuations are due to the varying amounts of money - which came
mostly from our securities sales - we had to invest. Our other
income decreased to $5,547 in 2000 as compared to $52,897 in 1999
and  $50,212 in 1998.  The decrease was due to the loss of rental
income.

Research and Development expenses during 2000 increased to
$6,651,471 from $4,430,819 in 1999, a decrease from $6,340,676 in
1998. The increase from 1999 to 2000 was due to increased spending
on our noninvasive glucose sensor project, and our hyperthermia
project, made possible due to the availability of additional funds.
We used those additional funds to replace scientists and engineers
who left during 1998 when we had serious cash flow problems, and
to work on future versions of the noninvasive glucose sensor.  We
also hired new personnel to work on ViaCirQ's hyperthermia
project following the FDA approval in January 2000.

Selling, General and Administrative expenses increased to
$21,407,472 in 2000 from $12,884,237 in 1999 and $10,673,265 in
1998. The increase from 1999 to 2000 was primarily due to the
following factors: a $4.9 million increase in warrants granted by
BICO and our subsidiaries; a $1.27 million increase in salaries;
a $2.4 million decrease in commissions paid on our securities
sales; a $1.16 million increase in legal fees; a $1.2 million
increase in consulting fees; and a $1 million expense to reflect
a write-off of inventory we couldn't sell.  The increase from
1998 to 1999 was due primarily to the following factors:  a $1.6
million increase in salaries; a $2.2 million increase in
commissions paid on our securities sales; an $800,000 increase in
consulting fees; and a $700,000 charge in 1998 for ViaCirQ
manufacturing rights that was not incurred in any other year.

Beginning in 2000, we had a loss on unconsolidated subsidiaries
of $158,183 that reflects our ownership share of the losses
incurred by American Inter-Metallics, MicroIslet, Diabecore, and
Insight Data Link.

In 2000, we had an unusual item expense totaling $3,450,000 to
settle our class action lawsuit.  Even though we don't believe
any violations of the securities laws occurred, we agreed to
settle the lawsuit.  We paid $2,150,000 in 2000, and an
additional $1,300,000 payment is due in July 2001 - we also
included that amount as an accrued liability on our balance
sheet.

During 1999, we reevaluated our investment in the metal-coating
project and determined that an impairment charge of $5,060,951
was necessary in addition to a $39,716 write-down of goodwill.
We recognized these charges because we determined we would not be
able to recover our investment.  We had no similar charges in
1998 or 2000.

Beneficial conversion terms included in our convertible
debentures are recognized as expense and credited
to additional paid in capital at the time the associated
debentures are issued.  We recognized $3,062,500 of
expense in connection with the issuance of our subordinated
convertible debentures in 2000 compared to $7,228,296 in 1999 and
$3,799,727 in 1998. The amount decreased primarily because we
issued fewer debentures this year compared to last year.

Similarly, we recognized a beneficial conversion feature for our
preferred stock during 2000.  During 2000, we issued 452,000
shares of our Series F preferred stock.  The preferred stock was
convertible into our common stock at a discount of 25% after 120
days.  Based on accounting rules, the value of the beneficial
conversion feature of the preferred stock is calculated as the
difference between the market price and the discounted price for
the corresponding common stock on the date the preferred stock
was purchased.  The total discount of $1,883,333 or $.17 per
preferred share was recognized as a constructive dividend on our
preferred stock during 2000.   We charged the $1,883,333 to
additional paid-in capital.  We did not have any of these charges
or constructive dividends during 1999 or 1998 because we had not
yet issued our preferred stock.

During 1999 our subsidiary, Diasensor.com, extended warrants
originally granted to certain officers, directors, employees and
consultants.  In addition, our subsidiary ViaCirQ also extended
warrants in 2000.  Because the exercise price of some of those
warrants  - $.25 to $3.50 for Diasensor.com and $.10 for ViaCirQ
- was lower than the market price of the common stock at the time
of the extensions, $4,669,483 and $5,233,529 were charged to
operations during 1999 and 2000, respectively. For more detailed
information, you should read Note L to our financial statements.

Interest expense on our outstanding debt was $1,924,873 in 2000,
compared to $1,373,404 in 1999 and $481,025 in 1998. The increase
was due to an increase in capital leases and interest payments on
our subordinated debentures.

In 2000, unrelated investors' interest in net loss of subsidiary
increased to $280,997 from $24,164 in 1999, a decrease from
$1,385,485 in 1998.  Unrelated investors' interest is an entry on
our statement of operations that is different from income or
expense entries.  It represents the total amount of our
subsidiaries' losses that is allocated to other owners.  When our
subsidiaries lose money, we, as majority owner, have to take a
charge for our share of those losses, but we are allowed to
deduct the portion of the losses that are allocated to the other
owners - called the unrelated investors.  This means that the
entry for the unrelated investors' share of the losses actually
decreases our total net loss, because it gives us credit for the
part of the loss allocated to the unrelated investors.  The
significant decrease from 1998 to 1999 is due to the declining
net worth of Diasensor.com, our 52% owned subsidiary.  In  1998,
Diasensor.com's losses were less than the interest of its
unrelated investors. Therefore, those unrelated investors shared
in the losses to the extent of their ownership - 48%, and we were
able to deduct their share of the loss, which was ($1,385,485).
In 1999, Diasensor.com's losses were more than the interest of
its unrelated investors, which was $24,164. Therefore, accounting
rules require that we - as majority owner - take full
responsibility for all of Diasensor.com's 1999 losses that
exceeded that $24,164, and only deduct that small amount from our
losses.  There was no unrelated investors' interest in the net
loss of Diasensor.com in 2000 due to the continued decline in the
net worth of Diasensor.com.  The increase from 1999 to 2000 is
primarily due to the increased net worth of ViaCirQ, our 99%-
owned subsidiary.  In 1999 and 1998, ViaCirQ's losses exceeded
the interest of unrelated investors and we - as majority owner
- were required to take full responsibility for ViaCirQ's losses.
In 2000, ViaCirQ's net worth increased due to the conversion of
debt to common stock.  ViaCirQ's losses were less than the
interest of its unrelated investors and those unrelated investors
shared in the losses to the extent of their ownership of 1%.
Therefore, we were able to deduct their share of ViaCirQ's loss,
which was ($146,708).  Our acquisitions also contributed to the
increase from 1999 to 2000.  Petrol Rem acquired a majority of
INTCO and Tireless, and we acquired a majority of B-A-Champ.com.
In 2000, the unrelated investors' interest in the net losses of
INTCO, Tireless and B-A-Champ were $9,827, $52,729, and $71,733,
respectively.  There were no similar amounts in 1999 or 1998
because we didn't acquire them until 2000.

                       Segment Discussion

For purposes of accounting disclosure, we provide the following
discussion regarding two business segments:  Biomedical devices,
which includes the operations of our Biocontrol Technology
division, Diasensor.com, Inc., and ViaCirQ, Inc.; and
Bioremediation, which includes the operations of Petrol Rem, Inc.
More complete financial information on these segments is set
forth in Note H to our accompanying financial statements.

Biomedical Device Segment.  During the year ended December 31,
2000, sales to external customers decreased to $81,954 from
$82,056 in 1999, a decrease from $1,028,484 in 1998.  The overall
decrease was primarily due to sales of the functional electrical
stimulators, which have been discontinued.  Corresponding
fluctuations in costs of products goods sold occurred for the
same reason, from  $483,388 in 1998 to $133,288 in 1999 and
$47,862 in 2000.

Bioremediation Segment.  During the year ended December 31, 2000,
sales to external customers increased to $217,722 as compared to
$26,693 in 1999 and $45,382 in 1998.   The increase from 1999 to
2000 was due to our increased efforts to effectively penetrate the
market with products other than the BioSok.  The reasons for the
decline from 1998 to 1999 are as follows:  due to cash flow
problems in 1998, Petrol Rem stopped funding its sales efforts
and lost employees. In 1999, Petrol Rem restructured its
management, operations and pricing structure - during that time,
sales efforts slowed until the new management and funding was in
place.  Costs of products sold fluctuated due to the same factors
that impacted sales, from  $33,061 in 1998 to $14,683 in 1999 and
to $179,446 in 2000.

                         Income Taxes

Due to our net operating loss carried forward from previous years
and our current year losses, no federal or state income taxes
were required to be paid for the years 1987 through 2000.  As of
December 31, 2000, we and our subsidiaries, except for
Diasensor.com and Petrol Rem, had available net operating loss
carry forwards for federal income tax purposes of approximately
$132,500,000, which expire during the years 2001 through 2021.

               Supplemental Financial Information

During early 2001, we made investments in unconsolidated
subsidiaries.  In January and February, we invested an additional
$110,000 in American Inter-Metallics, bringing our total investment
in AIM's rocket propulsion project to $920,000.  We  made  this
investment because our management believes it will generate revenue.

Our subsidiary, Diasensor.com, Inc. also made investments in
unconsolidated subsidiaries.  In January 2000, Diasensor.com
invested an additional $250,000 in MicroIslet, Inc. Diasensor.com
now owns a total of 17.5% of MicroIslet, and has invested a total
of $1,250,000.  Diasensor.com also invested an additional
$293,951 in Diabecore Medical, Inc.  Diasensor.com now owns 27%
of Diabecore and has invested a total of $970,874.  Diasensor.com
made these investments because management believes that these
diabetes research organizations and the institutions they
affiliate with will bring strength and support to its own
diabetes research and development projects.

From January through February 2001, we raised net funds
aggregating approximately $3,890,659 by selling our convertible
debentures.  The subordinated convertible debentures are not
secured by any assets, and are subordinate to corporate debt,
except for related-party debt.  The debentures are convertible
beginning 90 days from issuance.  They can be converted to common
stock at a price that is determined by computing 80% of the
average closing bid price for the four days prior to and the day
of conversion - or a 20% discount to a five-day average trading
price.  There is no minimum conversion price.

In February, we entered into an agreement with David L. Purdy in
connection with his resignation from our affiliates and us.  The
agreement required us to pay Mr. Purdy an aggregate of $912,727
plus $100,000 to be placed in an escrow account for his future
attorney's fees.  The agreement contains confidentiality and
release provisions for both Mr. Purdy and us.

Item 8.  Financial Statements and Supplementary Data

The Company's financial statements appear on pages F-1 through
F-32 of this report.

Item 9.  Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure

Effective August 24, 2000, upon a determination by the board of
directors, we engaged Goff Backa Alfera & Company, LLC as our
independent auditors and accountants to replace Thompson Dugan,
P.C.   Goff Backa Alfera & Company, LLC also serves as the
independent auditors and accountants for Diasensor.com, replacing
Thompson Dugan, P.C.  Neither company had any disagreements with
Thompson Dugan, P.C. or Goff Backa Alfera & Company, LLC on any
matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure.

Item 10.  Directors and Executive Officers of the Registrant

The  directors  and  executive officers  of  the  Company  as  of
December 31, 2000 were as follows:

   Name              Age        Director            Position
                                Since

Fred E. Cooper       54         1989            Chief Executive Officer,
                                                Executive Vice President,
                                                Director

Anthony J. Feola     52         1990            Senior Vice President,
                                                Director

Michael P. Thompson  50                         Chief Financial Officer

Glenn Keeling        49         1991            Vice President, Director

Stan Cottrell        57         1998            Director

Paul W. Stagg        53         1998            Director


FRED E. COOPER, 54, is our chief executive officer, executive
vice president and a director; he devotes approximately 60% of
his time to BICO, and 40% to Diasensor.com.  Prior to joining us,
Mr. Cooper co-founded Equitable Financial Management, Inc. of
Pittsburgh, PA, where he was the executive vice president until
he left in August 1990.   Our board of directors appointed him
chief executive officer in January 1990. He is also an officer
and director of Diasensor.com and a director of Petrol Rem and
Coraflex.

ANTHONY J. FEOLA, 52, rejoined BICO as our senior vice president
in April 1994, after serving as Diasensor.com's vice president of
marketing and sales from January 1992 until April 1994. Prior to
January 1992, he was our vice president of marketing and sales.
Prior to joining us in November 1989, Mr. Feola was vice
president and chief operating officer with Gateway Broadcasting
in Pittsburgh in 1989, and national sales manager for
Westinghouse Corporation, also in Pittsburgh, from 1980 until
1989.  He was elected a director in February 1990, and also
serves as a director of Diasensor.com, Coraflex, and Petrol Rem.

MICHAEL P. THOMPSON, 50, joined BICO as our interim chief
financial officer in August 2000, and was elected our chief
financial officer by our board of directors in January 2001.
Prior to joining us, he was a partner in Thompson Dugan, P.C.,
the CPA firm that served as our outside auditors until August,
when Mr. Thompson joined us as interim CFO.  He has been a CPA
for over 25 years.

GLENN KEELING, 49, joined our board of directors in April 1991.
Mr. Keeling currently is a full-time employee of BICO in the
position of vice president of marketing; his primary
responsibilities are to manage our ViaCirQ operations. From 1976
through 1991, he was a vice president in charge of new business
development at Equitable Financial Management, Inc., a regional
equipment lessor.  His responsibilities included initial contacts
with banks and investment firms to open new lines of business
referrals in connection with financing large equipment
transactions.  He is also president and a director of ViaCirQ.

STAN COTTRELL, 57, was appointed to our board of directors in
1998.  Mr. Cottrell is the chairman and founder of Cottrell
Associates International, Inc., which provides international
business development, brokerage, specialty marketing and
promotional services.  He is a former director of marketing for
Inhalation Therapy Services and was employed by Boehringer
Ingelheim, Ltd. as a national product manager.  Mr. Cottrell is a
world ultra-distance runner and the author of several books.

PAUL W. STAGG, 53, was appointed to our board of directors in
1998.  Mr. Stagg is the owner of P.C. Stagg, LLC.  Prior to his
current position, he was the marketing manager for the Wholesale
Division of First Financial Resources, Inc., where he was
responsible for marketing, underwriting, sorting and coordination
various types of financing for institutional investors.  Prior to
his current position, he was district distributor of marketing
for Ginger Mae, a division of United Companies of Baton Rouge,
LA.

Item 405 of Regulation S-K requires us to make disclosures
regarding timely filings required by Section 16(a) of the
Securities and Exchange Act.  Based solely on our review of
copies of forms received and written representations from certain
reporting persons, we believe that all of our officers, directors
and greater than ten percent beneficial owners complied with
applicable filing requirements.

Item 11.  Executive Compensation

The following table contains information on our executive
officer's annual and long-term compensation for their services to
us in all capacities for the years ended December 31, 2000, 1999
and 1998.  The executive officers included are those people who,
as of December 31, 2000, were: our chief executive officer, and
our other most highly compensated executive officers who were
paid more than $100,000.  In addition, we included information
regarding David L. Purdy, who was an executive officer and
director until June 2000, and the president of our Biocontrol
Technology division during 2000.  In November 2000, Mr. Purdy
resigned effective February 2001.

                         SUMMARY COMPENSATION TABLE
==============================================================================
             Annual Compensation              | (1)Long Term  Compensation
------------------------------------------------------------------------------
                                              |   Awards
Name and                                      | Securities
Principal                    Bonus($)  Other  | Underlying  (4) All other
Position      Year  Salary($)  (2)     ($)(3) | Warrants(#)  Compensation
==============================================================================
David L.                                      |
Purdy (5)     2000  $646,795  $200,000     $0 |           *          $0
              1999  $450,000  $0           $0 |   4,000,000(4)       $0
              1998  $166,802  $0           $0 |           0          $0
------------------------------------------------------------------------------
Fred E.       2000  $939,000  $383,746(8)  $0 |           *          $0
Cooper,       1999  $821,242  $200,000     $0 |   4,000,000(4)       $0
CEO (7)       1998  $556,173  $0           $0 |           0          $0
------------------------------------------------------------------------------
Anthony J.    2000  $633,850  $268,190(10) $0 |           *          $0
Feola , Sr.   1999  $500,886  $0           $0 |   2,000,000(4)       $0
Vice Pres.(9) 1998  $326,912  $0           $0 |           0          $0
------------------------------------------------------------------------------
Glenn         2000  $500,000  $93,190(12)  $0 |           *          $0
Keeling, VP   1999  $302,083  $0           $0 |   2,000,000(4)       $0
(11)          1998  $180,003  $0           $0 |           0          $0
------------------------------------------------------------------------------
Michael P.    2000  $103,243  $0           $0 |   1,000,000(4)       $0
Thompson,
Chief Financial
Officer (13)


(1)  We do not currently have a Long-Term Incentive Plan, and no
     payouts were made under to any LTIP during the years 2000,
     1999 or 1998.  We issued warrants during 1999 and 2000,
     which we also discuss in Note 3.  We do not have any
     retirement, pension or profit-sharing programs for the
     benefit of our directors, officers or other employees.

(2)  The amounts shown include both cash bonuses and dollar
     amounts reflecting stock bonuses.  The footnotes that follow
     break down the total amount for each executive officer.  The
     dollar amount shown for stock bonuses equals the number of
     shares of stock granted multiplied by the stock price on the
     grant date.  This valuation does not take into account the
     diminution in value attributable to the restrictions
     applicable to the shares based on short-swing profit or
     other restrictions.

(3)  During the year ended December 31, 2000, the executive
     officers received medical benefits under our group insurance
     policy, including disability and life insurance benefits.
     The total combined amount of all those benefits was less
     than 10% of the total annual salary and bonus reported for
     each executive officer.

(4)  During 2000, we issued warrants to Michael P. Thompson, our
     new chief financial officer.  We granted the warrants on
     August 28, 2000 that give him the right to purchase 1
     million shares of our common stock at $.125 per share, which
     was the market price on the grant date, until August 28,
     2005.   During 1999, we issued warrants to the executive
     officers listed.  All of the warrants were issued on April
     28, 1999 at $.129 per share, which was the market price on
     the date of the warrant grant.   For more detailed
     information, please refer to the "Option/Warrant/SAR Grants
     in Last Fiscal Year" table, below.

 (5) In 2000, we paid Mr. Purdy $196,795 by BICO and $450,000 by
     Diasensor.com.  In 1999, he was paid $183,333 by BICO and
     $266,667 by Diasensor.com.  In 1998, he was paid $66,802 by
     BICO and $100,000 by Diasensor.com.  All amounts are
     included in the table above. Mr. Purdy is paid by BICO based
     on his employment agreement.  Diasensor.com paid Mr. Purdy
     based on its board of director's decisions for services
     performed on its behalf.  In June 2000, Mr. Purdy resigned
     as a BICO director and executive officer and became the
     president of our Biocontrol Technology division.  In
     November 2000, he resigned from that position effective
     February 2001.

(6)  In 2000, we paid Mr. Purdy a cash bonus of $200,000 from
     BICO.

(7)  In 2000, we paid Mr. Cooper $250,000 by BICO; $497,000 by
     Diasensor.com; and $96,000 each by Petrol Rem and ViaCirQ.
     Part of his salary from 1998 was deferred and paid in 1999,
     and all amounts are included in the table above.  In 1999,
     he was paid $272,617 by BICO; $340,625 by Diasensor.com and
     $104,000 each by Petrol Rem and IDT, which is now ViaCirQ.
     In 1998, in addition to his BICO salary of $250,000,
     Diasensor.com paid him $150,000 and Petrol Rem and IDT,
     which is now ViaCirQ, paid him $96,000. All amounts are
     included in the table above. Mr. Cooper is paid by BICO
     based on his employment agreement.  Amounts paid to Mr.
     Cooper by Diasensor.com, Petrol Rem and ViaCirQ are
     determined by the boards of directors of those companies
     based upon services performed on their behalf.

(8)  In 2000, we paid Mr. Cooper a cash bonus of $200,000 from
     BICO.  In addition, we gave him a stock bonus of 1 million
     shares of our common stock.  We determined the value of his
     stock bonus, $183,746, using the stock price on the date of
     the bonus, even though he hasn't sold the stock.

