<Page>


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                   FORM 10-QSB

[X]     Quarterly  Report  pursuant  to  Section  13  or 15(d) of the Securities
Exchange  Act  of  1934

For  the  quarterly  period  ended  September  30,  2001

[ ]     Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act
of  1934

     For  the  transition  period  from          to

Commission  File  Number  001-14297
                          ---------

                                MW Medical, Inc.
                                ----------------
        (Exact name of Small Business Issuer as specified in its charter)

Nevada                                       86-0907471
------                                       ----------
(State  or  other  jurisdiction  of          (IRS  Employer
incorporation  )                              Identification  No.)

          6617 N. Scottsdale Road, Suite 103, Scottsdale, Arizona 85250
          -------------------------------------------------------------
                    (Address of principal executive offices)

                                 (480) 315-8600
                                 --------------
                 Issuer's telephone number, including area code


State the number of shares outstanding of each of the issuer's classes of common
equity,  as  of  the  last  practicable  date.

Class                                   Outstanding  as  September  30,  2001
-----                                   -------------------------------------
$.001  par value Class A Common Stock   23,217,443 shares

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



<PAGE>

Item  1.      Financial  Statements.

BASIS  OF  PRESENTATION

General

The accompanying unaudited financial statements have been prepared in accordance
with  the  instructions  to  Form  10-QSB  and,  therefore,  do  not include all
information  and  footnotes  necessary  for a complete presentation of financial
position,  results  of  operations,  cash  flows,  and  stockholders'  equity in
conformity  with  generally  accepted  accounting principles.  In the opinion of
management,  all adjustments considered necessary for a fair presentation of the
results  of  operations  and  financial position have been included and all such
adjustments  are  of  a normal recurring nature.  Operating results for the nine
months  ended  September 30, 2001, are not necessarily indicative of the results
that  can  be  expected  for  the  year  ending  December  31,  2001.


                                         2
<PAGE>


<TABLE>
<CAPTION>

                                   MW  Medical,  Inc.

                             CONSOLIDATED BALANCE SHEETS
                                              Sept. 30          Dec 31,
                                                  2001            2000
                                                (unaudited)    (audited)
                                             --------------   ------------
<S>                                          <C>              <C>
CURRENT ASSETS
  Cash                                               1,342         9,825
  Accounts Receivable.                              22,988        51,629
  Inventory                                        568,448       568,448
  Deposits                                          (3,050)            -
  Other current assets                                            14,781

          Total current assets                     589,728       644,683

INVENTORY, Long Term                             1,617,286     1,889,303

PROPERTY AND EQUIPMENT, net.                       236,408       346,873

OTHER RECEIVABLES, net                                             2,383

                                                 2,443,422     2,883,242
                                             ==============   ============

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable                                 226,550       430,755
  Short-term borrowings
  Deposit for shares not issued.                   200,000
  Accrued expenses                                   8,520        23,922
  Accrued expenses - related party                 486,427       251,086
  Note payable - related party                     722,347       297,000

          Total current liabilities.             1,643,844     1,002,763

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
  Common stock $.001 par value;
    authorized - 100,000,000
    shares issued and outstanding, 18,374,443       22,517        21,292
  Additional paid-in capital                    13,350,511    12,818,583
  Note receivable from former parent                    -       (150,000)
  Accumulated deficit.                         (12,573,450)  (10,809,396)

          Total stockholders' equity               799,578     1,880,479

                                             --------------   ------------
                                                 2,443,422     2,883,242
                                             ==============   ============
</TABLE>


                                         3
<PAGE>

<TABLE>
<CAPTION>
                               MW  Medical,  Inc.

                    CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (Unaudited)


                                  Three months          Nine months
                                  ended Sept 30,        ended Sept. 30,
                             ---------------------------------------------------
                                  2001      2000         2001          2000
                             ----------  ------------ -----------  -------------
<S>                          <C>         <C>         <C>           <C>
Sales, net                   $   48,000  $   70,950  $   217,560   $     70,950
Cost of sales                    41,186      35,928      121,978         35,928
                             ----------  ------------ ----------    ------------
                                  6,815      35,022       95,582         35,022
General and administrative
   expenses                     192,312     618,007      623,311      2,006,961
Depreciation and amortization    36,978      34,666      110,805         63,065
Research and development         58,879     365,639      258,919        973,387
                             ----------  ------------ ----------    ------------

