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



|ý |  | QUARTERLY REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE          
|- |  | -----------------------------------------------------------------
|  |  | SECURITIES EXCHANGE ACT OF
1934                                  
|  |  |                                                                  
|  |  | For the quarterly period ended March 31, 2011                    
|  |  |                                                                  
|  |  | OR                                                               
|  |  |                                                                  
|o |  | TRANSITION REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE         
|  |  | SECURITIES EXCHANGE ACT OF
1934                                  
|  |  |                                                                  
|  |  | For the transition period from ______________ to
________________

Commission file number:  000-51134



MMRGLOBAL, INC. (Exact name of Registrant as Specified in Its Charter)

|DELAWARE                                                                                                                              |  | 33-0892797                                                                                                 
|------------------------------------------------------------------------------------------------------------------------------------- |  | -----------------------------------------------------------------------------------------------------------
|(State or Other Jurisdiction of 
                                                                      Incorporation or Organization) |  | (I.R.S. Employer 
                                                                      Identification No.)
|                                                                                                                                      |  |                                                                                                            
|4401 WILSHIRE BLVD., SUITE 200
LOS ANGELES, CA                                                                                        |  | 90010                                                                                                      
|(Address of Principal Executive Offices)                                                                                              |  | (Zip Code)                                                                                                 

(310) 476-7002

(Former Name, Former Address and Former Fiscal Year, 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.

Yes x
         No  o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any,
every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for
such shorter period that the registrant was required to submit and post such files).

Yes o
         No  o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or
a smaller reporting company.  See the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer o
                  Accelerated filer  o
      

Non-accelerated filer  o
  (Do not check if a smaller reporting company)                 Smaller reporting company  x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
                           Yes o
         No  x

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable
date:  As of May 6, 2010, the issuer had 259,416,056 shares of common stock outstanding.




TABLE OF CONTENTS

|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  | Page
|---------- |  | -------------------------------------------------------------------------------------------------------------------- |  |  |  |  |  |  |  |  |  |  | ----
|Part I.    |  | FINANCIAL INFORMATION                                                                                                |  |  |  |  |  |  |  |  |  |  | 1   
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|Item 1.    |  | Consolidated Financial Statements                                                                                    |  |  |  |  |  |  |  |  |  |  | 1   
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|           |  | Consolidated Balance Sheets at March 31, 2011 (unaudited) and December 31, 2009                                      |  |  |  |  |  |  |  |  |  |  | 1   
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|           |  | Consolidated Statements of Operations - Three Months Ended March 31, 2011 (unaudited) and March 31, 2010 (unaudited) |  |  |  |  |  |  |  |  |  |  | 2   
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|           |  | Consolidated Statements of Cash Flows - Three Months Ended March 31, 2011 (unaudited) and March 31, 2010 (unaudited) |  |  |  |  |  |  |  |  |  |  | 3   
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|           |  | Notes to Consolidated Financial Statements (unaudited)                                                               |  |  |  |  |  |  |  |  |  |  | 4   
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|Item 2.    |  | Management's Discussion and Analysis of Financial Condition and Results of Operations                                |  |  |  |  |  |  |  |  |  |  | 18  
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|Item 3.    |  | Quantitative and Qualitative Disclosures About Market Risk                                                           |  |  |  |  |  |  |  |  |  |  | 26  
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|Item 4.    |  | Controls and Procedures                                                                                              |  |  |  |  |  |  |  |  |  |  | 26  
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|Part II.   |  | OTHER INFORMATION                                                                                                    |  |  |  |  |  |  |  |  |  |  | 32  
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|Item 1.    |  | Legal Proceedings                                                                                                    |  |  |  |  |  |  |  |  |  |  | 26  
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|Item 2.    |  | Unregistered Sales of Equity Securities and Use of Proceeds                                                          |  |  |  |  |  |  |  |  |  |  | 27  
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|Item 6.    |  | Exhibits                                                                                                             |  |  |  |  |  |  |  |  |  |  | 27  
|           |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  |     
|Signatures |  |                                                                                                                      |  |  |  |  |  |  |  |  |  |  | 28  

i

---



PART I - FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements

MMRGLOBAL, INC. 
                                 CONSOLIDATED BALANCE SHEETS

|                                                                                                                                                                                                                 |  |   | March 31,    |  |   | December 31,
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | - | ------------ |  | - | ------------
|                                                                                                                                                                                                                 |  |   | 2011         |  |   | 2010        
|                                                                                                                                                                                                                 |  |   | (Unaudited)  |  |   |             
|ASSETS                                                                                                                                                                                                          
|                                                                                                                                                                                                                 |  |   |              |  |   |             
|Current assets:                                                                                                                                                                                                  |  |   |              |  |   |             
|Cash and cash equivalents                                                                                                                                                                                        |  | $ | 157,535      |  | $ | 363,689     
|Accounts receivable, less allowances of $19,200 in 2011 and $19,200 in 2010                                                                                                                                      |  |   | 267,969      |  |   | 436,740     
|Inventory                                                                                                                                                                                                        |  |   | 84,261       |  |   | 84,261      
|Prepaid expenses and other current assets                                                                                                                                                                        |  |   | 319,699      |  |   | 370,483     
|Total current assets                                                                                                                                                                                             |  |   | 829,464      |  |   | 1,255,173   
|                                                                                                                                                                                                                 |  |   |              |  |   |             
|Long-term investments                                                                                                                                                                                            |  |   |              |  |   |             
|Investment in equity securities, at cost                                                                                                                                                                         |  |   | 56,000       |  |   | 56,000      
|Total long-term investments                                                                                                                                                                                      |  |   | 56,000       |  |   | 56,000      
|                                                                                                                                                                                                                 |  |   |              |  |   |             
|Property and equipment, net                                                                                                                                                                                      |  |   | 41,670       |  |   | 42,931      
|Deposits                                                                                                                                                                                                         |  |   | 3,370        |  |   | 3,870       
|Intangible assets, net                                                                                                                                                                                           |  |   | 940,310      |  |   | 870,433     
|Total assets                                                                                                                                                                                                     |  | $ | 1,870,814    |  | $ | 2,228,407   
|                                                                                                                                                                                                                 |  |   |              |  |   |             
|LIABILITIES AND STOCKHOLDERS' DEFICIT                                                                                                                                                                           
|                                                                                                                                                                                                                 |  |   |              |  |   |             
|Current liabilities:                                                                                                                                                                                             |  |   |              |  |   |             
|Line of credit, related party                                                                                                                                                                                    |  | $ | 1,092,988    |  | $ | 984,842     
|Related party payables                                                                                                                                                                                           |  |   | 1,390,212    |  |   | 1,254,681   
|Compensation payable                                                                                                                                                                                             |  |   | 36,297       |  |   | 11,979      
|Severance liability                                                                                                                                                                                              |  |   | 620,613      |  |   | 620,613     
|Accounts payable and accrued expenses                                                                                                                                                                            |  |   | 2,614,932    |  |   | 2,610,521   
|Deferred revenue                                                                                                                                                                                                 |  |   | 97,995       |  |   | 123,228     
|Warrant liability                                                                                                                                                                                                |  |   | 88,997       |  |   | 88,997      
|Convertible notes payable, net of discounts                                                                                                                                                                      |  |   | 911,749      |  |   | 605,887     
|Notes payable, current portion                                                                                                                                                                                   |  |   | 325,343      |  |   | 325,343     
|Capital leases payable, current portion                                                                                                                                                                          |  |   | 9,084        |  |   | 11,125      
|Total current liabilities                                                                                                                                                                                        |  |   | 7,188,210    |  |   | 6,637,216   
|                                                                                                                                                                                                                 |  |   |              |  |   |             
|Notes payable, less current portion                                                                                                                                                                              |  |   | -            |  |   | -           
|Total liabilities                                                                                                                                                                                                |  |   | 7,188,210    |  |   | 6,637,216   
|                                                                                                                                                                                                                 |  |   |              |  |   |             
|Commitments and contingencies (See Note 5)                                                                                                                                                                       |  |   |              |  |   |             
|                                                                                                                                                                                                                 |  |   |              |  |   |             
|Stockholders' deficit:                                                                                                                                                                                           |  |   |              |  |   |             
|Preferred stock - $0.001 per value, 5,000,000 shares authorized, 0 issued and outstanding.                                                                                                                       |  |   | -            |  |   | -           
|Common stock, $0.001 par value, 650,000,000 shares authorized, 243,660,774 
              and 238,893,492 shares issued and outstanding as of March 31, 2011 and    
            December 31, 2010, respectively |  |   | 243,715      |  |   | 238,889     
|Additional paid-in capital                                                                                                                                                                                       |  |   | 35,517,628   |  |   | 34,700,650  
|Accumulated deficit                                                                                                                                                                                              |  |   | (41,078,739) |  |   | (39,348,348)
|Total stockholders' deficit                                                                                                                                                                                      |  |   | (5,317,396)  |  |   | (4,408,809) 
|Total liabilities and stockholders' deficit                                                                                                                                                                      |  | $ | 1,870,814    |  | $ | 2,228,407   

The accompanying notes are an integral part of these consolidated financial statements

1

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MMRGLOBAL, INC.  
                                       CONSOLIDATED STATEMENTS OF OPERATIONS

|                                                     |  |  |   | Three Months Ended
|---------------------------------------------------- |  |  | - | ------------------
|                                                     |  |  |   | March 31,         
|                                                     |  |  |   | 2011              
|                                                     |  |  |   | (Unaudited)       
|                                                     |  |  |   |                   
|Revenues                                             |  |  |   |                   
|Subscriber                                           |  |  | $ | 61,659            
|MMR Pro                                              |  |  |   | 10,322            
|License Fees-Biotech                                 |  |  |   | 500,000           
|Total revenues                                       |  |  |   | 571,981           
|Cost of revenues                                     |  |  |   | 159,433           
|Gross profit/(loss)                                  |  |  |   | 412,548           
|General and administrative expenses                  |  |  |   | 1,007,861         
|Sales and marketing expenses                         |  |  |   | 588,996           
|Technology development                               |  |  |   | 84,814            
|Loss from operations                                 |  |  |   | (1,269,123)       
|Change in valuation of derivative liabilities        |  |  |   | -                 
|Interest and other finance charges, net              |  |  |   | (461,269)         
|Net loss                                             |  |  | $ | (1,730,392)       
|                                                     |  |  |   |                   
|Net loss available to common shareholders per share: |  |  |   |                   
|Basic and Diluted                                    |  |  | $ | (0.01)            
|                                                     |  |  |   |                   
|Weighted average common shares outstanding:          |  |  |   |                   
|Basic and Diluted                                    |  |  |   | 241,541,304       

The accompanying notes are an integral part of these consolidated financial statements

2

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MMRGLOBAL, INC. 
CONSOLIDATED STATEMENTS OF CASH FLOWS

|                                                                                        |  |  |  |   | Three Months Ended March 31, | 
|--------------------------------------------------------------------------------------- |  |  |  | - | ---------------------------- | 
|                                                                                        |  |  |  |   | 2011                         | 
|                                                                                        |  |  |  |   | (Unaudited)                  | 
|Operating activities:                                                                   |  |  |  |   |                              | 
|Net loss                                                                                |  |  |  | $ | (1,730,392)                  | 
|Adjustments to reconcile net loss to net cash                                           |  |  |  |   |                              | 
|used in operating activities:                                                           |  |  |  |   |                              | 
|Depreciation and amortization                                                           |  |  |  |   | 48,876                       | 
|Change in valuation of derivative liabilities                                           |  |  |  |   | -                            | 
|Warrants issued for services                                                            |  |  |  |   | 48,275                       | 
|Stock-based compensation                                                                |  |  |  |   | 416,795                      | 
|Common stock issued for services                                                        |  |  |  |   | 85,752                       | 
|Amortization of loan discount                                                           |  |  |  |   | 305,862                      | 
|Loan commitment fee amortization                                                        |  |  |  |   | -                            | 
|Subtotal - Non-cash adjustments                                                         |  |  |  |   | 905,560                      | 
|Effect of changes in:                                                                   |  |  |  |   |                              | 
|Accounts receivable                                                                     |  |  |  |   | 168,771                      | 
|Inventory                                                                               |  |  |  |   | -                            | 
|Prepaid expenses and other current assets                                               |  |  |  |   | 50,784                       | 
|Deposits                                                                                |  |  |  |   | 500                          | 
|Accounts payable and accrued expenses                                                   |  |  |  |   | 4,411                        | 
|Related party payables                                                                  |  |  |  |   | 243,677                      | 
|Compensation & severance payable                                                        |  |  |  |   | 24,318                       | 
|Deferred revenue                                                                        |  |  |  |   | (25,233)                     | 
|Subtotal - net change in operating assets & liabilities                                 |  |  |  |   | 467,228                      | 
|Net cash used in operating activities                                                   |  |  |  |   | (357,604)                    | 
|                                                                                        |  |  |  |   |                              | 
|Investing activities:                                                                   |  |  |  |   |                              | 
|Purchase of property and equipment                                                      |  |  |  |   | (4,539)                      | 
|Patents                                                                                 |  |  |  |   | (39,920)                     | 
|MMRPro and Website Development                                                          |  |  |  |   | (73,032)                     | 
|Net cash used in investing activities                                                   |  |  |  |   | (117,491)                    | 
|                                                                                        |  |  |  |   |                              | 
|Financing activities:                                                                   |  |  |  |   |                              | 
|Net proceeds from convertible notes                                                     |  |  |  |   | -                            | 
|Net proceeds from warrant exercises                                                     |  |  |  |   | 30,000                       | 
|Proceeds from equity line of credit                                                     |  |  |  |   | 240,982                      | 
|Payments of capital lease                                                               |  |  |  |   | (2,041)                      | 
|Proceeds from stock option exercises                                                    |  |  |  |   | -                            | 
|Net cash provided by financing activities                                               |  |  |  |   | 268,941                      | 
|Net increase (decrease) in cash                                                         |  |  |  |   | (206,154)                    | 
|Cash, beginning of period                                                               |  |  |  |   | 363,689                      | 
|Cash, end of period                                                                     |  |  |  | $ | 157,535                      | 
|                                                                                        |  |  |  |   |                              | 
|Supplemental disclosures of cash flow information:                                      |  |  |  |   |                              | 
|Cash paid for interest                                                                  |  |  |  | $ | 10,172                       | 
|Cash paid for income taxes                                                              |  |  |  | $ | 1,600                        | 
|Supplemental disclosure of non-cash investing and financing activities:                 |  |  |  |   |                              | 
|Payment of payables through issuance of notes payable                                   |  |  |  | $ | -                            | 
|Conversion of convertible notes payable into common stock                               |  |  |  | $ | -                            | 
|Payment of accounts payable and related party payables through issuance of common stock |  |  |  | $ | 68,992                       | 

