UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES ACT OF
      1934

                        For the year ended July 31, 2005

                        Commission File Number: 333-68942

                               CRITICAL CARE, INC.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

            Nevada                                                88-0490720
 ------------------------------                               -----------------
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                         6646 Indian School Road, N.E.,
                          Albuquerque, New Mexico 87110
           -----------------------------------------------------------
          (Address, including zip code, of principal executive offices)

                                 (505) 837-2020
               --------------------------------------------------
              (Registrant's telephone number, including area code)

                               Lasik America, Inc.
          -----------------------------------------------------------
         (Former name or former address, if changed since last report)

         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 (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

(1)Yes      No  X
      -----   -----

(2)Yes  X   No
      -----   -----

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Transitional Small Business Disclosure Format (Check one):  Yes[ ]  No[X]

     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 the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [ ]

     The issuer' revenue for the fiscal year ended July 31, 2005 was $856,243.

     The aggregate market value of the voting stock held by non-affiliates of
the Registrant as of July 31, 2005 was $522,623 using the closing price of $0.07
on July 29, 2005 (7,466,043 shares of common stock).

     The aggregate market value of the voting stock held by non-affiliates of
the Registrant as of February 21, 2006 was $298,521 using the closing price of
$0.04 on February 16, 2006 (7,463,043 shares of common stock).

     State the number of shares outstanding of each of the issuer's class of
common equity, as of the latest practicable date: At July 31, 2005, the issuer
had outstanding 9,616,043 shares of Common Stock, no par value per share. At
February 21, 2006, the issuer had outstanding 11,616,043 shares of Common Stock,
no par value per share

<PAGE>


                      DOCUMENTS INCORPORATED BY REFERENCE:

     A list of Exhibits and documents to be incorporated by reference to this
Annual Report on Form 10-KSB begins on page __.



Forward-Looking Statements

Certain statements under the caption "Management's Discussion and Analysis of
Financial Condition and Results of Operations" and elsewhere in this Annual
Report constitute "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking statements
involve known and unknown risks, uncertainties and other factors which may cause
the actual results, performance or achievements of the Company, or industry
results, to be materially different from any future results, performance, or
achievements expressed or implied by such forward-looking statements. Such
factors include, among others, the Company's ability to attract customers,
general economic and business conditions with respect to the business of the
Company, changes in government regulations, competition and the ability of the
Company to implement its business strategy and other risks discussed in this
Form 10-KSB and the registration statement on Form SB-2 filed with the
Securities and Exchange Commission.

Forward-looking statements speak only as of the date of this Form 10-KSB.
Moreover, whether or not stated in connection with a forward-looking statement,
the Company undertakes no obligation to correct or update a forward-looking
statement should the Company later become aware that it is not likely to be
achieved. If the Company were to update or correct a forward-looking statement,
investors and others should not conclude that the Company will make additional
updates or corrections thereafter.

                                       i

<PAGE>


                               Critical Care, Inc.
                             2005 FORM 10-KSB REPORT

                                TABLE OF CONTENTS
                                -----------------

Part   I                                                                    Page
--------                                                                    ----

Item 1.           Description of the Business                                2
Item 2.           Description of Property                                    4
Item 3            Legal Proceedings                                          4
Item 4            Submission of Matters to a Vote of Security Holders        5

Part   II
---------
Item 5            Market for Registrant's Common Equity and Related
                    Stockholder Matters                                      6
Item 6            Management's Discussion and Analysis of Financial
                    Condition and Results of Operations                      9
Item 7            Financial Statements                                       13
Item 8            Changes in and Disagreements with Accountants on Return
                    Accounting and Financial Disclosure                      13
Item 8A           Controls and Procedures                                    13
Item 8B           Other Information                                          13

Part   III
----------
Item 9            Directors, Executive Officers, Promoters and Control
                    Persons Of the Registrant; Compliance with Section
                    16(a) of the Exchange Act                                14
Item 10           Executive Compensation                                     15
Item 11           Security Ownership of Certain Beneficial Owners And
                    Management and Related Stockholder Matters               18
Item 12           Certain Relationships and Related Transactions             19
Item 13           Exhibits and Reports on Form 8-K                           19
Item 14           Principal Accountant Fees and Services                     20
                  Signatures                                                 21


                                       ii

<PAGE>


PART I
------

ITEM 1.   DESCRIPTION OF THE BUSINESS

Critical Care, Inc. f/k/a Lasik America, Inc. ("Critical" or the "Company")
provides laser vision correction procedures to individuals, at its New Mexico
Center Office in Albuquerque, New Mexico. Critical's ophthalmologist provides
these services using state-of-the-art excimer laser technology. Critical opened
its first Critical center in Albuquerque, New Mexico in May 2001. Management has
changed the Company's business plans from the Lasik business into the dialysis
business with the acquisition of Salus Holding, Inc. and its belief that the
dialysis business will offer the Company a greater opportunity for growth and
long term success.

Corporate background
--------------------

The Company was incorporated in Nevada on March 21, 2001 as Lasik America, Inc.
and since that time has been providing laser vision correction services using
both the Nidek and the VISX, Incorporated excimer laser. On October 26, 2004,
the Company changed its name to "Critical Care, Inc." by filing an amendment to
its certificate of incorporation with the Secretary of State of the State of
Nevada.

Business Strategy
-----------------

As of August 4, 2004, Ernest B. Remo, former President and Chairman of the Board
of Directors of Salus, has assumed the position of Chief Executive Officer and
Chairman of the Board of Directors of Critical. Howard Silverman assumed the
position of President and member of the Board of Directors of Critical.

On August 5, 2004, a subsidiary of the Company, Lasik Acquisition Corp.,
consummated its merger with Salus Holding, Inc. ("Salus"). Pursuant to the
merger agreement, the shareholders of Salus have been issued 2,000,000 shares of
common stock of the Company. The sole shareholder of Salus, Homeland Security
Technology, Inc., was issued 2,000,000 shares of Critical's Common Stock that
approximated 43.7 percent of the outstanding shares of Critical calculated on a
fully diluted basis at the date of issuance.

Salus was the sole shareholder in Icon Salus S.r.l., a company formed under the
laws of Italy ("Icon Salus"). Salus was constructing a dialysis facility in
Amaseno, Italy. Following the Company's acquisition of Salus, the Company
experienced difficulties in the development of the Amaseno Clinic and was unable
to obtain the requisite permits and licenses from the Italian government,
provincial and local. Thus on October 31, 2004, the Company abandoned the
development of the Amaseno Clinic.

On October 28, 2004, the Company entered into an agreement to purchase certain
rights to acquire a group of five dialysis clinics from Icon Veneto Srl, an
Italian company, pursuant to a rights purchase agreement. The rights purchased
consist of a binding letter of intent assigned to the Company pursuant to the
agreement. Pursuant to the rights purchase agreement the Company issued to Icon
Veneto 100,000 shares of preferred stock of the Company. The preferred stock was
convertible into 10,000,000 shares of common stock of the Company. The five
dialysis clinics which are the subject of the rights purchase agreement had
established revenues of over Euro 4,000,000 (US$5,250,000). On February 1, 2005,
the Company and Icon Veneto entered into a settlement agreement whereby the
rights purchase agreement was terminated ab initio, as if it never existed, as a
result of a dispute between Icon Veneto and the Company with respect to
representations of Icon Veneto with respect to the rights. Consequently, the
Company Preferred Stock issued to Icon Veneto was cancelled.

Management continues to believe that expanding into the dialysis business will
offer the Company a greater opportunity for growth and long term success.
Management believes that there is a worldwide growth in kidney disease worldwide
which creates a great and continually increasing demand for dialysis services.

                                        2

<PAGE>


Management has determined that the dialysis business offers greater return on
investment than the Lasik business. Thus the Company is currently seeking other
opportunities to expand into this business.

Dialysis Business
-----------------

Kidneys act as a filter removing harmful substances and excess water from the
blood, enabling the body to maintain proper and healthy balances of chemicals
and water. Chronic kidney failure, ESRD, results from chemical imbalance and
buildup of toxic chemicals, and is a state of kidney disease characterized by
advanced irreversible renal impairment. ESRD is a likely consequence of
complications resulting from diabetes, hypertension, advanced age, and specific
hereditary, cystic and urological diseases. ESRD patients, in order to survive,
must either obtain a kidney transplant, which procedure is limited due to lack
of suitable kidney donors and the incidence of rejection of transplanted organs,
or obtain dialysis treatments for the rest of their lives.

Based upon information published by CMS, the number of ESRD patients requiring
dialysis treatments in the United States is approximately 300,000, and continues
to grow at a rate of approximately 6% a year. This is thought to be attributable
primarily to the aging of the population and greater patient longevity as a
result of improved dialysis technology. The statistics further reflect
approximately 4,200 dialysis facilities, with the current annual cost of
treating ESRD patients in the United States at approximately $22.8 billion.

ESRD Treatment Options
----------------------

Treatment options for ESRD patients include (1) hemodialysis, performed either
at (i) an outpatient facility, or (ii) inpatient hospital facility, or (iii) the
patient's home; (2) peritoneal dialysis, either continuous ambulatory peritoneal
dialysis or continuous cycling peritoneal dialysis; and/or (3) kidney
transplant. A significant portion of ESRD patients receive treatments at
non-hospital owned outpatient dialysis facilities (according to CMS,
approximately 80% with most of the remaining patients treated at home through
hemodialysis or peritoneal dialysis. Patients treated at home are monitored by a
designated outpatient facility.

The most prevalent form of treatment for ESRD patients is hemodialysis, which
involves the use of an artificial kidney, known as a dialyzer, to perform the
function of removing toxins and excess fluids from the bloodstream. This is
accomplished with a dialysis machine, a complex blood filtering device which
takes the place of certain functions of the kidney and also controls external
blood flow and monitors the toxic and fluid removal process. The dialyzer has
two separate chambers divided by a semi-permeable membrane, and simultaneously
with the blood circulating through one chamber, dialyzer fluid is circulated
through the other chamber. The toxins and excess fluid pass through the membrane
into the dialysis fluid. On the average, patients usually receive three
treatments per week with each treatment taking three to five hours. Dialysis
treatments are performed by teams of licensed nurses and trained technicians
pursuant to the staff physician's instructions.

Home hemodialysis treatment requires the patient to be medically suitable and
have a qualified assistant. Additionally, home hemodialysis requires training
for both the patient and the patient's assistant, which usually encompasses four
to eight weeks. Dialysis Corporation of America does not currently provide home
hemodialysis (non-peritoneal) services. The use of conventional home
hemodialysis has declined and is minimal due to the patient's suitability and
lifestyle, the need for the presence of a caregiver and a dialysis machine at
home, and the higher expense involved as compared with continuous ambulatory
peritoneal dialysis.