    Total operating expenses    288,169   1,018,312      993,035      3,043,413

    Net operating loss         (281,355)   (983,290)    (897,453)    (3,008,391)


                         -            -                        -
Interest income (expense)       (19,900)    (10,517)    (866,600)         8,120
                             ----------  ------------- ---------    ------------

                                (19,900)   (993,807)    (866,600)         8,120

Loss from continuing operations
   before income taxes         (301,255)   (993,807)  (1,764,053)    (3,000,271)
Income tax expense.                   -            -           -          1,600
                             ----------  -------------- --------    ------------


          NET LOSS.            (301,255)   (993,807)  (1,764,053)    (3,001,871)
                             ==========  ===========  ===========    ===========

Net loss per weighted
   average share                ($0.02)     ($0.05)      ($0.04)        ($0.15)
                             ==========  ===========  ===========    ===========

Weighted average number of
   common shares used to
   compute net loss per
   weighted average share    22,517,443  19,675,052   21,904,943     19,465,421
                             ==========  ===========  ===========    ===========
</TABLE>


                                             4
<PAGE>

<TABLE>
<CAPTION>
                               MW Medical, Inc.

                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (Unaudited)


                                                Nine months ended September 31
                                                    2001             2000
                                              -----------------  --------------
<S>                                           <C>                <C>
Cash flows from operating activities
  Net Loss.                                  $      (1,764,053)  $  (3,001,871)
  Adjustments to reconcile net loss to
    cash used in operating activities:
      Depreciation and amortization                    110,805          63,065
      Amortization of discount on
        convertible debt                                     -               -
      Expenses paid in stock                             5,500               -
      Interest expense.                                817,000               -
      Changes in assets and liabilities
        Decrease in accounts receivable                 28,641            (998)
        Decrease (increase) in inventories.            272,017        (979,205)
        Decrease (increase) in restricted cash.              -         500,000
        Decrease (increase) in prepaid expenses
          and other receivables                         19,873       1,328,658
        Decrease in accounts payable and accrued
          expenses                                      15,734        (898,006)
        Increase in deposits.                                         (103,100)
                                              -----------------  --------------

        Decrease in income taxes payable.                    -          (2,400)
                                              -----------------  --------------

          Net cash used in operating activities       (494,483)     (3,093,857)
                                              -----------------  --------------

Cash flows used in investing activities
  Purchase of equipment                                      -        (102,024)
</TABLE>


                                     5
<PAGE>

<TABLE>
<CAPTION>

                               MW  Medical,  Inc.

                 CONSOLIDATED STATEMENTS OF CASH FLOWS - Continued
                                   (Unaudited)


                                             Nine months ended September 31

                                                 2001              2000
                                          ------------------  -----------------
<S>                                       <C>                 <C>
Cash flows from financing activities
  Capital contribution from former parent                 -                  -
  Proceeds from convertible debenture
    offering                                              -                  -
  Proceeds from line of credit                            -                  -
  Proceeds from loans.                              286,000            190,000
  Payments on loans.                                      -           (515,000)
  Proceeds from the exercise of stock
    options                                               -                  -
  Deposit for shares not issued                     200,000
  Sale of common stock                                    -          3,357,090
                                          ------------------  -----------------

       Net cash provided by financing
         activities                                 486,000          3,032,090
                                          ------------------  -----------------

       (Decrease) increase in cash and
         cash equivalents                            (8,483)          (163,791)

Cash and cash equivalents at beginning
  of period                                           9,825            394,832
                                          ------------------  -----------------

Cash and cash equivalents at end of
  period                                  $           1,342   $        231,041
                                          ==================  =================


Supplemental information
  Cash paid for interest                           $      -         $   28,596
  Cash paid for income taxes                       $  2,400         $    3,200
</TABLE>

Supplemental  Disclosure

  Through  agreement  of  both  parties,  the  Company settled a liability of
  approximately  $175,000  to  a supplier through the exchange of inventory.
  This supplier  has  agreed to provide replacement inventory components to the
  Company at  specified  prices  in  the  future

  The Company sold a MW 2000 to a entity in which our Chief Executive Officer
  serves  on their Board of Directors.  Our Chief Executive Officer has elected
  to have  the  Company reduce the accrued payable to her as payment for the MW
  2000.