(9)  In 2000, we paid Mr. Feola $408,850 by BICO and $225,000 by
     Diasensor.com. Part of his salary from 1998 was deferred and
     paid in 1999, and all amounts are included in the table
     above.  In 1999, Mr. Feola was paid $425,886 by BICO and
     $75,000 by Diasensor.com.  All amounts are included in the
     table above.  Mr. Feola is paid by BICO based on his
     employment agreement. Diasensor.com paid Mr. Feola based on
     its board of director's decisions for services performed on
     its behalf.

(10) In 2000, we paid Mr. Feola a cash bonus of $175,000 by BICO.
     In addition, we gave him a stock bonus of 500,000 shares of
     our common stock.  We determined the value of his stock
     bonus, $93,190, using the stock price on the date of the
     bonus, even though he hasn't sold the stock.

(11) We pay Mr. Keeling based on his employment agreement. In
     2000, 50% of his salary was allocated to ViaCirQ.  In 1999,
     87% of his salary was allocated to IDT, now ViaCirQ, based
     upon the time he devoted to its operations.

(12) In 2000, we gave Mr. Keeling a stock bonus of 500,000 shares
     of our common stock.  We determined the value of his stock
     bonus using the stock price on the date of the bonus, even
     though he hasn't sold the stock.

(13) Mr. Thompson was appointed our interim chief financial
     officer when he joined us in August 2000.  We pay him based
     on his employment agreement.

          Option/Warrant/SAR Grants in Last Fiscal Year


                                                    POTENTIAL REALIZED
                                                     VALUE AT ASSUMED
                                                      ANNUAL RATES OF
                                                           STOCK
INDIVIDUAL GRANTS (1)                               PRICE APPRECIATION
                                                            FOR
                                                      OPTION TERM (3)

                 Number of  Percent of
                 Securities of  Total
                 Underlying Options/SAR's Exercise
                 Options/   Granted to    or      Expiration
                 SAR's      Employees in  Base    Date     5%($)   10%($)  0%($)
   Name          Granted    Fiscal Year   Price
                   (#)         (2)        ($/Sh)


Michael P.
Thompson       1,000,000      100%        $0.125   8/28/05 $159,000 $201,000 $0



(1)  The warrants in this table were granted during 2000.
     The warrants granted the executive officer the right to
     purchase the number of shares of common stock shown in
     the table at a price of $0.125 per share for five
     years.

(2)  For purposes of calculating this percentage, the total
     number of warrants granted to employees during 2000 was
     1,000,000.

(3)  Potential realizable values reflect the difference
     between the warrant exercise price at the end of 2000
     and the fair value of our common stock price from the
     date of the grant until the expiration of the warrant.
     The 5% and 10% appreciation rates, compounded annually,
     are assumed under to the rules adopted by the SEC and
     do not reflect actual historical or projected rates of
     appreciation of our common stock.  Assuming such
     appreciation, the following illustrates the per share
     value on the dates set forth, which are the expiration
     dates for the warrants, assuming the values set forth,
     which are the closing bid price on the date of the
     grant as reported by the electronic bulletin board:

          STOCK PRICE ON    EXPIRATION
          DATE OF GRANT        DATE           5%         10%

          08/28/00: $0.125   08/28/05       $0.159      $0.201

     The foregoing values do not reflect appreciation
     actually realized by executive officers.  For more
     information on the warrants, review the next table.


     AGGREGATED OPTION/WARRANT/SAR EXERCISES IN LAST FISCAL YEAR
     AND FISCAL YEAR-END OPTION/WARRANT/SAR VALUE TABLE

                              Number of       Value of
                              Securities      Unexercised
                              Underlying      In-the-Money
                              Unexercised     Options/SARs
                              Options/SARs    at
          Shares              at              12/31/00 ($)
          Acquired            12/31/00 (#)
  Name    On        Value     Exercisable/    Exercisable/
          Exercise  Realized  Unexerciseable  Unexercisable
          (#) (1)   ($)(2)     (3)            (4)


David L.      0     $   0      3,767,200     $    0
Purdy                              (5)            (10)

Fred E.       0     $   0      4,300,000     $    0
Cooper                             (6)            (10)

Anthony       0     $   0      2,550,000     $    0
J. Feola                           (7)            (10)

Glenn         0     $   0      2,100,000     $    0
Keeling                            (8)            (10)

Michael P.    0     $   0      1,000,000     $    0
Thompson                           (9)            (10)
__________________

(1)  This figure represents the number of shares of common
     stock acquired by each executive officer upon the
     exercise of warrants.  None of the executive officers
     exercised warrants during 2000.

(2)  The value realized of the warrants exercised is
     computed by determining the difference between the
     market value of our common stock on the exercise date
     minus the exercise price of the warrant.

(3)  All warrants held by the executive officers are
     currently exercisable.

(4)  The value of unexercised warrants was computed by
     subtracting the exercise price of the outstanding
     warrants from the closing sales price of our common
     stock on the last trading day of December 2000 as
     reported by the electronic bulletin board, which was
     $.049.

(5)  Includes warrants to purchase:  187,200 shares of
     common stock at $.25 per share until April 24, 2001;
     500,000 shares of common stock at $.25 per share until
     May 1, 2001; 80,000 shares of common stock at $.33 per
     share until June 29, 2003; and 3,000,000 shares of
     common stock at $.129 per share until April 28, 2004.

(6)  Includes warrants to purchase: 300,000 shares of common
     stock at $.25 per share until May 1, 2001; and
     4,000,000 shares of common stock at $.129 per share
     until April 28, 2004.

(7)  Includes warrants to purchase:  100,000 shares of
     common stock at $.25 per share until May 1, 2001;
     100,000 shares of common stock at $.25 per share until
     November 26, 2003; 350,000 shares of common stock at
     $.50 per share until October 11, 2002; and 2,000,000
     shares of common stock at $.129 per share until April
     28, 2004.

(8)  Includes warrants to purchase: 100,000 shares of common
     stock at $1.48 per share until August 26, 2001; and
     2,000,000 shares of common stock at $.129 per share
     until April 28, 2004.

(9)  Includes warrants to purchase 1,000,000 shares of
     common stock at $.125 per share until August 28, 2005.

(10) Because the market price as of the last trading day of
     December 2000 was less than the exercise price of the
     warrants, none of the warrants were in the money.


Employment Agreements

We have employment agreements with our executive officers,
Fred E. Cooper, Anthony J. Feola and Glenn Keeling effective
November 1, 1994, and Michael P. Thompson effective August
16, 2000.  Under those agreements, they are currently
entitled to receive annual salaries of $400,000,  $558,850,
$250,000 and $300,000 respectively, which are subject to
review and adjustment.   The initial term of the agreements
with Mr. Cooper was renewed in October 1999 for an
additional three-year term, which will automatically renew
for additional three-year terms unless one of the parties
gives proper notice of non-renewal; in November 2000, Mr.
Purdy resigned effective February 2001.  The initial term of
the agreements with Messrs. Feola and Keeling was renewed in
October 1999 for an additional two-year term, which will
automatically renew for additional two-year terms unless one
of the parties gives proper notice of non-renewal. The
initial term of Mr. Thompson's agreement will expire on
August 31, 2005 and will also automatically renew for
additional two-year periods unless one of the parties gives
proper notice of non-renewal.  The agreements also provide
that in the event of a "change of control", we are required
to issue the following shares of common stock, represented
by a percentage of our total outstanding shares of common
stock immediately after the change in control: 5% to Mr.
Cooper; 4% to Mr. Feola; 3% to Mr. Keeling; and 2% to Mr.
Thompson.  In general, a change of control would occur for
purposes of the agreements if:  20% or more of our
outstanding voting stock is acquired by any person; if 1/3
or more of our directors are not continuing directors, as
defined in the agreement; or when a controlling influence
over our management or policies is exercised by any person
or by persons acting as a group within the meaning of
Section 13(d) of the Securities Exchange Act of 1934.

In addition, if there is a change in control during the term
of the agreements, or within one year afterwards, Messrs.
Cooper, Feola, Keeling and Thompson are entitled to receive
severance payments in amounts equal to: 100% of their most
recent annual salary for the first three years following
termination; 50% of their most recent annual salary for the
next two years; and 25% of their most recent salary for the
next five years.  We are also required to continue medical
insurance coverage for Messrs. Cooper, Feola, Keeling and
Thompson and their families during those periods. Those
severance payments will terminate in the event of the
employee's death.

In the event that Mr. Cooper becomes disabled, as defined in
his agreements, he will be entitled to the following
payments, in lieu of salary.  The disability payments would
be reduced by any amount paid directly to him under a
disability insurance policy if we provided one: 100% of his
most recent annual salary for the first three years; and 70%
of his most recent salary for the next two years.  In the
event that either Mr. Feola, Mr. Keeling or Mr. Thompson
becomes disabled, as defined in their agreements, he will be
entitled to similar payments: 100% of his most recent annual
salary for the first year; and 70% of his most recent salary
for the second year.

Under the employment agreements, Messrs. Cooper, Feola,
Keeling and Thompson are required to protect our
confidential information during the term of the agreements
and they are restricted from competing with us for a period
of one year in specified states following the expiration or
termination of the agreements.

In addition to the employment agreements we just described,
we have employment agreements with two of our non-executive
officer employees effective November 1, 1994.  The terms of
such agreements are similar to those described for Messrs.
Feola and Keeling above, with the following amendments:  the
term of one agreement is from November 1, 1994 through
October 31, 2002, and is renewable for successive two-year
terms; the term of the other agreement was renewed for an
additional two-year term in October 1999, and will
automatically renew for additional two-year terms unless one
of the parties terminates the agreement. In the event of a
change in control, we are required to issue both employees
shares of common stock equal to 2% of our outstanding shares
of common stock immediately after the change in control.

Purdy Agreement

In February 2001, we entered into an agreement with David L.
Purdy in connection with his resignation from our affiliates
and  us.   The  agreement required us to pay  Mr.  Purdy  an
aggregate  of  $912,727 plus $100,000 to  be  placed  in  an
escrow   account  for  his  future  attorney's  fees.    The
agreement  contains  confidentiality and release  provisions
for both Mr. Purdy and us.

Item  12.   Security Ownership of Certain Beneficial  Owners
and Management

The following table sets forth the indicated information as
of December 31, 2000 with respect to each person who we know
is beneficial owner of more than 5% of the outstanding
common stock, each of our directors and executive officers,
and all of our directors and executive officers as a group.

As of December 31, 2000, we had 1,383,704,167 shares of our
common stock outstanding.  The table below shows the common
stock currently owned by each person or group, including
common stock underlying warrants, all of which are currently
exercisable, as of December 31, 2000.  The left-hand column
sets forth the percentage of the total number of shares of
common stock outstanding as of December 31, 2000, which
would be owned by each named person or group if they
exercised of all of their warrants, together with common
stock they currently owned.  An asterisk - * - means less
than 1%.  Except as otherwise indicated, each person has the
sole power to vote and dispose of each of the shares listed
in the columns opposite his name.

Name and                 Amount and      Percent of Beneficial
Address of               Nature of       Ownership of
Beneficial               Beneficial      Total Outstanding
Owner                    Ownership (1)   Common Stock (2)

David L. Purdy (3)       4,167,340 (4)   *
Box 121A R.D. #2
Marion Center, PA  15759

Fred E. Cooper           6,076,200 (5)   *
2275 Swallow Hill Road
Bldg. 2500, 2nd Floor
Pittsburgh, PA  15220

Stan Cottrell              350,000 (6)   *
4619 Westhampton Drive
Tucker, GA 30084

Anthony J. Feola         3,404,000 (7)   *
2275 Swallow Hill Road
Bldg. 2500, 2nd Floor
Pittsburgh, PA 15220

Glenn Keeling            2,738,500 (8)   *
2275 Swallow Hill Road
Building 2500,2nd Floor
Pittsburgh, PA 15220

Paul Stagg                 370,000 (9)   *
168 LaLanne Road
Madisonville, LA 70447

Michael P. Thompson      1,000,000(10)   *
2275 Swallow Hill Road
Bldg. 2500, 2nd Floor
Pittsburgh, PA 15220

All directors           18,106,040(11)   1.3%
and executive
officers as a
group (7 people)

(1) Includes ownership of all shares of common stock which
each named person or group has the right to acquire, through
the exercise of warrants, within sixty (60) days, together
with the common stock currently owned.

(2) Represents total number of shares of common stock owned
by each person, which each named person or group has the
right to acquire, through the exercise of warrants within
sixty (60) days, together with common stock currently owned,
as a percentage of the total number of shares of common
stock outstanding as of December 31, 2000. For individual
computation purposes, the total number of shares of common
stock outstanding as of December 31, 2000 has been increased
by the number of additional shares which would be
outstanding if the person or group exercised all outstanding
warrants.

(3) Does not include shares held by Mr. Purdy's adult
children.   Mr. Purdy disclaims any beneficial interest to
shares held by members of his family.  In November 2000, Mr.
Purdy resigned effective February 2001.

(4) Includes currently exercisable warrants to purchase the
following: 187,200 shares of common stock at $.25 per share
until April 24, 2001; 80,000 shares of common stock at  $.33
per share until June 29, 2003; 500,000 shares of common
stock at  $.25 per share until May 1, 2001; and 3,000,000
shares of common stock at $.129 per share until April 28,
2004.

(5) Includes currently exercisable warrants to purchase the
following: 300,000 shares of common stock at $.25 per share
until May 1, 2001; and 4,000,000 shares of common stock at
$.129 per share until April 28, 2004.  In addition, Mr.
Cooper is entitled to certain shares of common stock upon a
change of control of BICO as defined in his employment
agreement.

(6) Includes currently exercisable warrants to purchase
250,000 shares of common stock at $.129 per share until
April 28, 2004.

(7) Includes currently exercisable warrants to purchase the
following: 100,000 shares of common stock at  $.25 per share
until November 26, 2003; 100,000 shares of common stock at
$.25 per share until May 1, 2001; 350,000 shares of common
stock at  $.50 per share until October 11, 2002; and
2,000,000 shares of common stock at $.129 per share until
April 28, 2004. In addition, Mr. Feola is entitled to
certain shares of common stock upon a change of control of
BICO as defined in his employment agreement.

(8) Includes currently exercisable warrants to purchase
100,000 shares of common stock at $1.48 per share until
August 26, 2001; and 2,000,000 shares of common stock at
$.129 per share until April 28, 2004. In addition, Mr.
Keeling is entitled to certain shares of common stock upon a
change of control of BICO as defined in his employment
agreement.

(9) Includes currently exercisable warrants to purchase
20,000 shares of common stock at $.06 per share until April
27, 2003; and 250,000 shares of common stock at $.129 per
share until April 28, 2004.

(10) Includes currently exercisable warrants to purchase
1,000,000 shares of common stock at $.125 per share until
August 28, 2005.  In addition, Mr. Thompson is entitled to
certain shares of common stock upon a change of control of
BICO as defined in his employment agreement.

(11) Includes shares of common stock available under
currently exercisable warrants to purchase an aggregate of
as set forth above.

Item 13.  Certain Relationships and Related Transactions

We share common officers and directors with our
subsidiaries.  In addition, BICO and Diasensor.com have
entered into several intercompany agreements including a
purchase agreement, a research and development agreement and
a manufacturing agreement, which we describe later in this
section.  Our management believes that it was in our
best interest to enter into those agreements and that the
transactions were based upon terms as fair as those which
may have been available in comparable transactions with
third parties.  However, we did not hire any unaffiliated
third party to determine independently the fairness of those
transactions.  Our policy concerning related party
transactions requires the approval of a majority of the
disinterested directors of both the corporations involved,
if applicable.

Employment Relationships

Our board of directors approved employment agreements on
November 1, 1994 for its officers, David L. Purdy, Fred E.
Cooper, Anthony J. Feola and Glenn Keeling, and approved an
employment agreement for Michael P. Thompson in August 2000.
We discuss those agreements in the executive compensation
section.

David L. Purdy, the president, treasurer and a director of
BICO until June 2000, was a director of Diasensor.com, and
the chairman and chief scientist of Diasensor.com.  In June
2000, he resigned his positions with BICO in order to head
up our Biocontrol Technology division and devote all of his
efforts to our noninvasive glucose sensor project.  In
November 2000 he resigned from his other positions with BICO
and Diasensor.com effective February 2001.   Fred E. Cooper,
chief executive officer, executive vice president and a
director, is a director of Diasensor.com, and Petrol Rem.
He is also the president of Diasensor.com.  Mr. Cooper
devotes approximately 60% of his time to BICO and 40% to
Diasensor.com. Anthony J. Feola, senior vice president and a
director, is also a director of Diasensor.com, and Petrol
Rem.  Glenn Keeling is a vice president and a director.
Mr. Keeling is also the president and a director of ViaCirQ,
formerly IDT.   Michael P. Thompson is our new chief
financial officer. He is also the chief financial officer
for Diasensor.com, and Petrol Rem.

Property

Two of our current executive officers and/or directors and
three former directors are members of the nine-member 300
Indian Springs Road Real Estate Partnership that in July
1990 purchased our real estate in Indiana, Pennsylvania.
Each member of the partnership personally guaranteed the
payment of lease obligations to the bank providing the
funding.   The five members of the partnership who are also
current or former officers and/or directors of BICO, David
L. Purdy, Fred E. Cooper, Glenn Keeling, Jack H. Onorato and
C. Terry Adkins, each received warrants on June 29, 1990 to
purchase 100,000 shares of our common stock at an exercise
price of $.33 per share until June 29, 1995.  Those warrants
still outstanding as of the original expiration date were
extended until June 29, 2001.   Mr. Purdy, who was a
director and executive officer at the time of the
transaction, resigned from our board of directors on June 1,
2000, and resigned as an officer in November 2000, effective
February 2001.  Mr. Adkins, who was a director at the time
of the transaction, resigned from our board of directors on
March 30, 1992.  Mr. Keeling, who was not a director at the
time of the transaction, joined our board of directors on
May 3, 1991.   Mr. Onorato, who was not a director at the
time of the transaction, was a BICO director from September
1992 until April 1994.

Like all our warrants, the warrants issued to the members of
300 Indian Springs Road Real Estate Partnership had exercise
prices equal to or above the current quoted market price  of
our common stock on the date of issuance.

Warrants

This  section  discusses  the warrants  we  granted  to  our
executive officers and directors from 1998 through 2000.  We
recognize  warrants  granted based upon  the  minimum  value
method.   Under  this  method, the warrants  are  valued  by
comparing  the current market price of our common  stock  to
the  present  value  of the warrants'  exercise  price.  Our
policy  is to set exercise prices for our warrants  that  is
equal  to  or above the current quoted market price  of  our
stock on the date issued.

On  April  28,  1999, we granted warrants  to  purchase  our
common stock at $.129 per share  until April 28, 2004 in the
following  amounts:  4,000,000 to Fred E. Cooper, our  chief
executive  officer and a director; 2,000,000 to  Anthony  J.
Feola,  our senior vice president and a director;  2,000,000
to  Glenn  Keeling,  our  vice  president  and  a  director;
4,000,000  to David L. Purdy, our chairman and  a  director;
250,000 to Stan Cottrell, our director; and 250,000 to  Paul
Stagg,  a  director.  The exercise price of $.129 per  share
was equal to the market price on April 28, 1999.

On   August  28,  2000,  we  granted  warrants  to  purchase
1,000,000  shares  of our common stock at  $.125  per  share
until  August  28,  2005 to Michael P. Thompson,  our  chief
financial  officer.  The exercise price of $.125  per  share
was equal to the market price on August 28, 2000.