A second home treatment for ESRD patients is peritoneal dialysis. There are
several variations of peritoneal dialysis, the most common being continuous
ambulatory peritoneal dialysis and continuous cycling peritoneal dialysis. All
forms of peritoneal dialysis use the patient's peritoneal (abdominal) cavity to
eliminate fluid and toxins from the patient. Continuous ambulatory peritoneal

                                       3

<PAGE>

dialysis utilizes dialysis solution infused manually into the patient's
peritoneal cavity through a surgically-placed catheter. The solution is allowed
to remain in the abdominal cavity for a three to five hour period and is then
drained. The cycle is then repeated. Continuous cycling peritoneal dialysis is
performed in a manner similar to continuous ambulatory peritoneal dialysis, but
utilizes a mechanical device to cycle the dialysis solution while the patient is
sleeping. Peritoneal dialysis is the third most common form of ESRD therapy
following center hemodialysis and renal transplant.

While kidney transplantation, another treatment option for patients with ESRD,
is typically the most desirable form of therapeutic intervention, the scarcity
of suitable donors and possibility of donee rejection limits the availability of
this surgical procedure as a treatment option.

Employees
---------

At July 31, 2005, the Company operated with approximately 5 employees and
consultants. At February 21, 2006, the Company operated with approximately 5
employees and consultants. There is no collective bargaining agreement in place.

Corporate Information
---------------------

We were incorporated in Nevada on on March 21, 2001 as Lasik America, Inc. On
October 26, 2004, the Company changed its name to "Critical Care, Inc." by
filing an amendment to its certificate of incorporation with the Secretary of
State of the State of Nevada.

As of August 4, 2004, Ernest B. Remo, former President and Chairman of the Board
of Directors of Salus, has assumed the position of Chief Executive Officer and
Chairman of the Board of Directors of Critical. On October 28, 2004, Howard
Silverman resigned form his position of President, Treasurer and member of the
Board of Directors of Critical. Malcolm Bauer was appointed to the Board of
Directors of the Company on October 28, 2004.

On August 5, 2004, a subsidiary of the Company, Lasik Acquisition Corp.,
consummated its merger with Salus Holding, Inc. ("Salus"). Pursuant to the
merger agreement, the shareholders of Salus have been issued 2,000,000 shares of
common stock of the Company. The sole shareholder of Salus, Homeland Security
Technology, Inc., was issued 2,000,000 shares of Critical's Common Stock that
approximated 43.7 percent of the outstanding shares of Critical calculated on a
fully diluted basis at the date of issuance.

Our principal executive offices are located at 6646 Indian School Road, N.E.,
Albuquerque, New Mexico 87110. Our telephone number is (505) 837-2020, fax
number is (505) 837-9111.

ITEM 2.   DESCRIPTION OF PROPERTY

The Company leases a 2,200 square foot facility in New Mexico for a lease of $
3,369 per month. The Company also leased a 3,000 square foot dialysis facility
in Amaseno, Italy for Euro 1000 per month. The Amaseno lease was abandoned on
October 31, 2004.

ITEM 3    LEGAL PROCEEDINGS

A complaint was filed against the Company on March 31, 2003 by Mary Ratchford, a
former employee. Ms. Ratchford contends that she was fired as an employee
inspite of an employment contract that she had with the Company. The Company has
responded to the charge stating that she violated her contract through
non-performance and dishonesty. In February 2005, the Company and Ms. Ratchford
entered into a settlement agreement with respect to the litigation. Pursuant to

                                       4

<PAGE>


the Settlement Agreement, the Company agreed to pay Ms. Ratchford $13,500 in the
aggregate which is payable in fourteen installments; and issue shares of the
Company's common stock that have a trading value of $10,000. In May 2005, the
Company issued Ms. Ratchford 40,000 shares of common stock. Ms. Ratchford's
complaint will be dismissed following her receipt of the last payment pursuant
to the Settlement Agreement.

During the year ended July 31, 2002, the Company became delinquent on employment
taxes payable to the Internal Revenue Service and on gross receipts taxes
payable to the State of New Mexico. As of July 31, 2005, the Company owed the
Internal Revenue Service $388,053, and the State of New Mexico $284,102. The
Company has started negotiations with both the Internal Revenue Service and the
State of New Mexico to establish payment plans and expects to payoff the entire
amount of taxes owed. During the year ended July 31, 2004, the Internal Revenue
Service file a lien against the assets of the Company clinic related to these
delinquent payroll taxes. Critical Care is current with the IRS since the change
of management and all delinquencies are due to prior management.

Critical is involved in other various legal proceedings and claims incident to
the normal conduct of its business. Critical believes that such legal
proceedings and claims, individually and in the aggregate, are not likely to
have a material adverse effect on its financial position or results of
operations.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On October 26, 2004, stockholders representing a majority of the issued and
outstanding common stock of the Company executed a written consent providing for
an amendment to the Company's Certificate of Incorporation changing its name to
Critical Care, Inc.

                                       5

<PAGE>


                                     PART II

ITEM 5.   MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Common Stock

From March 24, 2004 until October 27, 2004, Critical's Common Stock has traded
on the over-the-counter electronic bulletin board under the symbol "LSIK.OB". On
October 27, 2004, the Company's trading symbol was changed to "CTCC.OB" to
reflect the name change. On February 18, 2005, the Company's Common Stock was
delisted from the the over-the-counter electronic bulletin board due to the
Company's delinquency in its reporting obligations pursuant to the Securities
Act of 1934, as amended. From February 18, 2005, the Company's Common Stock has
traded on the Pink Sheets under the symbol "CTCC.PK" The price ranges presented
below represent the highest and lowest quoted sales prices which the Company was
traded during 3rd and 4th quarter of fiscal year 2004 as reported by
over-the-counter electronic bulletin board; and during the fiscal year 2005 as
reported by Pink Sheets. The quotes represent prices between dealers and do not
reflect mark-ups, markdowns or commissions and therefore may not necessarily
represent actual transactions.

     Year          Period                      Sales Information
     ----          ------                      -----------------
                                         High                     Low
                                         ----                     ---
     2004          3rd Quarter          $ 1.75                   $ 0.75
                   4rd Quarter          $ 1.84                   $ 0.25

     2005          1st Quarter          $. 0.74                  $ 0.20
                   2nd Quarter          $. 0.43                  $ 0.10
                   3rd Quarter          $. 0.24                  $ 0.08
                   4th Quarter          $. 0.10                  $ 0.01

     2006          1st Quarter          $. 0.09                  $ 0.03
                   2nd Quarter          $. 0.20                  $ 0.04

As reported by Pink Sheets, on July 31, 2005 the closing price of the Common
Stock was $ 0.07 per share; and, on February 16, 2006, the closing price of the
Common Stock was $0.04.

Stockholders

At July 31, 2005 there were 9,616,043 shares outstanding and approximately 25
holders of record of Common Stock. We believe there is in excess of 30
beneficial owners of our Common Stock, some of whose shares are held in street
name.

On August 5, 2004, a subsidiary of the Company, Lasik Acquisition Corp.,
consummated its merger with Salus Holding, Inc. ("Salus"). Pursuant to the
merger agreement, the shareholders of Salus have been issued 2,000,000 shares of
common stock of the Company. The sole shareholder of Salus, Homeland Security
Technology, Inc., was issued 2,000,000 shares of Critical's Common Stock that
approximated 43.7 percent of the outstanding shares of Critical calculated on a
fully diluted basis at the date of issuance.

Salus was the sole shareholder in Icon Salus S.r.l., a company formed under the
laws of Italy ("Icon Salus"). Salus was constructing a dialysis facility in
Amaseno, Italy. Following the Company's acquisition of Salus, the Company
experienced difficulties in the development of the Amaseno Clinic and was unable
to obtain the requisite permits and licenses from the Italian government,
provincial and local. Thus on October 31, 2004, the Company abandoned the
development of the Amaseno Clinic. On or about November 2004, Homeland Security
Technology, Inc. transferred the 2,000,000 shares of Critical Common Stock to

                                       6

<PAGE>
<TABLE>
<CAPTION>


Ernest Remo, Chief Executive Officer and Chairman of the Board of Critical,
pursuant to a settlement agreement in connection with a promissory note by
Homeland Security Technology, Inc. in favor of Mr. Remo.

On October 28, 2004, the Company entered into an agreement to purchase certain
rights to acquire a group of five dialysis clinics from Icon Veneto srl, an
Italian company, pursuant to a rights purchase agreement. The rights purchased
consist of a binding letter of intent assigned to the Company pursuant to the
agreement. Pursuant to the rights purchase agreement the Company issued to Icon
Veneto 100,000 shares of preferred stock of the Company. The preferred stock was
convertible into 10,000,000 shares of common stock of the Company. The five
dialysis clinics which are the subject of the rights purchase agreement had
established revenues of over Euro 4,000,000 (US$5,250,000). On February 1, 2005,
the Company and Icon Veneto entered into a settlement agreement whereby the
rights purchase agreement was terminated ab initio, as if it never existed, as a
result of a dispute between Icon Veneto and the Company with respect to
representations of Icon Veneto with respect to the rights. Consequently, the
Company Preferred Stock issued to Icon Veneto was cancelled.

At February 21, 2006, there were 11,616,043 shares outstanding; and no shares of
preferred stock outstanding.

Dividend Policy

We have not paid, and our board of directors does not presently intend to
declare, any dividends on our Common Stock in the foreseeable future. We
anticipate that all of our earnings and other resources, if any, will be
retained by us for investment in our business.

Securities Authorized for Issuance Under Equity Compensation Plans

The following table provides information as of July 31, 2005 about Critical's
common stock that may be issued upon the exercise of options, warrants and
rights under all of the Company's existing equity compensation plans.

                         Number of       Weighted-average     Number of Securities
                        securities to    exercise price of    remaining
                         be issued       outstanding          available for
                         upon            options, warrants    future issuance
                         exercise of     and rights           under equity
                         outstanding                          compensation plans
                         options,                             (excluding securities
                         warrants and                         reflected in column
                         rights                                     (a)
                         -----------------------------------------------------------
<S>                          <C>               <C>                  <C>
Equity Compensation
Plans approved by
Security holders
----------------

2005 Stock Award
and Incentive Plan            0                 0                    0

Equity Compensation
Plan not approved by
Security holders              0                 0                    0
------------------------------------------------------------------------------------
Total                         0                 0                    0
------------------------------------------------------------------------------------

                                         7
</TABLE>

<PAGE>


Recent Sales of Unregistered Securities

On August 18, 2004, Critical's' 2004 Stock Award & Incentive Plan was approved
by the Board of Directors. A total of 5,000,000 shares of common stock were
reserved and available for grant under the 2004 Plan. As of February 28, 2006,
5,000,000 shares were issued pursuant to the plan.

On August 5, 2004, a subsidiary of the Company, Lasik Acquisition Corp.,
consummated its merger with Salus Holding, Inc. ("Salus"). Pursuant to the
merger agreement, the shareholders of Salus have been issued 2,000,000 shares of
common stock of the Company. The sole shareholder of Salus, Homeland Security
Technology, Inc., was issued 2,000,000 shares of Critical's Common Stock that
approximated 43.7 percent of the outstanding shares of Critical calculated on a
fully diluted basis at the date of issuance.