The accompanying notes are an integral part of these consolidated financial statements

3

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MMRGLOBAL, INC. 
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
March 31, 2011

NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION

MMRGlobal, Inc. ("MMRGlobal," the "Company," "we,"
"our," or "us"), through its wholly-owned operating subsidiary, MyMedicalRecords, Inc. ("MMR"), provides
secure and easy-to-use online Personal Health Records ("PHRs") and electronic safe deposit box storage solutions, serving
consumers, healthcare professionals, employers, insurance companies, financial institutions, and professional organizations
and affinity groups. The MyMedicalRecords PHR enables individuals and families to access their medical records and other
important documents, such as birth certificates, passports, insurance policies and wills, anytime from anywhere using the
Internet. The MyMedicalRecords PHR is built on proprietary, patented technologies to allow documents, images and voicemail
messages to be transmitted and stored in the system using a variety of methods, including fax, phone, or file upload without
relying on any specific electronic medical record platform to populate a user's account. Our professional offering, MMRPro, is
designed to give physicians' offices an easy and cost-effective solution to digitizing paper-based medical records and sharing
them with patients in real time through an integrated patient portal. MMR is an Independent Software Vendor Partner with
Kodak to deliver an integrated turnkey entry level EMR solution for healthcare professionals. MMR is also an integrated service
provider on Google Health.

On January 27, 2009, Favrille, Inc., or Favrille, conducted a reverse merger with MMR, which we refer to as the Merger.
Pursuant to the terms of the Merger, all of the outstanding common and preferred stock of MMR was cancelled and the former
stockholders of MMR received an aggregate of 79,812,116 shares of Favrille common stock.  On February 9, 2009,
MMR changed its corporate name to MMR Information Systems, Inc., or MMRIS after completion of the reverse merger with
Favrille.  Effective June 15, 2010, MMRIS changed its corporate name to MMRGlobal, Inc. upon stockholder approval at our
annual stockholder meeting. The name change to MMRGlobal more accurately reflects our global business imprint.  In addition,
MMRGlobal assumed the obligations of MMR under its outstanding stock options and warrants, which, pursuant to the terms of
the Merger, represents the right to receive an aggregate 12,787,080 shares of MMRGlobal common stock at the effective time
of the Merger. In connection with the Merger, MMR became our wholly-owned subsidiary, with the former stockholders of MMR
collectively owning shares of our common and preferred stock representing approximately 60.3% of the voting power of our
outstanding capital stock.

For accounting purposes, we treated the Merger as a reverse acquisition with MMR being the
accounting acquirer. Accordingly, the historical financial results prior to the Merger are those of MMR. We include the results of
operations for Favrille in our consolidated financial results beginning on January 27, 2009.

MMR was incorporated in Delaware in 2005, MMRGlobal was incorporated in Delaware in 2000
and both are headquartered in Los Angeles, CA

Principles of Consolidation

The consolidated financial statements include the accounts of MMRGlobal, and its wholly-owned
subsidiary MMR. We eliminated all intercompany transactions upon consolidation.

Basis of Presentation

We have prepared MMRGlobal's accompanying consolidated unaudited financial statements in
accordance with accounting principles generally accepted in the United States of America, or GAAP, for interim financial
statements and with instructions to Form 10-Q pursuant to the rules and regulations of Securities and Exchange Act of 1934, as
amended, or the Exchange Act and Article 8-03 of Regulation S-X promulgated under the Exchange Act. Accordingly, these
financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In
the opinion of our management, we have included all adjustments considered necessary (consisting of normal recurring
adjustments) for a fair presentation. Operating results for the three months ended March 31, 2011 are not indicative of the
results that may be expected for the fiscal year ending December 31, 2011. You should read these unaudited condensed
consolidated financial statements in conjunction with the audited financial statements and the notes thereto included in our
annual report on Form 10-K for the year ended December 31, 2010.

Management's Plan

As of March 31, 2011, our current liabilities exceeded our current assets by $6.4 million. Furthermore, during the three
months ended March 31, 2011, we incurred losses of $1.7 million.

4

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At March 31, 2011 and December 31, 2010, we had $157,535 and $363,689, respectively, in cash and cash equivalents.
Historically, we issued capital stock, sold debt and equity securities and received funds from The RHL Group, Inc. (a significant
stockholder that is wholly-owned by our Chairman, Chief Executive Officer and President) to operate our business. Although we
received additional funding from The RHL Group pursuant to the Fourth Amended and Restated Note dated April 29, 2010, we
nevertheless still will be required to obtain additional financing in order to meet installment payment obligations resulting from
settlement payments with various creditors, which we refer to as the Creditor Plan and the previously existing obligations under
the subordinated secured indebtedness to The RHL Group, which had a balance of $1,218,947 at March 31, 2011. As a result
of the above, we express uncertainty about our ability to continue as a going concern.

Our management intends to continue to utilize our available line of credit with The RHL Group (see Note 3), if necessary to
address our uncertainty to continue as a going concern. At March 31, 2011, we had approximately $1,781,000 remaining as
available under The RHL Group line of credit. Furthermore, we already began and plan to continue to utilize portions of our
standby equity line facility with Dutchess Opportunity Fund, II, L.P. Additionally, we plan to continue to sell additional debt and
equity securities, continue to settle our existing liabilities through issuance of equity securities, explore other debt financing
arrangements, continue to increase our existing subscriber and affiliate customer base and sell MMRPro products to obtain
additional cash flow over the next twelve months. We cannot assure you that funds from these sources will be available when
needed or, if available, will be on terms favorable to us or to our stockholders. If we raise additional funds by issuing equity
securities, the percentage ownership of our stockholders will be reduced, stockholders may experience additional dilution or
such equity securities may provide for rights, preferences or privileges senior to those of the holders of our common stock.

If we are unable to utilize our available line of credit with The RHL Group, or obtain suitable alternative debt financing, our
ability to execute our business plan and continue as a going concern may be adversely affected.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) MANAGEMENT'S USE OF ESTIMATES

Our preparation of financial statements in accordance with GAAP requires our management to
make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements
and the reported amounts of net revenue and expenses during each reporting period. On an ongoing basis, our management
evaluates its estimates, including those related to revenue recognition, allowances for doubtful accounts, the valuation of
deferred income taxes, tax contingencies, long-lived and intangible assets, derivative liabilities and stock-based compensation.
Our management bases these estimates on historical experience and on various other factors that our management believes to
be reasonable under the circumstances.  You should be aware that actual results could differ from those estimates.

(b) CASH AND CASH EQUIVALENTS

We consider cash equivalents to be only those investments that are highly liquid, readily
convertible to cash and with maturities of 90

days or less at the purchase date. We maintain our cash in bank deposit accounts that, at times, may exceed federally
insured limits. We have not experienced any losses in such accounts and believe that we are not exposed to any significant
credit or deposit risk on our cash. We had cash and cash equivalents of $157,535 and $363,689 as of March 31, 2011 and
December 31, 2010, respectively.

(c) TRADE AND OTHER RECEIVABLES

Receivables represent claims against third parties that will be settled in cash. The carrying value
of receivables, net of an allowance for doubtful accounts, if any, represents their estimated net realizable value. We estimate the
allowance for doubtful accounts, if any, based on historical collection trends, type of customer, the age of outstanding
receivables and existing economic conditions. If events or changes in circumstances indicate that specific receivable balances
may be impaired, we give further consideration to the collectability of those balances and the allowance is adjusted accordingly.
We write off past due receivable balances when collection efforts have been unsuccessful in collecting the amount due.

(d) INVENTORIES

We state inventories at the lower of standard cost (which approximates cost determined on a first-in, first-out basis) or
market.  We write down the value of inventories for estimated excess and obsolete inventories based upon assumptions about
future demand and market conditions.  Inventories consist of finished goods.  Inventory reserves, once established, are only
reversed upon sale or disposition of related inventories.

5

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(e) FAIR VALUE OF FINANCIAL INSTRUMENTS

ASC 820-10, Fair Value Measurements and Disclosures, requires entities to disclose the
fair value of financial instruments, both assets and liabilities recognized and not recognized on the balance sheet, for which it is
practicable to estimate fair value. ASC 820-10 defines the fair value of a financial instrument as the amount at which the
instrument could be exchanged in a current transaction between willing parties. As of March 31, 2011 and December 31, 2010,
the carrying value of accounts receivable, deposits, related party payables, compensation payable, severance liabilities, and
accounts payable and accrued expenses approximates fair value due to the short-term nature of such instruments.  The
carrying value of short-term debt approximates fair value as the related interest rates approximate rates currently available to
us.



We utilize ASC 820-10 for valuing financial assets and liabilities measured on a recurring basis.
ASC 820-10 defines fair value, establishes a framework for measuring fair value and generally accepted accounting principles
and expands disclosures about fair value measurements. This standard applies in situations where other accounting
pronouncements either permit or require fair value measurements. ASC 820-10 does not require any new fair value
measurements.

Accounting guidance also establishes a fair value hierarchy which requires an entity to maximize
the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

The standard describes three levels of inputs that may be used to measure fair value:

| | Level  1: | Quoted prices in active markets for identical or similar assets and liabilities.                                                                                                                             
| | --------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Level  2: | Quoted prices for identical or similar assets and liabilities in markets that are not active or observable
inputs other than quoted prices in active markets for identical or similar assets and liabilities.
| | Level  3: | Unobservable inputs that are supported by little or no market activity and that are significant to the fair
value of the assets or liabilities.                                                              

In determining the appropriate fair value of the warrant liability, we used Level 3 inputs for our valuation methodology. We
applied the Black-Scholes model to value the warrant liability. See Note 9 for the inputs used in the Black-Scholes option
valuation model.

(f) PROPERTY AND EQUIPMENT

We state property and equipment at cost. We state equipment under capital leases at the present value of the minimum
lease payments. We calculate depreciation using the straight-line method, based upon the following estimated useful lives:

Furniture and Fixtures: 5 Years

Computer Equipment: 5 Years

When we retire or dispose of items, we charge or credit income for the difference between the net book value of the asset
and the proceeds realized thereon.

We charge expenditures for maintenance and repairs to operations as incurred while we capitalize renewals and
betterments.

We have pledged as collateral all property and equipment, along with all other of our assets, for a line of credit from The
RHL Group, a related party (see Note 3 - Related Party Note Payable).

(g) INTANGIBLE ASSETS

Intangible assets are comprised of website and software development costs, domain names and
patents.  We account for website and software development costs in accordance with ASC 350-50, Website Development
Costs, and ASC 985-20, Costs of Software to Be Sold, Leased or Marketed.  Pursuant to ASC 350-50 and 985-20,
we capitalize internally developed website and software costs when the website or software under development has reached
technological feasibility. We amortize these costs, typically over an estimated life of five years, using the larger of the amount
calculated using the straight-line method or the amount calculated using the ratio between current period gross revenues and
the total of current period gross revenues and estimated future gross revenues. At each balance sheet date, we evaluate the
unamortized capitalized website and software costs compared to the net realizable value. We then write off the amount by
which the unamortized capitalized website costs exceed its net realizable value.  During the three months ended March 31,
2011 and 2010, there were no impairment charges recorded.

6

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We account for domain names and patents in accordance with ASC 350-30, General Intangibles Other than
Goodwill.  We capitalize patent costs representing legal fees associated with filing patent applications and amortize them on
a straight-line basis.  We are in the process of evaluating our patents' estimated useful life and will begin amortizing the patents
when they are brought to the market or otherwise commercialized.  We amortize identifiable intangible assets over their
estimated useful lives as follows:

Website and Software Development Costs: 5 Years

Domain Name: 5 Years

(h) IMPAIRMENT OF LONG-LIVED ASSETS AND INTANGIBLES

We account for long-lived assets, which include property and equipment and identifiable
intangible assets with finite useful lives (subject to amortization), in accordance with ASC 350-30.  ASC 350-30 requires that we
review long-lived assets for impairment whenever events or changes in circumstances indicate that we may not recover the
carrying amount of an asset. We measure recoverability by comparing the carrying amount of an asset to the expected future
undiscounted net cash flows generated by the asset. If we determine that the asset may not be recoverable, or if the carrying
amount of an asset exceeds its estimated future undiscounted cash flows, we recognize an impairment charge to the extent of
the difference between the fair value and the asset's carrying amount.  We had no impairment charges during the three months
ended March 31, 2011 and 2010.