Loans

In 1999, we consolidated all of Fred E. Cooper's outstanding
loans from us, including accrued interest, into one loan in
the amount of $777,399.80 at 8% interest.  Mr. Cooper began
repaying the loans in May of 1999.   The loan balance as of
January 31, 2001 was $710,864.  Our board of directors -
with Mr. Cooper abstaining - approved these loans because
they were for a good business purpose.  The business
purposes were: to provide Mr. Cooper with funds during his
initial years with BICO, when he waived a salary; and to
refinance loans secured by BICO stock, so the stock wouldn't
have to be sold.  We believe that if Mr. Cooper had been
forced to sell his stock, and to disclose the sale, it would
have hurt our stock price because many people view insider
stock sales as a negative message.  In addition, Mr. Cooper
owns 30% of a corporation called B-A-Champ.com, an internet
company.  During 1999 and 2000, we loaned B-A-Champ.com an
aggregate of $55,256 at 6% interest. In 2000, we converted
that outstanding loan to  common  stock  and  invested  an
additional $400,000,  -  we  now  own  4,789,291 shares of
stock, resulting in BICO's total ownership of 51% ownership
of B-A-Champ.com. The business purpose of the loan and the
conversion was that we received an equity interest in that
company, which expects to generate revenues.

In 1999, we consolidated all of Anthony J. Feola's
outstanding loans from us, including accrued interest, into
one loan in the amount of $259,476.82 at 8% interest.  Mr.
Feola began repaying the loans in May of 1999.  The loan
balance as of January 31, 2001 was $219,758. Our board of
directors approved these loans  - with Mr. Feola abstaining
- because they were for a good business purpose.  The
business purpose was to refinance loans secured by BICO
stock, so the stock wouldn't have to be sold.  We believe
that if Mr. Feola had been forced to sell his stock, and to
disclose the sale, it would have hurt our stock price
because many people view insider stock sales as a negative
message.

In 1999, we consolidated all of Glenn Keeling's outstanding
loans from us, including accrued interest, into one loan in
the amount of $296,358.07 at 8% interest.  Mr. Keeling began
repaying the loans in May of 1999.   The loan balance as of
January 31, 2001 was $235,804.  Our board of directors
approved these loans  - with Mr. Keeling abstaining -
because they were for a good business purpose.  The business
purpose was to refinance loans secured by BICO stock, so the
stock wouldn't have to be sold.  We believe that if Mr.
Keeling had been forced to sell his stock, and to disclose
the sale, it would have hurt our stock price because many
people view insider stock sales as a negative message.

In September 1995, we granted a loan in the amount of
$250,000 to Allegheny Food Services in the form of a one-
year renewable note bearing interest at prime rate as
reported by the Wall Street Journal plus 1%.  Interest and
principal payments have been made on the note, and as of
January 31, 2001, the balance was $77,723.  Our board of
directors approved this loan because of its business purpose
- in return for granting the loan, we received an option to
purchase a franchise owned by Joseph Kondisko, a former
director of Diasensor.com, is a principal owner of Allegheny
Food Services.  The franchise generates revenue, which is
why we made the investment - until our products begin to
generate significant revenues; we investigate other ways to
generate revenue to fund our operations.  We have not
exercised the option, which has an exercise price of
$200,000, but it remains valid until 2005.

All future loans to officers, directors and their affiliates
will also be made only after board approval, and for good
business purposes.

Intercompany Agreements

Our management believes that the agreements between BICO and
Diasensor.com, which are summarized below, were based upon
terms, which were as favorable as those that may have been
available in comparable transactions with third parties.
However, we did not retain any unaffiliated third party to
determine independently the fairness of such transactions.

License and Marketing Agreement.  Diasensor.com acquired the
exclusive marketing rights for the noninvasive glucose
sensor and related products and services from BICO in August
1989 in exchange for 8,000,000 shares of Diasensor.com's
common stock.  That agreement was canceled through a
cancellation agreement dated November 18, 1991, and
superseded by a purchase agreement dated November 18, 1991.
The cancellation agreement provides that BICO will retain
the 8,000,000 shares of Diasensor.com common stock, which
BICO received under the license and marketing agreement.

Purchase agreement.  BICO and Diasensor.com entered into a
purchase agreement dated November 18, 1991 whereby BICO gave
Diasensor.com its entire right, title and interest in the
noninvasive glucose sensor and its development, including
its extensive knowledge, technology and proprietary
information.  Those transfers included BICO's patent
received in December 1991.

In consideration of the conveyance of its entire right in
the noninvasive glucose sensor and its development, BICO
received $2,000,000.  In addition, Diasensor.com may try, at
its own expense, to obtain patents on other inventions
relating to the noninvasive glucose sensor.  Diasensor.com
also guaranteed BICO the right to use that patented
technology in the development of BICO's proposed implantable
closed-loop system, a related system in the early stages of
development.

In December 1992, BICO and Diasensor.com executed an
amendment to the purchase agreement, which clarified terms
of the purchase agreement.  The amendment defines sensors to
include all devices for the noninvasive detection of
analytes in mammals or in other biological materials.  In
addition, the amendment provides for a royalty to be paid to
Diasensor.com in connection with any sales by BICO of its
proposed closed-loop system.

Research and Development Agreement.  Diasensor.com and BICO
entered into an agreement dated January 20, 1992 in
connection with the research and development of the
noninvasive glucose sensor.  Under the agreement, BICO will
continue the development of the noninvasive glucose sensor,
including the fabrication of prototypes, the performance of
clinical trials, and the submission to the FDA of all
necessary applications in order to obtain market approval
for the noninvasive glucose sensor.  BICO will also
manufacture the models of the noninvasive glucose sensor to
be delivered to Diasensor.com for sale under the terms of a
manufacturing agreement.  Upon the delivery of the completed
models, the research and development phase of the
noninvasive glucose sensor will be deemed complete.

Diasensor.com agreed to pay BICO $100,000 per month for
indirect costs beginning April 1, 1992, during the 15 year
term of the agreement, plus all direct costs, including
labor.  BICO also received a first right of refusal for any
program undertaken to develop, refine or improve the
noninvasive glucose sensor, and for the development of other
related products.  In July 1995, BICO and Diasensor.com
agreed to suspend billings, accruals of amounts due and
payments under to the research and development agreement
pending the FDA's review.

Manufacturing Agreement.  BICO and Diasensor.com entered
into an agreement dated January 20, 1992, whereby BICO will
act as the exclusive manufacturer of the noninvasive glucose
sensor and other related products.  Diasensor.com will
provide BICO with purchase orders for the products and will
endeavor to provide projections of future quantities needed.
The original manufacturing agreement called for the products
to be manufactured and sold at a price to be determined in
accordance with the following formula: Cost of Goods,
including actual or 275% of overhead, whichever is lower,
plus a fee of 30% of cost of goods.  In July 1994, the
formula was amended to be as follows: costs of goods sold
was defined as BICO's aggregate cost of materials, labor and
associated manufacturing overhead + a fee equal to one third
of the difference between the cost of goods sold and
Diasensor.com's sales price of each sensor.  Diasensor.com's
sales price of each sensor is defined as the price paid by
any purchaser, whether retail or wholesale, directly to
Diasensor.com for each sensor.  Subject to certain
restrictions, BICO may assign its manufacturing rights to a
subcontractor with Diasensor.com's written approval.  The
term of the agreement is fifteen years.


Item  14.   Exhibits,  Financial  Statement  Schedules,  and
             Reports on Form 8-K

(a)  1.   Financial Statements

The  financial statements, together with the report  thereon
of  the  Company's independent accountants, are included  in
this report on the pages listed below.

     Financial Statements                                       Page

     Report of Independent Certified Public Accountants
     Goff Backa Alfera & Company, LLC                           F-1

     Consolidated Balance Sheets
     December 31, 2000 and 1999                                 F-2

     Consolidated Statements of Operations
     for the years ended December 31, 2000, 1999 and 1998       F-4

     Consolidated Statements of Stockholders' Equity
     for the years ended December 31, 2000, 1999 and 1998       F-5

     Consolidated Statements of Cash Flows
     for the years ended December 31, 2000, 1999 and 1998       F-6

     Notes to Consolidated Financial Statements
     December 31, 2000, 1999 and 1998                           F-8

     2.   Exhibits:

(b)    Reports on Form 8-K

       The  Company  filed a Form 8-K report on  November  16,
       2000, for the event dated November 7, 2000.   The items
       listed  were  Item  5,  Other Events;  and  Item  7(c),
       Exhibits.

       The  Company  filed a Form 8-K report on  November  16,
       2000, for the event dated November 16, 2000.  The items
       listed  were  Item  5,  Other Events;  and  Item  7(c),
       Exhibits.

       The  Company  filed a Form 8-K report on  November  27,
       2000, for the event dated November 22, 2000.  The  item
       listed was Item 5, Other Events.

       The  Company  filed a Form 8-K report on  November  27,
       2000, for the event dated November 22, 2000.  The items
       listed  were  Item  5,  Other Events;  and  Item  7(c),
       Exhibits.

       The  Company  filed a Form 8-K report  on  January  24,
       2001,  for the event dated January 22, 2001.  The items
       listed  were  Item  5,  Other Events;  and  Item  7(c),
       Exhibits.

       The Company filed a Form 8-K report on February 5, 2001
       for the event dated February 2, 2001.  The items listed
       were Item 5, Other Events; and Item 7(c), Exhibits.

(c)    Exhibits Required by Item 601 of Regulation S-K

The  following  exhibits required by Item 601 of  Regulation
S-K  are  filed as part of this report.  Except as otherwise
noted,  all  exhibits  are incorporated  by  reference  from
exhibits to Form S-1 (Registration #33-55200) filed December
1,  1992 or from exhibits to Form 10-K filings prior  to  or
subsequent to that date.

3.1(4)  Articles of Incorporation as filed March 20, 1972

3.2(4)  Amendment to Articles filed May 8,1972

3.3(4)  Restated Articles filed June 19,1975

3.4(4)  Amendment to Articles filed February 4,1980

3.5(4)  Amendment to Articles filed March 17,1981

3.6(4)  Amendment to Articles filed January 27,1982

3.7(4)  Amendment to Articles filed November 22,1982

3.8(4)  Amendment to Articles filed October 30,1985

3.9(4)  Amendment to Articles filed October 30,1986

3.10(4) By-Laws

3.11(5) Amendment to Articles filed December 28,1992

3.12(8) Amendment to Articles filed February 7, 2000

3.13    Amendment to Articles filed June 14, 2000

10.1(1) Manufacturing Agreement

10.2(1) Research and Development Agreement

10.3(1) Termination Agreement

10.4(1) Purchase Agreement

10.5(2) Sublicensing Agreement and Amendments

10.6(3) Lease Agreement with 300 Indian Springs Partnership

10.7(4) Lease Agreement with Indiana County

10.8(5) First Amendment to Purchase Agreement dated December
        8, 1992

10.9(6) Fred E. Cooper Employment Agreement dated November
        1, 1994

10.10(6) David L. Purdy Employment Agreement dated November
         1, 1994

10.11(6) Anthony J. Feola Employment Agreement dated
         November 1, 1994

10.12(6) Glenn Keeling Employment Agreement dated November
         1, 1994

10.13(9) David L. Purdy resignation as a director letter
         dated June 1, 2000

10.14    Michael P. Thompson Employment Agreement dated August
         16, 2000

16.1(7)  Disclosure and Letter Regarding Change in Certifying
         Accountants dated January 25, 1995

16.2(10) Disclosure and Letter Regarding Change in
         Certifying Accountants dated August 24, 2000


   (1) Incorporated by reference from Exhibit with this
       title filed with BICO's Form 10-K for the year ended
       December 31, 1991

   (2) Incorporated by reference from Exhibit with this
       title to Form 8-K dated May 3, 1991

   (3) Incorporated by reference from Exhibit with this
       title to Form 10-K for the year ended December 31, 1990

   (4) Incorporated by reference from Exhibits with this
       title to Registration Statement on Form S-1 filed on
       December 1, 1992

   (5) Incorporated by reference from Exhibits with this
       title to Amendment No. 1 to Registration Statement on Form S-
       1 filed on February 8, 1993

   (6) Incorporated by reference from Exhibit with this
       title to Form 10-K for the year ended December 31, 1994

   (7) Incorporated by reference from Exhibit with this title
       to Form 8-K dated January 25, 1995

   (8) Incorporated by reference from Exhibit with this title
       to Form 10-K dated March 27, 2000

   (9) Incorporated by reference from Exhibit with this title
       to Form 8-K dated June 2, 2000

   (10)Incorporated by reference from  Exhibit  with  this
       title to Form 8-K filed August 24, 2000

Conformed Copy
                         SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of
the Securities Exchange Act of 1934, the Company has duly
caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, on the 27th day of
February 2001.

                                   BICO, INC.


                                   /s/ Fred E. Cooper
                                   By: Fred E. Cooper
                                   CEO,  principal executive
                                   officer and director


     Pursuant to the requirements of the Securities Exchange
Act of 1934, the following persons on behalf of the
Registrant and in the capacities and on the dates indicated
have signed this report below.

Signature                   Title                         Date


/s/ Anthony J. Feola        Senior Vice President,        February 27, 2001
Anthony J. Feola            Director


/s/ Michael P. Thompson     Chief Financial Officer,      February 27, 2001
Michael P. Thompson         principal financial officer,
                            principal accounting officer

/s/ Glenn Keeling           Director                      February 27, 2001
Glenn Keeling


/s/ Stan Cottrell           Director                      February 27, 2001
Stan Cottrell

/s/ Paul W. Stagg           Director                      February 27, 2001
Paul W. Stagg




               Goff Backa Alfera & Company, LLC

                  CERTIFIED PUBLIC ACCOUNTANTS

                     3325 Saw Mill Run Blvd.
                         Pittsburgh, Pa



                Report of Independent Accountants





The Board of Directors and Stockholders
BICO, Inc.

     We have audited the accompanying consolidated balance sheets
of  BICO,  Inc. and its subsidiaries as of December 31, 2000  and
1999,  and  the  related consolidated statements  of  operations,
stockholders' equity (deficiency) and cash flows for each of  the
three  years  in  the  period ended  December  31,  2000.   These
financial  statements  are the responsibility  of  the  Company's
management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

      We  conducted  our  audits  in  accordance  with  generally
accepted  auditing standards.  Those standards  require  that  we
plan  and perform the audit to obtain reasonable assurance  about
whether   the   financial  statements  are   free   of   material
misstatement.   An  audit includes examining, on  a  test  basis,
evidence  supporting the amounts and disclosures in the financial
statements.   An  audit  also includes assessing  the  accounting
principles used and significant estimates made by management,  as
well  as evaluating the overall financial statement presentation.
We  believe  that our audits provide a reasonable basis  for  our
opinion.

      In  our  opinion,  the  consolidated  financial  statements
referred  to above present fairly, in all material respects,  the
consolidated   financial  position  of   BICO,   Inc.   and   its
subsidiaries  at December 31, 2000 and 1999, and the consolidated
results  of  its operations and its cash flows for  each  of  the
three  years in the period ended December 31, 2000, in conformity
with  accounting  principles generally  accepted  in  the  United
States of America.

     The accompanying consolidated financial statements have been
prepared  assuming  that the Company will  continue  as  a  going
concern.  As discussed in note B to the financial statements, the
Company  has  incurred losses from operations and  negative  cash
flows  from operations for each of the three years in the  period
ended  December  31, 2000, and these conditions are  expected  to
continue  through  2001,  raising  substantial  doubt  about  its
ability  to continue as a going concern.  Management's  plans  in
regard  to  these  matters are also discussed  in  note  B.   The
financial  statements do not include any adjustments  that  might
result   from   the   outcome  of  this  uncertainty,   including
adjustments relating to the recoverability and classification  of
recorded assets that might be necessary in the event the  Company
cannot  continue to meet its financing requirements  and  achieve
productive operations.



/s/ Goff Backa Alfera & Company, LLC

Pittsburgh, Pennsylvania
February 27, 2001




<PAGE> F-1
<TABLE>
                                       BICO, Inc. and Subsidiaries
                                       Consolidated Balance Sheets
<CAPTION>

                                                            Dec. 31, 2000    Dec. 31, 1999
                                                            -------------    -------------
<S>                                                        <C>              <C>
CURRENT ASSETS
 Cash and equivalents (note A)                              $ 7,844,807      $ 10,827,631
 Accounts receivable - net of allowance for doubtful accounts
   of $43,664 at Dec. 31, 2000 and $63,679 at Dec. 31, 1999     400,950            27,263
 Inventory - net of valuation allowance (notes A and D)         805,224            10,308
 Related party notes receivable (notes C and N)                  87,706                 0
 Notes  receivable (note C)                                   1,926,363           200,000
 Interest receivable (note C)                                    48,252             2,701
 Prepaid expenses (note E)                                      988,354           192,246
 Advances - Officers                                                  0           125,290
 Other current assets                                            47,268                 0
                                                            -------------    -------------

                 TOTAL CURRENT ASSETS                        12,148,924        11,385,439


PROPERTY, PLANT AND EQUIPMENT (notes A and J)
 Building                                                     2,529,176         1,207,610
 Land                                                           246,250           133,750
 Leasehold improvements                                       1,848,674         1,435,319
 Machinery and equipment                                      6,405,594         4,676,330
 Furniture, fixtures & equipment                                921,195           841,308
                                                            -------------    -------------
  Subtotal                                                   11,950,889         8,294,317

 Less accumulated depreciation                                5,288,910         4,704,539
                                                            -------------    -------------
                                                              6,661,979         3,589,778

OTHER ASSETS
 Related Party Receivables
  Notes receivable - (notes C and N)                          1,174,738         1,491,261
  Interest receivable - (notes C and N)                          13,463            22,023
                                                           -------------    -------------
                                                              1,188,201         1,513,284
  Allowance for related party receivables                    (1,188,201)       (1,340,560)
                                                           -------------     ------------
                                                                      0           172,724

 Notes receivable - (note C)                                    200,000            12,000
 Interest receivable                                                  0             4,235
 Goodwill, net of amortization - (notes A and Q)                694,895                 0
 Investment in unconsolidated subsidiaries-(notes A and G)    2,061,439           485,284
 Other assets                                                   162,833            36,376
                                                            -------------    -------------
                                                              3,119,167           710,619
                                                            -------------    -------------
         TOTAL ASSETS                                       $21,930,070       $15,685,836
                                                            =============    =============

The accompanying notes are an integral part of these statements.

</TABLE>
<PAGE>  F-2
<TABLE>
                                            BICO, Inc. and Subsidiaries
                                            Consolidated Balance Sheets
                                                    (Continued)
<CAPTION>

                                                                     Dec. 31,2000    Dec. 31, 1999
                                                                     ------------    -------------
<S>                                                                 <C>              <C>
CURRENT LIABILITIES
  Accounts payable                                                   $    578,520     $    759,733
  Current portion of long-term debt (note I)                            5,182,783        4,159,684
  Current portion of capital lease obligations (note J)                    98,788           76,017
  Debentures payable (note K)                                           2,400,000                0
  Accrued liabilities (note F)                                          3,131,765        1,794,370
  Escrow payable (note L)                                                   2,700            2,700
                                                                     ------------    -------------
        TOTAL CURRENT LIABILITIES                                      11,394,556        6,792,504

LONG-TERM LIABILITIES
  Capital lease obligations (note J)                                    2,203,673        1,336,147
  Long-term debt (note I)                                                   7,864            2,240
                                                                    -------------    -------------
                                                                        2,211,537        1,338,387


COMMITMENTS AND CONTIGENCIES (note O)

UNRELATED INVESTORS'INTEREST
   IN SUBSIDIARY (note A)                                                 434,990                0

STOCKHOLDERS' EQUITY (note L)

   Common stock, par value $.10 per share,
   authorized 1,700,000,000 shares, issued and
   outstanding 1,383,704,167 at Dec. 31, 2000 and
   956,100,496 at Dec. 31, 1999                                       138,370,417       95,610,050
   Series F 4% convertible preferred stock, par value $10
   per share, authorized 500,000 shares issuable in
   series, shares issued and outstanding none at
   December 31, 2000 and 72,000 at December 31, 1999.                           0          720,000
   Additional paid-in capital                                          87,035,096       85,608,192
   Warrants                                                             6,204,235        6,791,161
   Accumulated deficit                                               (223,720,761)    (181,174,458)
                                                                    -------------    -------------
          TOTAL STOCKHOLDERS' EQUITY                                    7,888,987        7,554,945
                                                                    --------------   --------------
          TOTAL LIABILITIES AND
            STOCKHOLDERS' EQUITY                                     $ 21,930,070    $  15,685,836
                                                                    =============    =============

The accompanying notes are an integral part of these statements.