Salus was the sole shareholder in Icon Salus S.r.l., a company formed under the
laws of Italy ("Icon Salus"). Salus was constructing a dialysis facility in
Amaseno, Italy. Following the Company's acquisition of Salus, the Company
experienced difficulties in the development of the Amaseno Clinic and was unable
to obtain the requisite permits and licenses from the Italian government,
provincial and local. Thus on October 31, 2004, the Company abandoned the
development of the Amaseno Clinic. On or about November 2005, Homeland Security
Technology, Inc. transferred the 2,000,000 shares of Critical Common Stock to
Ernest Remo, Chief Executive Officer and Chairman of the Board of Critical,
pursuant to a settlement agreement in connection with a promissory note by
Homeland Security Technology, Inc. in favor of Mr. Remo.

On October 12, 2004, the Company issued 5,000,000 shares of common stock to five
(5) consultants pursuant to a consulting agreement with each of the consultants.
The shares were granted pursuant to the Company's Share Option Plan.

On October 28, 2004, the Company entered into an agreement to purchase certain
rights to acquire a group of five dialysis clinics from Icon Veneto srl, an
Italian company, pursuant to a rights purchase agreement. The rights purchased
consist of a binding letter of intent assigned to the Company pursuant to the
agreement. Pursuant to the rights purchase agreement the Company issued to Icon
Veneto 100,000 shares of preferred stock of the Company. The preferred stock was
convertible into 10,000,000 shares of common stock of the Company. The five
dialysis clinics which are the subject of the rights purchase agreement had
established revenues of over Euro 4,000,000 (US$5,250,000). On February 1, 2005,
the Company and Icon Veneto entered into a settlement agreement whereby the
rights purchase agreement was terminated ab initio, as if it never existed, as a
result of a dispute between Icon Veneto and the Company with respect to
representations of Icon Veneto with respect to the rights. Consequently, the
Company Preferred Stock issued to Icon Veneto was cancelled.

On October 29, 2004, the Company issued 100,000 shares of common stock to Malcom
Bauer, a Director of the Company, for certain services that Mr. Bauer provided
to the Company.

On November 11, 2004, the Company issued 50,000 shares of common stock to
Stephen Czarnik, an attorney for the Company.

On February 15, 2005, the Company issued 5,000,000 shares of common stock to Les
Leger, a consultant to the Company for services to be provided to the Company.
Pursuant to an oral agreement between the Company and Mr. Ledger as of February
17, 2005, the stock was cancelled ab initio, as if never issued.

On March 8, 2005, the Company issued 200,000 shares of common stock to Jeffrey
Wasserstrom, a surgeon, for services provided to the Company.

On May 12, 2005, the Company issued 40,000 shares of common stock to Mary
Ratchford, a former employee, pursuant to a settlement agreement in connection
with a lawsuit brought by Ms. Ratchford.

                                       8

<PAGE>


ITEM 6    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATION

The following information should be read in conjunction with the information in
Item 7, Financial Statements, and other information regarding our financials
performance for the period covered by this report included elsewhere in this
report. The following discussions and other parts of this report may contain
forward-looking statements that involve risks and uncertainties. Our actual
results may differ significantly from the results discussed in those
forward-looking statements. Factors that might cause such differences include,
but are not limited to, our history of unprofitability and the uncertainty of
our profitability, our ability to develop and introduce new services and
products, the uncertainty of market acceptance of those services or products,
our potential reliance on collaborative partners, our limited sales and
marketing experience, the highly competitive industries in which we operate and
general economic and business conditions, some or all of which may be beyond our
ability to control.

The following management discussion and analysis of financial condition and
results of operations should be read in conjunction with our financial
statements and accompanying notes and the other financial information included
elsewhere in this report.

Overview

We are a medical services company that focuses on delivering laser vision
correction surgical procedures to consumers. Our affiliated and employed doctors
provide medical care to our clients and we provide the necessary equipment,
technical staff, administrative services and the excimer laser, needed for the
delivery of laser eye surgery to our clients. We do not practice medicine,
rather our affiliated and employed doctors deliver medical care and treatment to
eye surgery patients.

We were incorporated on March 21, 2001 as LASIK America, Inc. In October 1995
and in March 1996, the United States Food and Drug Administration approved the
use of excimer lasers manufactured by Summit Technology, Inc. and VISX, Inc., to
treat low to moderate nearsightedness. In May 2001, we opened our first excimer
laser center in Albuquerque, New Mexico.

Our doctors perform laser vision correction surgery procedures in our New Mexico
center office. We provide our ophthalmologist and optometrist with
state-of-the-art equipment and facilities as well as support services necessary
to perform vision correction procedures. At present we have one employed
ophthalmologist and one employed optometrist in our center. Although we have no
written agreements with these doctors, we have agreed to compensate our
ophthalmic surgeon at a rate of $125.00 per eye and our optometrist at $800 per
day.

Our doctors perform surgery on clients of our center, which includes delivery of
pre and post-operative care. Our doctors also perform surgery on clients at our
center where co-managing optometrists perform the pre and post-operative care.

To date, the supply of our VISX excimer laser and related equipment has come
through agreements that we have entered into with DVI Financial, Inc. and a
patent license with VISX, Incorporated. The Company also owns and operates a
Nidek laser. In the event that we would not be able to obtain additional excimer
lasers and related equipment from these providers, we believe that other
satisfactory sources of supply are available now that the FDA has approved
additional manufacturers of excimer lasers.

                                       9

<PAGE>


Our plan of operation

We believe that our New Mexico center now in operation can sustain its current
operations on current revenue and what we believe will be increased usage of our
center by new clients generated from our advertising and marketing efforts, as
well as general client awareness of the laser vision correction procedure. At
current levels, we are generating a net loss from operations. With current
revenues, we have experienced a continuing increase in the number of surgical
procedures performed in our center primarily, by advertising locally and through
the placement of kiosks in local shopping malls where high pedestrian traffic
exists. Our New Mexico center has the capacity to perform approximately 100 eye
surgery procedures each week and at present, we are performing approximately 20
eye surgeries each week.

We currently generate on average approximately $ 80,000 per month in gross
revenue and believe that we will require approximately $700,000 in gross revenue
during the next 12 months to maintain our existing operations. We believe that
our cash requirements during the next 12 months will be satisfied through a
private offering of our equity or debt securities.

On August 5, 2004, a subsidiary of the Company, Lasik Acquisition Corp.,
consummated its merger with Salus Holding, Inc. ("Salus"). Pursuant to the
merger agreement, the shareholders of Salus have been issued 2,000,000 shares of
common stock of the Company. The sole shareholder of Salus, Homeland Security
Technology, Inc., was issued 2,000,000 shares of Critical's Common Stock that
approximated 43.7 percent of the outstanding shares of Critical calculated on a
fully diluted basis at the date of issuance.

Salus was the sole shareholder in Icon Salus S.r.l., a company formed under the
laws of Italy ("Icon Salus"). Salus was constructing a dialysis facility in
Amaseno, Italy. Following the Company's acquisition of Salus, the Company
experienced difficulties in the development of the Amaseno Clinic and was unable
to obtain the requisite permits and licenses from the Italian government,
provincial and local. Thus on October 31, 2004, the Company abandoned the
development of the Amaseno Clinic. On or about November 2005, Homeland Security
Technology, Inc. transferred the 2,000,000 shares of Critical Common Stock to
Ernest Remo, Chief Executive Officer and Chairman of the Board of Critical,
pursuant to a settlement agreement in connection with a promissory note by
Homeland Security Technology, Inc. in favor of Mr. Remo.

On October 28, 2004, the Company entered into an agreement to purchase certain
rights to acquire a group of five dialysis clinics from Icon Veneto Srl, an
Italian company, pursuant to a rights purchase agreement. The rights purchased
consist of a binding letter of intent assigned to the Company pursuant to the
agreement. Pursuant to the rights purchase agreement the Company issued to Icon
Veneto 100,000 shares of preferred stock of the Company. The preferred stock was
convertible into 10,000,000 shares of common stock of the Company. The five
dialysis clinics which are the subject of the rights purchase agreement had
established revenues of over Euro 4,000,000 (US$5,250,000). On February 1, 2005,
the Company and Icon Veneto entered into a settlement agreement whereby the
rights purchase agreement was terminated ab initio, as if it never existed, as a
result of a dispute between Icon Veneto and the Company with respect to
representations of Icon Veneto with respect to the rights. Consequently, the
Company Preferred Stock issued to Icon Veneto was cancelled.

Management continues to believe that expanding into the dialysis business will
offer the Company a greater opportunity for growth and long term success.
Management believes that there is a worldwide growth in kidney disease worldwide
which creates a great and continually increasing demand for dialysis services.
Management has determined that the dialysis business offers greater return on
investment than the Lasik business. Thus the Company is currently seeking other
opportunities to expand into this business.

The following table sets forth, for the years ended July 31, 2005 and 2004,
operating information expressed as a percentage of revenue. The results of
operations data for the years ended July 31, 2005 and 2004 are not necessarily
indicative of the results to be expected for future periods.

                                       10

<PAGE>

                                                 Year Ended      Year Ended
                                                  July 31,        July 31,
                                                    2005            2004
                                                    ----            ----

Revenues                                            100%            100%
Operating Costs and Non-Cash Compensation           256%            117%
Depreciation expense                                 14%             11%
Interest expense                                      3%              4%
Write Off of Accounts Payable                         1%             14%
Total Costs and Expenses                            270%            128%
Net loss                                            216%             19%


Results of operations
---------------------

Revenues

We derive our revenues directly from the number of laser vision surgical
procedures performed at our center. Procedures performed by our affiliated
doctor generate revenue to us from the physician, who collects a fee from the
patient. Procedures performed by our employed doctor generate revenue directly
to us from the patient. Revenues for the year ended July 31, 2005 totaled
$856,243 as compared to $926,652 for the year ended July 31, 2004. Total revenue
is predicated on the number of procedures of laser vision correction we
performed during the period.

Operating Costs

Operating costs consist of doctor fees, royalty fees, medical supplies,
salaries, wages and related costs for general corporate functions. The total
operating costs for the year ended July 31, 2005 was $1,051,511 as compared to
$1,081,423 for the year ended July 31, 2004. As a percentage of revenue,
operating costs equaled 123% of total revenue during the period as compared to
117% for the year ended July 31, 2004. Royalty fees are payable to the licensor
of the VISX excimer laser we use for surgical procedures and is currently
$110.00 per eye. There is no royalty for use of the Nidek laser, and the Company
performs approximately 70% of the procedure with the Nidek.

Non-cash compensation expense

Non-cash compensation expense consists of expenses related to common stock
issued in exchange for services. There was Non-cash compensation expense for the
years ended July 31, 2005 in the amount of $1,142,000 and as compared to no
Non-cash compensation expense for the years July 31, 2004.