(i) REVENUE RECOGNITION

We generate our revenues from services, which are comprised of providing electronic access to
consumer medical records and other vital documents and from the licensing of our services. We recognize revenue only when
the price is fixed or determinable, persuasive evidence of an arrangement exists, the service is performed, and we reasonably
are assured of collectability of the resulting receivable.

Our subscriber revenues consist of annual and monthly recurring retail subscriptions and usage-based fees, which are
primarily paid in advance by credit card, and corporate accounts that are based on either an access-fee or actual number of
users, and in each case billed in advance at the beginning of each month of service. We defer the portions of annual recurring
subscription fees collected in advance and recognize them on a straight line basis over the subscription period.

We grant exclusive licenses for the sale and marketing of our services in international territories
in consideration of an up-front license fee and an ongoing royalty. The royalty fee is usually a percentage of revenue earned by
the licensee and there usually are certain minimum guarantees. We defer the recognition of license fee revenues received in
advance from international licensees for the grant of the license and recognized then over the period covered by the agreement.
We defer the recognition of minimum guaranteed royalty payments received in advance and recognize them over the period to
which the royalty relates. We include all such revenues under "License Fees." In those cases where a license agreement
contains multiple deliverables, we account for the agreement in accordance with ASC 605-25, Revenue Recognition -
Multiple-Element Arrangements.

We recognize revenue on sales of our MMRPro system in accordance with ASC 605-25, Revenue Recognition, Multiple-
Element Arrangements. We have also adopted Accounting Standards Update ("ASU") 2009-13, "Revenue
Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements, a consensus of the FASB Emerging Issues Task
Force" effective January 1, 2010.

Our multiple-deliverable arrangements consist solely of our MMRPro product. Significant deliverables within these
arrangements include sophisticated scanning equipment, various licenses to use third party software, a license to use our
proprietary MMRPro application software, dedicated telephone lines, secure online storage and warranties.

We determined all elements to be separate units of accounting as they have standalone value to the customers and/or they
are sold by other vendors on a standalone basis. Delivery of the hardware and certain software elements of these arrangements
occur at the inception of the agreement. We deliver installation and training at the inception of the agreement. We provide other
software licenses, telephone lines and online secure storage over the three year term of the agreement. We include warranties
in the arrangements, however the third party product manufacturer, and not us, is obligated to fulfill such warranties. The
contracts are paid in advance and are not refundable.

We allocate the revenue derived from these arrangements among all the deliverables. We base such allocation on the
relative selling price of each deliverable. With the exception of our proprietary MMRPro application software, we use third party
evidence to set the selling prices used for this allocation. In all such cases, third parties sell the same or very similar products.
For the MMRPro application software, we estimate the selling price based on recent discussions regarding licensure of that
particular application on a standalone basis. To date, we have not licensed this software on a standalone basis.

We recognize the allocated revenue for each deliverable in accordance with SEC Staff Accounting Bulletin
("SAB") No. 104, Topic 13: Revenue Recognition. Under this guidance, we recognize revenue when
persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed and
determinable and collectability is reasonably assured. This results in us recognizing revenue for the hardware, certain software
and the warranties upon delivery to the customer, for the installation and training upon completion of these services, and ratably
over the contract period for the software licenses, telephone lines and online secure storage.

7

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Revenue from the licensing of our biotech assets may include non-refundable license and up-front fees, non-refundable
milestone payments that are triggered upon achievement of a specific event and future royalties or lump-sum payments on
sales of related products.  For agreements that provide for milestone payments, such as the Celgene Agreement, we adopted
ASC 605-28-25, Revenue Recognition, Milestone Method.

(j) INCOME TAXES AND UNCERTAIN TAX POSITIONS

We account for income taxes in accordance with ASC 740-10, Income Taxes.  We
recognize deferred tax assets and liabilities to reflect the estimated future tax effects, calculated at the tax rate expected to be in
effect at the time of realization. We record a valuation allowance related to a deferred tax asset when it is more likely than not
that some portion of the deferred tax asset will not be realized. Deferred tax assets and liabilities are adjusted for the effects of
the changes in tax laws and rates of the date of enactment.

ASC 740-10 prescribes a recognition threshold that a tax position is required to meet before
being recognized in the financial statements and provides guidance on recognition, measurement, classification, interest and
penalties, accounting in interim periods, disclosure and transition issues. We classify classifies interest and penalties as a
component of interest and other expenses. To date, we have not been assessed, nor have we paid, any interest or
penalties.

We measure and record uncertain tax positions by establishing a threshold for the financial statement recognition and
measurement of a tax position taken or expected to be taken in a tax return.  Only tax positions meeting the more-likely-than-not
recognition threshold at the effective date may be recognized or continue to be recognized.

(k) ADVERTISING

We expense advertising costs as we incur them.  Advertising expense for the three months
ended March 31, 2011 and 2010 amounted to $27,468 and $0, respectively.

(l) SHARE-BASED COMPENSATION

We account for share-based compensation in accordance with ASC 718-20, Awards
Classified as Equity.  We apply ASC 718-20 in accounting for stock-based awards issued to employees under the
recognition of compensation expense related to the fair value of employee share-based awards, including stock options and
restricted stock. Determining the fair value of options at the grant date requires judgment, including estimating the expected
term that stock options will be outstanding prior to exercise, the associated volatility and the expected dividends. Judgment is
required in estimating the amount of share-based awards expected to be forfeited prior to vesting. If actual forfeitures differ
significantly from these estimates, share-based compensation expense could be materially impacted.

We account for options and warrants issued to non-employees in accordance with ASC 505-50,
Equity-Based Payments to Non-Employees. We treat options and warrants issued to non-employees the same as those
issued to employees with the exception of determination of the measurement date. The measurement date is the earlier of (1)
the date at which a commitment for performance by the counterparty to earn the equity instruments is reached, or (2) the date at
which the counterparty's performance is complete. Options and warrants granted to consultants are valued at their respective
measurement dates, and recognized as expense based on the portion of the total consulting services provided during the
applicable period. As further consulting services are provided in future periods, we will revalue the associated options and
warrants and recognize additional expense based on their then current values.

We estimate the fair value of each stock option on the date of grant using the Black-Scholes
option pricing model. We determine assumptions relative to volatility and anticipated forfeitures at the time of grant.  We valued
grants of stock options and warrants during the three months ended March 31, 2011 and 2010 using the following
assumptions.

|                        |  | March 31,    |  | March 31,        
|----------------------- |  | ------------ |  | -----------------
|                        |  | 2011         |  | 2010             
|                        |  | (Unaudited)  |  | (Unaudited)      
|                        |  |              |  |                  
|Expected life in years  |  | 5 - 10 Years |  | 2-10 years       
|Stock price volatility  |  | 147.89%      |  | 111.85% - 160.66%
|Risk free interest rate |  | 3.36%        |  | 0.87% - 3.66%    
|Expected dividends      |  | None         |  | None             
|Forfeiture rate         |  | 0%           |  | 0%               

8

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We base the assumptions used in the Black-Scholes models upon the following data: (1) our use of the contractual life of
the underlying non-employee warrants as the expected life; the expected life of the employee options used in this calculation is
the period of time the options are expected to be outstanding and has been determined based on historical exercise experience;
(2) Beginning in 2011, the volatility rate was calculated based on historical trading data of the underlying shares since January
1, 2009; (3) We base the risk free interest rate on published U.S. Treasury Department interest rates for the expected terms of
the underlying options or warrants; (4) We base expected dividends on historical dividend data and expected future dividend
activity; and (5) We base the expected forfeiture rate on historical forfeiture activity and assumptions regarding future forfeitures
based on the composition of current grantees.

(m) NET INCOME/LOSS PER SHARE

We apply the guidance of ASC 260-10, Earnings Per Share for calculating the basic and diluted loss per share. We
calculate basic loss per share by dividing the net loss attributable to common stockholders by the weighted average number of
common shares outstanding. We compute diluted loss per share similar to basic loss per share except that the denominator is
increased to include the number of additional common shares that would have been outstanding if the potential shares had
been issued and if the additional shares were dilutive. We exclude common equivalent shares from the computation of net loss
per share if their effect is anti-dilutive.

We excluded all potential common shares from the computation of diluted net loss per common share for the three months
ended March 31, 2011 and 2010 because they were anti-dilutive due to our net loss position. Stock options and warrants
excluded from the computation totaled 86,487,431 shares for the three months ended March 31, 2011 and 76,642,407 shares
for the three months ended March 31, 2010.

(n) RESEARCH, DEVELOPMENT AND ENGINEERING

We expense research, development and engineering costs as incurred and presented as technology development in the
accompanying consolidated statements of operations.  We capitalize and amortize costs for software development relating to
our website incurred subsequent to establishing technological feasibility, in the form of a working model, over their estimated
useful lives.

(o) CONCENTRATIONS

For the three months ended March 31, 2011, our largest customer (Celgene at $500,000) accounted for approximately
87.4% of our total revenue.   For the three months ended March 31, 2010, our three largest customers (Alexian at $38,970,
Coverdell at $26,597 and Medicalert at $15,506) accounted for approximately 90% of our total revenue.

(p) RECENT ACCOUNTING PRONOUNCEMENTS

In June 2009, the FASB issued additional guidance related to ASC 860, Transfers and Servicing, which seeks
to improve the relevance and comparability of the information that a reporting entity provides in its financial statements about
transfers of financial assets; the effects of the transfer on its financial position, financial performance, and cash flows; and a
transferor's continuing involvement, if any, in transferred financial assets. ASC 860 eliminates the concept of a qualifying
special-purpose entity, creates more stringent conditions for reporting a transfer of a portion of a financial asset as a sale,
clarifies other sale-accounting criteria, and changes the initial measurement of a transferor's interest in transferred financial
assets. ASC 860 is effective for interim and annual reporting periods beginning after November 15, 2009. The adoption
of this standard didn't have a material impact on our financial statements.

In June 2009, the FASB issued additional guidance related to ASC 810, Consolidation, which requires an enterprise
to determine whether its variable interest or interests give it a controlling financial interest in a variable interest entity. The
primary beneficiary of a variable interest entity is the enterprise that has both (1) the power to direct the activities of a
variable interest entity that most significantly impact the entity's economic performance, and (2) the obligation to absorb
losses of the entity that could potentially be significant to the variable interest entity or the right to receive benefits from the entity
that could potentially be significant to the variable interest entity. ASC 810 also amends FASB Interpretation No 46(R) to require
ongoing reassessments of whether an enterprise is the primary beneficiary of a variable interest entity. ASC 810 is effective for
interim and annual reporting periods beginning after November 15, 2009. The adoption of this standard didn't have a
material impact on our financial statements.

9

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In October 2009, the FASB issued ASU No. 2009-13, Multiple-Deliverable Revenue Arrangements -
a consensus of the FASB Emerging Issues Task Force, that provides amendments to the criteria for separating
consideration in multiple-deliverable arrangements. As a result of these amendments, multiple-deliverable revenue
arrangements will be separated in more circumstances than under existing U.S. GAAP. The ASU does this by establishing a
selling price hierarchy for determining the selling price of a deliverable. The selling price used for each deliverable will be based
on vendor-specific objective evidence if available, third-party evidence if vendor-specific objective evidence is not available, or
estimated selling price if neither vendor-specific objective evidence nor third-party evidence is available. A vendor will be
required to determine its best estimate of selling price in a manner that is consistent with that used to determine the price to sell
the deliverable on a standalone basis. This ASU also eliminates the residual method of allocation and will require that
arrangement consideration be allocated at the inception of the arrangement to all deliverables using the relative selling price
method, which allocates any discount in the overall arrangement proportionally to each deliverable based on its relative selling
price. Expanded disclosures of qualitative and quantitative information regarding application of the multiple-deliverable revenue
arrangement guidance are also required under the ASU. The ASU does not apply to arrangements for which industry specific
allocation and measurement guidance exists, such as long-term construction contracts and software
transactions.  The ASU is effective beginning January 1, 2011. The adoption of this standard didn't
have a material impact on our financial statements.

In October 2009, the FASB issued ASU No. 2009-14, Certain Revenue Arrangements That Include
Software Elements - a consensus of the FASB Emerging Issues Task Force, that reduces the types of transactions that fall
within the current scope of software revenue recognition guidance. Existing software revenue recognition guidance requires that
its provisions be applied to an entire arrangement when the sale of any products or services containing or utilizing software
when the software is considered more than incidental to the product or service. As a result of the amendments included in ASU
No. 2009-14, many tangible products and services that rely on software will be accounted for under the multiple-
element arrangements revenue recognition guidance rather than under the software revenue recognition guidance. Under the
ASU, the following components would be excluded from the scope of software revenue recognition guidance:  the
tangible element of the product, software products bundled with tangible products where the software components and non-
software components function together to deliver the product's essential functionality, and undelivered components that relate to
software that is essential to the tangible product's functionality. The ASU also provides guidance on how to allocate transaction
consideration when an arrangement contains both deliverables within the scope of software revenue guidance (software
deliverables) and deliverables not within the scope of that guidance (non-software deliverables). The ASU is effective beginning
January 1, 2011. The adoption of this standard didn't have a material impact on our financial statements.