</TABLE>
<PAGE> F-3
<TABLE>
                                             BICO,  INC.  AND  SUBSIDIARIES
                                       CONSOLIDATED  STATEMENTS  OF  OPERATIONS

<CAPTION>

                                                             Year Ended December 31,
                                                    2000              1999            1998
                                                -------------    -------------    -------------
<S>                                             <C>               <C>             <C>
Revenues
  Net sales                                    $    340,327        $   112,354     $  1,145,968
  Other income                                        5,547             52,897           50,212
                                                -------------    -------------    -------------
                                                    345,874            165,251        1,196,180

Costs and expenses
  Cost of products sold                             354,511            147,971          587,821
  Research and development (notes A,L and M)      6,651,471          4,430,819        6,340,676
  General and administrative (note L)            21,407,472         12,884,237       10,673,265
  Amortization of goodwill (notes A and G)          392,307             39,716          887,080            -
  Impairment loss                                       -            5,060,951              -
                                                -------------    -------------    -------------
                                                 28,805,761         22,563,694       18,488,842
                                                -------------    -------------    -------------
    Loss from operations                        (28,459,887)       (22,398,443)     (17,292,662)

Other income
  Interest                                          589,529          1,031,560          182,033

Other expense
  Debt issue costs (note A)                       1,005,000          3,458,300        1,865,682
  Beneficial convertible debt feature(notes A&K)  3,062,500          7,228,296        3,799,727
  Interest expense                                1,924,873          1,373,404          481,025
  Warrant extensions (note L)                     5,233,529          4,669,483              -
  Loss on unconsolidated subsidiaries(notes A&G)    158,183                -                -
  Loss on disposal of assets                        122,857                376          531,066
  Unusual Item (note O)                           3,450,000                -                -
                                                -------------    -------------    -------------
                                                 14,956,942         16,729,859        6,677,500
                                                -------------    -------------    -------------
    Loss before unrelated
      investors' interest                       (42,827,300)       (38,096,742)     (23,788,129)

Unrelated investors' interest in
  net loss of subsidiaries                          280,997             24,164        1,385,485
                                                -------------    --------------   -------------
  Net loss                                     $(42,546,303)      $(38,072,578)    $(22,402,644)
                                                =============    ==============   =============

  Loss per common share - Basic:
   Net Loss                                    $      (0.04)      $      (0.05)    $      (0.08)
   Less: Preferred stock dividends                    (0.00)             (0.00)           (0.00)
                                                -------------    -------------    -------------
   Net loss attributable to
       common stockholders:                    $      (0.04)      $      (0.05)    $      (0.08)
                                                =============    =============    =============


  Loss per common share - Diluted:
   Net Loss                                    $      (0.04)      $      (0.05)    $      (0.08)
   Less: Preferred stock dividends                    (0.00)             (0.00)           (0.00)
                                                -------------    -------------    -------------
   Net loss attributable to
       common stockholders:                    $      (0.04)      $      (0.05)    $      (0.08)
                                                =============    =============    =============

The accompanying notes are an integral part of these statements.
</TABLE>
<PAGE> F-4
<TABLE>

                           BICO, Inc. and Subsidiaries

              Consolidated Statements of Stockholders' Equity (Deficiency)

<CAPTION>

			  		   		                           Note rec.
                          Preferred Stock       Common Stock                       issued for Additional
                          ---------------     ----------------                     Common Stk  Paid in    Accumulated
                          Shares     Amount     Shares        Amount     Warrants  Rel Party   Capital      Deficit      Total
                         -------   --------    ---------    ----------  ---------- --------- ----------- -------------- ----------
<S>                      <C>       <C>       <C>          <C>          <C>        <C>      <C>         <C>            <C>
Balance at Dec. 31, 1997       -    $     -   138,583,978  $13,858,398  $6,396,994$(25,000)$104,932,920 $(120,699,236)$ 4,464,076
                        --------    -------    ----------   ----------   ---------- -------   ----------  ------------  ----------
Proceeds from stock offering   -          -     2,055,000      205,500           -       -       22,423             -     227,923
Conversion of debentures       -          -   280,134,590   28,013,459           -       -  (16,029,785)            -  11,983,674
Issuance of convertible debt   -          -             -            -           -       -    3,799,727             -   3,799,727
  Net Loss                     -          -             -            -           -       -            -   (22,402,644)(22,402,644)
                        --------    -------    ----------   ----------  ----------  -------- ----------  ------------ -----------
Balance at Dec. 31, 1998       -          -   420,773,568   42,077,357   6,396,994 (25,000)  92,725,285  (143,101,880) (1,927,244)
                        --------    -------    ----------   ----------  ----------  -------- ----------   ------------ ----------
Proceeds from stk offering     -          -    19,625,691    1,962,569           -       -     (914,485)            -   1,048,084
Proceeds from sale of
 Preferred stk.-Series F  72,000    720,000             -            -           -       -       90,000             -     810,000
Conversion of debentures       -          -   515,013,737   51,501,374           -       -  (19,444,872)            -  32,056,502
Warrants granted and
  extended-subsidiaries        -          -             -            -           -       -    5,897,332             -   5,897,332
Issuance of convertible debt   -          -             -            -           -       -    7,228,296             -   7,228,296
Repayment of subscriptio recv. -          -             -            -           -  25,000            -             -      25,000
Warrants exercised             -          -       687,500       68,750      (8,968)      -       26,636             -      86,418
Warrants granted               -          -             -            -     403,135       -            -             -     403,135
  Net loss                     -          -             -            -           -       -            -   (38,072,578)(38,072,578)
                        --------    -------    ----------   ----------   --------- -------    ---------   ----------- -----------
Balance at Dec. 31,1999   72,000    720,000   956,100,496   95,610,050   6,791,161       0   85,608,192  (181,174,458)  7,554,945
                        --------   --------    ----------   ----------   --------- -------    ---------   -----------  ----------
Proceeds from stk offering     -          -   327,615,231   32,761,523           -       -  (14,156,873)            -  18,604,650
Proceeds from sale of
 Preferred stk.-Series F 380,000  3,800,000             -            -           -       -      475,000             -   4,275,000
Conversion of preferred
 stk.- Series F         (452,000)(4,520,000)   56,679,610    5,667,961           -       -   (1,147,961)            -           0
Conversion of debentures       -          -    36,294,340    3,629,434           -       -      491,113             -   4,120,547
Warrants exercised             -          -     4,414,490      441,449    (307,581)      -      481,790             -     615,658
Warrants granted and
  extended-subsidiaries        -          -             -            -           -       -   11,084,555             -  11,084,555
Issuance of convertible debt   -          -             -            -           -       -    3,062,500             -   3,062,500
Common stk. issued for serv.   -          -     2,600,000      260,000           -       -       78,000             -     338,000
Common stk. issued-subs.       -          -             -            -           -       -      170,780             -     170,780
Warrants granted               -          -             -            -     608,655       -            -             -     608,655
Warrants expired               -          -             -            -    (888,000)      -      888,000             -           0
  Net loss                     -          -             -            -           -       -            -   (42,546,303)(42,546,303)
                         -------    ------- -------------  -----------  ---------- -------   ----------   ----------- -----------
Balance at Dec. 31, 2000       0    $     0 1,383,704,167 $138,370,417  $6,204,235 $     0  $87,035,096 $(223,720,761)$ 7,888,987
                         =======    ======= =============  ===========  ========== =======   ==========   =========== ===========



The accompanying notes are an integral part of these statements.
</TABLE>
<PAGE> F-5
<TABLE>



                                              BICO, Inc. and Subsidiaries
                                        Consolidated Statements of Cash Flows
<CAPTION>

                                                                                  Year ended December 31,

                                                                         2000            1999           1998
                                                                      -------------  -------------  -------------
<S>                                                                   <C>            <C>            <C>
Cash flows used by operating activities:
Net loss                                                               $(42,546,303)  $(38,072,578)   $(22,402,644)
   Adjustments to reconcile net loss to net
    cash used by operating activities:
    Depreciation                                                            689,762        773,696         815,125
    Amortization                                                            392,307         42,149         891,412
    Loss on disposal of assets                                              122,857        177,000         531,066
    Loss on unconsolidated subsidiaries                                     158,183            -               -
    Unrelated investors' interest in susidiaries                           (280,997)       (24,164)     (1,385,485)
    Stock issued in exchange for services                                   338,000        148,484         (22,063)
    Stock issued in exchange for services by subsidiary                     225,000            -               -
    Debenture interest converted to stock                                   120,547        211,503         106,894
    Premium for extension on debenture                                          -              -           680,500
    Beneficial convertible debt feature                                   3,062,500      7,228,296       3,799,727
    Provision for (recovery of)potential loss on notes receivable          (152,359)        70,253       1,270,307
    Warrants granted                                                        608,655        403,135             -
    Warrants granted and extended by subsidiaries                        11,184,858      5,897,332             -
    (Decrease)increase in allowance for losses on accounts receivable       (20,015)        36,620          12,128
    (Increase) decrease in accounts receivable                              (25,148)        (7,924)        268,195
    (Increase) decrease in inventories                                      101,480         90,052         987,948
    Increase (decrease) in inventory valuation allowance                   (859,283)       (25,845)        779,050
    (Increase) decrease in prepaid expenses                                (651,305)       (21,702)        (31,495)
    (Increase) decrease in other assets                                      33,834       (146,408)         36,927
    Increase (decrease) in accounts payable                                (296,657)      (949,578)      1,078,124
    Increase in other liabilities                                         1,112,211        697,726         845,136
    (Decrease) in deferred revenue                                              -              -          (116,146)
    Impairment loss                                                             -        5,060,951             -
                                                                       -------------  -------------  -------------
      Net cash flow used by operating activities                        (26,681,873)   (18,411,002)    (11,855,294)
                                                                       -------------  -------------   -------------
Cash flows from investing activities:
  Purchase of property, plant and equipment                              (1,388,508)      (641,371)       (111,216)
  Disposal of property, plant and equipment                                     -          175,000            -
  Acquisitions, net of cash acquired                                     (1,395,126)           -        (1,030,000)
  (Increase) in notes receivable                                         (1,939,073)      (337,928)        (31,493)
  Payments received on notes receivable                                     378,817        141,974             -
  (Increase) in interest receivable                                         (32,756)       (25,774)        (97,929)
  Acquisition of unconsolidated subsidiaries                             (2,078,520)      (525,000)            -
                                                                        -------------  -------------  -------------
    Net cash used by investing activites                                 (6,455,166)    (1,213,099)     (1,270,638)
                                                                        -------------  -------------  -------------

Cash flows from financing activities:
  Proceeds from stock offering                                           18,604,650        900,000             -
  Proceeds from warrants exercised                                          615,658         86,018             -
  Proceeds from sale of preferred stock-Series F                          4,275,000        810,000             -
  Proceeds from debentures payable                                       12,250,000     33,150,000      10,720,000
  Payments on debentures payable                                         (5,850,000)    (4,130,000)            -
  Payments on notes payable                                                 (53,125)      (465,650)       (675,393)
  Increase in notes payable                                                 855,801         75,396         550,000
  Payments on capital lease obligations                                    (543,769)       (99,777)       (101,997)
                                                                       -------------  -------------   -------------
      Net cash provided by financing activities                          30,154,215     30,325,987      10,492,610
                                                                       _____________  _____________   _____________

      Net increase (decrease) in cash                                    (2,982,824)    10,701,886      (2,633,322)

  Cash and cash equivalents, beginning of year                           10,827,631        125,745       2,759,067
                                                                       -------------  -------------   -------------
  Cash and cash equivalents, end of year                               $  7,844,807   $ 10,827,631   $     125,745
                                                                       =============  =============  =============

The accompanying notes are an integral part of these statements.
</TABLE>
<PAGE>F-6
<TABLE>

                                            BICO, Inc. and Subsidiaries
                                        Consolidated Statements of Cash Flows
                                                     (Continued)

<CAPTION>
                                                                                Year ended December 31,
                                                                         2000             1999            1998
                                                                     -------------   -------------   -------------
<S>                                                                  <C>             <C>             <C>
Supplemental Information:
           Interest paid                                              $ 1,485,286    $    966,713    $    364,716
                                                                      =============   ============    ============

Supplemental schedule of non-cash
investing and financing activities:

Acquisition of ICTI with note payable                                 $       -      $       -       $  3,350,000
                                                                      =============    ===========    ============

Acquisition of property under a capital lease:
           Land                                                       $   112,500    $       -       $       -
           Equipment                                                          -              -             24,050
           Building                                                     1,321,566            -               -
                                                                      -------------     ----------    ------------
                                                                      $ 1,434,066    $       -       $     24,050
                                                                      =============    ===========    ============
Capital Lease Termination:
              Reduction of capital lease obligation                   $       -      $       -       $  1,184,288
                                                                      =============    ===========    ============
              Reduction of property
                 Construction in progress                             $       -      $       -       $  1,459,110
                 Land                                                         -              -            112,500
                                                                      -------------  -------------    ------------
                                                                      $       -      $       -       $  1,571,610
                                                                      =============  =============    ============


Conversion of preferred stock for common stock                        $ 5,580,168    $       -       $        -
                                                                      =============  =============    ============
Preferred stock dividend paid in common stock                         $   121,825    $       -       $        -
                                                                      =============  =============    ============
Constructive dividend on convertible preferred stock                  $ 1,883,333    $       -       $        -
                                                                      =============  =============    ============
Conversion of debentures for common stock                             $ 4,000,000    $ 31,845,000    $ 11,876,780
                                                                      =============  =============    ============



The accompanying notes are an integral part of these statements.
</TABLE>


                    BICO, Inc. and Subsidiaries

           NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                  December 31, 2000, 1999 and 1998




NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
          POLICIES

1.   Organization

     BICO, Inc. (the Company) and its subsidiaries are engaged  in
     the  development, manufacturing and marketing  of  biomedical
     products and biological remediation products.  In June  2000,
     the Company changed its name from Biocontrol Technology, Inc.
     to BICO, Inc.

2.   Principles of Consolidation

     The  consolidated financial statements include  the  accounts
     of:  Diasensor.com,  Inc.,  a  52%  owned  subsidiary  as  of
     December  31, 2000 and 1999; Petrol Rem, Inc.,  a  75%  owned
     subsidiary  as  of December 31, 2000 and 1999, ViaCirQ,  Inc.
     (formerly  IDT, Inc.), a 99% owned subsidiary as of  December
     31, 2000 and 1999; International Chemical Technologies, Inc.,
     a  58.4%  owned subsidiary as of December 31, 2000 and  1999,
     Barnacle  Ban  Corporation, a 100%  owned  subsidiary  as  of
     December  31,  2000 and 1999, Ceramic Coatings  Technologies,
     Inc.,  a  98% owned subsidiary as of December 31,  2000  and
     1999  and B-A-Champ.com, Inc., a 51% owned subsidiary  as  of
     December 31, 2000.  All significant intercompany accounts and
     transactions  have  been eliminated.   Subsidiary  losses  in
     excess  of  the  unrelated investors'  interest  are  charged
     against  the  Company's interest.  Changes in  the  Company's
     proportionate share of subsidiary equity resulting  from  the
     additional equity raised by the subsidiary are accounted  for
     as   equity  transactions  in  consolidation  with  no   gain
     recognition  due to the development stage of the subsidiaries
     and   uncertainty  regarding  the  subsidiary's  ability   to
     continue as a going concern.

3.   Cash and Cash Equivalents

     For  purposes  of  the statement of cash flows,  the  Company
     considers  all highly liquid investments with a  maturity  of
     three months or less at acquisition to be cash equivalents.

4.   Inventory

     Inventory is valued at the lower of cost (first-in, first-out
     method)  or  market.   An  inventory valuation  allowance  is
     provided  against  finished  goods  and  raw  materials   for
     products for which a market has not yet been established.

5.   Property and Equipment

     Property  and  equipment  are  recorded  at  cost   and   are
     depreciated over their estimated useful lives, ranging from 3
     to  39  years,  on  a straight-line basis.   Amortization  of
     assets  recorded  under  capital  leases  is  included   with
     depreciation expense.  Impairment losses are recognized  when
     management determines that operating conditions raise  doubts
     about the ability to recover the carrying value of particular
     assets.   The  amount  of impairment loss  is  determined  by
     comparing  the  present  value of the estimated  future  cash
     inflows of such assets to their net carrying value.

6.   Goodwill

     Goodwill,  which  represents the  excess  cost  of  purchased
     companies over the fair value of their net assets at dates of
     acquisition, is amortized on a straight-line basis over  five
     years.   Goodwill  associated with assets  determined  to  be
     impaired is correspondingly written down.

7.   Investment in Unconsolidated Subsidiaries

     During  1999  and  2000,  the  Company  made  investments  in
     unconsolidated subsidiaries (see Note G).  These  investments
     are  being  reported on the equity basis due to the Company's
     ownership  percentage, options to purchase additional  shares
     and   membership   on  the  boards  of  directors   of   each
     unconsolidated  subsidiary  as  discussed  in  Note  G.   The
     difference  between  the amount invested and  the  underlying
     equity in the unconsolidated subsidiary's net assets is being
     amortized as goodwill over a 5-year period. Declines in these
     investment  values  that are determined by Management  to  be
     other  than temporary are recognized as losses on  a  current
     basis.

8.   Loss Per Common Share

     Net  loss per common share is based upon the weighted average
     number of common shares outstanding.  The loss per share does
     not  include common stock equivalents since the effect  would
     be   antidilutive.   The  weighted  average  shares  used  to
     calculate  the  loss per share amounted to  1,037,254,759  in
     2000,  695,400,191 in 1999 and 266,362,526 in 1998.  The  net
     losses  attributable  to common shareholders  for  the  years
     ended  December  31,  2000, 1999 and 1998  were  $44,510,398,
     $38,072,578  and  $22,402,644,  respectively,  which  include
     constructive   dividends   to   preferred   stockholders   of
     $1,883,333, $0 and $0, respectively.

9.   Research and Development Costs

     Research  and development costs are charged to operations  as
     incurred.     Machinery,   equipment   and   other    capital
     expenditures,  which  have  alternative  future  use   beyond
     specific research and development activities, are capitalized
     and depreciated over their estimated useful lives.

10.  Income Taxes

     The   Company   previously  adopted  Statement  of   Financial
     Accounting Standards No. 109 (FAS 109), Accounting for  Income
     Taxes,  which  requires  the asset  and  liability  method  of
     accounting for income taxes.  Enacted statutory tax rates  are
     applied  to temporary differences arising from the differences
     in  financial statement carrying amounts and the tax bases  of
     existing assets and liabilities. Due to the uncertainty of the
     realization  of income tax benefits (Note M), the adoption  of
     FAS  109  had  no  effect on the financial statements  of  the
     Company.

11.  Interest

     The  Company follows the policy of capitalizing interest as  a
     component  of  the  cost  of  property,  plant  and  equipment
     constructed for its own use.  Total interest incurred for  the
     periods  December  31,  2000, 1999, and 1998  was  $1,924,873,
     $1,373,404,  and $589,300, respectively, of which  $1,924,873,
     $1,373,404,  and  $481,025,  respectively,  was   charged   to
     operations.

12.  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
     reporting  period.   Actual results could  differ  from  those
     estimates.  The Company has established allowances based  upon
     management's  evaluation of inventories, accounts  receivable,
     and  receivables from related parties and amortizes intangible
     assets  such  as  goodwill and patents over  estimated  useful
     lives.

