SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549

                           FORM 10-K

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

For the Fiscal Year Ended 09/30/99 Commission File Number 0-26504

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

        Pennsylvania                                25-1605848
 (State or other jurisdiction of         (I.R.S. Employer Identification
  incorporation or organization)                             Number)

  2275 Swallow Hill Road, Building 2500; Pittsburgh, PA   15220
 (Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code (412) 279-9740

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

   Securities registered pursuant to Section 12(g) of the Act:
                  Common Stock, $.01 par value

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

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

The   aggregate  market  value  of  the  voting  stock  held   by
nonaffiliates of the registrant as of November 30, 1999:
          Common Stock, $.01 par value --  $__________*

*The  market  value  cannot be determined  because  there  is  no
established trading market for the stock.

As  of November 30, 1999, 22,980,051 shares of Common Stock,  par
value  $.01 per share were outstanding.  As of November 30, 1999,
no shares of Preferred Stock were outstanding.

Exhibit index is located on page 37.

                             PART I


Item 1. Business

General Development of Business

Diasensor.com,  Inc.  ("Diasensor.com"  or  the  "Company")   was
incorporated in the Commonwealth of Pennsylvania on July 5,  1989
as  Diasense,  Inc.,  a  wholly-owned  subsidiary  of  Biocontrol
Technology,  Inc.  ("BICO").   Diasensor.com's  headquarters  are
located  in  an office condominium located at 2275  Swallow  Hill
Road, Building 2500, 2nd Floor, Pittsburgh, PA  15220.

The   Company's  business  is  the  development,  marketing   and
manufacture  of  a  noninvasive glucose sensor (the  "Noninvasive
Glucose  Sensor"  or  the "Sensor") for  use  by  diabetics.   In
connection  with the Sensor, the Company is also  developing  the
Telemedicine  system,  a  monitoring  system  which  would  allow
diabetics to transmit glucose readings via the internet, allowing
both  a  central  monitoring department and  the  diabetic's  own
physician  to  monitor  glucose  levels  and  assist  in  glucose
control.   During Fiscal 1999, the Company continued to focus its
efforts  on  the  Noninvasive Glucose  Sensor.   The  Company  is
working  with  Joslin  Diabetes Center, an affiliate  of  Harvard
Medical School and an international leader in diabetes treatment,
to  design  and conduct clinical trials on the Diasensor  in  the
U.S.   Diasensor.com owns the patent, marketing and  distribution
rights  to  the  Sensor.  BICO has the exclusive  rights  to  the
research  and  development and manufacture of  the  Sensor  (See,
"Intercompany Agreements").  Where applicable, Diasensor.com  and
BICO will be referred to herein as "the Companies".

Financial Information About Industry Segments

The  Company operates in a single industry segment consisting  of
the  research,  development,  marketing  and  intended  sale   of
biomedical products and devices.

Forward-Looking Statements

From  time  to  time,  the Companies may publish  forward-looking
statements  relating  to  such matters as  anticipated  financial
performance, business prospects, technological developments,  new
products,  research  and development activities,  the  regulatory
approval  process,  specifically  in  connection  with  the   FDA
marketing  approval  process, and similar matters.   The  Private
Securities  Litigation Reform Act of 1995 provides a safe  harbor
for  forward-looking statements.  In order  to  comply  with  the
terms  of  the safe harbor, the Companies note that a variety  of
factors  could  cause  the Companies' actual  results  to  differ
materially  from  the anticipated results or  other  expectations
expressed  in  the  Companies' forward-looking  statements.   The
risks   and   uncertainties  that  may  affect  the   operations,
performance,  research  and  development  and  results   of   the
Companies' business include the following:  additional delays  in
the  research,  development  and FDA marketing  approval  of  the
Noninvasive  Glucose Sensor; the Companies' future capital  needs
and   the  uncertainty  of  additional  funding;  Diasensor.com's
substantial  reliance  upon  BICO,  and  BICO's  uncertainty   of
additional funding; competition and the risk that the Noninvasive
Glucose Sensor may become obsolete; the Company's dependence on a
single  technology;  the Companies' continued  operating  losses,
negative  net  worth  and  uncertainty of  future  profitability;
potential  conflicts  of interest; the status  and  risk  to  the
Company's  patents, trademarks and licenses; the  uncertainty  of
third-party  payor reimbursement for the Sensor and  the  general
uncertainty  of the health care industry; the Companies'  limited
sales, marketing and manufacturing experience; the attraction and
retention  of  key employees; the risk of product liability;  the
uncertain  outcome  and  consequences  of  the  lawsuits  pending
against  the  Companies; the absence of a public market  for  the
Company's  common stock; the control of the Company  by  existing
shareholders; and the dilution of the Company's common stock.

Description of Business

Development of the Noninvasive Glucose Sensor

Diasensor.com  and  BICO are currently developing  a  Noninvasive
Glucose Sensor, which management believes will be able to measure
the  concentration  of glucose in human tissue without  requiring
the  drawing  of  blood.   Currently  available  glucose  sensors
require the drawing of blood by means of a finger prick.

BICO's initial research and development with insulin pumps led to
a  theory  by  which  blood  glucose  levels  could  be  detected
noninvasively   by  correlating  the  spectral   description   of
reflected electromagnetic energy from the skin with blood glucose
levels  in the 50 mg per deciliter to 500 mg per deciliter  range
in  the  infrared  region of the electromagnetic  spectrum.   The
method  was studied  in 1986 and 1987 by BICO and its consultants
at   Battelle   Memorial  Institute  in  Columbus,  Ohio,   using
laboratory  instruments.   The results of  the  studies  provided
information   regarding  the  use  of  infrared  light   in   the
noninvasive  measurement of glucose.  The  information  from  the
studies,  along  with later affirmative work,  led  to  a  patent
application  by BICO's research team in 1990.  A patent  covering
the  method was granted to the research team and assigned to BICO
in  December  1991.  The rights of this patent were purchased  by
Diasensor.com  from BICO, pursuant to a Purchase Agreement  (See,
"Intercompany  Agreements").   A second  patent  application  was
filed  by BICO in December 1992, and was granted in January 1995.
This filing contained new claims, which extended the coverage  of
the  patent  based  on additional discoveries and  data  obtained
since  the  original  patent was filed.  BICO  has  assigned  the
rights to such patent to Diasensor.com.   Additional concepts  to
improve  the  capability  of the instrument  to  recognize  blood
glucose  were  developed, and, in May 1993, corresponding  patent
applications were filed.  As of November 1999, a total  of  seven
patents  have  been  issued, with additional patent  applications
pending  (See, "Current Status of the Noninvasive Glucose Sensor"
and  "Patents, Trademarks and Licenses").  BICO has been  granted
the  right  to  develop  and  manufacture  sensors  pursuant   to
agreements with Diasensor.com (See, "Intercompany Agreements").

In  1991,  BICO's research team began development of  a  research
prototype utilizing different technology than previously  studied
or  developed.   This device, the Beta 1 research prototype,  was
initially  tested  on  six human subjects, and  was  subsequently
tested  on  110  human  subjects  in  March  1992,  during  which
simultaneous  spectral, blood and chemical data was recorded  for
analysis  in  order to develop calibration data for  the  device.
The  Beta  1  utilized  a  separate laptop  computer  to  perform
computational  functions.  The results of the  March  1992  tests
were  used  to  develop  further refinements  which  led  to  the
development of the Beta 2A.