Depreciation

Depreciation expense for the year ended July 31, 2005 amounted to $118,665 from
the depreciation of capital items acquired for use in our operations as compared
to $101,706 for the year ended July 31, 2004.

Interest expense

The Company incurred interest expense of $22,718 for the year ended July 31,
2005 as compared to $41,267 for the year ended July 31, 2004. This results from
our financing costs of some of our capital equipment, interest on notes payable
and interest accrued on delinquent payroll and gross receipt taxes.

                                       11

<PAGE>


Write off of Accounts Payable

During the year ended July 31, 2005 the Company adjusted $6,930 of accounts
payable to correct prior year write off for specific balances that were either
renegotiated with the vendor or determined to be not owed by the Company.

Net loss

Our net loss for the year ended July 31, 2005 was $(1,845,581) as compared to
$(172,374) for the year ended July 31, 2004.

Liquidity and capital resources

Since our inception, we have financed our operations through revenues and
capital raised through the sale of our common stock. In order to effectuate our
business plan as structured we will need to raise significant capital from
external sources. In addition, we intend on raising capital internally through
the increase in the number of procedures we perform. We currently do not have a
credit facility or any commitments for additional financing. If we are unable to
obtain adequate financing from internal or external sources we may be unable to
fully implement our business plan and may be forced to modify our operations.
Cash flows (used in) provided by operating activities was ($120,259) for the
year ended July 31, 2005 as compared to $233,288 for the year ended July 31,
2004. Net cash used in investing activities was $12,570 for the year ended July
31, 2005 as compared to $210,000 for the year ended July 31, 2004. Net cash
flows provided by (used in) financing activities of $143,180 in the year ended
July 31, 2005 as compared to ($23,288) for the year ended July 31, 2004.

Management believes that actions are presently being taken to revise the
Company's operating and financial requirements in order to improve the Company's
financial position and operating results. However, given the levels of its cash
resources and working capital deficiency at July 31, 2005, anticipated cash to
be generated by operations will be insufficient to meet anticipated cash
requirements for operations, working capital, and capital expenditures during
2006. Therefore, the Company is seeking additional equity or debt financing, but
there can be no assurance that sufficient additional financing will be
available. The Company will require working capital financing within 120 days in
order to maintain its operations.

Delinquent Payroll and Gross Receipts Taxes

During the year ended July 31, 2002, the Company became delinquent on employment
taxes payable to the Internal Revenue Service and on gross receipts taxes
payable to the State of New Mexico. As of July 31, 2005, the Company owed the
Internal Revenue Service $388,053, and the State of New Mexico $284,102. The
Company has started negotiations with both the Internal Revenue Service and the
State of New Mexico to establish payment plans and expects to payoff the entire
amount of taxes owed. During the year ended July 31, 2004, the Internal Revenue
Service file a lien against the assets of the Company related to these
delinquent payroll taxes.

Recently issued accounting standards

In December 2004, the Financial Accounting Standards Board (FASB) has recently
issued FASB Statement No. 123 (revised 2004), "Share-Based Payment" ("FAS
123(R)"). FAS 123(R) replaces FASB Statement No. 123, "Accounting for
Stock-Based Compensation", and supersedes APB Opinion No. 25, "Accounting for
Stock Issued to Employees". FAS 123(R) requires that the compensation cost
relating to share-based payment transactions be recognized in the financial
statements. That cost will be measured based on the fair value of the equity or
liability instruments issued. The provisions of this Statement are effective for

                                       12

<PAGE>


the first interim or annual reporting period that begins after June 15, 2005.
The Company is currently evaluating the method of adoption and the impact of FAS
123(R) on its financial position and results of operations. The Company is also
evaluating the form of any stock based incentive compensation it may offer in
the future. FAS No. 123 (R) is effective as of the first interim or annual
reporting period that begins after June 15, 2005 for non-small business issuers
and after December 15, 2005 for small business issuers. Accordingly, the Company
will adopt SFAS No. 123 (R) in the first quarter of fiscal year 2006. The
Company is currently evaluating the provisions of SFAS No. 123 (R) and has not
yet determined the impact, if any, that SFAS No. 123 (R) will have on its
financial statement presentation or disclosure.

ITEM 7.   FINANCIAL STATEMENTS

The report of the Critical's Independent Auditor, the Critical's financial
statements and notes to financial statements appear herein commencing on Page
F-1.


ITEM 8.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
          FINANCIAL

None.

ITEM 8A.  CONTROLS AND PROCEDURES

(a) Evaluation of disclosure controls and procedures.

As of the end of the period covered by this report, the Company carried out an
evaluation, under the supervision and with the participation of the its Chief
Executive Officer/Chief Financial Officer, of the effectiveness of the Company's
disclosure controls and procedures. Disclosure controls and procedures are
designed to ensure that information required to be disclosed in the periodic
reports filed or submitted under the Securities and Exchange Act of 1934 is
recorded, processed, summarized and reported within the time periods specified
in the Securities and Exchange Commission's rules and forms. Based upon that
evaluation, the Chief Executive Officer/Chief Financial Officer concluded that
the Company's disclosure controls and procedures are effective in alerting them
on a timely basis to material information relating to the Company required to be
included in the Company's reports filed or submitted under the Exchange Act.

(b) Changes in internal controls.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
their evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.

In accordance with the requirements of Section 13 or 15(d) of the Exchange Act,
the registrant has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

ITEM 8B.  OTHER INFORMATION

None

                                       13

<PAGE>


                                    PART III
ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS OF THE
         REGISTRANT; AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The table below lists, as of July 31, 2005 and February 21, 2006, the names of
the Directors and Executive Officers of the Company. The Directors have served
in their respective capacities since their election and/or appointment and will
serve until the next Annual Shareholders' Meeting or until a successor is duly
elected, unless the office is vacated in accordance with the Articles/By-Laws of
the Company. The Executive Officers serve at the pleasure of the Board of
Directors. All Directors and Executive Officers are residents and citizens of
the United States.

          Name                         Age            Date Elected or Appointed
          ----                         ---            -------------------------
Ernest B. Remo, Chairman, CEO,         66                   August 4, 2004
and Director
Stuart S. Greenberg, Director          72                     May 21, 2001
Malcolm Bauer, Director                61                 October 28, 2004

Ernest B. Remo was appointed CEO and Chairman of the Board of Directors of the
Company pursuant to the Merger. Subsequently, On October 28, 2004, Dr. Howard
Silverman resigned his position as President and Treasurer and member of the
Board of Directors. Since 1998, Mr. Remo was the Chief Executive Officer and
Chairman of the Board of Homeland Security Technology, Inc. f/k/a Eyemakers,
Inc. Since 2003, Mr. Remo also served as President and member of the board of
directors of Salus Holding, Inc.

Stuart S. Greenberg became one of the Company's directors in May, 2001. Mr.
Greenberg has worked with a number of leading investment banking and securities
firms for over 35 years, having entered the field in 1960 with Merrill Lynch.
From March 2001 to the present, Mr. Greenberg has served as the managing
director of the investment banking division of West America Securities Corp.,
located in Westlake Village, California. From March 1999 to February 2001, Mr.
Greenberg was the managing director of R.H. Investment Corp., an investment
banking firm located in Los Angeles, California. From March 1992 to April 1996,
he served in the capacities of chairman of the board and the chief executive
officer of Baraban Securities. During a portion of that same time frame, Mr.
Greenberg also functioned as the chairman of the board and chief executive
officer of M.A. Investment Corp. out of Los Angeles, California. Mr. Greenberg
has experience as branch manager, regional sales manager, as well as national
sales manager during his tenure in the securities and brokerage industry. He
received his bachelors degree from the City College of New York and a banking
certification from the American Banking Institute of Banking in New York, New
York.

Malcolm Bauer was appointed to the Board of Directors of the Company on October
28, 2004. For each of the last five years, Mr. Bauer has been working as a
consultant to small cap companies with respect to acquisitions, financings and
investment banking services.

On October 28, 2004, Dr. Howard P. Silverman President and member of the Board
of Directors of the Critical, resigned from his position as President of
Critical and member of the Board of Critical. On October 28, 2004, members of
the Board of Directors of Critical, appointed Malcolm Bauer as a member of the
Board of Directors to serve until a successor is duly elected, unless the office
is vacated in accordance with the Articles/By-Laws of the Company.

Our board of directors is elected at each annual meeting of shareholders. Each
director holds office until his successor is duly elected and qualified or until
his or her earlier resignation or removal.

Officers are elected annually by the Board of Directors and serve at their
direction.

                                       14

<PAGE>
<TABLE>
<CAPTION>


There are no family relationships between any of the officers and/or directors.
Committees

The Board of Directors does not have a Compensation, Audit or Nominating
Committee, and the usual functions of such committees are performed by the
entire Board of Directors.

Compliance with Section 16(a) of the Securities Exchange Act of 1934

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires the
Company's executive officers, directors and persons who own more than ten
percent of a registered class of the Company's equity securities to file certain
reports regarding ownership of, and transactions in, the Company's securities
with the Securities and Exchange Commission (the "SEC"). These officers,
directors and stockholders are also required by SEC rules to furnish the Company
with copies of all Section 16(a) reports that are filed with the SEC. Based
solely on a review of copies of such forms received by the Company, and written
representations received by the Company from certain reporting persons, the
Company believes that for the year ended July 31, 2005 all Section 16(a) reports
required to be filed by the Company's executive officers, directors and 10%
stockholders were filed on a timely basis.

ITEM 10.  EXECUTIVE COMPENSATION

The following table sets forth information concerning compensation for services
in all capacities awarded to, earned by or paid to the Company's Chief Executive
Officers and Directors in the prior three completed fiscal years (the "Named
Officers"). There are no executive officers whose compensation exceeded $100,000
in the year ended July 31, 2005.


                                           Annual Compensation               Long-term Compensation
                                     --------------------------------  ---------------------------------
                                                                               Awards            Payouts
                                                                       -----------------------   -------
                                                                       Restricted   Securities
 Name and Principal                                      Other Annual    Stock      Underlying    LTIP         All Other
     Position                Year    Salary     Bonus    Compensation   Award(s)   Options/SARs   Payouts    Compensation
     --------                ----    ------     -----    ------------   --------   ------------   -------    ------------

<S>                          <C>     <C>        <C>      <C>            <C>        <C>            <C>        <C>
Howard Silverman
Former CEO/Chairman/
Treasurer/
Director(1)
                             2002       -         -           -            -           -            -             -
                             2003       -         -           -            -           -            -             -
                             2004       -         -           -            -           -            -             -
                             2005       -         -           -            -           -            -             -
Ernest B. Remo               2004       -         -           -            -           -            -             -
CEO/Chairman/Director(2)
                             2005       -         -           -            -           -            -             -
Malcolm Bauer                2005       -         -     $34,800(3)         -           -            -             -
Director

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

(1)  Dr. Silverman resigned his position as CEO, Chairman, Treasurer and
     Director on October 28, 2004.