In January 2010, the FASB issued ASU No. 2010-6, "Improving Disclosures About Fair Value Measurements,"
that amends existing disclosure requirements under ASC 820 by adding required disclosures about items transferring into and
out of levels 1 and 2 in the fair value hierarchy; adding separate disclosures about purchases, sales, issuances, and settlements
relative to level 3 measurements; and clarifying, among other things, the existing fair value disclosures about the level of
disaggregation. This ASU became effective during the first quarter of 2010, except for the requirement to provide level 3
activities of purchases, sales, issuances, and settlements on a gross basis, which becomes effective beginning the first quarter
of 2011.  The adoption of this standard didn't have a material impact on our financial statements.

NOTE 3 - RELATED PARTY NOTE PAYABLE

On July 31, 2007, MMR entered into a promissory note agreement and a security agreement with The RHL Group, a
corporation wholly owned by Robert H. Lorsch, our Chairman, Chief Executive Officer and President, to borrow up to $100,000
under a revolving line of credit. This agreement was subsequently superseded by an amended and restated promissory note on
August 23, 2007 under the terms of which the line amount was increased to $1 million.  Following the Merger, on April 29, 2009,
we agreed to restructure MMR's secured credit facility with The RHL Group and entered into a Secured Credit Restructuring
Agreement with MMR, The RHL Group and Mr. Lorsch, or the Restructuring Agreement. We issued The RHL Group a Third
Amended and Restated Note and we agreed to guaranty MMR's obligations under the Third Amended Note. On April 29, 2010,
we, The RHL Group and Robert H. Lorsch entered into a Fourth Amended and Restated Secured Promissory Note, or the
Fourth Amended Note, and we agreed to guaranty MMR's obligations under the Fourth Amended Note (the "Guaranty"). The
Fourth Amended Note amends and restates the April 29, 2009 Third Amended and Restated Secured Promissory Note
Agreement. The Fourth Amended Note matures April 29, 2011, and bears interest at the lesser of 10% or the highest rate then
permitted by law, and is secured by the Security Agreement. The reserve credit line of the Fourth Amended Noted remained at
$3,000,000. In connection with the Fourth Amended Note, The RHL Group received a $200,000 loan origination fee ("Fee") that
was due and payable immediately. On October 29, 2010, the Fourth Amended Note was renewed for an additional six-month
term and the RHL Group received an additional $200,000 loan origination fee.  In the event that we renew the Fourth Amended
Note for an additional six-month term, The RHL Group would be due an additional $200,000 loan origination fee. In addition,
The RHL Group received a warrant to purchase up to 2,614,684 shares of our common stock at an exercise price of $0.21 per
share. This warrant is fully vested and is exercisable either in cash or on a cashless basis at any time prior to the fourth
anniversary of the warrant's issuance.

10

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The RHL Group Note payable had a balance of $1,218,947 at March 31, 2011.  The components of the RHL Group Note
payable and the related balance sheet presentation as of March 31, 2011 are as follows: $1,118,947, which are included in the
Line of Credit, Related Party; and $100,000, which is related to deferred salary and consulting expenses is included in Related
Party Payables. The RHL Group received a $200,000 loan origination fee in connection with the Fourth Amended Note. On May
20, 2010, The RHL Group exercised warrants to purchase 1,600,000 shares of our common stock with an exercise price of
$0.125 in consideration for the loan origination fee. We recorded the loan origination fee as a deferred financing cost and we are
amortizing it over the Fourth Amended Note maturity period.  As of March 31, 2011, the remaining unamortized origination fee
was $33,333.

Total interest expense on this note for the three months ended March 31, 2011 and 2010 amounted to $28,628 and
$36,304, respectively. The unpaid interest balance as of March 31, 2011 and December 31, 2010 was $17,478 and $10,262,
respectively.

In conjunction with the loan agreement noted above, we were required to maintain certain financial covenants, including the
requirement that we have at least $200,000 in cash in our bank accounts or such other amount as necessary to maintain
operations through the subsequent thirty (30) days and timely pay any obligations due respecting payroll and all associated
payroll taxes on and after March 31, 2011. As of March 31, 2011, we were in compliance with our financial covenants under the
terms of the Fourth Amended Note.

NOTE 4 - INCOME TAXES

Under ASC 740-270, Income Taxes - Interim Reporting, we are required to adjust our effective tax rate each quarter
to be consistent with the estimated annual effective tax rate. We are also required to record the tax impact of certain discrete
items, unusual or infrequently occurring, including changes in judgment about valuation allowances and effects of changes in
tax laws or rates, in the interim period in which they occur. In addition, we exclude jurisdictions with a projected loss for the year
or a year-to-date loss where we cannot recognize a tax benefit from our estimated annual effective tax rate. The impact of such
an exclusion could result in a higher or lower effective tax rate during a particular quarter, based upon the mix and timing of
actual earnings versus annual projections.

In accordance with ASC 740, Income Taxes, we have performed an analysis of our previous tax filings and
determined that there we did not take any positions that we considered uncertain. Therefore, we did not have any unrecognized
tax benefits as of March 31, 2011.

MMR, in its capacity as the operating company taking over our income tax positions in addition to its own positions after
January 27, 2009 (see Note 1), has estimated its annual effective tax rate to be zero.  MMR has based this on an expectation
that the combined entity will generate net operating losses in 2011, and it is not likely that those losses will be recovered using
future taxable income. Therefore, no provision for income tax has been recorded as of and for the three and nine months ended
March 31, 2011.

NOTE 5 - COMMITMENTS AND CONTINGENCIES

Leases

We lease certain facilities and equipment under non-cancelable capital and operating leases, which expire at various dates
through 2013.  Effective September 1, 2010, we entered into a lease agreement to lease office space in Los Angeles, California.
The lease requires a monthly payment of $5,500 commencing in September 2010. Effective November 1, 2010, the Company
entered into a lease agreement to lease additional space adjacent to the current office space in Los Angeles, California.  The
lease requires an additional monthly payment of $3,193 commencing in November 2010.  Both leases expire on August 31,
2013 unless renewed.  Total rent expense for the three months ended March 31, 2011 and 2010 was $17,386 and $17,225,
respectively.    Future minimum lease payments as of March 31, 2011, under non-cancelable operating leases (with initial or
remaining lease terms in excess of one year) and future minimum capital lease payments are as follows:

|Year Ending                  |  |   | Operating |  |   | Capital
|---------------------------- |  | - | --------- |  | - | -------
|December 31,                 |  |   | Leases    |  |   | Leases 
|                             |  |   |           |  |   |        
|2011 (remainder of)          |  | $ | 78,237    |  | $ | 8,700  
|2012                         |  |   | 104,316   |  |   | -      
|2013                         |  |   | 69,544    |  |   | -      
|Total minimum lease payments |  | $ | 252,097   |  |   | 8,700  
|Less interest portion        |  |   |           |  |   | (356)  
|                             |  |   |           |  | $ | 8,344  

11

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Guarantee provided by Robert H. Lorsch

On August 17, 2009, Robert H. Lorsch, our Chief Executive Officer and President, agreed to guarantee $282,641 in
payments due to a vendor for services rendered to us.  On August 17, 2009, in consideration of a personal guaranty given by
Mr. Lorsch, we granted Mr. Lorsch (i) a warrant to purchase up to 706,605 shares of our common stock, at an exercise price of
$0.13 per share, which was the closing price of our common stock on the date immediately preceding the date of grant, and (ii)
141,321 shares of our common stock. On June 11, 2010, we settled our liability with this vendor in exchange for 1,680,677
shares of our common stock, which resulted in a cancellation of the aforementioned guarantee.

Litigation Matters

From time to time, we are involved in various legal proceedings generally incidental to its business. While the result of
any litigation contains an element of uncertainty, our management presently believes that the outcome of any known, pending or
threatened legal proceeding or claim, individually or combined, will not have a material adverse effect on our financial
statements.

On April 30, 2010, we filed a petition in the New York Supreme Court against the Lymphoma Research Foundation, or LRF,
a California nonprofit corporation, to enforce our rights to certain intellectual property and biotechnology assets acquired as a
part of the reverse Merger with Favrille.  LRF has claimed ownership of some of these assets, including samples and data which
were transferred to LRF in the summer of 2008.  Also on April 30, 2010, LRF filed a declaratory relief action in the New York
Supreme Court asserting its rights over the aforementioned samples and data.  We answered LRF's action and filed
counterclaims on July 6, 2010.  Although the Company and LRF have met in mediation, the litigation is ongoing.  Since then,
LRF filed a motion for summary judgment with the New York Court, seeking a determination that it was the sole owner of the
assets, and MMR filed papers in opposition of the motion. On September 21, 2010, the New York Court denied LRF's motion on
the ground that the parties had not yet had an opportunity to conduct discovery and that LRF's motion was premature.  In
November 2010, LRF and MMR settled the litigation over the biotech assets, which gave the Company exclusive control of
certain data and tissue samples created during trials of Favrille, Inc.'s FavIdTM vaccine.

The Company is planning on filing a lawsuit against a certain former officer of pre-merger Favrille, and other potential
defendants that the Company believes may have misappropriated some of Favrille's intellectual and personal property.
Information leading to the decision to file the lawsuit was discovered as a result of the filing of a lawsuit by The RHL Group, Inc.,
a creditor of The Company.  The RHL Group lawsuit was filed against Dan Gold, a former officer and director of Favrille, and
other defendants for wrongful acts relating to the misappropriation of Favrille's intellectual and personal property. The RHL
Group case is currently pending in San Diego, California.  The Company's board of directors has consented to having the same
law firm represent both the RHL Group, Inc. and The Company in this matter.

At this time the potential recovery for damages is unknown, however we believe damages could be
significant.  There is no attorneys' fees provision, so if the lawsuit ends unfavorably, we will only be liable for our attorneys' fees
incurred by The Company for its representation.

NOTE 6 - STOCKHOLDERS' DEFICIT

Preferred Stock

MMR has 5,000,000 shares of its preferred stock authorized. As of March 31, 2011 and December 31, 2010, there were no
shares of MMR preferred stock issued and outstanding.

Common Stock

As of March 31, 2011, we are authorized to issue 650,000,000 shares of common stock.  Pursuant to the Merger
Agreement, we agreed to issue (or reserve for issuance) 92,599,196 shares of our common stock to the stockholders of MMR
and the holders of options and warrants to acquire MMR common stock at the time of the Merger.

On August 5, 2010, the Company filed a Form S-1 related to the offer and resale of up to 60,000,000 shares of our common
stock, by the selling stockholder, Dutchess Opportunity Fund, II, LP, or Dutchess. Dutchess has agreed to purchase all
60,000,000 shares pursuant to the investment agreement dated September 15, 2009, as amended on May 7, 2010, or the
Investment Agreement, between Dutchess and the Company, and an additional 230,800 shares were issued to Dutchess in
partial consideration for the preparation of the documents for its investment. Subject to the terms and conditions of the
Investment Agreement, the Company has the right to put up to $10.0 million in shares of our common stock to Dutchess.

As of March 31, 2011, the total shares of our common stock issued and outstanding amounted to 243,660,774.

12

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Warrants for Purchase of Preferred B shares

On April 1, 2007, MMR granted a warrant to purchase up to 200,000 shares of its Series B Preferred Stock at an exercise
price of $2.00 per share. MMR issued this warrant to the largest distributor of employee assistance services in the U.S. as an
incentive to market and sell MMR's services into their customer base. The related services agreement was for five years, and
the customer never bought any services from MMR.  Upon closing of the Merger on January 27, 2009, this warrant converted
into a warrant to purchase up to 656,346 shares of our common stock at an exercise price of $0.61 per share. We did not record
any additional expense during the three months ended March 31, 2011 resulting from the automatic adjustment of this
warrant.

NOTE 7 - EQUITY ISSUANCES

Stock Option Activity

On January 21, 2010, our Board of Directors approved an increase to the number of shares authorized for issuance under
our 2001 Equity Incentive Plan, or the Plan, from 12,000,000 to 27,000,000 shares as we determined that the number of shares
remaining under the Plan was not adequate to retain our key directors, executives and managers. Our stockholders approved
the increase to the Plan on June 15, 2010.

A summary of option activity for the three months ended March 31, 2011 is presented below.  Fair value of options granted
for the three months ended March 31, 2011 was $57,541.  Options granted by MMR prior to the date of the Merger of January
27, 2009 have been retroactively restated to reflect the conversion ratio of MMR to MMRGlobal shares.

|                                          |  |             |  |   |           |  | Weighted-   |   |          
|----------------------------------------- |  | ----------- |  | - | --------- |  | ----------- | - | ---------
|                                          |  |             |  |   |           |  | Average     |   |          
|                                          |  |             |  |   | Weighted- |  | Remaining   |   | Aggregate
|                                          |  |             |  |   | Average   |  | Contractual |   | Intrinsic
|                                          |  |             |  |   | Exercise  |  | Life        |   | Value    
|                                          |  | Options     |  |   | Price     |  | (Years)     |   |          
|Outstanding at December 31, 2010          |  | 41,752,121  |  | $ | 0.12      |  | 6.72        | $ | 30,071   
|Granted                                   |  | 750,000     |  |   | 0.08      |  |             |   |          
|Exercised                                 |  | -           |  |   | -         |  |             |   |          
|Cancelled                                 |  | (1,876,430) |  |   | 0.15      |  |             |   |          
|Outstanding at March 31, 2011 (unaudited) |  | 40,625,691  |  |   | 0.12      |  |             | $ | -        
|                                          |  |             |  |   |           |  |             |   |          
|                                          |  |             |  |   |           |  |             |   |          
|Vested and expected to vest               |  |             |  |   |           |  |             |   |          
|at March 31, 2011 (Unaudited)             |  | 40,625,691  |  | $ | 0.12      |  | 6.61        | $ | -        
|                                          |  |             |  |   |           |  |             |   |          
|Exercisable at March 31, 2011 (Unaudited) |  | 22,262,297  |  | $ | 0.13      |  | 5.09        | $ | -        

The aggregate intrinsic value in the table above is before applicable income taxes and is calculated based on the difference
between the exercise price of the options and the quoted price of the common stock as of the reporting date.