Although functionally equivalent in terms of performance with the
Beta  1,  the  next prototype, the Beta 2A, was smaller  and  had
fully  integrated  computational software and  a  liquid  crystal
display  which  interacted  with the operator.   This  model  was
tested  by BICO on 40 human subjects in July 1992.  The  spectral
and  blood chemistry data obtained indicated that the Beta 2A did
not  have a satisfactory signal-to-noise ratio to allow  for  the
calculation of algorithms of sufficient accuracy to be acceptable
to   Diasensor.com.   The  signal-to-noise  ratio  reflects   the
sensor's  ability  to optimize the measurement by  accepting  the
signal  desired  (the  glucose level) and  rejecting  the  random
interference.  A higher signal-to-noise ratio results in  a  more
accurate measurement.

Additional Beta prototypes evolved which addressed this  problem.
Testing  was  performed  with  each  prototype,  culminating   in
clinical  trials  at  two hospitals with ten diabetic  volunteers
each  in  Des  Plaines,  Illinois in May  1993  and  in  Indiana,
Pennsylvania  in  August 1993.  These advanced systems  embodying
improvements in the optics, electronics and detection  subsystems
led  to  the  design  of  the  Beta 2D,  Beta  2E,  and  Beta  2F
prototypes,  designed  and  constructed  to  simulate  production
models.

BICO  initially obtained the approval of six Institutional Review
Boards  ("IRBs")  to conduct testing at their  hospitals.   Those
hospitals  are  Children's Hospital in Pittsburgh,  Pennsylvania;
Rush  North  Shore in Skokie, Illinois; Westmoreland Hospital  in
Greensburg,  Pennsylvania;  Lutheran  General  Hospital  in  Park
Ridge,  Illinois; Holy Family Hospital in Des Plaines,  Illinois;
and  Indiana  Hospital  in  Indiana, Pennsylvania.   The  Company
conducted initial testing at the Holy Family Hospital and Indiana
Hospital,  and may conduct further studies on present and  future
models  at  some  or all of the other hospitals  from  which  IRB
approval has been obtained.

On   January   6,   1994,  BICO  submitted  its  initial   510(k)
Notification to the U.S. Food and Drug Administration (the "FDA")
for  approval to market the production model, the Diasensor 1000.
The  submission was based on data obtained from the advanced Beta
2  prototypes, since functionally, the production model  will  be
identical  to these prototype models.  BICO's 510(k) Notification
claims  that  the  product has substantial  equivalence  to  home
market  glucose  monitoring devices presently in the  marketplace
since its function is similar, although the device operates on  a
different technological principle.  BICO provided information  in
this  510(k) submission which it believes substantiates that  the
device  does not raise different questions of safety and efficacy
and  is  as safe and effective as the legally marketed predicated
devices.   Such information is required by the FDA before  market
approval  can be granted.  In February 1996, the FDA  convened  a
panel  of  advisors  to  make a recommendation  regarding  BICO's
510(k)   Notification.   The  majority  of  the   panel   members
recommended  that  BICO conduct additional testing  and  clinical
trials   prior  to  marketing  the  Diasensor  1000.   BICO   and
Diasensor.com announced that they remained committed to  bringing
the  Diasensor  1000 to diabetics, and that additional  research,
development and testing would continue (See, "Current  Status  of
the Noninvasive Glucose Sensor").

In  1997  and  1998, due to continued delays of the FDA  approval
process, which are summarized below, and while continuing to work
with the FDA and conduct its mandated testing, the Companies also
focused  their  efforts  on  obtaining  approval  to  market  the
Diasensor 1000 overseas. The Companies obtained a "CE" mark.   In
connection with obtaining a CE mark, the Companies have undergone
a  series of audits and have been certified as manufacturers  and
marketers in Europe for the Diasensor 1000.

In  1998,  BICO, as designer and manufacturer of the device,  was
awarded  ISO certification by TUV Rheinland, a company authorized
to  conduct  such  audits,  which was  contracted  to  perform  a
"conformity  assessment"  of BICO's  quality  system.   BICO  was
awarded  International  Organization for Standardization  ("ISO")
Certification to the 9001 standard, evidencing that BICO  has  in
place  a  total  quality system for the design,  development  and
manufacture  of  its  products.  BICO also  was  awarded  EN46001
Certification, indicating it meets European standards for medical
devices.   Once  the ISO 9001 certification was approved,  and  a
technical  file was submitted and approved by TUV, BICO  received
approval  to  apply  a  CE  mark to  the  device.  Much  like  an
Underwriters Laboratory "UL" mark, the CE mark is provided by the
regulatory  bodies of the European Community,  or  by  authorized
private  bodies,  such  as TUV Rheinland, to  indicate  that  the
device  adheres to "quality systems" of the ISO and the  European
Committee for Standardization.  The CE mark permits the Companies
to sell the Diasensor and other medical products in Europe.

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

BICO  continued  various  aspects of the  Diasensor  development,
resulting  upon a method by which the readings generated  by  the
machine could be transmitted via modem to the patient's clinic or
physician.   Following an in-depth marketing study,  the  Company
determined  that  the  machines with  this  capability  are  more
attractive  to  the  patient, since there is the  possibility  of
selling  a  telemedicine service which includes the machine,  the
patient,  and  his or her physician.  The model of the  Diasensor
has  been named the Diasensor 2000 to differentiate between  this
model  and  the earlier model.  Upon the advice of the FDA,  BICO
determined that it was in the Companies' best interest to  submit
a  PreMarket  Approval Application ("PMA")  to  the  FDA  seeking
marketing  approval  for the Diasensor 2000.   In  1999  the  FDA
implemented a new PMA system wherein individual modules of a  PMA
submission  could be made as they were ready.  In May 1999,  BICO
submitted  the first module, which covered manufacturing  methods
and procedures for the Diasensor 2000.  The FDA requested further
information  which will be submitted in future  modules.   Future
modules  will  include  non-clinical  testing,  such  as  product
validation and safety testing, and human clinical trial data.

The  Diasensor  is a spectrophotometer capable of illuminating  a
small  area  of skin on a patient's arm with infrared light,  and
then  making  measurements  from  the  infrared  light  diffusely
reflected  back  into the device, which it  then  displays  on  a
liquid crystal display on the face of the instrument for the user
to  read.  The Diasensor uses internal algorithms to calculate  a
glucose measurement.

Since  the  Diasensor  will  be  calibrated  individually,   each
instrument  will  be  sold  by  prescription  only  and  will  be
calibrated  in  the patient's home.  This feature may  limit  the
marketability of the Diasensor, and if the device  is  unable  to
qualify  for third-party reimbursement, the Company's ability  to
market the device could be adversely effected.

Current Status of the Noninvasive Glucose Sensor

Hampered  by the Companies' cash flow problems, progress  on  the
Sensor  project was slowed during 1998, which makes  up  part  of
Diasensor.com's  Fiscal 1999.  Once funds became  available,  the
Company allocated resources to re-establishing active dialog with
the  FDA.  To further that effort, the Company has engaged Joslin
Diabetes Center to design and conduct clinical trials, which  are
necessary to obtain FDA approval.