(2)  Ernest B. Remo was appointed CEO and Chairman of the Board of Directors of
     the Company pursuant to the Merger. Subsequently, On October 28, 2004, Dr.
     Howard Silverman resigned his position as President and Treasurer and
     member of the Board of Directors.

(3)  Malcolm Bauer received $34,800 for services provided to the Company which
     were in addition to his duties as a member of the Board of Directors.

                                       15

</TABLE>

<PAGE>


Director's Compensation

Our directors do not receive any fees or other compensation in connection with
their services as directors.

                           OPTIONS/SAR GRANTS IN 2005

The Company has not granted any options not are any options outstanding to its
executive officers during 2005.

Compensation Committee Interlocks and Insider Participation

The Board of Directors of the Company does not have a compensation committee.
The Board of Directors determines executive compensation, based on corporate
performance and market conditions.


Employment Agreements

The Company has employment agreements with each employee of the Company that
sets forth confidentiality obligations and intellectual property ownership.
Pursuant to each of the employment agreements, each employee is an employee at
will which may be terminated by the Company at any time for any reason.


Stock Option Plan

In August 18, 2004, Critical's 2004 Stock Award and Incentive Plan was adopted
and ratified. The 2004 Plan provided for a broad range of awards, including
incentive and non-qualified options, restricted and deferred stock, performance
awards, stock appreciation rights and other types of equity awards.

Share Reserve. We authorized the issuance of 5,000,000 shares of our common
stock pursuant to the 2004 Plan. As of July 31, 2005, we have granted 5,000,000
shares of our common stock under the 2004 Plan.

Awards. Stock options may be granted under the 2004 Plan to our employees,
non-employee directors and individuals with whom we have consulting agreements.
The stock options granted will be either incentive stock options or
non-qualified stock options.

An incentive stock option is a stock option that has met the requirements of
Section 422 of the Internal Revenue Code and, except as set forth below, must be
granted with an exercise price of at least 100% of the fair market value at the
date of grant.

No incentive stock option, and, prior to our stock being publicly traded, no
non-qualified stock option, may be granted to any person, who, at the time of
the grant, owns or is deemed to own stock possessing more than 10% of the total
combined voting power of our company or any affiliate, unless the following
conditions are satisfied:

     the option exercise price must be at least 110% of the fair market value of
     the stock subject to the option on the date of grant; and

     the term of any incentive stock option award must not exceed five years
     from the date of grant.

Plan Administration. The 2004 Plan is administered by our board of directors.
Our board of directors interprets all questions relating to the 2004 Plan and
its decisions are final and binding on all participants. Any determination by a
majority of the members of the board of directors at any meeting, or by written
consent in lieu of a meeting, shall be deemed to have been made by the whole
board of directors. Under the 2004 Plan, the board of directors may, at any time

                                       16

<PAGE>


or from time to time, appoint a committee of at least two members of the board
of directors and delegate to the committee the authority of the board of
directors to administer the 2004 Plan. Upon such appointment and delegation,
such committee shall have all the powers, privileges and duties of the board of
directors, and shall be substituted for the board of directors, in the
administration of the 2004 Plan, subject to certain limitations.

Term of Awards. In general, the term of stock options granted under the 2004
Plan is ten years. In the event an awardee's service relationship with us ends,
other than upon the awardee's death or disability, the award may be exercised
within a period of 90 days following termination, provided that the award has
already vested. If the awardee's termination of service is for cause, such
period will not exceed thirty days. Any award not already vested, or not
exercised within these periods shall terminate. If the awardee dies, any vested
award may be exercised within the time period specified in the award agreement,
being at least six months, or if no time is specified, twelvemonths.

Payment of Exercise Price. Awardees may pay the exercise price of their awards,
if any, as determined by the compensation committee, and acceptable
consideration includes cash, checks, and promissory notes. Generally, an option
holder may not transfer a stock option to any entity other than a spouse or
descendants or to a trust, or other entity owned by such a trust, for the
primary benefit of the option holder, his spouse and/or his descendants.

Option Adjustments. The aggregate number and class of shares as to which options
may be granted under the 2004 Plan, the number and class shares covered by each
outstanding option and the exercise price per share of each outstanding option,
but not the total price, and all such options, shall each be proportionately
adjusted for any increase decrease in the number of issued common stock
resulting from split-up, spin-off or consolidation of shares or any like capital
adjustment or the payment of any stock dividend. Generally, any option granted
shall terminate in the event of a merger, consolidation, acquisition of property
or stock, separation, reorganization or liquidation. However, the optionee shall
have the right immediately prior to any such transaction to exercise his or her
option in whole or in part.

Additional Provisions. The board of directors may, in their sole discretion,
include additional provisions in any option or award granted or made under the
2004 Plan that are not inconsistent with the 2004 Plan or applicable law. The
board of directors may also, in its sole discretion, accelerate or extend the
date or dates on which all or any particular award or awards granted under the
2004 Plan may be exercised.


Limitation of Liability and Indemnification Matters

Article eighth of our certificate of incorporation provides that the personal
liability of our directors will be eliminated to the fullest extent permitted by
the corporate laws of the State of Nevada, as the same may be amended and
supplemented. Article sixth of our certificate of incorporation provides that we
will, to the fullest extent permitted by the provisions of the corporate laws of
the State of Nevada, indemnify all persons whom we may indemnify under such
provisions. The indemnification provided by this section shall not limit or
exclude any rights, indemnities or limitations of liability to which any person
may be entitled, whether as a matter of law, under our bylaws, by agreement,
vote of our stockholders or disinterested directors, or otherwise. Except as
specifically required by the corporate laws of the State of Nevada, as the same
exists or may be amended, none of our directors of will be liable to us or our
stockholders for monetary damages for breach of his or her fiduciary duty as a
director. No amendment to or repeal of this provision of our certificate of
incorporation will apply to or have any effect on the liability or alleged
liability of any director for or with respect to any acts or omissions of that
director occurring prior to the amendment or repeal.

Under the corporate laws of the State of Nevada, we have the power, under
certain circumstances, to indemnify any person who was or is a party or is
threatened to be made a party to any threatened, pending or contemplated action,
suit or proceeding, whether civil, criminal, administrative or investigative, by
reason of the fact that he is or was a director, officer, employee or agent of
ours, or is or was serving at our request as a director, officer, employee or
agent of another corporation, partnership, joint venture, trust or other

                                       17

<PAGE>


enterprise against expenses, including attorneys' fees, and judgments against,
fines and amounts paid in settlement actually and reasonably incurred by him in
connection with the action, suit or proceeding.

Insofar as indemnification for liabilities arising under the Securities Act of
1933 may be permitted to directors, officers, or persons controlling us pursuant
to the foregoing provisions, we have been informed that, in the opinion of the
SEC, that type of indemnification is against public policy as expressed in the
Act and is therefore unenforceable.

There is no pending litigation or proceeding involving any of our directors or
officers as to which indemnification is being sought, nor are we aware of any
pending or threatened litigation that may result in claims for indemnification
by any director or officer.


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
          RELATED STOCKHOLDER MATTERS

The following table sets forth information, as of July 31, 2005, based upon
information obtained from the persons named below, regarding beneficial
ownership of the Company's Common Stock by (i) each current director and nominee
for director of the Company, (ii) each executive officer of the Company named in
the Summary Compensation Table set forth under the caption "Executive
Compensation," below, (iii) each person who is known by the Company to own
beneficially more than 5% of the outstanding shares of its Common Stock and (iv)
all executive officers and directors of the Company as a group.


------------------------------------ ------------------ ------------------------
                                     Number of Shares
Name and Address of Beneficial        of Common Stock
Owner                                  Beneficially
                                         Owned (1)       Percent of Class (2)
------------------------------------ ------------------ ------------------------
Ernest B. Remo                               2,003,000                   20.83%
c/o Critical Care
6646 Indian School Road, N.E.,
Albuquerque, New Mexico 87110
------------------------------------ ------------------ ------------------------
Malcolm Bauer                                  100,000                    1.04%
c/o Critical Care
6646 Indian School Road, N.E.,
Albuquerque, New Mexico 87110
------------------------------------ ------------------ ------------------------
Stuart Greenberg                                50,000                        *
c/o Critical Care
6646 Indian School Road, N.E.,
Albuquerque, New Mexico 87110
------------------------------------ ------------------ ------------------------
SM Gheric Trust (3)                            950,000                    9.87%
------------------------------------ ------------------ ------------------------
Directors & Executive Officers as            2,153,000                    22.38
a group (three persons)
------------------------------------ ------------------ ------------------------

                                       18

<PAGE>


(*) Less than 1%

     (1) The number of shares of Common Stock beneficially owned by each person
or entity is determined under the rules promulgated by the SEC. Under such
rules, beneficial ownership includes any shares as to which the person or entity
has sole or shared voting power or investment power and shares which such person
or entity has the right to acquire within sixty days after July 31, 2005. The
inclusion herein of any shares deemed beneficially owned does not constitute an
admission by such person of beneficial ownership of such shares. The information
is based upon information furnished by the person listed.

     (2) Assumes with respect to options, the shares underlying only those
options deemed beneficially owned by the shareholder.

     (3) SM Gheric Trust - The trustee is Bruce M. Silverman and the
beneficiaries of the trust assets are Bruce Silverman, Jeffery Silverman and
Jodi Silverman, the children of Howard Silverman, former officer and director of
the Company.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Dr. Howard Silverman, former president and director of the Company made
non-interest bearing loans to the Company totaling $76,984 as of July 31, 2005,
and $80,985 as of July 31, 2004. Robert Helmer, the chief operating officer of
the Company, made a loan to the Company totaling $9,689 as of July 31, 2005, and
$17,494 as of July 31, 2004. The loans bear interest at the Internal Revenue
Service's applicable federal rate. Unpaid interest on the loans as of July 31,
2005 and 2004 was $28,046 and $8,402, respectively, which is included in accrued
expenses.

During April 2001, the Company acquired certain medical and office equipment
from a related entity via the execution of a promissory note by Dr. Howard
Silverman to the related entity. The Company orally agreed to acquire the
equipment from Dr. Howard Silverman under the same terms. This promissory note
was assigned by the related entity to the Internal Revenue Service. During 2002
this note was assumed and satisfied by an executive officer of the Company.

The Company's former CEO had entered into a loan agreement with the Estate of
Rohan for the acquisition of an excimer laser used in the operations of the
Company. During the year ended July 31, 2004, the Company acquired the item and
the purchase price of the equipment was included in accounts payable due to the
former CEO as of July 31, 2004. Upon the resignation of the former CEO, the loan
was assumed by the Company. The loan bears an interest at 8% per annum. Unpaid
interest on the loan as of July 31, 2005 is $16,000 which is included in accrued
expenses.