Total stock option expense recorded for the three months ended March 31, 2011 and 2010 amounted to $416,795 and $
656,539, respectively.

The following table summarizes information about stock options outstanding and exercisable at March 31, 2011.

|  |             |  | Options Outstanding |  | Options Exercisable
|- | ----------- |  | ------------------- |  | -------------------
|  |             |  |                     |  |                    
|  |             |  |                     |  |                    
|  | Exercise    |  | Number              |  |                    
|  | Price       |  | of Shares           |  |                    
|  |             |  |                     |  |                    
|$ | 0.05 - 0.09 |  | 1,150,000           |  |                    
|  | 0.1 - 0.15  |  | 35,598,765          |  |                    
|  | > 0.15      |  | 3,876,926           |  |                    
|  |             |  | 40,625,691          |  |                    

13

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Warrants

On November 7, 2007, in conjunction with the registered direct offering of an aggregate of 7.4 million shares, we
issued warrants to purchase, in the aggregate, up to 4.4 million shares of our common stock at an exercise price of $2.77 per
share. These warrants were exercisable as of the date of grant through November 7, 2012. We valued the warrants
using a Black-Scholes pricing model. ASC 815-40, Contracts in Entity's Own Equity, requires freestanding contracts that
are settled in a company's own stock, including common stock warrants, to be designated as an equity instrument, asset or
liability. A contract designated as an asset or a liability must be carried at fair value until exercised or expired, with any changes
in fair value recorded in the results of operations. We applied ASC 815-40 to account for the liability as a derivative (please see
our Annual Report on Form 10-K for the year ended December 31, 2008, filed on April 15, 2009, for a more detailed discussion).
The valuation of these warrants amounted to $88,997 as of March 31, 2011 and December 31, 2010.

Immediately prior to the Merger, we issued warrants to acquire in the aggregate 9,999,992 shares of our common stock at
an average exercise price of $0.12 per share, which expire on January 26, 2014, to certain former officers, former directors and
their affiliates who were willing to take such equity as partial or full payment for outstanding liabilities. These warrants vested
immediately and were valued on the date of grant using the Black-Scholes option pricing model.  As this transaction occurred
immediately prior to the Merger, the resulting gain on the issuance of warrants was reflected in our statement of operations.
There is no impact of this transaction recorded on the accompanying consolidated statement of operations for the three months
ended March 31, 2011.

On January 4, 2011, we granted a warrant to purchase up to 180,000 shares of our common stock to a third-party as
payment for services.  This warrant has an exercise price of $0.10 per share, with a contractual live through January 4, 2016.
From the vesting commencement date, this warrant vests in 6 monthly installments.  This warrant had an aggregate value of
$14,669, of which $4,890 was recorded as operating expenses during the three months ended March 31, 2011.

On February 15, 2011, we granted a warrant to purchase up to 250,000 shares of our common stock to a third-party as
payment for services.  This warrant had an exercise price of $0.10 per share, with a contractual life through February 15, 2013.
This warrant vests annually over two years and has an aggregate value of $13,635 of which $0 was recorded as operating
expenses during the three months ended March 31, 2011.

On March 3, 2011, we granted a warrant to purchase up to 500,000 shares of our common stock to a third-party.  This
warrant had an exercise price of $0.10 per share, with a contractual life through March 3, 2013.   35% of the right to purchase
shares under the warrant vested after 30 days from the vesting commencement date.  Additional 35% of the right to purchase
shares under the warrant vested after 60 days from the vesting commencement date.  The remaining 30% will vest after 90
days from the vesting commencement date.  This warrant had an aggregate value of $23,134, of which $0 was recorded as
operating expenses during the three months ended March 31, 2011.

A summary of the activity of the Company's warrants for the three months ended March 31, 2010 is presented below:

|                                 |             |  | Weighted Avg  
|-------------------------------- | ----------- |  | --------------
|                                 | Shares      |  | Exercise Price
|Outstanding at December 31, 2010 | 46,889,598  |  | 0.35          
|Granted                          | 930,000     |  | 0.10          
|Exercised                        | (240,000)   |  | 0.13          
|Cancelled                        | (4,094,288) |  | 3.88          
|Outstanding at March 31, 2011    | 43,485,310  |  | 0.43          

The following summarizes the total warrants outstanding and exercisable as of March 31, 2011.

|              | Warrants Outstanding |  | Warrants Exercisable
|------------- | -------------------- |  | --------------------
|              | Warrants             |  | Weighted Avg        
|Ranges        | Outstanding          |  | Remaining Life      
|              |                      |  |                     
|$0.05 - $0.25 | 36,619,054           |  | 3.31                
|$0.25 - $2.50 | 2,166,346            |  | 2.09                
|>  $2.50      | 4,699,910            |  | 1.59                
|              | 43,485,310           |  |                     

The weighted average fair value of warrants granted during the three months ended March 31, 2011 amounted to $0.10 per
warrant.

14

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Shares Issued for Services or Reduction to Liabilities

During the three months ended March 31, 2011, we issued 902,808 shares of common stock with a value of $85,752 to
non-employees and charged to the appropriate accounts for the following reasons:

|Purpose               |  | Shares  |   | Value 
|--------------------- |  | ------- | - | ------
|                      |  |         |   |       
|Services provided     |  | 170,000 | $ | 16,760
|Reduction of payables |  | 732,808 |   | 68,992
|                      |  |         |   |       
|Total                 |  | 902,808 | $ | 85,752

The 902,808 shares were not contractually restricted, however as they were unregistered they were restricted from sale
until the requirements of Rule 144 under the Securities Act, as amended, permit such sale. All such shares were issued at the
trading closing price on the date of issuance and such value was calculated therefrom.

Derivative Liabilities

In accordance with ASC 815-40, on January 27, 2009, we performed an analysis as if all holders of options and warrants
exercised their rights under those contracts. This analysis resulted in the conclusion that we had inadequate authorized shares
to settle 100% of these contracts. Therefore, as stockholder approval would be necessary to increase the number of authorized
shares, settlement of these obligations would not be within our control. Consequently, certain non-employee options and
warrants were accounted for as derivative liabilities in accordance with ASC 815-40.

The event giving rise to this condition was the merger between Favrille, Inc. and MyMedicalRecords.com, Inc. on January
27, 2009. On that date, we classified from equity to derivative liabilities the fair value of 3,436,458 vested non-employee options
and 15,218,890 vested warrant contracts. We remedied this condition on June 13, 2009 when certain of the option and warrant
holders waived their rights under those contracts until such time that we had 250 million or more shares authorized. On June 13,
2009, we valued these contracts using the Black-Scholes option valuation model and we recorded the difference between the
original value at January 27, 2009 of $871,052 and the value at June 13, 2009 of $1,377,033, as a loss on change in value of
derivatives for the nine months ended September 30, 2009 of $505,981. On June 13, 2009, we reclassified the value of the
derivative liabilities back into equity.

On July 16, 2009, we entered into a 12% Convertible Promissory Note with an unrelated third-party for a principal amount
totaling $30,000. Subsequently, we entered into identical 12% Convertible Promissory Notes with four other unrelated third-
parties for an additional $530,000, each at the same terms as described above under "Warrants."  In addition, we
granted a total of 3,110,000 warrants to purchase shares of our common stock in connection with these convertible notes at an
exercise price equal to the lesser of (i) the product of 50% multiplied by the arithmetic VWAP of the common stock for the 10
consecutive trading days ending on the day that is 3 Trading Days prior to the applicable exercise date or (ii) $0.15.  At the time,
this resulted in the possibility that we may not have had enough authorized shares to settle these obligations using common
stock. Instead, there was the possibility, although remote, that we may have needed to settle one or more of these contracts
with cash. Consequently certain non-employee options and warrants were accounted for as derivative liabilities as of July 16,
2009.

The event giving rise to this condition was the first convertible note the Company entered into on July 16, 2009. The
condition was remedied on May 5, 2010 when all convertible notes were converted into common stock and all warrants granted
in connection with the convertible notes were exercised. On May 5, 2010, we valued these contracts again using the Black-
Scholes option valuation model and we recorded the difference between the value at December 31, 2009 of $1,534,824 and the
value at May 5, 2010 of $7,448,516, as a loss on change in value of derivatives for the year ended December 31, 2010 of
$5,843,735. On May 5, 2010, we reclassified the value of the derivative liabilities back into equity.

We did not designate any of the derivatives liabilities as hedging instruments.

15

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The inputs used for the Black-Scholes option valuation model were as follows.

|                        |  |  |  |  | March 31, 2011 |  | December 31, 2010
|----------------------- |  |  |  |  | -------------- |  | -----------------
|                        |  |  |  |  | (Unaudited)    |  |                  
|                        |  |  |  |  |                |  |                  
|Expected life in years  |  |  |  |  | 5 - 10 Years   |  | 5 - 10 Years     
|Stock price volatility  |  |  |  |  | 147.89%        |  | 111.85% - 128.94%
|Risk free interest rate |  |  |  |  | 3.36%          |  | 2.38% - 3.87%    
|Expected dividends      |  |  |  |  | None           |  | None             
|Forfeiture rate         |  |  |  |  | 0%             |  | 0%               

NOTE 8 - NOTES PAYABLE

Notes payable consisted of the following.

|                                                                                                                                                                                                                                     |  |   | March 31,   |  |   | December 31,
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |  | - | ----------- |  | - | ------------
|                                                                                                                                                                                                                                     |  |   | 2011        |  |   | 2010        
|                                                                                                                                                                                                                                     |  |   | (Unaudited) |  |   |             
|                                                                                                                                                                                                                                     |  |   |             |  |   |             
|Promissory notes payable due to the former officers of MMRGlobal as part of severance packages,due in full on August 31, 2009 with no stated interest                                                                                |  | $ | 76,783      |  | $ | 76,783      
|                                                                                                                                                                                                                                     |  |   |             |  |   |             
|Promissory notes payable due to the two remaining officers of MMRGlobal pursuant to the Resignation and Post-Merger
Employment Arrangement, due in full on August 31, 2009 with no stated interest                                   |  |   | 25,444      |  |   | 25,444      
|                                                                                                                                                                                                                                     |  |   |             |  |   |             
|Promissory notes payable due to vendors relating to settlement of certain outstanding accounts payable,
payable in 18 equal monthly installments commencing on July 27, 2009 and ending on January 27, 2011, with no stated interest |  |   | 223,116     |  |   | 223,116     
|                                                                                                                                                                                                                                     |  |   |             |  |   |             
|                                                                                                                                                                                                                                     |  |   | 325,343     |  |   | 325,343     
|Less: current portion                                                                                                                                                                                                                |  |   | 325,343     |  |   | 325,343     
|Notes payable, less current portion                                                                                                                                                                                                  |  | $ | -           |  | $ | -           

NOTE 9 - CONVERTIBLE PROMISSORY NOTES

In the three months ended March 31, 2011, no new notes were issued and no outstanding notes were converted.

The total interest expense attributed to all Notes and related warrants for the three months ended March 31, 2011 and 2010
was $305,862 and $1,958,300, respectively.

NOTE 10 - RESTRUCTURING ACTIVITIES

From May 29, 2008 to November 7, 2008, we provided notices under the federal Worker Adjustment and
Retraining Notification Act to 142 employees, including six members of senior management, that we planned to conduct a
workforce reduction at our San Diego, California facility and that their employment was expected to end on various dates
between June 6, 2008 to November 7, 2008. Immediately prior to the date of the Merger, the total severance liability
relating to former MMRGlobal employees amounted to $1,682,416. Also immediately prior to the Merger, as part of the
9,999,992 warrants issued to creditors (see Note 9), we issued warrants as settlement of $985,020 of these amounts. In
addition, we signed promissory notes with certain former executives totaling $76,783, which notes were payable in full on
August 31, 2009 (see Note 10).

As of March 31, 2011, the total remaining severance liabilities amounted to $620,613, which we reflect as severance liability
on the accompanying condensed consolidated balance sheets. This liability consists of $571,362 payable to former non-
executive employees in 18 monthly installments starting on July 27, 2009, as well as $49,251 in estimated payroll tax. We did
not make payments during the three months ended March 31, 2011 on these severance liabilities.

16

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NOTE 11 - RELATED PARTY TRANSACTIONS

Our President, Chairman and Chief Executive Officer, Robert H. Lorsch, is also the Chief Executive Officer of The RHL
Group, Inc. and owns all of the capital stock of The RHL Group, Inc. Mr. Lorsch, directly and indirectly through The RHL Group,
beneficially owns approximately 26.7% our total outstanding voting stock. The RHL Group has loaned money to MMRGlobal
pursuant to a secured note. See Note 3 - Related Party Note Payable.