  In  April 2001, the Company issued 1,200,000 shares of stock to Ms. Wallace as
  required  by  the  convertible  note agreement signed in February 2001.  This
  resulted  in a decrease of $200,000 in the accrued expenses related party and
  an increase  in  additional  paid  in  capital.

                                        6
<PAGE>

  In  May 2001, the Company agreed to issue Ms. Wallace 600,000 shares of the
  Company's  stock  in exchange for extending the due date of the note due to
  her. The charge related to this entry of $617,000 is posted as an adjustment
  to the yield of the note with the recording of an additional $617,000 interest
  expense.

                                        7
<PAGE>

                                MW Medical, Inc.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                         September 30, 2001 (Unaudited)


NOTE  A  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

Basis  of  presentation
-----------------------

The  accompanying  consolidated  financial  statements  have  been  prepared  in
accordance  with  generally  accepted accounting principles ("GAAP") for interim
financial  information  and  with  the instructions to Form 10QSB.  Accordingly,
they  do  not include all of the information and footnotes required by generally
accepted  auditing  principles  for complete financial statements. The unaudited
consolidated  financial  statements  and  notes  should,  therefore,  be read in
conjunction with the financial statements and notes thereto in the Annual Report
on  Form  10-KSB  for  the  year  ended  December  31,  2000.  In the opinion of
management,  all  adjustments  (consisting  of normal and recurring adjustments)
considered  necessary  for a fair presentation, have been included.  The results
of  operations  for  the  nine  -month  period  ended September 30, 2001 are not
necessarily indicative of the results that may be expected for the entire fiscal
year.


NOTE  B  -  REALIZATION  OF  ASSETS

The  Company  has suffered recurring losses from operations and will continue to
incur losses for the foreseeable future due to the significant costs anticipated
to  be incurred in connection with manufacturing, marketing and distributing its
microwave  products.  In  addition,  the  Company intends to continue to conduct
research  and  development  activities,  including  regulatory  submittals  and
clinical trials to develop additional applications for its technology. Since the
Company  has  inadequate  funds  to  meet  its  business  plan,  the Company has
scaled-back  its  research  and development activities and reduced the number of
our  clinical  sites.  The Company's on-going business operations are limited to
its ability to generate revenue from sales  No adjustments have been made to the
interim  financial  statements  to reflect the possibility of a reduction in the
sales  of  inventory.

                                        8
<PAGE>
                                MW Medical, Inc.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                         September 30, 2001 (Unaudited)


NOTE  B  -  REALIZATION  OF  ASSETS  -  Continued


Management has taken the following steps, which it believes may be sufficient to
provide  the  Company  with the ability to continue its operations over the near
term:  The Company has reduced staffing to key personnel, specifically corporate
officers  and  technicians  necessary  to  continue  manufacturing  operations.
Additionally,  all  officers  are voluntarily participating in a salary deferral
program  until  additional funding is secured. Sales of the MW 2000 are expected
to at least partially offset the cash requirements of the business.  The Company
is  actively  evaluating  other  viable economic alternatives including possible
acquisition,  merger or reorganization.  However, there can be no assurance that
the  Company  will be able to complete any contemplated alliance, merger or sale
transaction  within  the  required  time  frame.

                                         9


<PAGE>

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

The  Company  has  drastically  scaled  back  all operations and has implemented
significant cost reduction measures during 2001. Although the Company is selling
a  few machines, it is not currently  able to operate  the business according to
plan  because of cash constraints.  The Company is continually  evaluating other
viable  economic  alternatives  including  possible  acquisition,  merger  or
reorganization.  Although,  we  are  pursuing  these  avenues,  it  cannot  be
guaranteed  that  such arrangements can be reached in such a time or manner that
will  enable  us  to  continue  operations.