On August 5, 2004, a subsidiary of the Company, Lasik Acquisition Corp.,
consummated its merger with Salus Holding, Inc. ("Salus"). Pursuant to the
merger agreement, the shareholders of Salus have been issued 2,000,000 shares of
common stock of the Company. The sole shareholder of Salus, Homeland Security
Technology, Inc., was issued 2,000,000 shares of Critical's Common Stock that
approximated 43.7 percent of the outstanding shares of Critical calculated on a
fully diluted basis at the date of issuance. On or about November 2005, Homeland
Security Technology, Inc. transferred the 2,000,000 shares of Critical Common
Stock to Ernest Remo, Chief Executive Officer and Chairman of the Board of
Critical, pursuant to a settlement agreement in connection with a promissory
note by Homeland Security Technology, Inc. in favor of Mr. Remo.

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits:
------------

 Exhibits           Description
 --------           -----------

     31.1           Certification of CEO/CFO pursuant to Section 302 of the
                    Sarbanes-Oxley Act of 2002

     32.1           Certification of CEO/CFO pursuant to Section 906 of the
                    Sarbanes-Oxley Act of 2002


(b) Reports on Form 8-K
------------------------

     Form 8-K filed with the Securities and Exchange Commission by the Company
on October 29, 2004 with respect to the name change of the Company from "Lasik
America, Inc." to "Critical Care, Inc."

                                       19

<PAGE>


     Form 8-K filed with the Securities and Exchange Commission by the Company
on August 4, 2005 with respect to the merger of Salus Holding, Inc and Lasik
Acquisition Corp.



ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

Aggregate fees for professional services rendered for us by Weinberg & Company,
P.A., for fiscal years ended July 31, 2005 and 2004, are set forth below. The
aggregate fees included in the Audit category are fees billed for the fiscal
years for the audit of our annual financial statements and review of financial
statements and statutory and regulatory filings or engagements. The aggregate
fees included in each of the other categories are billed in the fiscal years.

                                    FISCAL YEAR 2005          FISCAL YEAR 2004
AUDIT FEES                          $   48,500.00             $   43,800.00
AUDIT-RELATED FEES                  $     --                  $     --
TAX FEES                            $     --                  $     --
ALL OTHER FEES                      $     --                  $     --

         TOTAL                      $   48,500.00             $   43,800.00

Audit fees for the fiscal years ended July 31, 2005 and 2004, were for
professional services rendered for the audits of the consolidated financial
statements of the Company, quarterly review of the financial statements included
in Quarterly Reports on Form 10-QSB, and other assistance required to complete
the year end audit of the consolidated financial statements.

As we do not have a formal audit committee (see end of Item 9 above), the
services described above were approved by the Board of Directors under the de
minimus exception provided by Rule 2-01(c)(7)(i)(C) under Regulation S-X.
Further, as we do not have a formal audit committee, the Board of Directors .
approved the procedures of the independent auditor.

                                       20

<PAGE>


                                   SIGNATURES

     In accordance with Section 13 or 15(d) of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized, on March 30, 2006.

                                            CRITICAL CARE, INC.


                                            By:  /s/  Ernest B. Remo
                                               --------------------------------
                                                      Ernest B. Remo
                                                      Chairman of the Board and
                                                      Chief Executive Officer


In accordance with the requirements of the Securities Act of 1933, this
registration statement was signed by the following persons in the capacities and
on the dates stated.



/s/  Ernest B. Remo               Chairman of the Board and       March 30, 2006
-----------------------------     Chief Executive Officer
     Ernest B. Remo               (Principal Executive Officer)


/s/  Stuart Greenberg             Director                        March 30, 2006
-----------------------------
     Stuart Greenberg


/s/  Malcolm Bauer                Director                        March 30, 2006
-----------------------------
     Malcolm Bauer


                                       21


<PAGE>


                                TABLE OF CONTENTS




REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM...................  F-1

CONSOLIDATED FINANCIAL STATEMENTS

     Consolidated Balance Sheets as of July 31, 2005 and 2004.............  F-2

     Consolidated Statements of Operations for the years ended
       July 31, 2005 and 2004.............................................  F-3

     Consolidated Statements of Shareholders' Deficiency for the years
       ended July 31, 2005 and 2004.......................................  F-4

     Consolidated Statements of Cash Flows for the years ended
      July 31, 2005 and 2004..............................................  F-5

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS ...............................  F-6

                                       i

<PAGE>


             Report of Independent Registered Public Accounting Firm



The Board of Directors and Stockholders of:
Critical Care, Inc. and Subsidiary

     We have audited the accompanying consolidated balance sheets of Critical
Care, Inc. and Subsidiary as of July 31, 2004 and 2005, and the related
consolidated statements of operations, stockholders' equity, and cash flows for
the years ended July 31, 2004 and 2005. These consolidated financial statements
are the responsibility of the Company's management. Our responsibility is to
express an opinion on these consolidated financial statements based on our
audits.

     We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audits to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the consolidated 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
Critical Care, Inc. and Subsidiary at July 31, 2004 and 2005, and the
consolidated results of their operations and their cash flows for the years
ended July 31, 2004 and 2005, in conformity with the accounting principles
generally accepted in the United States of America.

     The accompanying consolidated financial statements have been prepared
assuming the Company will continue as a going concern. As discussed in Note 1 to
the consolidated financial statements, the Company has experienced net losses
and has both a working capital deficiency and shareholders' deficiency. These
conditions raise substantial doubt about the Company's ability to continue as a
going concern. Management's plans in regard to these matters are also described
in Note 1. The consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty.



/s/  Weinberg & Company, P.A.
-----------------------------
     Weinberg & Company, P.A.


Boca Raton, Florida
March 3, 2006


                                      F-1

<PAGE>
<TABLE>
<CAPTION>


                                      CRITICAL CARE, INC. AND SUBSIDIARY
                                          (F/K/A LASIK AMERICA, INC.)
                                          CONSOLIDATED BALANCE SHEETS
                                            JULY 31, 2005 AND 2004



                                                                                     2005            2004
                                                                                 ------------    ------------
                                                    ASSETS
                                                    ------

CURRENT ASSETS
<S>                                                                              <C>             <C>
 Cash                                                                            $     10,351    $       --
 Other current assets                                                                   4,696           5,044
                                                                                 ------------    ------------
 Total current assets                                                                  15,047           5,044

 Property and equipment, net of accumulated depreciation of $393,854
    and $275,189, respectively                                                        197,061         303,156
                                                                                 ------------    ------------

TOTAL ASSETS                                                                     $    212,108    $    308,200
                                                                                 ============    ============


LIABILITIES AND SHAREHOLDERS' DEFICIENCY
----------------------------------------

CURRENT LIABILITIES
 Bank overdraft                                                                  $       --      $     17,314
 Accounts payable                                                                     154,251         329,721
 Accrued director fees                                                                196,200            --
 Gross receipts and compensating tax payable                                          284,102         229,170
 Payroll taxes payable                                                                265,525         306,078
 Accrued penalties and interest on delinquent taxes                                   122,528         120,849
 Other current liabilities                                                             95,638          28,117
 Current portion of long-term debt                                                     23,940          51,640
                                                                                 ------------    ------------
 Total Current Liabilities                                                          1,142,184       1,082,889

Loans payable to officers                                                               9,689          17,494
Long-term debt, net of current portion                                                276,984          80,985
                                                                                 ------------    ------------


Total liabilities                                                                   1,428,857       1,181,368
                                                                                 ------------    ------------


Shareholders' deficiency
 Preferred Stock, $.001 par value, 100,000 shares authorized; no shares issued
    and outstanding                                                                      --              --
 Common stock, $.001 par value, 25,000,000 shares authorized; 9,616,043 shares
    and 2,226,043 shares issued and outstanding at July 31, 2005, and 2004,
    respectively                                                                        9,616           2,226
 Additional paid in capital                                                        14,134,522      12,639,912
 Accumulated deficit                                                              (15,360,887)    (13,515,306)
                                                                                 ------------    ------------
 Total Shareholders' Deficiency                                                    (1,216,749)       (873,168)
                                                                                 ------------    ------------

Total liabilities and shareholders' deficiency                                   $    212,108    $    308,200
                                                                                 ============    ============


                          See accompanying notes to consolidated financial statements

                                                      F-2
</TABLE>

<PAGE>


                       CRITICAL CARE, INC. AND SUBSIDIARY
                           (F/K/A LASIK AMERICA, INC.)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                   FOR THE YEARS ENDED JULY 31, 2005 AND 2004



                                                      2005             2004
                                                   -----------      -----------


Revenue                                            $   856,243      $   926,652
                                                   -----------      -----------


Costs and expenses
   Operating costs                                   1,051,511        1,081,423
   Non cash compensation                             1,142,000             --
   Depreciation                                        118,665          101,706
                                                   -----------      -----------
   Total Costs and Expenses                          2,312,176        1,183,129
                                                   -----------      -----------

   Income from operations                           (1,455,933)        (256,477)
                                                   -----------      -----------

OTHER INCOME
(EXPENSES)
   Adjustment to accounts payable                       (6,930)         125,370
   Interest expense                                    (22,718)         (41,267)
   Loss on investment due to
    abandonment                                       (360,000)            --
                                                   -----------      -----------
   Total Other Expenses                               (389,648)          84,103
                                                   -----------      -----------

                 Net loss                          $(1,845,581)     $  (172,374)
                                                   ===========      ===========

Basic and diluted net loss per share               $      (.22)     $      (.08)
                                                   ===========      ===========

Average shares used to compute basic
   and diluted net loss per share                    8,370,210        2,226,043
                                                   ===========      ===========


          See accompanying notes to consolidated financial statements

                                      F-3

<PAGE>
<TABLE>
<CAPTION>


                                        CRITICAL CARE, INC. AND SUBSIDIARY
                                           (F/K/A LASIK AMERICA, INC.)
                                CONSOLIDATED STATEMENTS OF SHAREHOLDERS' DEFICIENCY
                                    FOR THE YEARS ENDED JULY 31, 2005 AND 2004




                                            Common Stock            Additional
                                     ---------------------------     Paid-In       Accumulated
                                        Shares         Amount        Capital         Deficit         Total
                                     ------------   ------------   ------------    ------------    ------------
<S>                                     <C>         <C>            <C>             <C>             <C>
Balance, July 31, 2003                  2,226,043   $      2,226   $ 12,639,912    $(13,342,932)   $   (700,794)



Net loss for the year                        --             --             --          (172,374)       (172,374)
                                     ------------   ------------   ------------    ------------    ------------

Balance, July 31, 2004                  2,226,043          2,226     12,639,912     (13,515,306)       (873,168)

Common stock issued for investment      2,000,000          2,000        358,000            --           360,000

Common stock issued for services        5,390,000          5,390      1,136,610            --         1,142,000

Net loss for the year                        --             --             --        (1,845,581)     (1,845,581)
                                     ------------   ------------   ------------    ------------    ------------