The RHL Group is an investment holding company which provides consulting, operational and technical services to us,
which we refer to as the RHL Services. As part of the RHL Services, The RHL Group provides us with unrestricted access to its
internal business and relationship contact database of more than 10,000 persons and entities, which includes clients of The
RHL Group and other individuals which may hold value to us. The RHL Group also provides infrastructure support to us,
including allowing us unlimited access to its equipment, and data, information management and server systems. In addition to
allowing us the use of its office support personnel, The RHL Group also has consented to allow us to utilize the full-time
services of Mr. Lorsch as our President, Chairman and Chief Executive Officer, which requires substantial time and energy
away from his required duties as The RHL Group's Chairman and Chief Executive Officer. In addition, The RHL Group has
made its President, Kira Reed, available as our spokesperson, for personal appearances, tradeshows and hosting our product
videos. Ms. Reed also manages our social networking activities.

We incurred $12,500 during the three months ended March 31, 2011 and 2010 respectively, towards marketing consulting
services from Bernard Stolar, a director. We included in related party payables at March 31, 2011 and December 31, 2010
$68,943 and $54,359, respectively, with respect to these services.

We also incurred $12,500 during the three months ended March 31, 2011 and 2010 towards marketing consulting services
from Hector Barreto, a director. We included in related party payables at March 31, 2011 and December 31, 2010 $49,575 and
$31,075, respectively, with respect to these services.

We also incurred $12,500 during the three months ended March 31, 2011 and 2010 towards finder's fees and/or consulting
services from George Rebensdorf, a director. We included in related party payables at March 31, 2011 and December 31, 2010
$45,203 and $40,703, respectively, with respect to these services.

We also incurred $6,000 during the three months ended March 31, 2011 towards consulting services from Jack Zwissig, a
director. We included in related party payables at March 31, 2011 and December 31, 2010 $41,950 and $30,950, respectively,
with respect to these services.

We contract with a significant vendor for the development and maintenance of the software applications necessary to run
our MyMedicalRecords PHR, MyESafeDepositBox and MyMedicalRecords Pro products. Our outside developer supports our
software development needs through a team of software engineers, programmers, quality control personnel and testers, who
work with our internal product development team on all aspects of application development, design, integration and support of
our products.  This vendor is also a stockholder.  For the three months ended March 31, 2011 and 2010, the total expenses
relating to this stockholder amounted to $103,257 and $12,533, respectively.  In addition, we capitalized $68,571 of software
development costs for the three months ended March 31, 2011. As of March 31, 2011 and December 31, 2010, the total
amounts due to the stockholder and included in related party payables amounted to $857,535 and $784,278, respectively.

We incurred costs of $0 and $37,895 during the three months ended March 31, 2011 and 2010, respectively, toward
consulting services from Audit Prep Services, LLC. Michael T. Psomas, member of Audit Prep Services, LLC, is a stockholder of
MMRGlobal. At March 31, 2011 and December 31, 2010 we had $0 and $47,316, respectively, due to Audit Prep Services, LLC,
which was recorded as a related party payable.

On September 15, 2009, we entered into a five year agreement with E-Mail Frequency, LLC and David Loftus, Managing
Partner of E-Mail Frequency, LLC, a significant stockholder of the Company. We will license an existing 80 million person direct
marketing database of street addresses, cellular phone numbers, e-mail addresses and other comprehensive data with E-Mail
Frequency. The agreement allows us to market, through the use of the Database, our MyMedicalRecords Personal Health
Record, MyEsafeDepositBox virtual vault, and MMRPro document management system to physicians and their patients. Under
the terms of the Agreement, we paid $250,000 to David Loftus as a one-time consulting fee in the form of 2,777,778 shares of
our common stock.  We recorded the $250,000 one-time licensee fee as a prepaid consulting fee and included in the prepaid
expenses and other current assets as of December 31, 2009. Amortization expense for the three months ended March 31, 2011
and 2010 was $12,500.  We included in related party payables at March 31, 2011 and December 31, 2010 of $19,103, in
respect to these services. Furthermore, on January 6, 2010, we entered into 12% Convertible Promissory Notes with Mr. Loftus
for a principal amount totaling $400,000 and warrants to purchase the our common stock, which Mr. Loftus immediately
converted both into shares of our common stock, for a total 8,860,606 shares of our common stock. On July 26, 2010 and
September 21, 2010, we entered into 6% Convertible Promissory Notes with Mr. Loftus for a total principal amount of $450,000
and warrants to purchase the our common stock, which is still outstanding as of March 31, 2011.

17

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NOTE 12 - SUBSEQUENT EVENTS

On May 6, 2011, the Company entered into an Agreement (the "Agreement") with Nihilent Technologies, Inc., a
website related software development provider of the Company ("Nihilent"). Pursuant to the Agreement, the Company shall
issue Nihilent 13,152,183 shares (the "Shares") of restricted stock of the Company by May 20, 2011 (at a value of $0.06 per
share) and deliver certain other consideration (collectively, the "Consideration") in exchange for a reduction to accounts payable
previously reported in the Company's financial statements and relating to development services in the amount of US $789,131
primarily pertaining to the Company's MMRPro product. In addition, Nihilent has agreed, upon receipt of the Consideration, to
transfer to the Company all title, right and ownership interests in all source code and other intellectual property pertaining to all
products and services developed exclusively for the Company. After the issuance of the shares, Nihilent will have certain filing
and reporting obligations.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion of our financial condition and results of operations in conjunction with our
financial statements and related notes appearing elsewhere in this quarterly report on Form 10-Q and the description of our
business appearing in our Annual Report on Form 10-K for the year ended December 31, 2010 that we filed with the
SEC on March 31, 2011 (the "Form 10-K "). This discussion contains forward-looking statements, the accuracy of
which involves risks and uncertainties. Please see "Cautionary Note Regarding Forward-Looking Statements" below.  Our
actual results could differ materially from those anticipated in these forward-looking statements for many reasons, including the
risks faced by us described in "Risk Factors" in Item 1A of the Form 10-K.

Cautionary Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q contains certain forward-looking statements. The words "anticipate," "expect,"
"believe," "plan," "intend," "will" and similar expressions are intended to identify such statements. Although the forward-looking
statements in this quarterly report on Form 10-Q reflect the good faith judgment of our management, such statements are
subject to various risks and uncertainties, including but not limited to the following:

- The possible invalidity of the underlying assumptions and estimates related to our business and market;
- Possible changes or developments in economic, business, industry, market, legal and regulatory circumstances;
- Conditions and actions taken or omitted to be taken by third parties, including customers, suppliers, business partners and
competitors and legislative, judicial and other governmental authorities and officials;
- The ability to generate subscribers for our products and services given the current competitive landscape;
- Our ability to adapt our products to conform to any technical specifications necessary to benefit from stimulus package
funding;
- Our ability to raise dilutive and non-dilutive capital in order to meet our financial obligations and invest in our business to
grow revenues, including risks related to our trading in the Over the Counter market;
- Our ability to launch new products or to successfully commercialize our existing or planned products;
- Managing costs while building up an effective sales and service delivery organization for our products with our small
management team;
- Our ability to maximize our legacy biotechnology assets and otherwise protect our intellectual property assets;
- Our ability to enter into marketing arrangements with large membership and affinity organizations for our products and
maintain and grow subscribers from such arrangements, such as those noted above, particularly after the initial introductory
period; and
- Our losses incurred since our inception and our ability to achieve profitability in the near term is primarily dependent on our
ability to invest capital in our business to increase revenues while controlling and limiting expenses at a rate slower than
revenue growth.

Assumptions related to the foregoing involve judgments with respect to, among other things, future economic, competitive
and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of
which are beyond our control. Any of such assumptions could be inaccurate. You should not place undue reliance on these
forward-looking statements, which are based on our current views and assumptions. In evaluating these statements, you should
specifically consider various factors, including the foregoing risks and those outlined under "Risk Factors" in Item 1A of the Form
10-K filed on March 31, 2011. Our forward-looking statements represent estimates and assumptions only as of the date of this
quarterly report on Form 10-Q. Except as required by law, we undertake no obligation to update any forward-looking
statement to reflect events or circumstances occurring after the date of this quarterly report on Form 10-Q.

18

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Overview

Background

We provide secure and easy-to-use online Personal Health Records ("PHRs") and electronic safe deposit box storage
solutions, serving consumers, healthcare professionals, employers, insurance companies, professional organizations and
affinity groups. MyMedicalRecords enables individuals and families to access their medical records and other important
documents, such as birth certificates, passports, insurance policies and wills, anytime from anywhere using the Internet. The
MyMedicalRecords Personal Health Record is built on proprietary, patent pending, issued and applied for technologies to allow
documents, images and voicemail messages to be transmitted and stored in the system using a variety of methods, including
fax, phone, or file upload without relying on any specific electronic medical record platform to populate a user's account. The
Company's professional offering, MMRPro, is designed to give physicians' offices an easy and cost-effective solution to
digitizing paper-based medical records and sharing them with patients in real time. MMRGlobal is an Independent Software
Vendor Partner with Kodak to deliver an integrated turnkey EMR solution for healthcare professionals. MMRGlobal is also an
integrated service provider on Google Health.

For a description of our corporate organizational history prior to the date hereof, please see Note 1 to our financial
statements.

Source of Revenues

We are generating revenues from the licensing of our biotech assets, which may include non-refundable license and up-
front fees, non-refundable milestone payments that are triggered upon achievement of a specific event and future royalties or
lump-sum payments on sales of related products.  We record these licensing revenues under "License Fees -
Biotech" in our income statement.  We are sometimes paid an upfront license fee and milestone payments and we
recognized these fees as revenue as payments were received.  During the three months ended March 31, 2011, the Company
received $500,000 from Celgene, which represents 87.4% of the total revenue for the reporting period.

We derive our revenues from the sale of our MMRPro system, which includes a high-tech scanner, various licenses to use
third party software, a license to use MMR's proprietary MMRPro application software, dedicated telephone lines, secure online
storage and warranties. Installation and training are provided as part of the agreement. Software licenses, telephone lines,
online secure storage and warranties are provided over the three year term of the agreement. Our customers pay these
contracts in advance and are not refundable. We allocate the revenue derived from these arrangements among all the
deliverables, based on the relative selling price of each deliverable. With the exception of MMR's proprietary MMRPro
application software, we used third party evidence to set the selling prices used for this allocation. Revenues from the sales of
MMRPro systems accounted for 39.2% and 0% of our total revenues during the three months ended September 30, 2010 and
2009, respectively. Revenues from the sale of MMRPro systems accounted for 38.5% and 0% of our total revenues during the
nine months ended September 30, 2010 and 2009, respectively.

We also derive our revenues from the provision of services, which are comprised of facilitating electronic access to
consumer medical records and other vital documents, as well as international licensing of our services. We offer our services to
subscribers either on a direct subscription basis or an "access" basis through various types of organizations, and in both cases,
we record these revenues under "Subscriber" in our income statement. On a direct subscription basis, which we use when we
market our products direct to consumers or wholesale through corporations to their employees, or through affinity and
membership organizations to their members, the subscriber pays us directly with a credit card or Paypal account either on a
monthly or annual plan. On an access basis, which we currently use only with corporations, affinity and membership
organizations, hospitals and other business to business customers, we charge a monthly fee to the organization based on the
number of users who will have access to our services through such organization, whether or not such users actually enroll.

We also have generated revenues from licensing the sale and marketing of our services internationally and, to a lesser
extent, from ancillary fee payments including web and marketing development services among others. We record these
licensing revenues under "License Fees" and other ancillary revenues under "Other Revenues" in our income
statement. When we enter into a licensing arrangement, we are sometimes paid an upfront license fee and typically receive
ongoing royalty payments that are often based on a percentage of revenue earned by our licensee.  We recognize these fees
over the license period.  When we receive ancillary one-time payments, we record them when services or products are
delivered.

Cost of Revenue

Our cost of revenue includes the cost of maintaining our voice and fax mailboxes, long-distance call transport costs, fax and
voice call processing costs, credit card transaction processing costs, web hosting and management fees, website maintenance
and support costs, costs associated with creating and mailing enrollment packages to our subscribers and the cost of Kodak
scanners. Cost of revenue also includes customer service costs. We also charge to cost of revenue our direct selling costs,
which include commissions paid to sales representatives who sell our wholesale and access based accounts.

19

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Operating Expenses

The largest component of our operating expenses are our general and administrative expenses, which include personnel
salaries and benefits, office rent and supplies, insurance costs, fees for legal and professional services, as well as our expenses
for corporate telecommunications and internet access not associated with our products. Our operating expenses also include
sales and marketing expenses (which include expenses associated with attending trade shows and travel costs, as well as a
portion of personnel salaries allocated to sales and marketing activities), as well as technology development expenses (which
includes expenses related to research and development as well as a portion of personnel salaries allocated to development
activities).

Recent Accounting Pronouncements

For a description of recent accounting pronouncements and how we apply such pronouncements to our financial
statements, see the accompanying notes to our consolidated financial statements appearing elsewhere in this Quarterly Report
on Form 10-Q.