Since  November,  2000,  the  Company  has  been  funded by Ms. Jan Wallace, the
President  and  Chief  Executive  Officer,  on  an  as needed basis. There is no
guarantee  that  Ms.  Wallace  will continue to do so in the future.  There is a
note  outstanding  to  Ms.  Wallace  in  excess  of $733,000.  This borrowing is
secured  by  all  of  our  assets,  including,  but  not  limited to, all of our
inventory  and  patents.  Additionally, Ms. Wallace would be in the first credit
position  on  all  of  our  assets  and may be required to foreclose in order to
protect  her  personal  interests.  We  are currently in default on these notes.
The  maturity  date of the note has been extended to a point in time which is at
the  sole  discretion  of  Ms.  Wallace.
The  Company  continues  to  maintain  several clinical sites in order to obtain
clinical  data  for submission to the FDA. The Company feels that it is vital to
obtain  approvals  for new research from the FDA and hopes to expand it clinical
sites  as  soon  as  it  is  financially  able.


In  February  2001,  we  received  FDA  clearance  to begin marketing the larger
aperture  hand piece.  With this new hand piece, the size of our aperture is now
comparable  with  our  competitors  and  removes one of the barriers we had been
facing  in  the  market.  We  expect  we will continue to market our products in
limited  geographic  markets until our additional FDA clearances for facial hair
removal  and  the  treatment  of  spider  veins  are  received.  After these FDA
clearances are obtained and we obtain the necessary financing we plan to begin a
more  aggressive  marketing  campaign.

The  Company  has  been  selling  machines to specific clientele within targeted
geographical locations and expects to continue this pattern for the remainder of
fiscal  year  2001.  If sales targets are achieved, the cash flows expected from
these  sales  should  be  sufficient  to  sustain operations in the near future.
However, as inventory is reduced, and sales and marketing expenses increase, the
company will require additional equity funding.   There can be no guarantee that
such  funding  will  be  secured.

In  July,  2001, the Company completed transactions which enabled the Company to
obtain  a  limited amount of funding. None of the proceeds of the financing were
applied  towards  the  repayment  of Ms. Wallace's note.  The Company received a
total of $100,000 from three parties and Ms. Wallace converted $100,000 from her
debt  to  this  private  placement.  The  Agreements provide for the issuance of
1,400,000  shares  of common stock at $0.1429 per share plus 2,800,000 "Class A"
warrants  for  common  shares  exercisable  at  $0.20,  plus 2,800,000 "Class B"
warrants for common shares exercisable at $0.40.  The warrants may be exercised,
in whole or in part, from time to time after the execution of each Agreement and
before  June  13, 2006. The Company does not have the right to call the warrants
at  any  time.

                                       10
<Page>

Assets

Total  assets  decreased  to $2,443,422 on September 30, 2001 from $2,883,242 on
December  31,  2000,  a  decrease  of  $439,820 or 15%.  The net change resulted
primarily  from  a  decrease  in  inventory  primarily  from our sale of MW 2000
systems and the exchange of inventory for the settlement of a $175,000 liability
with  a  vendor  and  a  decrease  in  cash.

Liabilities  And  Stockholders'  Equity

Our  liabilities  increased  to  $1,643,844 as of September 30, 2001 compared to
$1,002,763  as  of  December 31, 2000. The increase in liabilities was caused by
increases  in  notes  payable - related party and accrued expense related party.
The  Company  has  primarily been funded by Ms. Wallace, our president and chief
executive  officer  for the past several months.  These amounts are reflected in
notes  payable  -  related  party.  The  officers of the company have elected to
defer  all  or  a  portion  of  their  salaries.  The  deferral  of salaries are
reflected  in  accrued  expense --related party.  The increases in notes payable
were  offset by a reduction in accounts payable.  Stockholders' equity decreased
$1,080,901,  or  57%,  to  $799,578  as  of September 31, 2001.  The decrease in
stockholders' equity resulted from the net loss from operations partially offset
by  stock  issued  for  services  in  the  amount  of  $681,928.

Results  of  Operations

Due  to  serious  cash  constraints,  we have drastically scaled back operations
during  2001  and  are  not  fully  operating  our  business  according to plan.
Although  we  have  a  reduced  workforce  we  are  continuing to sell machines

Net loss for the nine months ended September 30, 2001 was $1,764,053 compared to
a  loss  of $3,001,871 during the same period in 2000.  This decrease in the net
loss  was  caused  by  our  scaling back of operations, including a reduction in
employees,  closing  of  certain clinical sites, and a slow down in research and
development  work.

General and administrative expenses for the nine months ended September 31, 2001
were  $623,311 compared to $2,006,961 for the same period in 2000. This reflects
a  decrease  of  $1,383,650,  or  69%.  This  decrease  was  primarily  due  to
significant  reductions  in  payroll  and  professional  fees.