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

The  Company  is also developing a Telemedicine program  for  use
with  the  Diasensor.   This program would involve the use  of  a
Diasensor, along with an internet software program.  Each reading
on  the Diasensor would be automatically stored for transmission,
via the internet, to a location, which would analyze the data and
transmit  it to the patient's physician.  This use of  historical
readings  is  critical  in the patient's analysis  of  trends  in
glucose  levels,  an  important tool in  both  the  treatment  of
diabetes and the use of insulin.  The Company believes that  this
Telemedicine program, which would involve a monthly fee  for  the
use  of the device and the service, rather than a purchase of the
device,  will make the Diasensor technology available  to  larger
numbers of diabetics.

As  with  all other FDA-related activities, the Companies  cannot
provide any assurances as to the date upon which the studies will
be  completed,  the next module of the PMA will be submitted,  or
when the FDA will complete its review of such submission.

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

FDA  approval is necessary to market the Diasensor in the  United
States.  In 1999, the Companies also focused additional effort on
the  European  market,  and  are  planning  to  send  devices  to
different  European  sites for clinical evaluation  in  order  to
encourage those markets to use the Diasensor.

Diasensor.com is responsible for the marketing and sales  of  the
Noninvasive  Glucose Sensor.  Diasensor.com plans to  market  the
Noninvasive Glucose Sensor and the Telemedicine program  directly
to  diabetics, through their doctors' orders.  The Diasensor 1000
has been sold in Europe at a price approximately equivalent to US
$8,500, and it is anticipated that the Diasensor would be sold at
a  similar price in other markets.  The Telemedicine program will
involve  a  monthly fee for the use of both the  Sensor  and  the
service.  Such prices may be set at levels, which would limit its
sales,  absent  third-party reimbursement.  Due  to  the  current
vicissitudes of the health-care insurance industry, the Companies
are unable to make any projections as to the availability of,  or
procedures    required    in   connection    with,    third-party
reimbursement.  Although the Companies estimate,  based  on  1999
American  Diabetes  Association  data,  that  there  are   nearly
16,000,000 diabetics in the United States, not all diabetics will
be  suitable  users  of  the Noninvasive Glucose  Sensor.   Those
diabetics   who   require  and  benefit  from  frequent   glucose
monitoring  comprise  the potential market  for  the  Noninvasive
Glucose Sensor.  The Companies are unable to estimate the size of
that market at this time.


Invasive Glucose Sensors

Currently, blood glucose levels are generally measured by use  of
invasive  glucose sensors utilizing two different  methods.   The
simplest method for monitoring blood glucose levels requires  the
user to prick a finger, draw a drop of blood, and place the blood
on  a chemically-treated test strip.  After a specified amount of
time  has elapsed, the blood must be blotted or wiped off.  After
an  additional amount of time has elapsed, the color of the  test
strip  is  visually compared to that of a color  chart,  and  the
glucose  level  is  read  from the  chart.    The  second  method
requires  the  user  of an invasive glucose  sensor  to  prick  a
finger,  draw a drop of blood, and to place the blood on  a  test
strip  similar  to those described above.  Later, the  user  must
wait a prescribed period of time and place the test strip in  the
invasive  glucose  sensor, which will display a  readout  of  the
blood  glucose level.  Diasensor.com believes that  many  of  the
existing   invasive   glucose  sensors  are  complicated,   time-
consuming,  prone  to  user error, inconvenient,  unpleasant  and
entail significant ongoing expenditures by the user for supplies.

The  Company believes that these methods generally yield accuracy
levels  within plus or minus 25-30 mg/dl of actual glucose levels
(depending upon testing conditions).  Diasensor.com believes that
if  current research and development efforts are successful,  the
Noninvasive Glucose Sensor will have a range of accuracy at least
as accurate as currently available invasive glucose sensors.

With  either  method,  adequate control of blood  glucose  levels
requires  several finger pricks each day, which is an  unpleasant
experience for the user, especially for children.  Depending upon
the  relative facility of the user, it generally takes  at  least
two  to  four minutes for a readout to be provided from  existing
invasive  glucose  sensors.   Moreover,  the  ongoing  costs   of
repeated  testing are significant to the average user, given  the
cost of test strips, lancets, swabs, antiseptics, test solutions,
etc.,  and could represent a monthly cost of up to $100 or  more.
Diasensor.com believes that if the Noninvasive Glucose Sensor  is
successfully   developed,   manufactured   and   marketed,    the
unpleasantness  of existing testing methods will  be  effectively
eliminated, and the expense and inconvenience will, over the long
term, be significantly reduced.

A  clinical  invasive glucose sensor marketed by  Yellow  Springs
Instruments,  Inc. (the "Yellow Springs Sensor") is  an  invasive
glucose  sensor,  which  is  relatively  non-portable  and  costs
approximately $8,000 per unit.  It is used nearly exclusively  by
hospitals and other institutions.  The Yellow Springs Sensor  has
significantly    different   abilities,    characteristics    and
limitations  than  existing invasive glucose  sensors.   Although
Diasensor.com  believes  that the Yellow  Springs  Sensor  yields
higher  accuracy  levels  than  other  invasive  glucose  sensors
(within plus or minus 3% of actual glucose levels) within  up  to
30  minutes, Diasensor.com believes that its Noninvasive  Glucose
Sensor  may be more desirable to most users of existing  invasive
glucose  sensors, who typically value speed and convenience,  who
do  not require the higher accuracy levels achieved by the Yellow
Springs Sensor, and who do not want to utilize invasive methods.

Diabetes

The  American Diabetes Association (the "ADA") has estimated that
diabetes  is  the seventh leading cause of death  in  the  United
States.   The  ADA  also  estimates that  there  are  16  million
diabetics  in  the  United States, including 11%  of  all  people
between  the  ages  of  65  and 74, with corresponding  estimated
annual  health care and work loss costs of more than $90 billion.
It  is  also estimated that more than 385,000 diabetics die  each
year  from  complications associated with  diabetes.   More  than
625,000 new cases of diabetes are diagnosed each year.  Diabetics
who are stricken with juvenile diabetes, the most severe form  of
the  disease, can survive with insulin injections.  However,  the
quality  and  length  of  their lives are  generally  reduced  by
problems  associated with insulin therapy and  by  the  onset  of
serious  diabetic  complications,  including  blindness,   kidney
failure, impotence and increased susceptibility to infection.

Many  tissues  of the body normally rely on glucose,  a  form  of
sugar,  as  a  source  of  metabolic energy.   Most  cells  store
significant amounts of glucose as glycogen, but certain  tissues,
especially  the  brain,  depend  upon  the  blood  to  deliver  a
continuous  supply of glucose.  The concentration of  glucose  in
the  bloodstream  must be controlled within  a  relatively  tight
range to maintain normal health.  If blood glucose drops too low,
causing  hypoglycemia, the brain and nervous system stop  working
properly,  thereby  causing faintness,  weakness,  tremulousness,
headache,    confusion,   and   personality   changes.     Severe
hypoglycemia  can progress to convulsions, coma, and  death.   If
blood glucose rises too high, causing hyperglycemia, there may be
excess urine production, thirst, weight loss, fatigue, and in the
most  severe  cases,  dehydration, coma,  and  death.   Moreover,
hyperglycemia causes damage from chemical reactions  between  the
excess glucose and proteins in cells, tissues, and organs.   Over
long  periods of time, episodes of hyperglycemia are  thought  to
lead  to  diabetic  complications,  including  blindness,  kidney
failure, impotence and increased susceptibility to infection.