Balance, July 31, 2005                  9,616,043   $      9,616   $ 14,134,522    $(15,360,887)   $ (1,216,749)
                                     ============   ============   ============    ============    ============


                          See accompanying notes to consolidated financial statements

                                                       F-4
</TABLE>

<PAGE>
<TABLE>
<CAPTION>


                       CRITICAL CARE, INC. AND SUBSIDIARY
                           (F/K/A LASIK AMERICA, INC.)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   FOR THE YEARS ENDED JULY 31, 2005 AND 2004



                                                                                    2005           2004
                                                                                 -----------    -----------

<S>                                                                              <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
 Net loss                                                                        $(1,845,581)   $  (172,374)
 Adjustments to reconcile net loss to net cash (used in) provided by operating
    activities:
    Depreciation                                                                     118,665        101,706
    Non cash compensation                                                          1,142,000           --
    Loss on abandonment                                                              360,000           --
    Reclassification from accounts payable to long-term debt                         200,000           --
 Changes in operating assets and liabilities:
    Decrease  in:
      Prepaid expenses and other current assets                                          347          1,063
    Increase / (decrease) in:
      Accounts payable                                                              (175,469)       116,209
      Gross receipts, sales tax and compensating tax payable                          54,932         64,319
      Accrued director fees                                                          196,200           --
      Payroll tax payable                                                            (40,553)        76,363
      Accrued penalties and interest on delinquent taxes                               1,679         60,949
      Other liabilities                                                               67,521        (14,947)
                                                                                 -----------    -----------
  Net Cash Provided By Operating Activities                                           79,741        233,288


cASH FLOWS FROM INVESTING ACTIVITIES
 Purchase of medical equipment                                                       (12,570)      (210,000)
                                                                                 -----------    -----------
 Net Cash Used In Investing Activities                                               (12,570)      (210,000)


Cash flows from financing activities
 Bank overdrafts                                                                     (17,314)        13,984
 Net (repayments) borrowing to/from officers                                          (7,806)         7,379
 Repayments of long-term debt                                                        (31,700)       (44,651)
                                                                                 -----------    -----------
 Net Cash Used In Financing Activities                                               (56,820)       (23,288)
                                                                                 -----------    -----------

Net Increase/(Decrease) In Cash                                                       10,351           --
Cash at beginning of period                                                             --             --
                                                                                 -----------    -----------
Cash at end of period                                                            $    10,351    $      --
                                                                                 ===========    ===========

 Cash paid during the period for interest                                        $      --      $     1,313
                                                                                 ===========    ===========

 Schedule of non-cash transactions:
     Common stock issued for investment in Salus holdings                        $   360,000    $      --
     Common stock issued for services                                              1,342,000           --
                                                                                 -----------    -----------
        Total Non-cash Transactions                                              $ 1,702,000    $      --
                                                                                 ===========    ===========


                        See accompanying notes to consolidated financial statements

                                                     F-5
</TABLE>

<PAGE>


NOTE 1   ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
------   ------------------------------------------------


     Organization and Business

     Lasik America, Inc. (the "Company") was incorporated in the State of Nevada
     on March 21, 2001. The Company operates an ophthalmic laser vision
     correction center in Albuquerque, New Mexico. On August 5, 2004, Lasik
     America, Inc. consummated its merger with Salus Holding, Inc. On October
     26, 2004, the company changed its name to Critical Care, Inc.



     Going Concern
     -------------

     The accompanying financial statements have been prepared assuming that the
     Company will continue as a going concern. The Company had a net loss of
     $1,845,581 for the year ended July 31, 2005, and a working capital
     deficiency of $1,127,137 and shareholders' deficiency of $1,216,749 as of
     July 31, 2005 which raises substantial doubts about its ability to continue
     as a going concern. The financial statements do not include adjustments
     that might result from the outcome of this uncertainly.

     Management believes that actions are presently being taken to revise the
     Company's operating and financial requirements in order to improve the
     Company's financial position and operating results. However, given the
     levels of its cash resources and working capital deficiency at July 31,
     2005, anticipated cash to be generated by operations will be insufficient
     to meet anticipated cash requirements for operations, working capital, and
     capital expenditures during 2006. Therefore, the Company is seeking
     additional equity or debt financing, but there can be no assurance that
     sufficient additional financing will be available.

     Financial Instruments
     ---------------------

     Statement of Financial Accounting Standards No. 107 "Disclosure about Fair
     Value of Financial Instruments" requires disclosures of information about
     the fair value of certain financial instruments for which it is practicable
     to estimate the value. For purposes of this disclosure, the fair value of a
     financial instrument is the amount at which the instrument could be
     exchanged in a current transaction between willing parties other than in a
     forced sale of liquidation.

     The carrying amounts reported in the balance sheet for cash, cash
     overdraft, accounts receivable, accounts payable, accrued liabilities,
     taxes payable and patient deposits approximate fair value due to the
     immediate short-term maturity of these financial instruments.


     The fair value of the Company's long-term debt approximates the carrying
     amount based on the current rates offered to the Company for debt of the
     same remaining maturities with similar collateral requirements.

                                      F-6

<PAGE>


     Property and Equipment
     ----------------------

     Property and equipment are recorded at cost. Depreciation is calculated on
     a straight-line basis over the estimated useful lives of the depreciable
     assets which range from three to five years.

     Revenue Recognition
     -------------------

     Revenues are generated by the vision correction procedures performed at the
     Company's laser center. Follow-up corrective procedures for customer
     satisfaction, consisting of re-treatment, are performed when necessary.
     Facility fees are derived from the use of the Company's equipment by
     affiliate doctors who pay the Company a standard fee per procedure. The
     Company recognizes revenues when the vision correction procedures are
     performed.

     Concentration Risk
     ------------------

     The Company's revenues are generated by the vision correction procedures
     performed at its laser center in Albuquerque, New Mexico. If the demand for
     this procedure decreased or if the Company's ability to continue to provide
     this service was impaired, the Company's revenue source would be severely
     impacted.

     The Company is dependent on a small number of manufacturers for the supply
     of its excimer laser and related equipment. If any of these manufacturers
     were unable to continue to provide this equipment, the Company's revenue
     generating ability would be severely impacted.

     Earnings (Loss) Per Share
     -------------------------

     In 1997, the FASB issued SFAS No. 128, "Earnings Per Share", which
     specifies the computation, presentation and disclosure requirements for
     earnings per share for entities with publicly held common stock. SFAS No.
     128 supercedes the provisions of APB No. 15, and requires the presentation
     of basic earnings per share and diluted earnings per share. The Company has
     adopted the provisions of SFAS No. 128 effective March 21, 2001.

     Basic earnings (loss) per share is calculated by dividing the earnings net
     (loss) available to common shareholders by the weighted average number of
     common shares outstanding during the year. Diluted earnings (loss) per
     share is calculated assuming the issuance of common shares resulting from
     the exercise of stock options and warrants. Dilutive securities are not
     included in the calculation of loss per share because their effect would
     have been anti-dilutive. Accordingly, basic and diluted loss per share is
     ($.22) for the year ended July 31, 2005 and ($.08) for the year ended July
     31, 2004.


     Use of Estimates
     ----------------

     The preparation of financial statements in conformity with accounting
     principles generally accepted in the United States of America 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.

                                      F-7

<PAGE>


     Stock-Based Compensation
     ------------------------

     The Company has adopted Statement of Financial Accounting Standards No.
     123, "Accounting for Stock-Based Compensation" ("SFAS No. 123"), which
     establishes a fair value method of accounting for stock-based compensation.

     The provisions of SFAS No. 123 allow companies to either expense the
     estimated fair value of stock options or to continue to follow the
     intrinsic value method set forth in Accounting Principles Board Opinion No.
     25, "Accounting for Stock Issued to Employees", but to disclose the pro
     forma effect on net loss and net loss per share had the fair value of the
     stock options been exercised. The Company has elected to continue to
     account for stock-based compensation plans utilizing the intrinsic value
     method. Accordingly, compensation cost for stock options is measured as the
     excess, if any, of the fair market price of the Company's common stock at
     the date of the grant above the amount an employee must pay to acquire the
     common stock.

     In accordance with SFAS No. 123, with respect to stock-based employee
     compensation, the value of the stock-based award is determined using the
     Black-Scholes option pricing model, whereby compensation cost is the fair
     value of the award as determined by the pricing model at the grant date or
     other measurement date. The resulting amount is charged to expense on the
     straight-line method.



     The Financial Accounting Standards Board recently published Statement of
     Financial Accounting Standards No. 123 (Revised 2004), Share-Based Payment
     ("SFAS 123R"). SFAS 123R, which is effective from the first interim period
     that begins after December 15, 2005, will require that compensation cost
     related to share-based payment transactions, including stock options, be
     recognized in the financial statements. Accordingly, the Company will
     implement the revised standard in the first quarter of the fiscal year
     2006. Currently, the Company accounts for its share-based payment
     transaction under the provision of APB 25, which does not necessarily
     require the recognition of compensation cost in the statement of earnings
     of the financial statement.


     To date no options to employees or non-employees have resulted in
     compensation.



     Recent Accounting Pronouncements
     --------------------------------

     The Financial Accounting Standards Board has recently issued several
     Statements of Financial Accounting Standards.

     In December 2004, the FASB issued FASB Statement No. 123 (revised 2004),
     "Share-Based Payment" ("FAS 123(R)"). FAS 123(R) replaces FASB Statement
     No. 123, "Accounting for Stock-Based Compensation", and supersedes APB
     Opinion No. 25, "Accounting for Stock Issued to Employees". FAS 123(R)
     requires that the compensation cost relating to share-based payment
     transactions be recognized in the financial statements. That cost will be
     measured based on the fair value of the equity or liability instruments
     issued. The provisions of this Statement are effective for the first
     interim or annual reporting period that begins after June 15, 2005. The

                                      F-8

<PAGE>
<TABLE>
<CAPTION>


     Company is currently evaluating the method of adoption and the impact of
     FAS 123(R) on its financial position and results of operations. The Company
     is also evaluating the form of any stock based incentive compensation it
     may offer in the future. FAS No. 123 (R) is effective as of the first
     interim or annual reporting period that begins after June 15, 2005 for
     non-small business issuers and after December 15, 2005 for small business
     issuers. Accordingly, the Company will adopt SFAS No. 123 (R) in the first
     quarter of fiscal year 2006. The Company is currently evaluating the
     provisions of SFAS No. 123 (R) and has not yet determined the impact, if
     any, that SFAS No. 123 (R) will have on its financial statement
     presentation or disclosure.


     The Company does not expect that the adoption of these pronouncements will
     have a material effect on the Company's financial position or results of
     operations.