Factors Affecting Future Results

Exploiting MMRGlobal Biotech Assets and Patents

We continue to work with scientists and experienced venture capitalists to assist us in generating revenue through licensing
agreements as would be usual and customary in the biotech industry and which could include milestone payments as the term
is generally used in the industry.  We will also explore partnerships with manufacturers and or investors of and in
Biotech products and services.  These are assets and other intellectual property that we acquired from our reverse
merger with Favrille.  Those assets include, but are not limited to, data from our pre-Merger clinical vaccine trials, the
Specifid vaccine, the anti-CD20 antibodies and certain patient samples.

Beginning in June 2009, MMRGlobal, Inc. filed various national phase filings from the Patent Cooperation Treaty
patent application directed to anti-CD20 monoclonal antibodies, including in the United States, Australia, Brazil, Canada, China,
Europe, India, Japan, South Korea and Mexico.  We acquired the Patent Cooperation Treaty application and anti-CD20
monoclonal antibody assets through the reverse merger with Favrille, Inc., a biopharmaceutical company, in January
2009. These patent applications remain pending in the United States and various countries awaiting formal patent
examination.

We also acquired certain intellectual property rights involving B & T cell vaccine technology relating to the FavID®
vaccine in various stages in the United States and foreign countries through its reverse merger with Favrille, Inc. in January
2009.  Various U.S. and foreign patent applications have been successfully revived to
reinstate the examination process of the patent applications in countries of commercial interest.  In May 2010,
U.S. Patent No. 6,911,204 directed towards methods of treating B-cell mediated malignancies was revived.  In
November 2010, a patent was awarded in Singapore relating to the B-Cell Pathologies.  In December 2010, a similar
patent was awarded in Mexico.  We continue to pursue and maintain available intellectual property protection
relating to the FavId/SpecifID vaccine intellectual property portfolio in the United States and major foreign markets of
interest.  The Company has been working to perfect the patent condition of the biotech assets obtained from the
reverse merger with Favrille, Inc. for more than a year and a half.  As a result, MMRGlobal also has patent applications
pending in 13 foreign countries of commercial interest that provide competitive advantages for this biotechnology, including its
SpecifID vaccine.

The Company has relied upon numerous consultants in its efforts to accelerate bringing to market its anti-CD20 monoclonal
antibodies. Anti-CD20 antibodies are useful in treating B-Cell malignancies, including Non-Hodgkin Lymphoma (NHL) and
additional B-Cell mediated conditions such as rheumatoid arthritis. The Company understands that MMRF's anti-CD20 antibody
asset is potentially a candidate for the next generation Rituximab, marketed under the trade name Rituxan® in the United
States by Biogen Idec and Genentech (wholly owned member of the Roche Group) and under the name MabThera® by
Roche in the rest of the world except Japan, where it is co-marketed by Chugai and Zenyaku Kogyo Co. Ltd. Rituxan is one of
the world's most successful monoclonal antibodies with reported total sales in 2008 in excess of US $5.4 billion.

On December 22, 2010, the company entered into a non-exclusive agreement with Celgene to license the use of the
Company's clinical and scientific data related to targeted immunotherapies for cancer and other disease treatments to stimulate
a patient's immune response and certain other confidential information.  In consideration for the rights granted under the
Agreement, Celgene will pay the Company certain upfront fees and development milestones.  When a milestone is reached it
automatically triggers a payment to MMR.

The Company also filed for extension of the Company's Patent Cooperation Treaty (PCT) patent application on anti-CD20
monoclonal antibodies to the national phase through filings in major European, Asian, North American, and South American
markets.

20

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MMRPro

MMRPro was launched in late 2009. During the second quarter of 2010 we sold our first MMRPro systems to physician
offices and value-added resellers. We projected full deployment on a nationwide basis during the third quarter. However, as a
result of the launch of MMRPro and feedback from what Kodak calls "voice of customer," Kodak is introducing a new Scan
Station 550 that is designed to replace the Scan Station 520 which is part of MMRPro.

We also plan on building strategic relationships with hospitals as part of our marketing strategies for MMRPro.
These strategic relationships will enable staff physicians the ability to digitize patient charts prior to admissions streamlining the
admissions process for the patients to the hospital.

MMRPro "Stimulus Program"

In addition to its product functionality, we also market MMRPro by including a "Stimulus Program" for the health care
professional that creates a revenue opportunity for its users from patient upgrades. We believe that this Stimulus Program can
generate at least as much money for the average group practice over a three year term as the $44,000 that is possible through
the provisions of the U.S. HITECH Act over a five year period.

Hispanic Marketing

As a result of our relationship with Kodak, Kodak became a sponsor of The Latino Coalition at its annual Economic
Summit for Hispanic entrepreneurs on May 5th, 2010.  MMR and Kodak plan on working together to introduce the
MMR Personal Health Record, and where relevant MMRPro, which includes Kodak's document imaging solution, to physician
groups and hospitals serving the Latino community.  Our relationship with The Latino Coalition started in the first
quarter of 2009. The Latino Coalition is a non-profit organization with nearly 600,000 business members nationwide. Mr.
Barreto, one of the members of our Board of Directors, is the Chairman of the Latino Coalition.

Direct Marketing

On September 15, 2009, we entered into a into a five year agreement to license an existing 80 million person direct
marketing database of street addresses, cellular phone numbers, e-mail addresses and other comprehensive data with E-Mail
Frequency, LLC. The agreement allows us to market, through the use of this database, our MyMedicalRecords Personal Health
Record, MyEsafeDepositBox virtual vault, and MMRPro integrated document management system for physicians and their
patients. We are continuing to identify opportunities to utilize the database to market to consumers and to sell
MMRPRo to physicians and small group practices.

We have contracted with an outbound telemarketing service organization in an effort to sell Personal Health Records and
MyEsafeDepositBox direct to consumers.

MyEsafeDepositBox

We have introduced our redesigned upgraded version of MyEsafeDepositBox which will includes all the features of our
MyMedicalRecords.com product. We will market MyEsafeDepositBox direct to consumers, financial institutions and is also
serving as the infrastructure for Chartis products and services.

MMRGlobal Advertising and Sales Promotions

We have launched a variety of informational web-based videos and television commercials to market our products and
services. These can be seen at

We have also had certain patents granted from our Personal Health Record products and services which we believe will
generate licensing revenue. This includes patents in Singapore (2009), and in Australia (2008,
2009). We recently filed additional U.S. patent applications including on a universal patient
record conversion tool (2010) and on use of Personal Health Records in clinical trials (2010).

21

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Insurance and Banking

On March 22, 2010, we entered into a Master Services Agreement with Chartis International LLC, or Chartis.   Chartis
provides a wide range of insurance solutions and is one of the world's leading property-casualty and general insurance
organizations, with operations in over 160 countries and jurisdictions. We believe that Chartis will provide MMR's secure online
Personal Health Record, or PHR, to Chartis policyholders worldwide starting next year. Initially, we anticipate launching Chartis-
branded products in the United Kingdom, France, Germany, Japan, South Korea, Singapore, Malaysia, South Africa, Russia,
Ukraine, Finland, Hungary, Czech Republic, Poland, Israel, Estonia, Lithuania, Romania and other countries in Europe, Asia
and the Commonwealth of Independent States in addition to select countries in Central and South America, including Argentina.
We expect translations of our products to be available first in English, Spanish, French, German, Italian, Japanese and
Chinese.

We are also in active negotiations with one of the world's largest bank regarding the deployment of a paperless loan
processing solutions whereby loan documents can be delivered electronically through our MyESafeDepositBox product with
resultant completed documents being filed in a permanent on-line MyESafeDepositBox account offered by the financial
institution.

China

We entered into a Cooperation Agreement with Unis-TongHe Technology Co, or UNIS, which we refer to as the
Cooperation Agreement. Under the Cooperation Agreement, UNIS and us agreed to form a joint venture in China for the
purpose of deploying our personal health record services and document imaging and management solutions as part of a total
Electronic Medical Record, or EMR, solution in China. Upon approval of the venture by the Chinese government, we will own
40% of the joint venture and UNIS will own 60%.  We are in the process of complying with additional document request
necessary to form the Joint Venture with the Chinese government. When approved by the government, the joint Venture plans
on developing a comprehensive EMR system in compliance with recent development criteria being proposed by the Chinese
government. The Unis-TongHe MMR Medical Information Technology Service Group Joint Venture, or JV, has begun
formalizing numerous plans to commence numerous medical records projects in China, which includes MMR's Personal Health
Records services and other related products. Meanwhile, the JV partners are actively involved in working together on bidding on
several Chinese government projects utilizing MMR technologies, platforms and features and have recently deployed full-time
technical support in China. In China, Unis-TongHe (as a Chinese Company) is submitting UNIS/MMR Joint Venture bids for
rights to offer our products in several Provinces in China including Henan Province, whose population is nearly 100 million
people or one third of the population of the United States.

As a result of lead times to develop customized EMR solutions in response to government specifications, this effort could
take several years. In the meantime, we continue to leverage our resources in China with other U.S. partners on the ground in
China including Kodak and Alcatel Lucent. As a result, we anticipate selling MMRPro in conjunction with Kodak resellers or
Alcatel Lucent in the Asia Pacific region in advance of a UNIS MMR EMR product launch.

Clinical Trials Platform

We are exploring the development of services that could enable visitors to our consumer and professional services
websites to easily find upcoming and ongoing clinical trials for themselves, family members and friends who may be seeking
new channels for treatment of disease. If this development effort is successful, and is successfully commercialized, we could
receive revenue from the delivery of patients to these trials through existing strategic partnerships and agreements.

We are also working to sell our PHR products and services to the biotech industry so pharmaceutical companies can use
them to monitor clinical trials.

22

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Results of Operations for the Three Months Ended March 31, 2011 as Compared to the Three Months Ended March
31, 2010

The following table sets forth items in our statements of operations for the periods indicated.

|                                              |  |   | Three Months Ended
|--------------------------------------------- |  | - | ------------------
|                                              |  |   | March 31,         
|                                              |  |   | 2011              
|                                              |  |   | (Unaudited)       
|Revenues                                      |  |   |                   
|Subscriber                                    |  | $ | 61,659            
|MMR Pro                                       |  |   | 10,322            
|License Fees-Biotech                          |  |   | 500,000           
|Total revenues                                |  |   | 571,981           
|Cost of revenues                              |  |   | 159,433           
|Gross profit (loss)                           |  |   | 412,548           
|General and administrative expenses           |  |   | 1,007,861         
|Sales and marketing expenses                  |  |   | 588,996           
|Technology development                        |  |   | 84,814            
|Loss from operations                          |  |   | (1,269,123)       
|Change in valuation of derivative liabilities |  |   | -                 
|Interest and other finance charges, net       |  |   | (461,269)         
|Net loss                                      |  | $ | (1,730,392)       

Comparison of Three Months Ended March 31, 2011 to Three Months Ended March 31, 2010

Revenues. Revenues for the first quarter of 2011 were $571,981, an increase of $481,817 or 534.4% compared to
$90,164 in 2010. The increase was primarily due to $500,000 in biotech-related license fees received from Celgene upon
completion of a milestone as stipulated in the agreement the Company entered into with Celgene in 2010.

Cost of revenue. Cost of revenue increased by $46,397, or 41.0%, from $113,036 for the first quarter of 2010 to
$159,433 in 2011, because of significant website redevelopment costs to launch the new eSafe user interface, redesign of the
MMRPro consumer site, maintenance expenses as well as the hardware component of the MMRPro system. Gross profit as a
percentage of revenues was 72.1% in the first quarter of 2011, as compared to a loss of 25.4% in 2010. Gross profit as a
percentage of revenues increased due primarily to biotech licensing fees received from Celgene with no corresponding cost
increase.

Operating expenses. The following table sets forth the individual components of our operating expenses for the three
months ended March 31, 2011 and 2010.

|                                    |  |   | Three Months Ended
|----------------------------------- |  | - | ------------------
|                                    |  |   | March 31,         
|                                    |  |   | 2011              
|                                    |  |   | (Unaudited)       
|General and administrative expenses |  | $ | 1,007,861         
|Sales and marketing expenses        |  |   | 588,996           
|Technology development              |  |   | 84,814            
|Total                               |  | $ | 1,681,671         

General and administrative expenses decreased by $211,454, or 17.3%, from $1,219,315 in the first quarter of 2010 to
$1,007,861 in 2011. The decrease was driven primarily by lower stock-based compensation expenses of approximately
$118,000 and lower audit and accounting fees of approximately $120,000 in the first quarter of 2011 as compared to 2010.

Sales and marketing expenses decreased by $341,136, or 36.7%, from $930,132 in the first quarter of 2010 to $588,996 in
2011.   The decrease was driven primarily by lower stock-based compensation expenses of approximately $122,000 and non-
cash equity-based compensation and payments of approximately $237,000 for marketing and consulting services with health-
care and research providers incurred in 2010.  No such consulting services took place in 2011.

23

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Change in valuation of derivative liabilities. In November 2007, Favrille issued warrants to purchase 4.4 million
shares of common stock in conjunction with a registered direct offering of common stock and warrants. We assumed these
outstanding warrants as a result of the Merger on January 27, 2009. The value associated with these warrants was recorded as
a liability utilizing the Black-Scholes valuation model, and revalued at the end of each quarter.  The change in valuation of the
warrants from the beginning to the end of the period is recorded as change in valuation of derivative liabilities.  No change in
valuation was recorded for the reporting periods.