To  control  the  storage and metabolism of  blood  glucose,  the
pancreas makes hormones that signal either removal or addition of
glucose  to  the  blood, depending on the  need.   Insulin  is  a
pancreatic hormone that lowers blood glucose levels.  Glucagon is
a  pancreatic hormone that raises blood glucose levels.  Although
certain  other hormones affect blood glucose levels, insulin  and
glucagon have been considered the principal regulators of glucose
metabolism associated with eating.

When  the  concentration  of glucose in the  bloodstream  is  not
controlled  within a relatively tight range, severe complications
result.   The principal disease associated with abnormal  glucose
metabolism is diabetes mellitus, which is defined by the presence
of elevated blood glucose levels.  Over the last 20 years, it has
become   generally  accepted  that  there  are  several  distinct
subclasses of diabetes, the two most important of which are  Type
I  diabetes  ("Type I Diabetes") and Type II diabetes  ("Type  II
Diabetes").   Type  I  Diabetes,  or  insulin-dependent  diabetes
mellitus,  typically begins during childhood or  early  adulthood
(and is therefore termed "juvenile diabetes").  Type II Diabetes,
or  non-insulin-dependent  diabetes  mellitus,  typically  begins
during or after middle age (and is therefore termed "adult  onset
diabetes").

Type  I  Diabetes.  It is estimated that there are over 1 million
Type I diabetics in the United States, and about 45,000 new cases
are  diagnosed  each  year.  Type I Diabetes  is  caused  by  the
destruction of the pancreatic cells that make insulin,  resulting
in   deficient   hormonal  control  of  glucose  metabolism   and
abnormally  high  blood glucose.  High blood glucose  levels  can
lead to coma and death if not adequately controlled.

Before  the discovery of insulin, Type I Diabetes was  a  rapidly
fatal   disease.   Insulin  therapy  corrects  the  most  serious
metabolic disorders, and the discovery of insulin is regarded  as
a  major  triumph of medical science.  However, even with  modern
insulin therapy, Type I diabetics cannot lead normal lives.  Type
I  diabetics' life spans can be shortened by the onset of serious
complications, including blindness, kidney failure, impotence and
increased  susceptibility to infection.  Consequently,  intensive
insulin  therapy  to  control blood glucose is  an  objective  of
modern diabetes treatment.  For Type I diabetics, glucose control
requires   frequent  monitoring  of  glucose  levels  and   rigid
management  of  diet, exercise and therapy and  is  difficult  to
achieve for many patients.

Type  II Diabetes.  It is estimated that there are over 5 million
diagnosed  Type  II  diabetics in the  United  States  and  equal
numbers  of  both undiagnosed Type II diabetics and  people  with
impaired  glucose tolerance, a condition characterized by  normal
blood   glucose  levels  before  eating  but  a  tendency  toward
hyperglycemia afterward.  An estimated 600,000 new cases of  Type
II Diabetes are diagnosed each year in the United States.

The  cause of Type II Diabetes is not precisely known.   What  is
known  is  that Type II Diabetes usually occurs during  or  after
middle  age, heredity plays a role, and energy-rich diets coupled
with sedentary lifestyles are involved.  These factors appear  to
combine  to  cause  insulin resistance, which  is  a  failure  of
insulin  to  act normally to reduce blood glucose levels.   As  a
consequence, even though insulin continues to be secreted by  the
pancreas,  sometimes in above-normal amounts,  blood  glucose  is
poorly   controlled.   Over  time,  the  resulting  episodes   of
hyperglycemia  are  thought  to cause widespread  tissue  damage,
including possible damage to insulin secretion mechanisms in  the
pancreas.  Current therapies for Type II diabetics include  rigid
dietary  control, often in conjunction with the  prescription  of
sulfonylurea  compounds or, in the late stages  of  the  disease,
daily  insulin injections.  Again, frequent monitoring of glucose
levels is required.

Foreign Subsidiaries

In  connection  with  its office in London, Diasensor.com  formed
Diasensor.com  U.K.  Limited.  Operations of this  subsidiary  is
currently limited to the employment of part-time consultants.

Net Sales

The  Company is still in the research and development mode of its
product development; no sales have occurred since its inception.


Research and Development

The  Company  is continuing the research and development  of  the
Noninvasive  Glucose  Sensor.  The research  and  development  is
being  conducted  by BICO pursuant to a Research and  Development
Agreement (See, "Intercompany Agreements").

Product Development

The   Company  is  currently  developing  other  models  of   the
Noninvasive Glucose Sensor for more universal use.

Manufacturing

Production  and  inventory  buildup  of  the  Diasensor  1000  is
expected  to continue.  Manufacturing of the Diasensor  1000  for
sale  in the U.S. will not begin without FDA approval.  BICO will
act as Diasensor.com's exclusive manufacturer of production units
of  the  Noninvasive  Glucose  Sensor  for  fifteen  years  (See,
"Manufacturing   Agreement").   Pursuant  to  the   Manufacturing
Agreement, BICO will manufacture units of the Noninvasive Glucose
Sensor for sale to Diasensor.com at its manufacturing facility in
Indiana,  PA,  although  BICO may use various  subcontractors  to
provide  certain  components.  The Companies  plan  to  have  the
optics,  software,  electronics and other  mechanical  components
supplied to BICO for assembly on a coordinated basis with  BICO's
production schedule.  After manufacturing is underway, BICO  does
not  expect to maintain significant inventories and, as a result,
backlogs may occur from time to time.

In  September  1992, BICO entered into a 10-year lease  with  the
Indiana  County Board of Commissioners for a 22,500  square  foot
facility located in Indiana, PA.  BICO renovated the facility and
ordered  the  required capital equipment and machinery  necessary
for  assembly  operations.  During 1999, all  of  the  Companies'
Indiana, PA operations were moved to this location, which is  now
used   for   manufacturing,   research   and   development    and
administrative   functions.   During  1995,  BICO   obtained   an
additional  45,500 square feet of manufacturing space,  which  is
being  completed for manufacturing.  In 1998, BICO  vacated  this
additional  space  to  its  lessor in  return  for  the  lessor?s
agreement  not to pursue legal action against BICO for nonpayment
of rent.

BICO has undertaken, pursuant to the Manufacturing Agreement,  to
comply  with  good  manufacturing practices and other  regulatory
standards and intends to establish a quality control and  quality
assurance  program  once  manufacturing  begins.   Although   the
Companies  plan  to work closely to coordinate the implementation
of  these undertakings, there can be no assurance that BICO  will
meet  Diasensor.com's  requirements  for  quality,  quantity,  or
timeliness.