NOTE 2    PROPERTY AND EQUIPMENT
------    ----------------------


     Property and equipment consist of the following as of July 31, 2005 and
     2004:

                                                                     2005          2004
                                                                  ---------     ---------


          <S>                                                     <C>           <C>
          Medical equipment                                       $ 450,842     $ 438,272
          Assets obtained through capital lease obligation          105,019       105,019
          Leasehold improvements                                     23,382        23,382
          Office equipment, furniture and fixtures                   11,672        11,672
                                                                  ---------     ---------
                                                                    590,915       578,345
          Less accumulated depreciation                            (393,854)     (275,189)
                                                                  ---------     ---------

              Net property and equipment                          $ 197,061     $ 303,156
                                                                  =========     =========


     Depreciation expense for the years ended July 31, 2005 and 2004, were
     $118,665 and $101,706, respectively.

NOTE 3    LONG-TERM DEBT
------    --------------

     Long-term debt consists of the following as of July 31, 2005 and July 31,
     2004:

                                      F-9
</TABLE>

<PAGE>
<TABLE>
<CAPTION>



                                                                        July 31,           July 31,
                                                                         2005               2004
                                                                      -----------        -----------
              <S>                                                     <C>                <C>
              The Company's former CEO had entered into a loan
              agreement with the Estate of Rohan for the
              acquisition of an excimer laser used in the
              operations of the Company. During the year ended
              July 31, 2004, the Company purchased the medical
              equipment and the purchase price of the equipment
              was included in the accounts payable to the former
              CEO as of July 31, 2004. Upon the resignation of
              the former CEO the loan was assumed by the Company
              which bears an interest at 8% per annum. Unpaid
              interest on the loan as of July 31, 2005 is
              $16,000 which is included in accrued expenses.          $   200,000        $      --


              The former CEO made a loan to the Company thru a
              series of cash advances in fiscal years 2002, 2003
              and 2004. The Internal Revenue Service's
              applicable federal rate (AFR) was used to compute
              the interest expense. Unpaid interest on the loans
              as of July 31, 2005 is $10,456 which is included
              in accrued expenses.                                         76,984             80,985


              Capital lease obligation bearing interest at 5.22%
              per annum with interest and principal payable in
              monthly installments of $3,158. The obligation
              expires in April 2005 with a $1 buyout. The lease
              relates to an upgrade of laser equipment with net
              book value of $15,315 and $41,570 at July 31, 2005
              and 2004 respectively. As of February 9, 2005, the
              capital lease was restructured in the amount of
              $55,400 payable in 11 consecutive monthly
              installment of $4,616.67 beginning February 20,
              2005.                                                        23,940             51,640
                                                                      -----------        -----------
                                                                          300,924            132,625
              Less: Current portion                                       (23,940)           (51,640)
                                                                      -----------        -----------

              Total Long-term Debt                                    $   276,984        $    80,985
                                                                      ===========        ===========

                                                 F-10
</TABLE>

<PAGE>


NOTE 4    COMMITMENTS AND CONTINGENCIES
------    -----------------------------

     Lease Commitments
     -----------------

     The Company entered an agreement to lease its existing facility for three
     years beginning in February 2003. The lease will end in January 2006 and
     the minimum future obligations for the fiscal year ended 2006 is $20,106.
     The company extended the lease agreement for 12 months effective February
     2006 at a rate of $3,369 per month.

              Fiscal Year                                  Amount
              2006                                        $40,320
              2007                                         20,214
              Thereafter                                     --


     Litigation
     ----------

     On March 31, 2003, a former employee of the company filed a complaint that
     she was fired as an employee inspite of an employment contract that she had
     with the Company. The Company has responded to the complaint stating that
     she violated her contract through non-performance and dishonesty.


     On February 9, 2005, the complaint was settled in favor of the employee.
     The company was obligated to pay $1,000 per month beginning March 1, 2005
     for the sum of $13,500, and to issue $10,000 worth of restricted stock at
     10 cents based on a share value date February 20, 2005. As of July 31, 2005
     the unpaid balance due to the employee was $8,500 and 60,000 shares of
     stock.


     Delinquent Payroll and Gross Receipts Taxes
     -------------------------------------------

     During the year ended July 31, 2002, the Company became delinquent on
     employment taxes payable to the Internal Revenue Service and on gross
     receipts taxes payable to the State of New Mexico. The liability for these
     taxes, interests, and penalties of $672,155 and $656,097 have been shown on
     the balance sheet as of July 31, 2005 and 2004, respectively. The Company
     has started negotiations with both the Internal Revenue Service and the
     State of New Mexico to establish payment plans and expects to payoff the
     entire amount of taxes owed. During the year ended July 31, 2004, the
     Internal Revenue Service filed a lien against the assets of the Company
     related to these delinquent payroll taxes.



NOTE 5    BUSINESS COMBINATIONS
------    ---------------------

     "On August 5, 2004, the Company consummated its merger with Salus Holding,
     Inc. ("Salus"). Pursuant to the merger agreement, the shareholders of Salus
     were issued 2,000,000 shares of common stock of the Company. The sole
     shareholder of Salus, Homeland Security Technology, Inc., was issued
     2,000,000 shares of the Company's Common Stock having a fair value of
     $360,000 that approximated 43.7 percent of the outstanding shares of the
     Company calculated on a fully diluted basis at the date of issuance.

                                      F-11

<PAGE>


     Salus was the sole shareholder in Icon Salus S.r.l. ("Icon Salus"), a
     company formed under the laws of Italy. Salus was constructing a dialysis
     facility in Amaseno, Italy. Following the Company's acquisition of Salus,
     the Company experienced difficulties in the development of the Amaseno
     Clinic and was unable to obtain the requisite permits and licenses from the
     Italian government, provincial and local. Thus on October 31, 2004, the
     Company abandoned the development of the Amaseno Clinic and recorded
     $360,000 loss on this investment.



     On October 28, 2004, the Company entered into an agreement to purchase
     certain rights to acquire a group of five dialysis clinics from Icon Veneto
     srl ("Icon Veneto"), an Italian company, pursuant to a rights purchase
     agreement. The rights purchased consist of a binding letter of intent
     assigned to the Company pursuant to the agreement. Pursuant to the rights
     purchase agreement the Company issued to Icon Veneto 100,000 shares of
     preferred stock of the Company. The preferred stock was convertible into
     10,000,000 shares of common stock of the Company. The five dialysis clinics
     which are the subject of the rights purchase agreement had established
     revenues of over Euro 4,000,000 (US$5,250,000). On February 1, 2005, the
     Company and Icon Veneto entered into a settlement agreement whereby the
     rights purchase agreement was terminated ab initio, as if it never existed,
     as a result of a dispute between Icon Veneto and the Company with respect
     to representations of Icon Veneto with respect to the rights. Consequently,
     the Company Preferred Stock issued to Icon Veneto was cancelled."


NOTE 6    SHAREHOLDERS' EQUITY
------    --------------------

     On August 5, 2004, the Company consummated its merger with Salus Holding,
     Inc. ("Salus"). Pursuant to the merger agreement, the shareholders of Salus
     have been issued 2,000,000 shares of common stock of the Company. The sole
     shareholder of Salus, Homeland Security Technology, Inc., was issued
     2,000,000 shares of the Company's common stock.

     On October 12, 2004, the Company issued 5,000,000 shares of common stock to
     five (5) consultants pursuant to a consulting agreement with each of the
     consultants. The shares were granted pursuant to the Company's Share Option
     Plan.

     On October 29, 2004, the Company issued 100,000 shares of common stock to a
     Director of the Company, for certain services that were provided to the
     Company.

     On November 11, 2004, the Company issued 50,000 shares of common stock for
     legal services.

     On February 15, 2005, the Company issued 5,000,000 shares of common stock
     to a consultant to the Company for services to be provided to the Company.
     Pursuant to an oral agreement as of February 17, 2005, the stock was
     cancelled ab initio, as if never issued.

     On March 8, 2005, the Company issued 200,000 shares of common stock to a
     surgeon for services provided to the Company.

     On May 12, 2005, the Company issued 40,000 shares of common stock to a
     former employee, pursuant to a settlement agreement in connection with a
     lawsuit.

                                      F-12

<PAGE>


NOTE 7    INCOME TAXES
------    ------------

     Deferred income taxes reflect the net tax effects of the temporary
     differences between the carrying amounts of assets and liabilities for
     financial reporting and the amounts used for income tax purposes. The tax
     effect of temporary differences consisted of the following as of July 31,
     2005 and 2004.

                                                    2005               2004
                                                 -----------        -----------
         Deferred tax assets:
         Net operating loss carryforwards        $ 1,237,800        $   503,900
                                                 -----------        -----------

         Gross deferred tax assets                 1,237,800            503,900

         Less valuation allowance                 (1,237,800)          (503,900)
                                                 -----------        -----------

         Deferred tax assets                     $      --          $      --
                                                 ===========        ===========

     Realization of deferred tax assets is dependent upon sufficient future
     taxable income during the period that deductible temporary differences and
     carryforwards are expected to be available to reduce taxable income. As the
     achievement of required future taxable income is uncertain, the Company
     recorded a valuation allowance. Additionally, net operating loss
     carryforwards may be limited because of changes in ownership.


     As of July 31, 2005 and 2004, the Company has net operating loss
     carryforwards for both federal and state income tax purposes of
     approximately $3,200,000 and $1,353,842, respectively. Federal net
     operating loss carryforwards begin to expire in 2024; state net operating
     loss carryforwards begin to expire in 2006.

     A reconciliation of the effective tax rates with the federal statutory rate
     is as follows for the period ended July 31, 2005 and 2004:

                                                          2005          2004
                                                        ---------     ---------
         Beginning deferred                             $    --       $    --
         Federal income tax benefit at 35%
           statutory rate                                (645,900)      (60,000)
         State income taxes at 4.8% statutory rate        (88,000)       (8,300)
         Change in valuation allowance                    733,900        68,300
                                                        ---------     ---------

          Deferred tax assets                           $    --       $    --
                                                        =========     =========


NOTE 8    RELATED PARTY TRANSACTIONS
------    --------------------------

     The Clinic Manager of the Company made a loan to the Company totaling
     $9,689 as of July 31, 2005 and $17,474 as of July 31, 2004. The loan bears
     interest at the Internal Revenue Service's applicable federal rate. Unpaid
     interest on the loan as of July 31, 2005 is $1,589 which is included in
     accrued expenses.

                                      F-13


     On October 29, 2004, the Company issued 100,000 shares of common stock to a
     Director of the Company, for certain services that were provided to the
     Company. (See Note 6).


NOTE 9    STOCK WARRANTS
------    --------------

     During the period ended July 31, 2002, the Company issued 125,000 warrants
     to an existing shareholder. The warrants granted the shareholder the right
     to purchase, for $7.20, an additional share of common stock for each common
     share currently owned by the shareholder and expire in 2006. The value of
     warrants at the time of issuance was nominal since there was no active
     market for either the stock or the warrants. As of July 31, 2005, all of
     the warrants remained outstanding.

NOTE 10   SUBSEQUENT EVENT
-------   ----------------

     On October 3, 2005, the board authorized the issuance of 2,000,000 shares
     of common stock to the Chief Executive Officer for certain services that
     were provided for the Company.

                                      F-14