Research  and  development  expenses  were  $258,919  for  the nine months ended
September  30,  2001  compared  to  $973,387  for  the same period in 2000.  The
decrease  of $714,468 reflects our reduction in clinical sites.  The Company has
maintained  sufficient  sites  in  order  for us to complete clinical trials for
facial  hair  and  spider  vein  approvals.

Depreciation  and  amortization expenses for the nine months ended September 30,
2001  were  $110,805  compared  to  $63,065  for  the  same period in 2000.  The
increase in depreciation was due to the number machine assigned for research and
development  ,  as  compared  to  the  prior  year.

We  are  continuing  our  efforts  in  our clinical trial in order to submit for
facial  hair  approval with the FDA, however due to cash constraints the process
is  moving  slower  than  originally anticipated.  At this time we are uncertain
when  either  the clinical trials will be completed or the documentation will

                                       11
<Page>

be submitted to the FDA for clearance.  We have received FDA clearance to begin
marketing  the  larger  aperture and have incorporated it into our marketing and
sales efforts.  We will continue to market and sell the MW 2000 during 2001, and
expect  sales  will  increase  as  additional  FDA  clearances  are obtained and
adequate  financing  is  secured.

Liquidity  and  Capital  Resources

We  have  extremely  limited  cash  resources.  While  limited  funds  have been
generated  from revenues, the Company is dependent on ongoing sales of equipment
and  equity  or  debt  financing  to  sustain operations.  We will need to raise
additional  capital  in  the  immediate future or we will experience significant
adverse  results.

As  of  September  30,  2001,  the  Company had $1,342 in cash.  We used cash of
$494,483 in our operating activities during the nine months ending September 30,
2001  compared  to  $3,093,857  for  the  same  period in 2000. In 2001, we were
primarily  involved  in  significant cost cutting measures and were able to work
out  payment  terms  with some of our suppliers.  Although, we have been able to
agree  to  terms  with  several  of  our suppliers, we have not obtained written
agreements extending our payment terms with several of our vendors. Should these
vendors collectively or individually demand payment, it could have a significant
adverse effect on the Company.  We intend to obtain financing through additional
equity  or  debt  offerings  until  such  time as cash flows from operations are
sufficient  to  support  us.   We  are currently pursuing financing from various
potential  investors.

Forward-Looking  Statements

Many  statements made in this report are forward-looking statements that are not
based  on  historical  facts.  Because  these forward-looking statements involve
risks  and  uncertainties,  there  are important factors that could cause actual
results  to  differ  materially  from  those  expressed  or  implied  by  these
forward-looking  statements.  The forward-looking statements made in this report
relate  only  to  events  as  of  the  date  on  which  the statements are made.

                                       12
<PAGE>
                           PART II - OTHER INFORMATION


Item  1.     Legal  Proceedings:

None

Item  2.     Changes  in  Securities  and  Use  of  Proceeds:

In  July,  2001, the Company received a total of $100,000 from three parties and
Ms.  Wallace  converted  $100,000  from her debt to this private placement.  The
Agreements  provide  for  the  issuance  of  1,400,000 shares of common stock at
$0.1429  per  share  plus  2,800,000  "Class  A"  warrants  for  common  shares
exercisable  at  $0.20,  plus  2,800,000  "Class  B"  warrants for common shares
exercisable  at $0.40.  The warrants may be exercised, in whole or in part, from
time to time after the execution of each Agreement and before June 13, 2006. The
Company  does  not  have  the  right  to  call  the  warrants  at  any  time.

Item  3.     Defaults  Upon  Senior  Securities:

The  Company is presently in default with regard to notes payable of $733,000 to
Jan  Wallace,  President  of  the  Company.

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

None

Item  5.     Other  Information:

None

Item  6.     Exhibits  and  Reports  on  Form  8-K:

(a)     Exhibits
        None
(b)     Reports  on  Form  8-K
        None
                                       13

<PAGE>
                                   SIGNATURES

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



                                   MW  Medical,  Inc.


DATED:     November  13,  2001       By: /s/ Jan Wallace
                                     _____________________________
                                     Jan Wallace, President, and
                                     Chief Executive Officer


                                       14