Marketing and Distribution

Although  Diasensor.com's officers and marketing  employees  have
experience    in    sales,   marketing,   and/or    distribution,
Diasensor.com  has  no  direct  prior  or  existing   experience.
Diasensor.com's   officers   have  such   experience,   but   not
specifically  in the biomedical device industry (See,  "Directors
and  Executive Officers").  Although the Company believes that  a
successfully developed Noninvasive Glucose Sensor will attract  a
market,   the  Company  anticipates  that  substantial  marketing
efforts and the expenditure of significant funds may be necessary
to inform potential customers and distributors of the distinctive
characteristics and benefits of the Company's Noninvasive Glucose
Sensor.   The Company's success will also depend to a significant
extent   on  its  ability  to  establish  an  effective  internal
marketing organization.

In  addition, the Company's operating results will depend largely
on its ability to establish successful arrangements with domestic
and    international   distributors   and   marketing   partners.
Diasensor.com  also  contemplates that it will  employ  a  direct
sales force focusing directly on diabetics.  Although the Company
believes  that  a  successfully  developed  Noninvasive   Glucose
Sensor,  including the Telemedicine internet monitoring  program,
will  be  a profitable product for the Company, there can  be  no
assurances   that  Diasensor.com  will  be  able   to   establish
sufficient    direct   sales   capabilities   and    distribution
relationships  or  that it will be successful in  gaining  market
acceptance and profitability through sales of its products.


Patents, Trademarks and Licenses

Diasensor.com  owns a patent entitled "Non-Invasive Determination
of  Glucose  Concentration  in Body of Patients"  (the  "Patent")
which  covers  certain aspects of a process for  measuring  blood
glucose levels noninvasively.  Such Patent was awarded to  BICO's
research  team  in  December 1991 and was sold  to  Diasensor.com
pursuant  to a Purchase Agreement dated November 18,  1991  (See,
"Intercompany  Agreements").  The  Patent  will  expire,  if  all
maintenance  fees are paid, no earlier than the  year  2008.   If
marketing  of  a  product made under the  Patent  is  delayed  by
clinical  testing or regulatory review, an extension of the  term
of  the  Patent may be obtained.  Diasensor.com's Patent  relates
only  to  noninvasive sensing of glucose but not to  other  blood
constituents.   Diasensor.com  has  filed  corresponding   patent
applications in a number of foreign countries.

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

In  May  1993, four additional patent applications were filed  by
BICO's  research  teams related to the methods,  measurement  and
noninvasive determination of analyze concentrations in blood.

As  of  November 1999, a total of seven patents have been issued,
all  of which have been assigned to Diasensor.com, and additional
patents  are  pending.    Corresponding patent applications  have
been  filed  in  foreign countries where the Company  anticipates
marketing the Noninvasive Glucose Sensor.

BICO's  research  team  continues to  file  patent  applications,
provisional  patent  applications,  some  of  which   are   being
converted into "PCTs" (Patent Cooperative Treaty), which  reflect
the continued research and development and additional refinements
to the Noninvasive Glucose Sensor.

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

Those   competitors  known  by  Diasensor.com  to  be   currently
developing  non-invasive glucose sensors own patents directed  to
various   devices  and  processes  related  to  the  non-invasive
monitoring   of  concentrations  of  glucose  and   other   blood
constituents.   It  is  possible that such  patents  may  require
Diasensor.com  to  alter  any model of  the  Noninvasive  Glucose
Sensor  or  the underlying processes relating to the  Noninvasive
Glucose   Sensor,  to  obtain  licenses,  or  to  cease   certain
activities.

The  Company  also  relies upon trade secret protection  for  its
confidential and proprietary information.  Although Diasensor.com
and  BICO  take all reasonable steps to protect such information,
including  the  use  of  Confidentiality Agreements  and  similar
provisions,  there  can  be no assurance  that  others  will  not
independently   develop   substantially  equivalent   proprietary
information or techniques, otherwise gain access to the Company's
trade secrets, disclose such technology, or that the Company  can
meaningfully protect its trade secrets.

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


Warranties and Product Liability

Because the Company has not yet begun its manufacture or sale  of
any  products,  it  has not extended any warranties  or  incurred
product  liability risk.  BICO and Diasensor.com  currently  have
product  liability insurance.  Upon the initiation of manufacture
or   sale  of  products,  the  Company  will  attempt  to  obtain
additional  insurance  to  cover  product  liability   risk,   if
necessary.

Source of Supply

Once  production of the Noninvasive Glucose Sensor begins,  BICO,
as  the  manufacturer (See, "Intercompany Agreements"),  will  be
dependent  upon suppliers for some of the components required  to
manufacture the Noninvasive Glucose Sensor.  Some components  may
not  be  generally available, in which case BICO and the  Company
may  become dependent upon those suppliers, which do provide such
specialized products.

Competition

With  the  rapid progress of medical technology, and in spite  of
continuing  research  and  development  programs,  the  Company's
developmental  products  are  always  subject  to  the  risk   of
obsolescence  through the introduction by others of new  products
or  techniques.   Management is aware that other research  groups
are  developing  noninvasive glucose  sensors,  but  has  limited
knowledge  as  to the technology used or stage of development  of
these  devices.   There is a risk that those  other  groups  will
complete  the  development of their devices  before  the  Company
does.  There is no other company currently producing or marketing
noninvasive sensors for the measurement of blood glucose  similar
to  those being developed by the Company.  Competitive success in
the    medical   device   field   is   dependent   upon   product
characteristics  including performance, reliability,  and  design
innovations.

The   Noninvasive  Glucose  Sensor  will  compete  with  existing
invasive glucose sensors.  Although the Company believes that the
features  of  the  Noninvasive Glucose Sensor,  particularly  its
convenience and the fact that no blood samples are required, will
compete  favorably with existing invasive glucose sensors,  there
can  be  no  assurance that the Noninvasive Glucose  Sensor  will
compete  successfully.  Most currently available invasive glucose
sensors yield accuracy levels of plus or minus 25% to 30%,  range
in  price  from  $80  to $200, not including  monthly  costs  for
disposable  supplies  and  accessories,  and  are  produced   and
marketed  by  eight  to ten sizable companies.   Those  companies
include   Bayer,  Inc.,  Boehringer  Mannheim  Diagnostics,   and
Lifescan (an affiliate of Johnson & Johnson).

Such  companies have established marketing and sales forces,  and
represent established entities in the industry.  Certain  of  the
Company's competitors (including their corporate or joint venture
partners  or  affiliates)  currently marketing  invasive  glucose
sensors   have   substantially  greater   financial,   technical,
marketing  and  other resources and expertise than Diasensor.com,
and  may  have  other  competitive advantages over  Diasensor.com
(based  on  any one or more competitive factors such as accuracy,
convenience,  features,  price or brand loyalty).   Additionally,
competitors marketing existing invasive glucose sensors may  from
time  to time improve or refine their products (or otherwise make
them  more  price  competitive) so as to enhance their  marketing
competitiveness  relative  to the Company's  Noninvasive  Glucose
Sensor.  Accordingly, there can be no assurance that the product,
or  Diasensor.com as marketer for the Noninvasive Glucose Sensor,
will be able to compete favorably with such competition.

The  Company  faces more direct competition from other  companies
who  are currently researching and developing noninvasive glucose
sensors.  The Company has very limited knowledge as to the  stage
of  development of these sensors; however, should another company
successfully  develop a noninvasive glucose sensor,  achieve  FDA
approval,  and  reach the market prior to the Company,  it  would
have  an adverse effect upon the Company's ability to market  its
sensor.