13.  Common Stock Warrants

     The  Company  recognizes cost on warrants granted or  extended
     based  upon the minimum value method.  Under this method,  the
     warrants  are valued by reducing the current market  price  of
     the  underlying  shares by the present value of  the  exercise
     price  discounted, at an estimated risk-free interest rate  of
     5%  and  assuming  no  dividends.  The value  of  warrants  is
     recalculated  when warrants are extended and any  increase  in
     value  over  the  value recorded at the time the  warrant  was
     granted is recognized at the time the warrant is extended.

14.  Debt Issue Costs

     The  Company follows the policy of expensing debt issue  costs
     on  debentures during the period of debenture issuance.  Total
     debt  issue costs incurred for the periods December 31,  2000,
     1999  and  1998  were $1,225,000, $3,458,300  and  $1,865,682,
     respectively.

15.  Concentration of Credit Risk

     Financial  instruments, which potentially subject the  Company
     to   significant  concentrations  of  credit   risk,   consist
     principally   of   cash  investments  at   commercial   banks,
     receivables  from officers and directors of  the  Company  and
     investments  in unconsolidated subsidiaries.   Cash  and  cash
     equivalents  are  temporarily  invested  in  interest  bearing
     accounts  in financial institutions, and such investments  may
     be  in  excess of the FDIC insurance limit.  Receivables  from
     directors  and officers of the Company (Notes  C  and  N)  are
     unsecured and represent a concentration of credit risk due  to
     the  common  employment  and  financial  dependency  of  these
     individuals on the Company.

16.  Comprehensive Income

     The Company's consolidated net income (loss) is substantially
     the  same  as  comprehensive income  to  be  disclosed  under
     Statement of Financial Accounting Standards No. 130.

17.  Beneficial Convertible Debt Feature

     Beneficial   conversion  terms  included  in  the   Company's
     convertible debentures are recognized as expense and credited
     to  additional  paid  in capital at the time  the  associated
     debentures are issued.

18.  Beneficial Conversion Feature of Preferred Stock

     The   Company's  Series  F  4%  convertible  preferred  stock
     includes  a  beneficial  conversion  feature  providing   the
     preferred  stockholder a discount of 25% upon  conversion  to
     the Company's common stock after 120 days.  The value of this
     beneficial  conversion feature is determined by reducing  the
     market  price of the Company's common stock by the discounted
     conversion price on the date of commitment.  This discount is
     recognized as a reduction in the preferred stock recorded  at
     par  and  is  amortized  as  constructive  dividends  to  the
     preferred  stockholders  over the 120-day  period  using  the
     effective interest method.

19.  Advertising Costs

     Advertising costs are charged to operations when incurred.
     Advertising expenses for 2000, 1999 and 1998 were $208,617,
     $4,851 and $43,901, respectively.

NOTE B  - OPERATIONS AND LIQUIDITY

     The  Company  and its subsidiaries have incurred  substantial
     losses  in  2000  and in prior years and  have  funded  their
     operations and product development primarily through the sale
     of   common  and  preferred  stock  and  issuance   of   debt
     instruments.    Until  such  time  that   products   can   be
     successfully  developed and marketed,  the  Company  and  its
     subsidiaries will continue to need to fulfill working capital
     requirements through the sale of stock and issuance of  debt.
     The inability of the Company to continue its operations as  a
     going   concern   would   impact   the   recoverability   and
     classification of recorded asset amounts.

     The  ability  of  the  Company to continue  in  existence  is
     dependent  on  its having sufficient financial  resources  to
     complete   the   research   and  development   necessary   to
     successfully  bring  products to market and  for  marketplace
     acceptance.  As a result of its significant losses,  negative
     cash   flows  from  operations  and  significant  accumulated
     deficits  for each of the periods ending December  31,  2000,
     1999,  and  1998,  there  is  substantial  doubt  about   the
     Company's ability to continue as a going concern.

     In order to meet its projected expenditures for 2001,
     Management believes that additional funds will need to be
     raised from sales of stock and future debt issuance.

NOTE C - NOTES RECEIVABLE

     Notes  receivable  due  from various  related  and  unrelated
     parties consisted of:

                                     Dec. 31, 2000    Dec. 31, 1999
  Related Parties

   Note receivable from Fred E.
  Cooper, Chief Executive Officer,
  dated April 28, 1999, in the
  amount of $777,400, payable in
  monthly installments of $9,427
  with a final balloon payment on
  May 31, 2002.  Interest is
  accrued at a rate of 8% per
  annum.                              $   715,693      $   747,087

  Note receivable from Glenn
  Keeling, Director, dated April
  28, 1999, in the amount of
  $296,358, payable in monthly
  installments of $4,184 with a
  final balloon payment on May 1,
  2002.  Interest is accrued at a
  rate of 8% per annum.                   237,737          275,869

  Note Receivable from T.J. Feola,
  Director, dated April 28, 1999,
  in the amount of $259,477,
  payable in monthly installments
  of $3,676 with a final balloon
  payment on May 31, 2002.
  Interest is accrued at a rate of
  8% per annum.                           221,308          245,581

  Note receivable from Allegheny
  Food Services, Inc. of which
  Joseph Kondisko, a former
  director, is principal owner,
  payable in monthly installments
  of $3,630, including interest at
  9.25%, with a final balloon
  payment on April 1, 2001.                87,706          172,724

  Note receivable from B-A-
  Champ.com, a company
  substantially owned by Fred E.
  Cooper, Chief Executive Officer.
  Note was due on November 8, 2000.
  Interest accrued at a rate of 6%
  per annum.                                 -              50,000

  Unrelated Parties

  Demand note receivable from a
  corporation on a $3,100,000 line
  of credit agreement.  Principal
  plus interest accrued at a rate
  of 10% per annum is payable upon
  demand.  Note is secured by a
  pledge of 100% of the borrower's
  common stock and security
  interests in all assets of the
  borrower.                             1,914,363             -

  Note receivable from an
  individual, due on November 15,
  2002 with interest at prime plus
  2% (11.5% at December 31, 2000).        200,000          200,000

  Note receivable from an
  individual, payable upon
  demand with 8.75% interest.              12,000           12,000
                                       ____________     ____________
                                        3,388,807        1,703,261

  Less current notes receivable         2,014,069          200,000
                                       ____________     ____________
  Noncurrent                          $ 1,374,738      $ 1,503,261
                                       ============     ============


     Accrued interest receivable on the related party notes as  of
     December   31,  2000  and  1999  was  $13,463  and   $22,023,
     respectively.

     Due  to  the  financial dependency of the above officers  and
     directors  on  the Company, an allowance of   $1,188,201  and
     $1,340,560  has  been provided as of December  31,  2000  and
     1999, respectively.

NOTE D - INVENTORY

     Inventories consisted of the following as of:

                                Dec. 31, 2000       Dec. 31, 1999


       Raw materials             $ 3,212,053        $  3,504,708
       Finished goods              1,087,093             858,805
                                 ____________        ____________
                                   4,299,146           4,363,513
       Less valuation allowance   (3,493,922)         (4,353,205)
                                 ____________        ____________

                                 $   805,224        $     10,308
                                 ============        ============
NOTE E - PREPAID EXPENSES
     Prepaid expenses consisted of the following as of:

                                Dec. 31, 2000       Dec. 31, 1999

      Prepaid insurance          $   304,229        $     73,172
      Prepaid professional fees      234,961              87,112
      Prepaid debt issue costs       220,000                   0
      Employee advances               32,549               3,208
      Prepaid taxes                   31,200                   0
      Security deposits               14,799               1,543
      Other prepaid expenses         150,616              27,211
                                 ____________        ____________

                                 $   988,354         $   192,246
                                 ============        ============

NOTE F - ACCRUED LIABILITIES

     Accrued liabilities consisted of the following as of:

                                Dec. 31, 2000       Dec. 31, 1999


      Accrued interest           $ 1,120,655         $   681,068
      Accrued payroll                373,821           1,027,147
      Accrued payroll taxes and
      withholdings                    24,303              35,362
      Accrued vacation                66,445              33,038
      Accrued class action
      settlement (note O)          1,300,000                   0
      Other accrued liabilities      246,541              17,755
                                 ____________        ____________

                                 $ 3,131,765         $ 1,794,370
                                 ============        ============

NOTE G - INVESTMENT IN UNCONSOLIDATED SUBSIDIARIES

In  January 2000, the Company acquired a twenty-five percent (25%)
interest in Insight Data Link.com, Inc. for $100,000.  Insight  is
a  Pennsylvania  corporation formed to engage in the  business  of
acting  as  an  internet  clearinghouse  for  persons  seeking  to
acquire,  and  persons having available, shopping mall  space,  as
well as software development for related projects.

Also, during the year ended December 31, 2000 the Company invested
an  additional $285,000 in American Inter-Metallics, Inc.  ("AIM")
an  unconsolidated subsidiary interest initially  acquired  during
1999.  With this additional investment, the Company owns 16.2%  of
AIM.   Upon  completion of funding, the Company's  ownership  will
increase to 20%.  AIM has its operations in Rhode Island,  and  is
developing  a  product that enhances performance  in  rockets  and
other machinery by increasing the burn rate of propellants.

During the year ended December 31, 2000, Diasensor.com acquired  a
fifteen  percent  (15%)  interest  in  MicroIslet,  Inc.  for   an
investment of $1,000,000. The company has an option to purchase an
additional  5% interest in MicroIslet.  The company also  holds  a
seat  on  the board of directors of MicroIslet.  MicroIslet  is  a
California  company, which has licensed several diabetes  research
technologies  from  Duke  University  with  a  specific  focus  on
optimizing microencapsulated islets for transplantation.

In  March 2000, Diasensor.com acquired a 20.8% equity interest  in
Diabecore  Medical,  Inc.,  a  Toronto-based  company  working  to
develop a new insulin for the treatment of diabetes, for $693,520.
The  company also owns warrants to purchase additional  shares  of
Diabecore,  which,  if  exercised,  will  increase  the  company's
ownership  to  35%.   The company holds a seat  on  the  board  of
directors of Diabecore.

These  investments  are being reported on  the  equity  basis  and
differences between the investment and the underlying  net  assets
of the unconsolidated subsidiaries are being amortized as goodwill
over a 5-year period.

The   Company's  investment  in  the  underlying  assets  and  the
unamortized  goodwill  of  each unconsolidated  subsidiary  as  of
December 31, 2000 and December 31, 1999 are as follows:

                        Investment in
Unconsolidated          Underlying Net      Unamortized
  Subsidiary               Assets             Goodwill              Total
                        2000     1999      2000     1999        2000     1999
American Inter-
Metallics, Inc.    $  222,912  $48,405 $  441,004  $436,879 $  663,916 $485,284
Insight Data Link.com  28,503        0     52,546         0     81,049        0
MicroIslet, Inc.       50,731        0    688,508         0    739,239        0
Diabecore Medical,Inc  50,615        0    526,620         0    577,235        0
                    _________ ________  _________ _________ __________ ________
Total              $  352,761  $48,405 $1,708,678  $436,879 $2,061,439 $485,284
                    ========= ========  ========= ========= ========== ========

The  amounts recognized as amortization of goodwill and income (loss)
on  unconsolidated  subsidiaries for each investment  for  the  years
ended December 31, 2000 and 1999 are as follows:

                                                Income (Loss) on
Unconsolidated             Amortization of          Unconsolidated
  Subsidiary                  Goodwill              Subsidiaries
                           2000      1999         2000        1999
American Inter-
Metallics, Inc.        $ 106,369   $ 39,716    $       0       $ 0
Insight Data Link.com     13,136          0       (5,815)        0
MicroIslet, Inc.         152,628          0     (108,133)        0
Diabecore Medical,Inc.    72,049          0      (44,235)        0
                       _________   _________   __________   _______
Total                  $ 344,182   $ 39,716    $(158,183)      $ 0
                       =========   =========   ==========   =======


NOTE H- BUSINESS SEGMENTS

The   Company  operates  in  two  reportable  business   segments:
Biomedical  devices, which includes the operations of BICO,  Inc.,
Diasensor.com,  Inc.  and ViaCirQ, Inc. and Bioremediation,  which
includes  the  operations  of  Petrol  Rem,  Inc.   Following   is
summarized  financial  information for  the  Company's  reportable
segments:

                          Biomedical
2000                       Devices     Bioremedication  All Other  Consolidated
Sales to external customers  $    81,954 $  217,722     $   40,651  $   340,327
Cost of products sold             47,862    179,446        127,203      354,511
Gross profit (loss)               34,092     38,276       (86,552)     (14,184)
Identifiable assets           16,628,619  4,385,100        835,589   21,849,308
Capital expenditures           2,788,454          0         34,120    2,822,574
Depreciation and amortization    979,083     74,120         43,198    1,096,401
Interest Income                  543,457     46,072              0      589,529
Interest Expense               1,811,665          0        113,208    1,924,873

1999
Sales to external customers  $    82,056 $   26,693     $    3,599  $   112,348
Cost of products sold            133,288     14,683              0      147,971
Gross profit(loss)              (51,232)     12,010          3,599      (35,623)
Identifiable asset            15,018,258    226,760        440,818   15,685,836
Capital expenditures             262,954          0        378,417      641,371
Depreciation and amortization  5,108,855     34,351         96,060    5,239,266
Interest Income                1,031,560          0              0    1,031,560
Interest Expense               1,373,404          0              0    1,373,404


1998
Sales to external customers  $ 1,028,484 $   45,382     $   72,102  $ 1,145,968
Cost of products sold            483,388     33,061         71,372      587,821
Gross profit (loss)              545,096     12,321            730      558,147
Identifiable assets            8,614,498    168,315      1,052,756    9,835,569
Capital expenditures             105,827          0          5,389      111,216
Depreciation and amortization  1,563,366     36,061        111,442    1,710,869
Interest Income                  182,033          0              0      182,033
Interest Expense                 481,025          0              0      481,025


NOTE I- LONG-TERM DEBT

Long-term debt consisted of the following as of:
                                                     Dec. 31,       Dec. 31,
                                                      2000            1999
                                                  -------------    -----------

Note Payable in connection with stock purchase
agreement for 58.4% interest in International
Chemical Technologies, Inc.(ICTI). The note
bears interest at a rate of 10% per annum and
is collateralized by the shares of ICTI purchased
in the transaction. At December 31, 1999 and
2000, the  Company was, and continues  to  be,
in default  on the terms of this loan  and
the note  holder  has made demand  for  payment.
Accordingly,   the   unpaid    balance    is
classified as due and payable.                    $ 2,900,000      $ 2,900,000

Note  Payable  by the Company's  subsidiary,
International  Chemical  Technologies,  Inc.
(ICTI)  to,  it's  former shareholder.   The
loan  bears interest at a rate of  9.5%  per
annum  and is guaranteed by the Company  and
collateralized   by   all    tangible    and
intangible assets of ICTI, and assignment of
ICTI's   interest  in  its  lease  for   its
production facilities.  At December 31, 1999
and 2000, the Company was, and continues  to
be  in default on the terms of this loan and
the note holder has made demand for payment.
Accordingly,   the   unpaid    balance    is
classified as due and payable.                      1,191,667        1,191,667

Promissory Note of Intco, Inc., a 51%  owned
subsidiary   of  the  Company's  subsidiary,
Petrol Rem, Inc.  The loan is collateralized
by certain Intco equipment. Principal and
interest at 9.5% per annum are payable in 25
equal monthly installments  of $1,500  each
commencing February  27,  2000 with   a  final
payment  of  all  remaining principal  and
interest due  on  March  27, 2002.                     20,351            -

Commercial  Premium  Finance  Agreement   of
Intco,  Inc., a 51% owned subsidiary of  the
Company's   subsidiary,  Petrol  Rem,   Inc.
Amounts   are   payable  in   nine   monthly
installments  of $11,342 including  interest
at  9.47%  per  annum beginning  October  1,
2000.                                                  66,209            -

Promissory Note of Intco, Inc., a 51%  owned
subsidiary   of  the  Company's  subsidiary,
Petrol Rem, Inc.  The loan is collateralized
by certain Intco equipment. Principal  and
interest at 9% per annum  are payable in 35
equal monthly installments  of $320  each
commencing February 25, 2000 with a  final
payment of all remaining principal and
interest due on February 25, 2003.                      7,263            -

Note  Payable  by the Company's  subsidiary,
Petrol  Rem,  Inc., in connection  with  the
stock purchase agreement for 51% interest in
Intco,  Inc.   The  note is payable  without
interest in installments as follows:  (i) on
the  first  day of each calendar month  from
January 1, 2001 through and including  April
1, 2001, a principal payment of $150,000 and
(ii)  $250,000 on May 1, 2001.                        850,000            -

Commercial Premium Finance Agreement payable
in   nine  monthly  installments  of  $9,697
including   interest  at  7.62%  per   annum
beginning November 1, 1999.                                             66,187

Commercial Premium Finance Agreement payable
in  eight  monthly installments  of  $13,208
including   interest  at  8.5%   per   annum
beginning December 1, 2000.                            77,317            -

Commercial Premium Finance Agreement payable
in   nine  monthly  installments  of  $9,903
including  interest  at  12.63%  per   annum
beginning December 10, 2000.                           75,600            -

Note  Payable to a bank in monthly  payments
of  $433  including interest  at  8.75%  per
annum.    The  loan  in  collateralized   by
equipment.                                              2,240            4,070
                                                   ___________      ___________
                                                    5,190,647        4,161,924
Current portion of long-term debt                   5,182,783        4,159,684
                                                   ___________      ___________
Long-term debt                                   $      7,864     $      2,240
                                                   ===========      ===========

NOTE J- LEASES

Operating Leases

Until  October  2000,  the  Company was  committed  under  a  non-
cancelable   operating   lease  for  its  research   and   product
development facility.  The lease between the Company and  a  group
of  investors  (lessor),  which includes  four  of  the  Company's
Executive  Officers  and/or Directors, was for  a  period  of  240
months  beginning  September 1, 1990.  Monthly  rental  under  the
terms of the lease was $8,810 for a period of 119 months to August
1,  2000.   In  October  2000, after the  Company's  research  and
development  operations  had been moved  from  the  facility,  the
building  was  sold  by  the investor  group  and  the  lease  was
terminated.   Total rent expense was $70,480 in 2000 and  $105,720
in each of the years 1999 and 1998.

The  Company and its related subsidiaries also lease other  office
facilities,  various  equipment and  automobiles  under  operating
leases  expiring  in  various years  through  2004.   Total  lease
expense  related  to  these  leases  was  $534,235,  $425,654  and
$279,329  in  the years ended December 31, 2000,  1999  and  1998,
respectively.

Capital Leases

During 1996, the Company leased two manufacturing buildings  under
capital leases expiring in various years through 2011.  The assets
and liabilities under capital leases are recorded at the lower  of
the  present value of the minimum lease payments or the fair value
of  the asset.  The assets are depreciated over the lower of their
related   lease   terms  or  their  estimated  productive   lives.
Depreciation  of  assets  under  capital  leases  is  included  in
depreciation expense.

During  1998, the Company terminated the lease of one of  its  two
manufacturing buildings in response to the filing of  a  judgement
for  nonpayment  under  the  terms  of  the  lease.   The  Company
recognized  a  loss of $387,321 based upon the difference  between
the remaining lease obligation and the property relinquished.

In  July  2000,  the  Company entered into  a  new  capital  lease
replacing  the  lease on its manufacturing facility terminated  in
1998.   Under the terms of the lease, the Company will make  total
payments of $1,602,221 through December 2010, at which time  title
to  the  property will be transferred to the Company.   Management
recognized  this  property  and the  corresponding  capital  lease
obligation at the present value of the lease payments,  which  was
$1,434,066 at the inception of the lease, using an imputed rate of
9% per annum.