We also had certain non-employee options and warrants outstanding which were accounted for as derivatives as there was
a possibility, although remote, that the Company may not have enough authorized shares to settle its 12% Convertible
Promissory Note obligations using common stock. The event giving rise to this condition was the first Convertible Note the
Company entered into on July 16, 2009.  As a result, a loss of $2,160 was recorded for the quarter ended March 31, 2010.  We
remedied this condition during the second quarter of 2010 and reclassified the value of the derivative liabilities back into equity.
Since then, no additional valuation was recorded.

The change in valuation of derivative amounts impacting our statement of operations for the year ending December 31,
2010 was a non- cash expense.

Interest and Other Finance Charges, Net. We had interest and other finance charges, net of $461,269 for the three
months ended March 31, 2011, a decrease of $1,579,151 from $2,040,420 for the three months ended March 31, 2010.  The
decrease was primarily due to  non-cash interest expense of $1,971,363 attributed to the conversion feature and warrant issued
with the 12% Convertible Promissory Notes during the three months ended March 31, 2010.

Net loss. As a result of the foregoing, we had a net loss of $1,730,392 for the three months ended March 31, 2011
compared to a net loss of $6,463,358 for the three months ended March 31, 2010.

Going Concern

As more fully described in Note 1 to the consolidated financial statements appearing above in this Quarterly Report on Form
10-Q, our independent registered public accounting firm included an explanatory paragraph in their report on our 2010 financial
statements for the year ended December 31, 2010 related to the uncertainty of our ability to continue as a going concern.  At
March 31, 2011, our current liabilities of $7,188,210 exceeded our cash and cash equivalents of $157,535.

For a description of our management's plan regarding our ability to continue as a going concern, please see Note 1 to the
financial statements included above.

Liquidity and Capital Resources

As of March 31, 2011, the Company's current liabilities exceeded its current assets by $6.4 million. We have incurred net
losses of $1,730,392 and 6,463,358 for the three months ended March 31, 2011 and 2010, respectively. At the current level of
borrowing, we require cash of $275,000 per year to service our debt. Furthermore, not including debt service, in order to
continue operating its business, we use an average of $278,000 in cash per month, or $3.3 million per year. At this rate of cash
burn, over the next twelve months, the Company's existing current assets will sustain our business for approximately three
months.

In addition to the above cash burn from operations, we will be required to obtain additional financing in order to meet the
obligations for installment payments of $621,000 under the Creditor Plan and our obligations under the subordinated secured
indebtedness to The RHL Group (which note payable had a balance of $1,218,947 at March 31, 2011), among other debt
obligations. Such obligations are currently due and payable pursuant to the terms of the notes.

To finance our activities, we have relied on the issuance of stock and debt to the RHL Group. At March 31, 2011, we had a
line of credit with The RHL Group in the amount of $3 million. Availability under this line of credit at this time is $1.8 million as of
March 31, 2011.

Furthermore, we may utilize portions of our $10 million standby equity line facility with Dutchess Opportunity Fund, II, L.P.
as needed.  Additionally, we expect to continue offering a limited amount of convertible debt during the remainder of 2011. The
Company also expects sales from its MMRPro system to generate revenue and gross profit that will significantly improve its
monthly and annual cash burn from operations.

24

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Cash Flows for the Three months ended March 31, 2011 compared to Three Months Ended March 31, 2010

Net cash used in operating activities for the three months ended March 31, 2011 was $357,604, compared to
$1,087,749 used in the similar period in 2010.  In 2011, we had a net loss of $1,730,392, less non-cash adjustments
(depreciation, amortization, common stock and warrants issued for services and interest, change in valuation of derivative
liabilities, gain or loss of disposition of assets, stock compensation expense and the non-cash write-down of assets) of
$905,560, less changes in operating assets and liabilities of $467,228.  In 2010, cash used in operating activities included net
loss of $6,463,358, less similar non-cash adjustments of $5,275,603, less changes in operating assets and liabilities of
$100,006.  Compared to 2010, non-cash adjustments in 2011 were lower due primarily to the change in valuation of derivative
liabilities and lower amortization of loan discount.  Net operating assets were lower in 2011 due to decrease in business activity.

Net cash used in investing activities in the first three months ended March 31, 2011 and 2010 totaled $117,491 and $20,005
respectively.  In 2011, in addition to the normal spending for equipment, the Company also invested in patent applications, and
MMRPro website development.

Net cash provided by financing activities in the first three months ended March 31, 2011 and 2010 totaled $268,941 and
$1,498,430 respectively.  Financing activities primarily included proceeds generated from the issuance of convertible notes,
common shares and net proceeds from draw downs on our line of credit from the RHL Group, Inc., a significant stockholder
wholly-owned by Robert H. Lorsch, our chairman, Chief Executive Officer and President.  Higher financing activities in 2010
were primarily from the issuance of convertible notes.

As of March 31, 2011, we had cash and cash equivalents of $157,535, compared to $878,442 at March 31, 2010.

Description of Indebtedness

The RHL Group

For a description of our indebtedness to The RHL Group, please See Note 3 - Related Party Note Payable, included above
in this Quarterly Report on Form 10-Q.

The RHL Group Note payable had a balance of $1,218,947 at March 31, 2011.  The components of the RHL Group Note
payable and the related balance sheet presentation as of March 31, 2011 are as follows: $1,118,947, which are included in the
line of credit, related party; and $100,000, which is related to deferred salary and consulting expenses is included in related
party payables. The RHL Group received a $200,000 loan origination fee in connection with the Fourth Amended Note. We
recorded the loan origination fee as a deferred financing cost and we are amortizing it over the Fourth Amended Note maturity
period.  As of March 31, 2011, the remaining unamortized origination fee was $33,333.

Total interest expense on this note for the three months ended March 31, 2011 and 2010 amounted to $28,628 and
$36,304, respectively. The unpaid interest balance as of March 31, 2011 and December 31, 2010 was $17,478 and $10,262,
respectively.

Commitments and Contingencies

For information relating to our commitments and contingent liabilities, please see Note 7 to our financial statements
appearing elsewhere in this Quarterly Report on Form 10-Q.

Off-Balance Sheet Arrangements

We believe that our entry into the Cooperation Agreement described above and as follows constitutes the creation of a
direct financial obligation.  On January 4, 2010, UNIS and us entered into a Cooperation Agreement, which we refer to as the
Cooperation Agreement. Under the Cooperation Agreement, UNIS and us agreed to form a joint venture in China for the
purpose of deploying our personal health record services and document imaging and management solutions in China. We will
own 40% of the joint venture and UNIS will own 60% and each party will have the right to designate two members of the joint
venture's board of directors, with the fifth member being a Chinese citizen mutually designated by us and UNIS. Under the
Cooperation Agreement, board actions will require the approval of more than three of the five members of the joint venture's
board of directors and no material actions may be taken unless all board members are present and voting at the meeting.

Under the Cooperation Agreement, UNIS and us will contribute an aggregate of 100 million RMB to the joint venture, based
on each party's respective ownership, in the form of intellectual property rights, equipment, brand value, cash and such other
consideration as may be agreed to between the parties. Each party's obligation to contribute to the joint venture is subject to a
number of conditions, including obtaining all necessary approvals of and licenses from the Chinese government, as well as the
joint venture meeting its budget, goals and objectives at the time any contributions are due. Under the Cooperation Agreement,
each party's contributions will be made over a period of sixty months.

25

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For a more complete description of the terms of the Cooperation Agreement, please see Exhibit 10.26, filed with our Annual
Report on Form 10-K for the year ended December 31, 2010, filed on March 31, 2011.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Intentionally omitted.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including the Chief Executive Officer and
Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange
Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and
Chief Financial Officer have concluded that these disclosure controls and procedures are effective.

Management's Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting
for the Company. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability
of our financial reporting for external purposes in accordance with accounting principles generally accepted in the United States
of America. Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly
reflect our transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our
financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in
accordance with management authorization; and providing reasonable assurance that unauthorized acquisition, use or
disposition of company assets that could have a material effect on our financial statements would be prevented or detected on a
timely basis. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute
assurance that a misstatement of our financial statements would be prevented or detected.

Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the
framework in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission. Based on this evaluation, management concluded that the company's internal control over financial reporting was
effective as of March 31, 2011.

Changes in Internal Controls over Financial reporting

There were no significant changes in our internal control over financial reporting during the three months ended
March 31, 2011 that have materially affected, or are reasonably likely to materially affect, our internal control over financial
reporting. Our independent auditors have not audited and are not required to audit this assessment of our internal control over
financial reporting for the three months ended March 31, 2011.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we are involved in various legal proceedings generally incidental to its business. While the result of any
litigation contains an element of uncertainty, our management presently believes that the outcome of any known, pending or
threatened legal proceeding or claim, individually or combined, will not have a material adverse effect on our financial
statements.

On April 30, 2010, we filed a petition in the New York Supreme Court against the Lymphoma Research Foundation, or LRF,
a California nonprofit corporation, to enforce our rights to certain intellectual property and biotechnology assets acquired as a
part of the reverse Merger with Favrille.  LRF has claimed ownership of some of these assets, including samples and data which
were transferred to LRF in the summer of 2008.  Also on April 30, 2010, LRF filed a declaratory relief action in the New York
Supreme Court asserting its rights over the aforementioned samples and data.  We answered LRF's action and filed
counterclaims on July 6, 2010.  Although the Company and LRF have met in mediation, the litigation is ongoing.  Since then,
LRF filed a motion for summary judgment with the New York Court, seeking a determination that it was the sole owner of the
assets, and MMR filed papers in opposition of the motion. On September 21, 2010, the New York Court denied LRF's motion on
the ground that the parties had not yet had an opportunity to conduct discovery and that LRF's motion was premature.  In
November 2010, LRF and MMR settled the litigation over the biotech assets, which gave the Company exclusive control of
certain data and tissue samples created during trials of Favrille, Inc.'s FavIdTM vaccine.

26

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The Company is planning on filing a lawsuit against a certain former officer of pre-merger Favrille, and other potential
defendants that the Company believes may have misappropriated some of Favrille's intellectual and personal property.
Information leading to the decision to file the lawsuit was discovered as a result of the filing of a lawsuit by The RHL Group, Inc.,
a creditor of The Company.  The RHL Group lawsuit was filed against Dan Gold, a former officer and director of Favrille, and
other defendants for wrongful acts relating to the misappropriation of Favrille's intellectual and personal property. The RHL
Group case is currently pending in San Diego, California.  The Company's board of directors has consented to having the same
law firm represent both the RHL Group, Inc. and The Company in this matter.

At this time the potential recovery for damages is unknown, however we believe damages could be
significant.  There is no attorneys' fees provision, so if the lawsuit ends unfavorably, we will only be liable for our attorneys' fees
incurred by The Company for its representation.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Since our previous disclosure in our Annual Report on Form 10-K for the year ended December 31, 2010, filed on March
31, 2011, we have made the following unregistered sales of equity securities:

On January 31, 2011 the Company granted 120,000 shares of common stock to a vendor who chose to receive full
payment in equity for marketing and advertising services rendered valued at $12,000.

On February 6, 2011 the Company granted 9,143 shares of common stock to a consultant who elected to receive 20% of
their fees in the form of equity valued at $640.

On various days from March 10, 2011 through March 25, 2011, the Company's CEO, Robert Lorsch, exercised 240,000
warrants for common stock in exchange for a reduction in related party payables of $30,000.

On April 2, 2011 the Company granted 63,632 shares of common stock to a note holder for interest payment of $3,945.

On April 18, 2011 the Company granted 1,345,171 shares of common stock to a note holder who exercised a right to
convert $50,000 of a convertible promissory note.

On May 2, 2011 the Company granted 22,858 shares of common stock to a vendor who chose to receive full payment in
equity for a one day of consulting services.

On May 6, 2011 the Company granted 13,152,183 shares of common stock to our technology partner for a reduction to
accounts payable previously reported in the Company's financial statements and relating to development services in the amount
of $789,131.

All securities referenced above were issued in transactions exempt from the registration requirements of the Securities Act
 of 1933 pursuant to Section 4(2) thereof and the rules promulgated thereunder. The certificates representing such securities
bear legends to that effect.

Item 6. Exhibits

|Exhibit
Number |  | Description of Exhibits                                                                                                                         
|-------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------
|               |  |                                                                                                                                                 
|31.1           |  | Certification of Chief Executive Officer Pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.                           
|               |  |                                                                                                                                                 
|31.2           |  | Certification of Chief Financial Officer Pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.                           
|               |  |                                                                                                                                                 
|32.1           |  | Certification of Chief Executive Officer Pursuant to Rule 13a-14(b)/15d-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350.
|               |  |                                                                                                                                                 
|32.2           |  | Certification of Chief Financial Officer Pursuant to Rule 13a-14(b)/15d-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350.

27

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SIGNATURES

Pursuant to the requirements 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.

Date:   May 16, 2011

MMRGlobal, Inc.

By:/s/ Robert H.
Lorsch     Robert H. Lorsch
     Chairman, Chief Executive Officer and
     President

By:/s/ Ingrid G. Safranek     Ingrid G. Safranek
     Chief Financial Officer

28

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EXHIBIT INDEX

Exhibit
Number

Description of Exhibits31.1

Certification of Chief Executive Officer Pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.    PDF31.2

Certification of Chief Financial Officer Pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.    PDF32.1

Certification of Chief Executive Officer Pursuant to Rule 13a-14(b)/15d-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350.    PDF32.2

Certification of Chief Financial Officer Pursuant to Rule 13a-14(b)/15d-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350.    PDF