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

Other  companies claim that they are designing systems  that  are
semi-invasive.  SpectRx in Norcross, Georgia is using a laser  to
create micropores on the skin without the invasive penetration of
a  metal  needle  or  lancet.  The device then  gives  a  glucose
reading   from   the  interstitial  fluid  collected   from   the
micropores.   Cell Robotics International, Inc.  in  Albuquerque,
New Mexico is also using a laser device that perforates the skin.
Called  the Lasette, a single-pulse Er:YAG laser ablates a  small
hole  in  the  fingertip to extract capillary blood  for  glucose
testing.   A  continuous glucose monitoring system from  MiniMed,
Inc.  in  Sylmar, California received FDA approval in June  1999.
The  device  includes a catheter with a small sensor at  its  tip
that  is inserted through the skin, sending readings via a  small
wire to a sensor.  A new sensor must be reinserted under the skin
every two to three days.

Cygnus of Redwood, California recently received FDA approval  for
its   GlucoWatch  that  leeches  glucose  through  the  skin   by
electrical  stimulation.  The glucose triggers an electrochemical
reaction  in  a  disposable  transdermal  pad  that  acts  as   a
biosensor, generating electrons.  Although Cygnus claims that its
device is noninvasive, the fact remains that, in addition to  the
use  of electrical currents to draw fluid through the skin,  each
person  must  use finger prick technology every day to  calibrate
and use the device.

Certain  organizations are also actively engaged  in  researching
and  developing  technologies  that  may  regulate  the  use   or
production  of insulin or otherwise affect or cure the underlying
causes  of  diabetes.  Diasensor.com is not aware of any  new  or
anticipated   technology  that  would  effectively   render   the
Noninvasive  Glucose Sensor obsolete or otherwise not  marketable
as  currently  contemplated.  However, there can be no  assurance
that  future technological developments or products will not make
the Noninvasive Glucose Sensor significantly less competitive or,
in  the  case  of  the  discovery of a cure  for  diabetes,  even
effectively obsolete.

Government Regulations

Since  the  Company's  Noninvasive Glucose Sensor  product  is  a
"medical  device"  as  defined by  the  Federal  Food,  Drug  and
Cosmetic  Act,  as  amended (the "Act"), it  is  subject  to  the
regulatory authority of the FDA and will also be subject  to  the
authority  of  similar foreign regulatory agencies  in  countries
where  the Noninvasive Glucose Sensor may be marketed.   The  FDA
has promulgated regulations that apply to the testing, marketing,
registration  and  manufacture of medical devices  and  products.
The  FDA can subject the Company to inspections of its facilities
and  operations and may also audit its record keeping  procedures
at any time.

Moreover,  approvals  are subject to continual  review,  and  the
future  discovery of previously unknown problems  may  result  in
certain restrictions being applied to the use or marketing of the
Noninvasive  Glucose  Sensor or a complete  withdrawal  from  the
market.

Because  the Noninvasive Glucose Sensor is subject to  regulation
by  the FDA, the Company will be required to meet applicable  FDA
requirements prior to marketing the device in the United  States.
These  requirements  include  clinical  testing,  which  must  be
supervised  by  the IRBs of chosen hospitals.   Clinical  testing
began  on  the  Noninvasive  Glucose Sensor  in  May  1993  (See,
"Current  Status  of  the  Noninvasive  Glucose  Sensor").    The
clinical  trials have been conducted based on a determination  by
the  Company  and  the IRBs that the device is a "non-significant
risk"  device,  thus  obviating the need for  an  Investigational
Device Exemption ("IDE") filing with the FDA.  Should any of  the
IRBs  determine, and are successful in convincing the  FDA,  that
the  device is a "significant risk" device, the Company would  be
required  to submit an IDE filing to the FDA.  Such filing  would
result  in  material delays and expenses for the Company,  and  a
resulting significant delay in the completion, marketing and sale
of the Noninvasive Glucose Sensor.  To date, neither the IRBs nor
the  FDA  have informed the Company that they are of the  opinion
that the device is a "significant risk" device.

Diasensor.com may conclude clinical testing on any device at  any
point  at which it believes additional data is not necessary  for
inclusion  in  the  510(k) Notification.  Such notification  will
include a detailed description of the prototype and data produced
during  clinical trials.  The 510(k) Notification review  by  the
FDA  involves  a  substantial period of time,  and  requests  for
additional  information and clinical data will require additional
time.   Although  the  Company does not anticipate  extraordinary
problems,  there can be no assurance that the 510(k) Notification
will ultimately be approved, or when it will be approved.

The  510(k)  Notification filed by the Company for the  Diasensor
1000  indicated that the device is "substantially equivalent"  to
similar  existing devices, namely invasive glucose  sensors.   In
connection  with its review of the Company's 510(k) Notification,
the  FDA  will  determine  whether the device  is  "substantially
equivalent" to a similar existing device based upon the following
factors: (i) whether the device has the same "intended use" as an
the  existing  device; and (ii) whether the device has  the  same
technological characteristics as the existing device, unless  the
different  technological characteristics do not adversely  affect
its  safety and effectiveness.  Although the Company and the IRBs
believe  that  the  Noninvasive Glucose  Sensor  satisfies  those
requirements,  thus  qualifying for a 510(k) Notification,  there
can  be  no  assurance  that the FDA will  agree.   Although  its
correspondence with the Company appears to indicate that the  FDA
believes  that the 510(k) Notification is the appropriate  filing
for  the Diasensor 1000, should the FDA determine that the device
is  not  "substantially  equivalent" to an  existing  device,  or
refuse  to  approve the 510(k) Notification for any  reason,  the
Company  would be required to submit to the FDA's full pre-market
approval  process,  which would require additional  testing,  and
result  in significant delays and increased expenses.  The  FDA's
pre-market approval process is more extensive, time-consuming and
will result in increased research and development expenses, while
delaying  the  time period in which BICO and Diasensor.com  could
begin manufacturing and marketing the product.

The  time  elapsed between the completion of clinical testing  at
IRBs and the grant of marketing approval by the FDA is uncertain,
and  no  assurance  can  be given that  approval  to  market  the
Noninvasive  Glucose  Sensor  will ultimately  be  obtained.   In
addition,  delays  or  rejections may be encountered  based  upon
changes  in  the FDA's regulatory policies during the  period  of
research and development and the FDA's review.

The  Company  may  also  be  required to  comply  with  the  same
regulatory requirements prior to introducing the Diasensor  2000,
or other models of the Noninvasive Glucose Sensor, to the market.
Any  changes  in  FDA  procedures or  requirements  will  require
corresponding changes in the Company's obligations  in  order  to
maintain compliance with FDA standards.  Such changes may  result
in additional delays or increased expenses.

The  FDA's  Good  Manufacturing  Practices  for  Medical  Devices
specifies various requirements for BICO's manufacturing processes
and maintenance of certain records.

Because  the  FDA  approval process has been subject  to  several
delays,  the Companies have focused efforts on obtaining approval
to  sell  its  device  in  Europe  (SEE,  "The  Company  and  its
Business").