The following is a summary of property held under capital leases:

                              Dec. 31, 2000      Dec. 31, 1999

 Buildings                    $   2,527,326      $   1,207,610
 Land                               246,250            133,750
 Equipment                          264,490            229,565
                              ______________     ______________
    Sub Total                     3,038,066          1,570,925

 Less: Accumulated
 Depreciation                       529,286            378,885
                              ______________     ______________
 Total Property under
 Capital Leases               $   2,508,780      $   1,192,040
                              ==============     ==============


Minimum   future   lease  payments  under   capital   leases   and
noncancelable operating leases are as follows:

                                        Capital      Operating
                                        Leases         Leases

   2001                            $    241,877   $    318,062
   2002                                 336,562        228,237
   2003                                 333,654        181,594
   2004                                 338,413         53,825
   2005                                 352,066         16,500
   Thereafter                         2,105,169            -
                                     ___________    ___________
   Total minimum lease payments       3,707,741   $    798,218
                                                    ===========
   Less amounts representing
   interest                           1,405,280
                                     ___________
   Present  value of net minimum
   lease payments                  $  2,302,461
                                     ===========


NOTE K - SUBORDINATED CONVERTIBLE DEBENTURES

     During  2000,  1999 and 1998, the Company issued subordinated
     4%  convertible debentures totaling $12,250,000,  $33,150,000
     and  $10,720,000, respectively.  Such convertible  debentures
     were  issued pursuant to Regulation S, Regulation  D,  and/or
     Section  4(2) and have a one-year mandatory maturity and  are
     not  saleable or convertible for a minimum of 45 to  90  days
     from   issuance.   At  December  31,  2000  and   1999,   the
     subordinated  convertible debentures totaled  $2,400,000  and
     $0,  respectively.  The debentures issued in  1999  and  2000
     included  beneficial conversion features providing a discount
     on  the acquisition of common stock at discounts ranging from
     12% to 22%.

     As  of  December  31,  2000,  the  conversion  price  of  the
     debentures  would have been approximately $.0421  per  share,
     based upon a formula, which applies a discount to the average
     market  price for the previous week and is determined by  the
     length  of the holding period.  As of December 31, 2000,  the
     number  of shares issuable upon conversion of all outstanding
     debentures  was approximately 57 million shares, which  would
     have   reflected   discounts  of  approximately   20%.     No
     debentures were outstanding as of December 31, 1999.

NOTE L - STOCKHOLDERS' EQUITY

     Preferred Stock

     The Board of Directors of the Company may issue up to 500,000
     shares  of preferred stock in series, which would have rights
     as determined by the Board.

     During  1999,  400,000  shares of the  preferred  stock  were
     authorized  as  "4% Cumulative Convertible  Preferred  Stock,
     Series F".  72,000 shares of this preferred stock were issued
     in  1999  and  452,000 shares were issued in 2000  and  these
     shares include a beneficial conversion feature providing  the
     preferred  stockholder a discount of 25% upon  conversion  to
     the  Company's common stock after 120 days.  The total  value
     of  this beneficial conversion feature was $1,883,333 and was
     recognized  as  constructive dividends charged to  additional
     paid  in  capital  during the year ended December  31,  2000.
     During 2000, all shares of preferred stock were converted  to
     common  stock.   In addition, a preferred stock  dividend  of
     $121,824  was  distributed  to  preferred  shareholders  upon
     conversion.

     Common Stock Warrants

     During  2000, warrants ranging from $.070 to $.250 per  share
     to  purchase 5,941,998 shares of common stock were granted at
     exercise  prices  that  were equal to or  above  the  current
     quoted  market  price of the stock on the  date  issued.   In
     1999, warrants to purchase 23,017,500 shares were granted at
     exercise prices ranging from $.123 to $.23 per share. In
     connection  with  the  granting  of  warrants,  the   Company
     recognized $324,897 and $403,134 of general and administrative
     expense in 2000 and 1999 respectively. Warrants to purchase
     31,378,160 shares of common stock  were exercisable at December
     31, 2000.  The per  share  exercise prices of these warrants
     are as follows:

                   Shares               Exercise Price

                      20,000               $.060
                     160,000               $.070
                      35,000               $.080
                   1,700,000               $.100
                      85,000               $.103
                   1,000,000               $.125
                  19,910,500               $.129
                   1,110,200               $.130
                     600,000               $.140
                     400,000               $.144
                     125,000               $.155
                     236,798               $.160
                      10,000               $.220
                   2,826,700               $.250
                      80,000               $.330
                      50,000               $.380
                       1,482               $.450
                     350,000               $.500
                     884,000              $1.000
                     150,000              $1.480
                   1,375,000              $2.000
                      94,000              $2.125
                      69,480              $2.250
                      35,000              $2.410
                      20,000              $2.750
                      25,000              $3.000
                      25,000              $3.200
                 ____________
        Total     31,378,160
                 ============


     The fiscal years in which common stock warrants were granted
     and the various expiration dates by fiscal year are as
     follows:

Fiscal   Warrants            Warrants Expire during Fiscal Year
 Year     Granted    2001      2002       2003        2004        2005
1990    406,700    226,700               180,000
1991  1,251,482    900,000    351,482
1992          0
1993    154,000    144,000                10,000
1994    130,000                20,000     85,000       25,000
1995          0
1996    594,480    535,000                             59,480
1997  1,444,000    500,000    944,000
1998  1,420,000                        1,420,000
1999 20,035,500                                    20,035,500
2000  5,941,998                                                  5,941,998
     __________  _________   ________ __________  ___________   ___________
     31,378,160  2,305,700  1,315,482  1,695,000   20,119,980    5,941,998
     ==========  =========   ======== ==========  ===========   ===========


    The following is a summary of the warrant transactions during 2000:

    Outstanding at beginning of period         29,896,662
    Granted during the twelve-month period      5,941,998
    Canceled during the twelve-month period       (46,000)
    Exercised during the twelve-month period   (4,414,500)
    Outstanding and eligible for exercise at   ___________
    end of period                              31,378,160
                                               ===========
The  following  is a summary of expenses recognized in  connection
with warrants granted or extended during 2000 and 1999:

                         2000                          1999
               Granted    Extended    Total      Granted     Extended    Total
Parent Company $  324,897 $       0 $   324,897 $  403,134 $        0 $  403,134

Subsidiaries:
 Petrol Rem            0          0           0     54,981     20,160     75,141
 Diasensor.com   230,178          0     230,178    229,642    272,078    501,720
 ViaCirQ       5,885,069  5,233,529  11,118,598    943,226  4,377,245  5,320,471
               _________  _________ ___________  _________  _________  _________
               6,115,247  5,233,529  11,348,776  1,227,849  4,669,483  5,897,332
               _________  _________ __________  _________   _________  _________
Total         $6,440,144 $5,233,529 $11,673,673 $1,630,983 $4,669,483 $6,300,466
               =========  ========= =========== ==========  =========  =========


     During 2000 and 1999, expenses recognized on warrants granted
     are  included in the Statement of Operations as  general  and
     administrative   expenses  of  $6,071,961   and   $1,189,171,
     respectively  and  research  and  development   expenses   of
     $368,183 and $441,812, respectively.


     Warrant Extensions

     During 2000, the Company did not extend the exercise date  of
     any warrants.

     During  1999,  the  Company extended  the  exercise  date  of
     warrants  to  purchase  540,962 shares  of  common  stock  to
     certain  officers,  employees and consultants.   The  warrant
     shares  were  originally granted at exercise  prices  ranging
     from  $.45 to $2.75, and were extended at the original  grant
     price.  No expense was charged to operations since the market
     price  of  the stock was less than the present value  of  the
     warrant exercise price.

     During  1998,  the  Company extended  the  exercise  date  of
     warrants  to  purchase 1,510,180 shares of  common  stock  to
     certain  officers,  employees and consultants.   The  warrant
     shares  were  originally granted at exercise  prices  ranging
     from  $.25 to $3.20, and were extended at the original  grant
     price.  No expense was charged to operations since the market
     price  of  the stock was less than the present value  of  the
     warrant exercise price.

     Diasensor.com, Inc. Common Stock


     At  December 31, 2000, warrants to purchase 10,387,013 shares
     of  Diasensor.com, Inc. common stock were  exercisable.   The
     per  share exercise price is $.50 for 7,380,000 shares, $1.00
     for  2,160,463  shares  and $3.50 for  846,550  shares.   The
     warrants expire at various dates through 2005.  To the extent
     that all warrants were exercised, the Company's proportionate
     ownership would be diluted from 52% at December 31,  2000  to
     36%.

     Diasensor.com, Inc. Warrants

     During 2000, Diasensor.com, Inc. granted warrants to purchase
     2,075,000  shares  of  its  common  stock  and  extended  the
     exercise  date  of warrants to purchase 2,483,050  shares  of
     common  stock  to certain officers, directors, employees  and
     consultants.  A charge of $230,178 is included in general and
     administrative  expenses for warrants  granted  during  2000.
     The  extended warrants were originally granted at an exercise
     price  ranging from $1.00 to $3.50 and extended at  the  same
     price.   No  expense  was  charged to  operations  since  the
     estimated market price of the stock was less than the present
     value of the warrant exercise price.

     During 1999, Diasensor.com, Inc. granted warrants to purchase
     2,080,000  shares  of  its  common  stock  and  extended  the
     exercise  date  of warrants to purchase 3,070,213  shares  of
     common  stock  to certain officers, directors, employees  and
     consultants.  A charge of $229,642 is included in general and
     administrative  expenses for warrants  granted  during  1999.
     The  extended warrants were originally granted at an exercise
     price  ranging from $.50 to $3.50 and extended  at  the  same
     price.   Diasensor.com, Inc. recorded a $272,078 expense  for
     these extended warrants.

     Petrol Rem, Inc. Common Stock

     At  December 31, 2000, warrants to purchase 6,290,000  shares
     of  Petrol Rem common stock were exercisable.  The per  share
     exercise  price  is  $.10  for  3,940,000  shares,  $.50  for
     2,150,000 shares and $1.00 for 200,000 shares.  The  warrants
     expire at various dates through 2005.  To the extent that all
     the  warrants  were  exercised, the  Company's  proportionate
     ownership would be diluted from 75% at December 31,  2000  to
     57%.

     Petrol Rem Warrants

     During  2000, Petrol Rem, Inc. granted warrants  to  purchase
     1,950,000  shares  of its common stock to  certain  officers,
     directors, employees and consultants.  No expense was charged
     to  operations since the market price of the stock  was  less
     than the present value of the warrant exercise price.  Petrol
     Rem  did not extend the exercise dates of any warrants during
     2000.

     During  1999, Petrol Rem, Inc. granted warrants  to  purchase
     2,690,000  shares  of  its  common  stock  and  extended  the
     exercise  date  of warrants to purchase 1,450,000  shares  of
     common  stock  to certain officers, directors, employees  and
     consultants.  A charge of $54,981 is included in general  and
     administrative expenses for the warrants granted during 1999.
     The  extended warrants were originally granted at an exercise
     price  of  $.10 and were extended at the same price.   Petrol
     Rem,  Inc.  recorded  a $20,160 expense  for  these  extended
     warrants.

     ViaCirQ, Inc. Common Stock

     At  December 31, 2000, warrants to purchase 6,713,000  shares
     of  ViaCirQ  common stock were exercisable.   The  per  share
     exercise  price  is $.10 for 6,363,000 shares  and  $.50  for
     20,000  shares,  $1.00 for 310,000 shares,  $2.00  for  5,000
     shares  and $3.00 for 15,000 shares.  The warrants expire  at
     various  dates  through 2005.  To the  extent  that  all  the
     warrants   were   exercised,  the   Company's   proportionate
     ownership would be diluted from 99% at December 31,  2000  to
     69.1%.


     ViaCirQ, Inc. Warrants

     During  2000,  ViaCirQ,  Inc. granted  warrants  to  purchase
     2,128,000  shares  of  its  common  stock  and  extended  the
     exercise  date  of warrants to purchase 3,125,000  shares  of
     common  stock  to certain officers, directors, employees  and
     consultants.  Charges of $5,516,886 and $368,183 are included
     in  general  and  administrative expenses  and  research  and
     development expenses, respectively, for the warrants  granted
     during  2000.  The extended warrants were originally  granted
     at an exercise price ranging from $0.10 to $3.00 and extended
     at  the  same  price.   ViaCirQ, Inc. recorded  a  $5,233,529
     expense for these extended warrants.

     During  1999,  ViaCirQ,  Inc. granted  warrants  to  purchase
     295,000  shares of its common stock and extended the exercise
     date of warrants to purchase 1,505,000 shares of common stock
     to  certain  officers, directors, employees and  consultants.
     Charges of $501,414 and $441,812 are included in general  and
     administrative   expenses   and  research   and   development
     expenses,  respectively,  for these warrants  granted  during
     1999.   The extended warrants were originally granted  at  an
     exercise  price  of  $0.10 and extended at  the  same  price.
     ViaCirQ,  Inc.  recorded  a  $4,377,245  expense  for   these
     extended warrants.

NOTE M - INCOME TAXES

     As  of  December  31, 2000, the Company and its  subsidiaries
     except  Diasensor.com,  Inc.,  Petrol  Rem,  and  ICTI,  have
     available  approximately $132,500,000 of net  operating  loss
     carryforwards   for  federal  income  tax  purposes.    These
     carryforwards  are  available,  subject  to  limitations,  to
     offset  future taxable income, and expire in tax  years  2001
     through  2021.  The Company also has research and development
     credit carryforwards available to offset federal income taxes
     of approximately $1,775,000, subject to limitations, expiring
     in tax years 2005 through 2021.

     As  of  September  30,  2000, the end  of  its  fiscal  year,
     Diasensor.com,  Inc. had available approximately  $25,500,000
     of  net  operating loss carryforwards for federal income  tax
     purposes.  These carryforwards, which expire during the years
     2005 through 2020, are available, subject to
     limitations, to offset future taxable income.  Diasensor.com,
     Inc.  also  has research and development credit carryforwards
     available  for  federal income tax purposes of  approximately
     $700,000, subject to limitations, expiring in the years  2005
     through 2012.

     As   of   December  31,  2000,  Petrol  Rem   had   available
     approximately $14,000,000 of net operating loss carryforwards
     for  federal income tax purposes.  These carryforwards, which
     expire  during  the years 2008 through 2021,  are  available,
     subject  to  limitations, to offset  future  taxable  income.
     Petrol   Rem   also  has  research  and  development   credit
     carryforwards  available for federal income tax  purposes  of
     approximately $15,000.

     As  of  December  31, 2000, ICTI had available  approximately
     $1,400,000  of net operating loss carryforwards  for  federal
     income  tax purposes.   These carryforwards, which expire  in
     years  2019  and 2021, are available, subject to limitations,
     to offset future taxable income.


     Certain  items  of  income  and  expense  are  recognized  in
     different  periods  for financial and  income  tax  reporting
     purposes.   In  the year ended December 31, 1999,  a  warrant
     exercise adjustment of $50,625 was reported for tax purposes.
     The  fair  market  value  of  warrant  extentions  have  been
     recorded and expenses of $6,092,562 and $11,118,598 have been
     recognized  for  financial statement purposes  in  the  years
     ended December 31, 1999 and 2000, respectively.

     The  Company has not reflected any future income tax benefits
     for these temporary differences or for net operating loss and
     credit  carryforwards  because  of  the  uncertainty  as   to
     realization.  Accordingly, the adoption of  FAS  109  had  no
     effect on the financial statements of the Company.

     The  following  is  a  summary  of  the  composition  of  the
     Company's   deferred  tax  asset  and  associated   valuation
     allowance  at  December  31,  2000,  December  31,  1999  and
     December 31, 1998:

                           Dec.31,2000     Dec.31,1999     Dec.31,1998

      Net Operating Loss  $ 45,050,000    $ 37,672,000    $ 28,294,800
      Warrant Expense        8,593,191       4,812,868       2,741,397
      Tax Credit
      Carryforward           1,775,000       1,370,000       1,100,000
                           ____________   ____________     ____________
                            55,418,191      43,854,868      32,136,197
      Valuation Allowance  (55,418,191)    (43,854,868)    (32,136,197)
                           ____________   ____________     ____________
      Net  Deferred Tax
      Asset                $         0    $          0    $          0
                           ============   ============     ============

     The  deferred tax benefit and the associated increase in  the
     valuation allowance are summarized in the following schedule:


                                                  Increase in
                                    Deferred       Valuation
                                   Tax Benefit     Allowance      Net


     Year-ended December 31, 2000  $(11,563,323)  $ 11,563,323    $ 0
     Year-ended December 31, 1999  $(11,718,671)  $ 11,718,671    $ 0
     Year-ended December 31, 1998  $( 7,306,400)  $  7,306,400    $ 0
     From March 20, 1972 (inception)
     Through December 31, 2000     $(55,418,191)  $ 55,418,191    $ 0


NOTE N - RELATED PARTY TRANSACTIONS

     Research and Development Activities

     The  Company is currently performing research and development
     activities  related to the non-invasive glucose  sensor  (the
     Sensor)  under  a  Research  and Development  Agreement  with
     Diasensor.com, Inc..  If successfully developed,  the  Sensor
     will  enable  users to measure blood glucose  levels  without
     taking  blood  samples.   Diasensor.com,  Inc.  acquired  the
     rights to the Sensor, including one United States patent from
     BICO for $2,000,000 on November 18, 1991.  Such patent covers
     the process of measuring blood glucose levels non-invasively.
     Approval   to  market  the  Sensor  is  subject  to   federal
     regulations including the Food and Drug Administration (FDA).
     The  Sensor  is  subject to clinical testing  and  regulatory
     approvals  by the FDA.  BICO is responsible for substantially
     all  activities in connection with the development,  clinical
     testing,  FDA approval and manufacturing of the  Sensor.   As
     discussed  in Note B, BICO finances its operations  from  the
     sales  of  stock and issuance of debt and was reimbursed  for
     costs incurred under the terms and conditions of the Research
     and Development Agreement for the research and development of
     the  Sensor  by Diasensor.com, Inc..  If BICO  is  unable  to
     perform  under  the Research and Development or Manufacturing
     Agreements, Diasensor.com, Inc. would need to rely  on  other
     arrangements to develop and manufacture the Sensor or perform
     these efforts itself.

     BICO  and  Diasensor.com, Inc. have entered into a series  of
     agreements  related  to  the development,  manufacturing  and
     marketing  of the Sensor.  BICO is to develop the Sensor  and
     carry  out all steps necessary to bring the Sensor to  market
     including   1)  developing  and  fabricating  the  prototypes
     necessary  for clinical testing; 2) performing  the  clinical
     investigations  leading  to FDA approval  for  marketing;  3)
     submitting   all  applications  to  the  FDA  for   marketing
     approval;  and 4) developing a manufacturable and  marketable
     product.  Diasensor.com, Inc. is to conduct the marketing  of
     the  Sensor.   The  following is a brief description  of  the
     agreements:

     Manufacturing Agreement

     The  manufacturing agreement between BICO and  Diasensor.com,
     Inc. was entered into on January 20, 1992.  BICO is to act as
     the  exclusive manufacturer of production units of the Sensor
     upon the completion of the Research and Development Agreement
     and  sell  the  units  to  Diasensor.com,  Inc.  at  a  price
     determined  by  the agreement. The term of the  agreement  is
     fifteen years.

     Research and Development Agreement

     Under   a   January   1992   agreement   between   BICO   and
     Diasensor.com, Inc., beginning in April 1992,  BICO  received
     $100,000  per  month, plus all direct costs for the  research
     and  development  activities of the Sensor.   This  agreement
     replaced  a previous agreement dated May 14, 1991.  The  term
     of  the  new agreement is fifteen years.  In July 1995,  BICO
     and  Diasensor.com, Inc. agreed to suspend billings, accruals
     of  amounts  due  and payments pursuant to the  research  and
     development agreement pending the FDA's review of the Sensor.


     Purchase Agreement

     In November 1991, BICO entered into a Purchase Agreement with
     Diasensor.com, Inc. under which Diasensor.com, Inc.  acquired
     BICO's rights to the Sensor for a cash payment of $2,000,000.
     This agreement permits BICO to use Sensor technology for  the
     manufacture and sale by BICO of a proposed implantable closed
     loop  system.  BICO will pay Diasensor.com,  Inc.  a  royalty
     equal  to  five percent of the net sales of such  implantable
     closed loop system.