Human Resources

Diasensor.com    currently    has   no    full-time    employees.
Diasensor.com  employs  consultants in  its  London  office.  The
Company  believes that, if and when FDA approval is obtained  for
the  Noninvasive Glucose Sensor, or manufacturing  and  marketing
begins, it will employ approximately 48 persons on a full-time or
part-time  basis in the United States, and approximately  sixteen
persons  in  each foreign office.  Diasensor.com's  success  will
depend  upon  the  efforts of its key management  personnel,  the
departure  of  any  of whom may adversely affect  Diasensor.com's
business.  None of the Company's employees are represented  by  a
collective  bargaining  unit,  and  Diasensor.com  considers  its
relations with its employees to be excellent.

Financial  Information About Foreign and Domestic Operations  and
Export Sales

The  Company's  operations are located primarily  in  the  United
States of America.  In 1994, the Company incorporated a majority-
owned foreign subsidiary, Diasensor.com U.K. Limited, in order to
facilitate  the  opening  of  its  office  in  London,   England.
Although  the  Company is currently taking orders in  its  London
office, the Company has had no sales, foreign or domestic,  since
its inception.


Item 2. Properties

In  April 1992, Diasensor.com purchased an office condominium for
$190,000.   The  office,  which consists  of  approximately  4600
square feet, is located at 2275 Swallow Hill Road, Building 2500,
2nd  Floor, Pittsburgh, PA 15220.  Due to cash flow problems, the
Company  sold the office condominium in 1999, and now leases  the
space  for its administrative offices. BICO continues to lease  a
portion  of the office at a monthly rental amount of $3,544  plus
one-half  of  the  utilities  (See,  "Certain  Relationships  and
Related Transactions").

As  of  November  1999, Diasensor.com has an  office  in  London,
England for the purpose of taking orders for the Diasensor 1000.

The  Company  believes  that  its  existing  facilities  will  be
sufficient  to  meet its needs through Fiscal 1999.   Should  the
Company require additional space, the Company believes such space
will be available at reasonable commercial rates.

Item 3. Legal Proceedings

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

In  May  1996, the Company, along with BICO and BICO's individual
directors,  including David Purdy and Fred Cooper, who  are  also
officers  and  directors  of Diasensor.com,  was  served  with  a
federal  class action lawsuit based on alleged misrepresentations
and violations of federal securities laws.  The action is pending
in   federal   district  court  for  the  Western   District   of
Pennsylvania, and remains in the pre-trial pleadings  stage  with
the  consent  of all parties.  No determinations as  to  possible
liability  or  exposure are possible at this time,  although  the
Company  does  not believe that any violations of the  securities
laws have occurred.

In  April 1998, the Company was served with a subpoena requesting
documents  in  connection  with  an  investigation  by  the  U.S.
Attorneys' office for the Western District of Pennsylvania.   The
Company   has   submitted  various  scientific,   financial   and
contractual documents in response to such requests.

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

Not applicable.


                            PART II

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

Diasensor.com   was   incorporated   in   the   Commonwealth   of
Pennsylvania on July 5, 1989.  Diasensor.com has the authority to
issue  40,000,000 shares of common stock at a par value of  $.01,
and  1,000,000  shares of preferred stock.  As  of  November  30,
1999,  22,980,051  shares of common stock were  outstanding.   No
shares  of  Preferred Stock are outstanding.  As of November  30,
1999,  there  were currently exercisable warrants outstanding  to
purchase 8,639,113 shares of the common stock of Diasensor.com at
exercise  prices  ranging  from $.50 to  $3.50  per  share.   The
warrants have various expiration dates through November 3, 2004.

As  of  November  30,  1999, the Company  had  approximately  600
holders  of record for its common stock and no holders of  record
for its preferred stock.

Diasensor.com  is not currently listed on any stock  exchange  or
market.   The  Company currently acts as its  own  registrar  and
transfer agent for its common stock and its warrants.  Currently,
there  is  no established public trading market for the Company's
common stock.

Common Stock

The holders of common stock are entitled to one vote per share on
all  matters  to be voted on by shareholders and are entitled  to
cumulative  voting  rights  in the  election  of  directors.   In
cumulative  voting, the holders of common stock are  entitled  to
cast,  for  each  share held, the number of votes  equal  to  the
number of directors to be elected.  A holder may cast all of  his
or  her votes for one nominee or distribute them among any number
of nominees for election.  Subject to any preferences that may be
granted to any holders of preferred stock, the holders of  common
stock are entitled to receive, on a pro rata basis, dividends out
of funds legally available for distribution, when and if declared
by  the Board of Directors, and to share ratably in the assets of
Diasensor.com   legally  available  for   distribution   to   its
shareholders in the event of liquidation, dissolution or winding-
up  of  Diasensor.com.   The holders  of  common  stock  have  no
preemptive, redemption or conversion rights. The shares of common
stock currently outstanding are fully paid and nonassessable.


Preferred Stock

The Company's Articles of Incorporation permit the issuance of up
to  1,000,000 shares of preferred stock.  No shares of  preferred
stock are currently issued or outstanding.  Diasensor.com has  no
present intention to issue any such shares; although there can be
no  assurance  that preferred stock will not  be  issued  in  the
future.

Dividends

The  Company has not paid cash dividends on its common  stock  or
preferred  stock since its inception and cash dividends  are  not
presently  contemplated  at any time in the  foreseeable  future.
The  Company  anticipates that any excess  funds  generated  from
operations  in  the foreseeable future will be used  for  working
capital  and to continue to fund the research and development  of
the Noninvasive Glucose Sensor.  In accordance with the Company's
Articles  of  Incorporation, cash dividends are  also  restricted
under certain circumstances.

Warrants

As  of November 30, 1999 there were outstanding warrants, all  of
which are currently exercisable, to purchase 8,639,113 shares  of
common  stock at exercise prices ranging from $0.50 to $3.50  per
share  and having expiration dates ranging from December 2,  1999
to  November 3, 2004.  During Fiscal 1999 2,070,000 warrants were
granted.   The  warrants were issued to directors,  officers  and
employees  of  Diasensor.com and to  certain  other  persons  for
certain   goods   and  services  transferred   or   rendered   to
Diasensor.com   and,  in  the  case  of  certain   officers,   in
consideration of meritorious service.  The number  of  shares  of
common  stock issuable upon the exercise of the warrants and  the
exercise  prices relating thereto are subject to adjustment  upon
the  occurrence  of  certain events, including  stock  dividends,
stock   splits,   mergers,  consolidations  and  reorganizations.
Diasensor.com  may  not  redeem  the  warrants  prior  to   their
expiration.