     Real Estate Activities

     Four of the Company's Executives and/or Directors are members
     of  an  eight-member partnership that in July 1990  purchased
     the  Company's real estate in Indiana, Pennsylvania, and each
     personally guaranteed the payment of lease obligations to the
     bank  providing the funding.  For their personal  guarantees,
     the  four  individuals  each received  warrants  to  purchase
     100,000  shares of the Company's common stock at an  exercise
     price  of $.33 per share until June 29, 1995.  Those warrants
     still  outstanding  as of the original expiration  date  were
     extended  until June 29, 2001.  In 1999, after all operations
     were  relocated from this site, the property was offered  for
     sale.   The  property was sold in October 2000 and the  lease
     was terminated.

     Amounts due from Officers

     On  April  28,  1999,  Fred  E.  Cooper,  CEO  and  Director,
     consolidated various outstanding obligations into a term loan
     totaling  $777,400 payable in monthly installments of  $9,427
     with  a  final balloon payment on May 31, 2002.  Interest  on
     this loan is accrued at a rate of 8% per annum.

     Total  amounts due from Mr. Cooper at December 31,  1999  and
     December 31, 2000, include balances of $747,087 and $715,963,
     respectively, on the term loan discussed above  plus  accrued
     interest of $10,813 and $9,163, respectively.

     On  April  28,  1999, Glenn Keeling, a Director, consolidated
     various  outstanding obligations into a  term  loan  totaling
     $296,358  payable in monthly installments of  $4,184  with  a
     final balloon payment on May 1, 2002.  Interest on this  loan
     is accrued at a rate of 8% per annum.

     Total  amounts due from Mr. Keeling at December 31, 1999  and
     December 31, 2000, include balances of $275,869 and $237,737,
     respectively, on the term loan discussed above  plus  accrued
     interest of $3,668 and $3,668, respectively.

     On  April  28,  1999, T.J. Feola, Senior Vice  President  and
     Director, consolidated various outstanding obligations into a
     term  loan  totaling $259,477 payable in monthly installments
     of  $3,676  with  a final balloon payment on  May  31,  2002.
     Interest on this loan is accrued at a rate of 8% per annum.

     Total  amounts due from Mr. Feola at December  31,  1999  and
     December  31, 2000 include balances of $245,581 and $221,308,
     respectively, on the term loan discussed above  plus  accrued
     interest of $4,536 and $631, respectively.


     As  of  December  31, 1999 and 2000 the Company  had  a  note
     receivable from Allegheny Food Services, Inc. of which Joseph
     Kondisko,  a former director, is principal owner.  The  loan,
     which  bears  interest  at a rate of  9.25%,  is  payable  in
     monthly  installments of $3,630 with a final balloon  payment
     on  April 1, 2001.  The outstanding balance on this loan  was
     $172,724  at  December 31, 1999 and $87,706 at  December  31,
     2000.

     During  1999  the Company made various demand loans  totaling
     $150,000  to  B-A-Champ.com, Inc.,  a  company  substantially
     owned by Fred E. Cooper, CEO.  As of December 31, 1999, these
     loans had been repaid to a balance of $50,000 with an accrued
     interest  of  $3,006.  As of December 31, 1999,  the  Company
     owned  approximately 6.5% of the outstanding  stock  of  B-A-
     Champ.com,  Inc.   In  2000, the Company provided  additional
     funding of $400,000 in exchange for additional shares of B-A-
     Champ.com,  Inc.  In addition, the Company converted  a  note
     receivable  of $50,000 from B-A-Champ.com, Inc. plus  accrued
     interest  of  $5,256 to common stock.  As a result  of  these
     additional  investments,  the  Company  owned  51%   of   the
     outstanding  stock of B-A-Champ.com, Inc. as of December  31,
     2000  and  included  B-A-Champ.com, Inc.  as  a  consolidated
     subsidiary in the December 31, 2000 financial statements.  As
     of December 31, 2000, Fred E. Cooper, Chief Executive Officer
     of  the  Company, owned approximately 30% of the  outstanding
     common stock of B-A-Champ.com, Inc.

     Employment Contracts

     The  Company has employment contracts with three officers and
     two  employees  that  commenced November  1,  1994  and  were
     renewed on October 31, 1999.  There is an additional contract
     with  an  officer  that  commenced August  16,  2000.   These
     employment   contracts  set  forth  annual   basic   salaries
     aggregating approximately $2,125,000 in 2000 and expiring  in
     periods  beginning  October  2001  through  2005,  which  are
     subject  to  review  and adjustment.  The  contracts  may  be
     extended  for successive two to three year periods.   In  the
     event of change in control in the Company and termination  of
     employment,   continuation  of  annual   salaries   at   100%
     decreasing  to 25% are payable in addition to the issuing  of
     shares  of  common  stock as defined in the  contracts.   The
     contracts also provide for severance, disability benefits and
     issuances of BICO common stock under certain circumstances.

NOTE O - COMMITMENTS AND CONTINGENCIES

     Litigation

     On  April 30, 1996, a class action lawsuit was filed  against
     the Company, Diasensor.com, Inc., and individual officers and
     directors.   The  suit,  captioned Walsingham  v.  Biocontrol
     Technology,  et al., was certified as a class action  in  the
     U.S. District Court for the Western District of Pennsylvania.
     The  suit  alleged misleading disclosures in connection  with
     the  Noninvasive Glucose Sensor and other related activities,
     which  the  Company denies.  Without agreeing to the  alleged
     charges  or  acknowledging any liability or  wrongdoing,  the
     Company  agreed to settle the lawsuit for a total  amount  of
     $3,450,000.   As  of December 31, 2000, $2,150,000  has  been
     paid  toward  the  settlement.  An additional  $1,300,000  is
     included  in  accrued liabilities and will be  paid  in  July
     2001.   Although  it is not known whether  the  class  action
     plaintiffs have been formally notified of the settlement,  or
     if  they  have accepted its terms, the Company believes  that
     the existing settlement will end this matter.

     Pennsylvania Securities Commission

     The  Pennsylvania  Securities  Commission  is  conducting   a
     private  investigation  of the Company  and  its  subsidiary,
     Diasensor.com,  Inc.,  in  connection   with   the   sale  of
     securities.  The Companies have cooperated with and  provided
     information  to  the  Pennsylvania Securities  Commission  in
     connection   with   the   private  investigation.    As   the
     Commission's investigation is not yet complete, there can  be
     no estimate or evaluation of the likelihood of an unfavorable
     outcome in this matter or the range of possible loss, if any.

     Additional Legal Proceedings

     In  April  1998, the Company and its affiliates  were  served
     with  subpoenas  requesting documents in connection  with  an
     investigation  by  the U.S. Attorneys' office  for  the  U.S.
     District Court for the Western District of Pennsylvania.  The
     Company continues to submit various scientific, financial and
     contractual documents in response to such requests.


NOTE P - EMPLOYEE BENEFIT PLAN

     The  Company  has  a defined contribution  plan  with  401(k)
     provisions,  which covers all employees meeting  certain  age
     and  period  of service requirements.  Employer contributions
     are  discretionary as determined by the Board  of  Directors.
     There have been no employer contributions to the plan through
     December 31, 2000.

NOTE Q -STOCK ACQUISITIONS

     ICTI, Inc.

     Effective  March  4,  1998,  pursuant  to  a  Stock  Purchase
     Agreement dated February 20, 1998, the Company acquired 58.4%
     of   International  Chemical  Technologies,  Inc.  (ICTI)   a
     development stage corporation.  ICTI commenced operations  in
     May   1997   and  planned  to  engage  in  the  business   of
     manufacturing  and  marketing,  and  licensing  rights   with
     respect  to  certain  corrosion/wear-resistant  metal   alloy
     coating compositions.

     Consideration for the purchase of the 58.4% interest in  ICTI
     included a cash payment of $1,030,000; a promissory note  for
     $3,350,000 at 8%; 2,000,000  shares  of  BICO   common  stock
     (fair  market  value  of  $250,000), a  warrant  to  purchase
     1,000,000 shares of BICO  stock  for  $2  per  share  anytime
     through March 4, 2003; and the  guarantee  by  BICO   of   a
     promissory note for $1,300,000 payable by ICTI to the seller.

     The  Company recognized $5,310,501 of goodwill in  connection
     with  the  ICTI  Stock Purchase Agreement.  For  purposes  of
     amortizing this goodwill, management had determined a  useful
     life  of  5 years.  Accumulated amortization on this goodwill
     was $887,080 at December 31, 1998.  Based upon a reevaluation
     of  this  goodwill, the remaining balance of  $4,423,421  was
     included   in  an  impairment  charge  recognized  in   1999.
     Management's reevaluation was reached due to failure  of  the
     investment  to  perform as anticipated and the decision  that
     future  cash  flow was unlikely.  For these same  reasons  an
     impairment charge was recorded to write off associated  plant
     and equipment.

     B-A-Champ.com

     Effective  August 1, 2000, the Company acquired an additional
     44.5%   of   B-A-Champ.com,   Inc.,   a   development   stage
     corporation.    This  additional  investment  increased   the
     Company's  ownership of B-A-Champ.com,  Inc.  to  51%.   B-A-
     Champ.com,  Inc. commenced operations in 1999  and  plans  to
     engage in various internet promotional activities.

     Consideration  for  the  purchase  of  the  additional  44.5%
     interest  in B-A-Champ.com, Inc. included a cash  payment  of
     $400,000 and the conversion of a $50,000 note receivable from
     B-A-Champ.com,  Inc.  plus accrued interest  of  $5,256  into
     common stock.

     The  Company  recognized $259,964 of goodwill  in  connection
     with  the acquisition of of B-A-Champ.com, Inc.  For purposes
     of  amortizing  this goodwill, management  has  determined  a
     useful  life  of 5 years.  Accumulated amortization  on  this
     goodwill was $21,664 at December 31, 2000.


     INTCO, Inc.

     Pursuant  to  a  Stock Purchase Agreement dated  November  1,
     2000,  Petrol Rem, Inc. acquired 51% of INTCO,  Inc.   INTCO,
     Inc. was incorporated on February 5, 1981 and engages in oil-
     spill  cleanup  and  the  treatment of  oil  wells  and  also
     charters out self-propelled barges for maintenance work.

     Consideration for the purchase of 51% on INTCO, Inc. included
     a  cash  payment  of $250,000 and a promissory  note  for  $1
     million.  As of December 31, 2000, the outstanding balance on
     the promissory note was $850,000.

     The  Company  recognized $310,567 of goodwill  in  connection
     with  the  INTCO Stock Purchase Agreement.  For  purposes  of
     amortizing this goodwill, management has determined a  useful
     life  of  5 years.  Accumulated amortization on this goodwill
     was $10,352 at December 31, 2000.

     Tireless, LLC

     In  October  2000, Petrol Rem, Inc. and Universal Scrap  Tire
     Company, LLC (an unaffiliated company) formed a joint venture
     called  Tireless, LLC (Tireless) with Petrol  Rem,  Inc.  and
     Universal  Scrap  Tire  Company,  LLC  owning  51%  and  49%,
     respectively.  Tireless is a development stage  company  that
     plans to engage in the acquisition, shredding and disposal of
     tires and tire parts.

     Consideration for the 51% ownership in Tireless  included  an
     agreement by Petrol Rem to provide working capital funding of
     $455,000  to Tireless.  As of December 31, 2000,  Petrol  Rem
     had  made cash payments of $335,940 to fund the operating and
     capital needs of Tireless.

     Petrol Rem recognized $164,611 of goodwill in connection with
     the  investment in Tireless.  For purposes of amortizing this
     goodwill, management has determined a useful life of 5 years.
     Accumulated  amortization on this goodwill was $8,231  as  of
     December 31, 2000.


NOTE R - SUBSEQUENT EVENTS

     The  Company  made additional investments in American  Inter-
     Metallics,  Inc. of $35,000 in January 2001  and  $75,000  in
     February  2001.  These additional investments  increased  the
     Company's  ownership  in  American Inter-Metallics,  Inc.  to
     18.4%.

     From January through late February 2001, the Company raised net
     funds aggregating approximately $3,900,000 from the sale of its
     convertible debentures.

     In January 2001, Diasensor.com made additional investments of
     $250,000  in  MicroIslet,  Inc.  and  $293,951  in  Diabecore
     Medical,   Inc.    These  additional  investments   increased
     Diasensor.com's  ownership percentage to approximately  17.5%
     and 27% in MicroIslet and Diabecore, respectively.

     In  February 2001, the Company entered into an agreement with
     David  L.  Purdy in connection with his resignation from  the
     Company  and  its2  affiliates.  The  agreement  required  the
     Company  to pay Mr. Purdy an aggregate of $912,727 and  place
     $100,000 in an escrow account for Mr. Purdy's future attorney
     fees.


EXHIBIT 10.14

                    EMPLOYMENT AGREEMENT


     This  Agreement is made and entered into as of the  16th  day  of

August,  2000 (the "Agreement"), by and between BICO, INC. ("Employer"

or  the  "Corporation")  and  MICHAEL P. THOMPSON  ("Employee").   The

Corporation and Employee are sometimes hereinafter referred to as  the

"Parties".


                          RECITALS:

     WHEREAS, the Corporation desires to secure the services of

Employee as its Chief Financial Officer for an extended period; and



     WHEREAS, Employee is willing to enter into this Agreement and to

perform such services for the Corporation on certain terms and

conditions set forth herein;



     WHEREAS, Employer is a Pennsylvania corporation with its

principal business offices in Pittsburgh, Pennsylvania.  Employee has

substantial business experience and related business skills which can

be utilized in Employer's business.  Employer desires to employ

Employee upon the terms and conditions hereinafter set forth, and

Employee desires to accept such employment.  Employer and Employee

desire to set forth in writing the terms and conditions of their

agreements and understandings.



                         AGREEMENTS:

     NOW, THEREFORE, in consideration of the mutual covenants and

agreements set forth herein, and other good and valuable

consideration, the receipt and adequacy of which are hereby

acknowledged, and intending to be legally bound hereby, the Parties

hereto agree that the employment of Employee by the Corporation shall

be governed as follows:



                          ARTICLE 1

                         DEFINITIONS

     1.01 Annual Salary.  For purposes of this Agreement, the term

"Annual Salary" shall mean the compensation payable to Employee

as provided in section 6.01 hereof.

     1.02 Cause.  For purposes of this Agreement, the term "cause" is

defined to include acts of serious moral turpitude of Employee;

gross negligence of Employee in connection with the performance

of his duties as provided for in this Agreement, which gross

negligence causes or reasonably could cause material harm to

Employer; fraud by Employee in connection with the performance of

his duties hereunder; material breach by Employee of any of the

terms and conditions of this Agreement, or Employee's refusal to

follow Employer's reasonable orders and directions in connection

with the performance of Employee's duties, as described in

Article 5 of this Agreement, which breach or refusal is not

cured, as provided below, after receipt of written notice from

Employer specifying the breach or refusal of Employee; provided

that it shall not be "cause" for termination as described in this

section if Employee, upon receipt of such notice, undertakes

reasonable measures to correct such breach or refusal and

diligently pursues such corrective measures to completion.

     1.03 Change in Control.  For purposes of this Agreement, a

"change in control" shall have occurred when: (i) any person

becomes the beneficial owner (as defined by Regulations 13D-G of

the General Rules and Regulations under the Securities and

Exchange Act of 1934, as in effect from time to time, or any

successor rules or regulations thereto) of 20% or more of the

voting power of the Corporation's then outstanding common stock,

if such person does not either own such shares on the date of

this Agreement or receive such shares by will or by the laws of

descent or distribution from a person who owned the shares on the

date of this Agreement; (ii) one-third (1/3) or more of the

members of the Corporation's Board of Directors are not

continuing directors, as defined in section 1.04 herein; or (iii)

the occurrence of an exercise of a controlling influence over the

management or policies of the Corporation by any person or

persons acting as a group within the meaning of Section 13(d) of

the Securities and Exchange Act of 1934, as amended.  This

limitation shall not apply to a transaction in which the

Corporation forms a holding company without change in the

respective beneficial ownership interest of the stockholders

other than pursuant to the exercise of any dissenter and

appraisal rights or the purchase of shares by underwriters in

connection with a purchase offering.

     1.04 Continuing Director.  For purposes of this Agreement,

"continuing director" shall mean (i) any director of the

Corporation who was a member of the Corporation's Board of

Directors on July 31, 2000; and (ii) any successor of a

continuing director who is recommended, nominated, or elected to

succeed the continuing director by a majority of the then

continuing directors.

     1.05 Disabled.  For purposes of this Agreement, Employee shall be

deemed to be "disabled" when, in the reasonable judgment of the

Corporation's Board of Directors, he is unable to perform

substantially all of the duties required of him in connection

with his employment hereunder by reason of physical or mental

illness or injury, and such inability shall have continued for

one hundred eighty (180) consecutive days.

     1.06 Person.  For purposes of this Agreement, the term "person"

means an individual other than Employee, or a corporation,

partnership, limited partnership, limited liability company,

trust, association, joint venture, pool, syndicate, sole

proprietorship, unincorporated organization, any "affiliate" or

"associate" as the terms are defined in Rule 12b-2 of the General

Rules and Regulations under the Securities and Exchange Act of

1934, as amended, or any other form of entity not specifically

listed herein.


                          ARTICLE 2

                         EMPLOYMENT

     2.01 The Corporation hereby employs Employee, and Employee hereby

accepts employment by the Corporation upon all the terms and

conditions hereinafter set forth.


                          ARTICLE 3

                     TERM OF EMPLOYMENT

     3.01 Subject to the provisions for the termination of this

Employment Agreement pursuant to Article 14 hereof, the initial

term of this Agreement (the "Initial Term") shall be for a period

of commencing on August 16, 2000 and ending on August 31, 2005,

and continuing thereafter for successive two (2) year periods

("Renewal Terms"), unless, more than ninety (90) days prior to

the expiration of the Initial Term or any Renewal Term, either

Party gives notice that this Agreement will terminate as of the

end of the Initial Term or any such Renewal Term.  The Initial

Term, plus any Renewal Terms, are collective referred to herein

as the "Employment Term".



                          ARTICLE 4

          EMPLOYEE'S REPRESENTATIONS AND WARRANTIES

     4.01 Employee represents and warrants to Employer that he is free

to accept employment with Employer as contemplated herein, and he has

no other prior obligations or commitments of any kind to anyone which

would in any way interfere with the acceptance or full performance of

his obligations under this Agreement.



                          ARTICLE 5

        DESCRIPTION OF DUTIES AND EXTENT OF SERVICES

     5.01 Duties.  Employee agrees to devote such working time,

energy, knowledge, and efforts as Employer deems necessary to the

performance and discharge of employee's duties and

responsibilities hereunder, and such other reasonable duties and

responsibilities as are assigned to him from time to time by the

Board of Directors of Employer, at the business offices of

Employer or such other places as may be designated by Employer.

Employee shall use his best efforts to be loyal and faithful at

all times to Employer and to endeavor to improve his ability and

his knowledge of the business of Employer in an effort to

increase the value of his services for the mutual benefit of

Employer and Employee.

     5.02 Payments.  Employee hereby agrees that all fees or other

remuneration received or collected as a result of services

rendered by him to employer or otherwise relating in any manner

to Employer's business shall be the property of Employer.

Employee acknowledges that his employment does not confer upon

him any ownership interest in or claim upon any fees earned by

Employer for his services, whether said fees are collected during

the Employment Term or thereafter.  Employee expressly agrees

that the compensation and benefits received by him or payable to

him under this Agreement shall satisfy and discharge in full all

his claims upon Employer for compensation in respect of his

services.

     5.03 Position.  Employee shall serve as Chief Financial Officer

of Employer, with such duties as are assigned to him by the Board

of Directors employer consistent with his status and capacity as

Vice President of Finance of Employer.



                          ARTICLE 6

                        COMPENSATION

     As his entire compensation for all services to be rendered to

Employer during the Employment Term, in whatever capacity rendered,

and for all rights herein granted by employee to the Corporation,

Employee shall receive:

     6.01 Annual Salary.  The Corporation shall pay Employee an Annual

Salary at a rate of $300,000 beginning on August 16, 2000, and

continuing until termination of Employee's employment, payable on

a bi-monthly basis.  Employee's Annual Salary shall be reviewed

by the Board of Directors (or by a compensation committee there

of) immediately following the six-month anniversary date of this

Agreement, and thereafter annually as of the beginning of each

calendar year.  Such Annual Salary shall be adjusted consistent

with Employee's performance and Employer's financial condition;

provided, however, that Employee's Annual Salary shall not be

decreased except with the consent and agreement of Employee.

     6.02 Bonus.  Employee shall receive such bonus compensation, if

any, as the Board of Directors shall deem appropriate.

     6.03 Fringe Benefits.  Employer shall provide Employee with

normal fringe benefits provided to its executive personnel

including, without limitation, a medical program, and such other

fringe benefits, including retirement programs, as employer may

determine from time to time.
     6.04 Vehicle.  During the Employment Term, Employer shall

reimburse Employee for the cost of purchasing or leasing a

vehicle for business use, or at Employer's option, shall provide

a company-owned vehicle to Employee.


                          ARTICLE 7

                         DEDUCTIONS

     7.01 Deductions shall be made from Employee's Annual Salary and

any bonuses for withholding tax and other such taxes or similar

charges as may from time to time be required by governmental

authority.

                          ARTICLE 8

                          EXPENSES

     8.01 Employee is expected, from time to time, to incur reasonable

expenses for promoting the business of Employer which will be

reimbursed by Employer.  Such expenses include, but are not

limited to, expenses for travel, continuing professional

education, professional liability insurance, professional

licenses, professional associations, entertainment, and

miscellaneous expenses incurred in the performance of Employee's

duties and responsibilities, or in the conduct of the business of

Employer.  Reimbursement for such expenses shall be subject to

such regulations and procedures as Employer may from time to time

establish.

                          ARTICLE 9

               FACILITIES AND PROPERTY RIGHTS

     9.01 Facilities.  Employer shall provide and maintain such

facilities, equipment, and supplies as it deems necessary for

Employee's performance of his duties under this Employment

Agreement.  Employer shall pay all expenses for supplies,

publications, and office furniture necessary for Employee to

conduct the services contemplated herein for Employer.

     9.02 Property Rights.  Upon termination of this Agreement,

Employee shall immediately turn over to the Corporation all of

the Corporation's property, including all items used by employee

in rendering services hereunder or otherwise, that may be in

employee's possession or under his control.



                         ARTICLE 10

                      EMPLOYER RECORDS

     10.01     Ownership.  All books, records, and documents relating

to Employer's business shall be the sole and permanent property

of Employer.  Employee shall not be entitled to any copies

thereof, notwithstanding his participation therein.

     10.02     Disclosure.  Unless required by service of legal

process, no employer records shall be displaced or delivered to,

or any information therefrom disclosed, to any person not

connected with Employer except in strict accordance with the

rules of Employer from time to time established.



                         ARTICLE 11

                          VACATION

     11.01      During the term of this Agreement, Employee  shall  be

entitled   to   four   (4)  weeks  of  annual   vacation,   and   such

additional   vacation,   if  any,  as  the  Corporation's   Board   of

Directors  shall  deem appropriate.  Employee shall  not  be  entitled

to  carry  vacation  over from year to year,  nor  shall  Employee  be

paid  for  unused  vacation  time, unless specifically  authorized  by

Employer's Board of Directors.



                         ARTICLE 12

                         DISABILITY

     12.01      Disability.   If Employee should become  disabled  (as

defined  in  section  1.02  hereof) during  the  Employment  Term,  in

lieu  of  the  Annual  Salary provided for  in  section  6.01  hereof,

Employee   shall  be  paid  the  amounts  set  forth  below,  reduced,

however,   by   an  amount  paid  directly  to  Employee   under   any

disability  insurance  policy  with  respect  to  which  Employer  has

paid  the  premiums.   Such  amounts shall be  payable  regardless  of

whether   Employer  terminates  this  Agreement  pursuant  to  Section

14.02(iv).

     12.02     First Year.  During the first year or any part thereof

of any disability, Employee shall be paid at a rate of one

hundred percent (100%) of his Annual Salary at the time of

commencement of the disability.

     12.03     Second Year.  During the second year or any part

thereof of any disability, Employee shall be paid at a rate of

seventy percent (70%) of his Annual Salary at the time of

commencement of the disability.

     12.04     After Second Year.  If, after two (2) years, Employee

continues to be disabled, he shall be deemed to be permanently

incapacitated, and Employee shall no longer receive any

remuneration hereunder, except as set forth in any disability

insurance policy owned by Employer for Employee.  Nothing herein

shall create an obligation on the part of Employer to acquire any

such disability insurance policies, or if acquired, to continue

such coverage in force.


                         ARTICLE 13

                          STANDARDS

     13.01     Employee shall perform his duties under this Agreement

in accordance with the highest standards of professional ethics

and practices as may from time to time be applicable during the

Employment Term.

                         ARTICLE 14

                  TERMINATION OF EMPLOYMENT

     14.01     Termination by Employee.  In the event that Employee

shall terminate his employment with Employer for any reason,

Employer shall pay to Employee as final remuneration all amounts

accrued, due and payable under this Agreement, to the extent not

previously paid to Employee, in accordance with the terms hereof.

Employee may terminate this Agreement effective ninety (90) days

after he gives written notice of his intent to do so.

     14.02     Termination by Employer.  The Employment Term may, at

the option of the Board of Directors of Employer, be terminated

upon the happening of any of the following events:

        (i)   If Employee accepts (without having obtained the prior

              written consent of Employer) employment with any other company,

              and fails to terminate such employment within five (5) days after

              receipt of written notice from Employer to do so;

        (ii)  If Employee shall become, without having obtained the prior

              written consent of Employer, a director or stockholder owning

              more than 10% of the outstanding common stock of a company which

              materially competes with Employer's business;

        (iii) If this Agreement shall become terminable for cause, as

              that term is defined in section 1.02 hereof; or

        (iv)  If Employee shall become disabled, as that term is defined

              in section 1.05 hereof.

     14.03     Death of Employee.  This Agreement shall terminate

immediately upon the death of Employee, in which event all

compensation, reimbursable expenses and other benefits accrued

through the date of Employee's death, as well as any payments

required pursuant to Article 18 hereof, shall be paid to

Employee's estate or beneficiary.  Moreover, in the event of

Employee's death during the Employment Term, the Corporation

shall continue to pay Employee's Annual Salary, in quarterly

installments at the then-current rate, for a period of one (1)

year following his death.

     14.04     Mutual Termination.  This Agreement may be terminated

at any time by the Parties' mutual written agreement to do so.


                         ARTICLE 15

        CONFIDENTIALITY AND DISCLOSURE OF INFORMATION

     15.01     Employee acknowledges that, in and as a result of his

employment hereunder, he will be making use of, acquiring and/or

adding to confidential or proprietary information developed by

Employer and of a special and unique nature and value to

Employer, including, but not limited to, the nature and material

terms of business opportunities and proposals available to

Employer, Employer's products, methods, systems and research, the

names and addresses of its customers and suppliers, prices

charged and paid by employer or its customers, technical

memoranda, research reports, laboratory notebooks, designs and

specifications, record cards, customers' and suppliers' records,

customer files, services, operating procedures, charts, accounts

receivable ledgers, methods and systems, accounts payable

ledgers, record of amounts received from customers, financial

records of Employer and of customers, insurance records, and

other information, data, and documents now existing or hereafter

acquired by Employee or Employer, regardless of whether any such

information, data, or documents qualify as a "trade secret" under

applicable Federal or State law (collectively, the "Confidential

Information").  As a material inducement to employer to enter

into this Agreement and to pay Employee the compensation referred

to in Article 6 hereof, along with other consideration provided

herein, Employee covenants and agrees that he shall not at any

time during the Employment Term or following any termination

thereof, directly or indirectly, divulge or disclose or use for

any purpose whatsoever (except for the sole and exclusive benefit

of Employer), and Confidential Information which has been

obtained by or disclosed to him as a result of his employment

with Employer.  In accordance with the foregoing, Employee

further agrees that he will at no time retain or remove from the

Corporation's premises records of any kind or description

whatsoever for any purpose whatsoever unless authorized by

Employer, and will return all of the foregoing to Employer upon

Employer's request or upon any termination of his employment.  In

the event of a breach or threatened breach by Employee of any of

the provisions of this Article 15, Employer, in addition to and

not in limitation of any other rights, remedies, damages

available to Employer at law or in equity, shall be entitled to a

permanent injunction in order to prevent or to restrain any such

breach by employee or by Employee's partners, agents,

representatives, servants, employers, employees and/or any and

all persons directly or indirectly acting for or with him.



                         ARTICLE 16

                COVENANT AGAINST COMPETITION

     16.01     Non-Competition.  Employee acknowledges that his

services to be rendered hereunder are of a special and unusual

character which have a unique value to Employer, the loss of

which cannot adequately be compensated by damages in an action at

law.  In view of the unique value to employer of the services of

Employee for which Employer has contracted hereunder, and because

of the Confidential Information to be obtained by or disclosed to

Employee as set forth in Article 15 herein, and as a material

inducement to Employer to enter into this Employment Agreement

and to pay to Employee the compensation referred to in Article 6

hereof and other consideration provided herein, employee

covenants and agrees that he will not during the Employment Term

and for a period of one (1) year after any termination thereof:

(i) engage in any business in competition with the business of

Employer as conducted during the Employment Term (the

"Activities") in the geographic area (the "Area") consisting of

(a) the States of Pennsylvania, New Jersey and New York, and (b)

any other state in the United States (including the District of

Columbia) in which Employer has sales of products or services

during the Employment Term; (ii) become associated as manager,

supervisor, employee, officer, director, consultant, advisor,

stockholder owning more than 10% of the outstanding stock, or

otherwise with any person engaging in any activity competitive

with the Activities anywhere within the Area; (iii) call upon any

customer of Employer for the purposes of engaging in any

activities for any person other than Employer competitive with

the Activities within the Area; (iv) divert, solicit, or take

away any customer or customers of Employer or solicit, hire, or

attempt to hire any employee of Employer; or (v) attempt to

convert to other methods of using the same or similar products or

services as provided by Employer, any customer or account of

Employer located in the Area with which Employee has had any

contact as a result of his employment by Employer hereunder.

     16.02     Non-Usurpation.  During the Employment Term, Employee

covenants and agrees that he shall offer to Employer any business

opportunities which shall become available to him as a result of

his employment by Employer.

     16.03     Remedies.  Employee covenants and agrees that if he

shall violate any of his covenants or agreements provided for

pursuant to this Article, Employer shall be entitled to an

accounting and repayment of all profits, compensation,

commissions, remuneration, or benefits which employee, directly

or indirectly, has realized and/or may realize as a result of,

growing out of, or in connection with any such violation; such

remedy shall be in addition to and not in limitation of any

injunctive relief or other rights or remedies to which Employer

may be entitled at law or in equity or under this Agreement.

Employee also consents to the jurisdiction of the Commonwealth of

Pennsylvania in connection with any action or proceeding which

seeks to enforce Employer's rights under this Article 16.


                         ARTICLE 17

               REASONABLENESS OF RESTRICTIONS

     17.01     Acknowledgment.  Employee has carefully read and

considered the provisions of Article 15 and 16 hereof, and having

done so, agrees that the restrictions set forth in such Articles

(including, but not limited to, the time period of restriction

and the geographical areas of restriction set forth in Article 16

hereof) are fair and reasonable and are reasonably required for

the protection of the interests of Employer, its officers,

directors, and other employees.

     17.02     Severability and Modification.  In the event that,

notwithstanding the foregoing, any of the provisions of Articles

15 and 16 shall be held to be invalid or unenforceable, the

remaining provisions thereof shall nevertheless continue to be

valid and enforceable as though the invalid or unenforceable

parts had not been included therein.  In the event that any

provision of Article 16 hereof relating to time period and/or

areas of restriction shall be declared by a court of competent

jurisdiction to exceed the maximum time period or areas such

court deems reasonable and enforceable, said time period and/or

areas of restriction shall be deemed to become, and thereafter

be, the maximum time period and/or area which such court deems

reasonable and enforceable.


                         ARTICLE 18

            CHANGE IN CONTROL; SEVERANCE PAYMENTS

     18.01     Change in Control.  In the event that a change in

control of the Corporation (as defined in section 1.03 hereof)

occurs during the Employment Term, then, regardless of whether

Employee thereafter continues to be employed by the Corporation,

Employee shall be issued, on the date of the change in control,

at no cost to him, a number of shares of common stock of the

Corporation equal to two percent (2%) of the outstanding shares

of common stock of the Corporation immediately after the change

in control.

     18.02     Termination.  Upon the occurrence of any Triggering

Event (as defined below), Employer shall pay, in quarterly

installments, to Employee, as severance payments, the following

amounts:  (i) during the three (3) year period commencing on the

date of termination of Employee's employment hereunder (the

"Termination Date"), an amount equal to one hundred percent

(100%) of Employee's Annual Salary during the year preceding the

Termination Date; (ii) during the two (2) year period commencing

on the third anniversary of the Termination Date, an amount equal

to fifty percent (50%) of Employee's Annual Salary during the

year preceding the Termination Date; and (iii) during the five

(5) year period commencing on the fifth Anniversary of the

Termination Date, an amount equal to twenty-five percent (25%) of

Employee's Annual Salary during the year preceding the

Termination Date.  Notwithstanding the foregoing, there shall be

credited against the foregoing payments any amounts received by

Employee, or which Employee is entitled to receive, during the

ten (10) year period commencing on the Termination Date, which

amounts (i) are paid or payable from any pension, profit sharing

or other qualified retirement plan maintained by Employer or any

of its affiliates, (ii) represent Employer's contributions to

such plan or plans, or interest thereon, and not Employee's

contributions, or interest thereon, and (iii) are paid or payable

to employee without liability for any excise tax or similar tax

or penalty on early distributions.

          For the purposes of this Article 18, the term "Triggering

Event" shall mean the termination of Employee's employment with

Employer for any reason (including, without limitation, by reason of

Employee's death, disability, retirement or involuntary termination

without cause); provided, however, that "Triggering Event" shall not

include a termination for cause of Employee's employment or a

voluntary termination by Employee prior to reaching age sixty-five

(65).

     18.03     Medical Coverage.  During the period described in

section 18.02 and so long as Employee is entitled to receive

payments thereunder, Employer shall continue to provide medical

insurance coverage for Employee and his dependents at least equal

to that which was provided at the Termination Date.

     18.04     Consideration.  All payments received by Employee under

sections 18.01, 18.02, or 18.03 constitute a portion of the

consideration for the rights granted to Employer under Article 15

and 16 hereof, as well as severance pay.


                         ARTICLE 19

                       INDEMNIFICATION

     19.01     Indemnification.  Employee (or his legal

representative) shall be indemnified for all legal expenses and

all liabilities in connection with any proceeding involving him

by reason of his being or having been a director, officer,

employee, or agent of the Corporation or any of its affiliates to

the extent permitted by the laws of the Commonwealth of

Pennsylvania or the states of incorporation of the Corporation's

affiliates, irrespective of whether Employee is employed by the

Corporation at the time an action resulting in such expenses or

liabilities occurs.

     19.02     Costs.  In the event of any action, proceeding, or

claim against Employee arising out of his serving or having

served as aforesaid in section 19.01 hereof, which in Employee's

reasonable judgment requires him to retain counsel or otherwise

expend personal funds for his defense in connection therewith,

the Corporation shall advance to Employee (or pay directly to his

counsel) counsel fees and other costs associated with Employee's

defense of such action, proceeding, or claim


                         ARTICLE 20

                LAW APPLICABLE; SEVERABILITY

     20.01     This Agreement shall be governed by and construed

pursuant to the laws of the Commonwealth of Pennsylvania, where

it is made and executed.  If any terms or part of this Agreement

shall be determined to be invalid, illegal, or unenforceable in

whole or in part, the validity of the remaining part of such term

or the validity of any other terms of this Agreement shall not in

any way be affected.  All provisions of this Agreement shall be

construed to be valid and enforceable to the fullest extent

permitted by law.



                         ARTICLE 21

                           NOTICE

     21.01     Any notices required or permitted to be given pursuant

to this Agreement to Employer or Employee shall be in writing and

shall be deemed given upon personal delivery thereof or upon

deposit of the same in the United States mail, certified or

registered mail, return receipt requested, first class postage

and registration fees prepaid, and addressed to the principal

office of Employer or to Employee's last known principal

residence address, or such other address as is most recently

designated by a Party by notice given as aforesaid.

                         ARTICLE 22

             BINDING PROVISIONS AND PERFORMANCE

     22.01     This Agreement shall inure to the benefit of and be

binding upon the Parties hereto and their successors in interest

of any kind whatsoever, and all such parties agree to be bound by

the provisions contained herein.

                         ARTICLE 23

                          AMENDMENT

     23.01     No amendment or variation of the terms of this

Employment Agreement shall be valid unless made in writing and

signed by the Parties hereto.

                         ARTICLE 24

                 ENTIRE EMPLOYMENT AGREEMENT

     24.01     This Employment Agreement represents the entire

agreement between the Parties hereto with respect to the subject

matter hereof and there are no representations, warranties, or

commitments, except as set forth herein.  This Agreement may be

amended only by an instrument in writing executed by the Parties

hereo.


                         ARTICLE 25

             WAIVER OF VIOLATION NOT CONTINUING

     25.01     The waiver by either Party of a breach or violation of

any provision of this Agreement shall not operate as or be

construed to be a waiver of any subsequent breach.


                         ARTICLE 26

                         ASSIGNMENT

     26.01     This Agreement is personal to each of the Parties

hereto, and neither Party may assign nor delegate any of his or

its rights or obligations hereunder without first obtaining the

written consent of the other Party.


                         ARTICLE 27

                          HEADINGS

     27.01     The section headings used in this Agreement are

included solely for convenience and shall not affect, or be used

in connection with, the interpretation of this Agreement.



                         ARTICLE 28

                         ARBITRATION

     28.01     Except as otherwise provided in this Agreement, any

controversy or claim arising out of or relating to this Agreement

or breach thereof, shall be settled by arbitration in accordance

with the rules of the American Arbitration Association, and

judgment upon the award rendered by the arbitrator may be entered

in any court having jurisdiction thereof.  In reaching his or her

decision, the arbitrator shall have no authority to change or

modify any provision of this Agreement.


                         ARTICLE 29

                       SAVINGS CLAUSE

     29.01     Should any valid Federal or State law or final

determination of any administrative agency or court of competent

jurisdiction affect any provision of this Agreement, the

provision or provisions so affected shall be automatically

conformed to the law or determination, and otherwise this

Agreement shall continue in full force and effect.



                         ARTICLE 30

                        COUNTERPARTS

     30.01     This Employment Agreement may be executed in multiple

counterparts, each of which shall be an original, but all of

which shall be deemed to constitute one instrument.


                         ARTICLE 31

                        BENEFICIARIES

     31.01     In the event that Employee shall die prior to his

receipt of all payments to which he is entitled hereunder, all

remaining payments shall be made to the beneficiary or

beneficiaries designated by Employee by a signed and dated

writing given to Employer for this purpose, or if none, then to

Employee's surviving spouse, or if none, then to his estate.



     IN WITNESS WHEREOF, the undersigned have hereunto set their hands

and seals on the day and year first above written.



ATTEST:                                 EMPLOYER:
                                        BICO, Inc.


_____________________________________   By: /s/ Fred E. Cooper

Title:_________________________________ Title: CEO


WITNESS:                                EMPLOYEE:


_____________________________________   /s/ Michael P. Thompson
                                            Michael P. Thompson