Employment Agreement Provisions Related to Changes in Control

Diasensor.com has entered into agreements (the "Agreements") with
Fred  E. Cooper and David L. Purdy pursuant to which they receive
annual  salaries  of  $100,000, and $50,000  from  Diasensor.com,
respectively,  all of which are subject to review and  adjustment
annually.  As of the end of Fiscal 1999, such annual salaries had
been  increased to $372,000 and $325,000 respectively,  although,
due  to  the Company's cash flow problems, full payment  was  not
made  during  Fiscal 1998 or1999.  The initial  term  of  Messrs.
Cooper's and Purdy's Agreements expired on October 31, 1999,  but
the  Agreements were automatically renewed for additional  three-
year  periods; such renewals will continue unless any party gives
proper  notice of non-renewal.  The Agreements also provide  that
in   the  event  of  a  "change  of  control"  of  Diasensor.com,
Diasensor.com  is required to issue to Mr. Cooper and  Mr.  Purdy
shares  of  common  stock  equal to  five  percent  (5%)  of  the
outstanding  shares  of common stock of the  Company  immediately
after  the change in control.  In general, a "change of  control"
is  deemed to occur for purposes of the Agreements: (i) when  20%
or  more  of Diasensor.com's outstanding voting stock is acquired
by   any   person,  (ii)  when  one-third  (1/3)   or   more   of
Diasensor.com's  directors  are  not  Continuing  Directors   (as
defined in the Agreements), or (iii) when a controlling influence
over the management or policies of Diasensor.com is exercised  by
any person or by persons acting as a group within the meaning  of
Section  13(d) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act") (See, "Employment Agreements").

Item 6. Selected Financial Data

The  selected  financial data presented herein has  been  derived
from  the  Company's  audited consolidated financial  statements.
These  financial statements have been audited by Thompson  Dugan,
P.C. for the twelve-month periods ended September 30, 1999, 1998,
1997,  1996, 1995 and 1994, the reports of each of which  include
explanatory paragraphs as to "going concern" considerations.  The
selected  financial  data  should be  read  in  conjunction  with
"MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION  AND
RESULTS  OF  OPERATIONS"  and  the financial  statements  of  the
Company  and  related notes thereto included  elsewhere  in  this
report.



                  12 mos.     12 mos.     12 mos.     12 mos.     12 mos.
                   Ended       Ended       Ended       Ended       Ended
                   9/30        9/30        9/30         9/30        9/30
                   1999        1998        1997         1996        1995

 R&D          $     -0-     $     -0-    $   -0-      $    -0-     $ 3,487,882
 Expenses

 General &
 Administrative
 Expenses     $ 1,354,066   $   669,764  $ 1,023,961  $ 1,509,298  $ 2,323,279

 Warrant
 Extensions   $   272,078   $    25,000  $ 5,593,875  $ 7,644,033  $ 4,650,000

 Net Loss    ($   753,501) ($ 2,914,329)($ 6,564,837)($ 9,021,823)($10,361,514)

 Total
 Assets       $    38,324   $   292,322  $ 3,108,243  $ 4,171,910  $ 5,407,401

 Total        $    91,214   $    92,327  $    22,419  $    20,624  $ 1,323,980
 Liabilities

 Working
 Capital     ($    84,559) ($    44,724) $ 2,862,349  $ 3,914,198  $ 3,839,965
 (Deficit)

 Accumulated
 Deficit     ($45,628,601) ($44,875,100)($41,960,771)($35,395,934)($26,374,111)

 Net Loss
 Per Common
 Share       ($.03)        ($.13)       ($.29)       ($.39)       ($.54)


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



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

Diasensor.com  operates on a fiscal year  ended  September  30th.
Therefore,  years are referred to as Fiscal years;  for  example,
the  year  from  October 1, 1998 through September  30,  1999  is
referred to as Fiscal 1999.

Forward-Looking Statements

In  addition  to  Part  I  of this Form  10-K,  the  Management's
Discussion and Analysis section also contains the type of forward-
looking  statements discussed on page 2 herein.  Please refer  to
such  discussion  in  connection with the  information  presented
here.

Liquidity and Capital Resources

Diasensor.com's cash balance at September 30, 1999 was $6,525,  a
decrease  from  $41,811 at September 30, 1998 and  $1,181,070  at
September 30, 1997. The decrease occurred because the Company did
not  raise additional capital during Fiscal 1998 or Fiscal  1999,
with  no  income  generated from operations.  As  a  result,  the
Company experienced significant cash flow problems during  Fiscal
1998 and Fiscal 1999.  Diasensor.com had negative working capital
of  ($84,559)  at September 30, 1999 and  ($44,724) at  September
30,  1998,  as compared to positive working capital of $2,862,349
at  September 30, 1997.  This fluctuation in working capital  was
primarily attributable to net advances and repayments of advances
to  BICO and funds raised from sales of its stock in Fiscal 1996,
with no sales of stock or other capital-raising activities during
Fiscal 1997, Fiscal 1998 and Fiscal 1999.

In  July 1995, BICO and Diasensor.com agreed to suspend billings,
accruals  and payments due pursuant to the R&D Agreement  pending
the   FDA's  review  of  the  Diasensor  1000.    The  suspension
continued during Fiscal 1999; no amounts are due or being accrued
pursuant to the R&D Agreement.

During  Fiscal  1998,  the Company made allowances  for  doubtful
accounts,  including  amounts owed  to  the  Company  from  BICO.
During Fiscal 1999 the Company reduced the allowance for doubtful
accounts  to reflect a reduction in amounts due from BICO.  These
allowances  were  recorded  based  upon  the  current   financial
position of BICO.

Diasensor.com   has  entered  into  employment  agreements   (the
"Agreements")  with Fred E. Cooper and David L.  Purdy  effective
November 1, 1994, pursuant to which they were originally entitled
to receive annual salaries of $100,000 and $50,000, respectively,
which  are subject to review and adjustment annually.  As of  the
end  of  Fiscal 1999, such annual salaries had been increased  to
$372,000  and  $325,000,  respectively,  although,  due  to   the
Company's  cash flow problems, such amounts were not paid  during
Fiscal 1998 (See, "Executive Compensation").  The initial term of
the  Agreements expired on October 31, 1999 and was automatically
renewed  for a three-year period.  The Agreements are subject  to
review,  adjustment and renewal.  In the event  of  a  change  in
control  of  the  Company,  as defined  in  the  Agreements,  and
termination  of  employment, continuation of  salaries  at  100%,
which decreases to 25% over time, are payable in addition to  the
issuance of stock as set forth in the Agreements.  The Agreements
also  provide for severance and disability benefits under certain
circumstances   (See,"   DIRECTORS  AND  EXECUTIVE   OFFICERS   -
Employment Agreements").

Based   on   Diasensor.com's  available  cash,  the  ability   of
Diasensor.com and its affiliates to raise capital,  its  rate  of
monthly   expenditures   and  the  deferrals   agreed   upon   by
Diasensor.com and BICO, Diasensor.com believes that  it  will  be
able  to continue its current activities for a limited time.   If
Diasensor.com  is not able to obtain additional financing  or  if
such additional financing is insufficient, Diasensor.com will  be
required  to  cease  operations  and  the  development   of   the
Noninvasive Glucose Sensor altogether.

Accordingly,  Diasensor.com may be required to  seek  substantial
additional   financing  from  third  parties  to   complete   the
development  of  the Noninvasive Glucose Sensor,  to  obtain  FDA
approval to market the Noninvasive Glucose Sensor and to  provide
for  its  general working capital requirements during  that  time
period.  There can be no assurance that such additional financing
will   be   available  or  available  on  terms   acceptable   to
Diasensor.com.   Moreover, certain demands on liquidity, such  as
technological,   regulatory  or  legal  problems,   could   cause
Diasensor.com's liquidity to be further burdened.   Diasensor.com
does  not  currently have any additional sources of liquidity  or
working  capital, including bank lines of credit, etc.  Long-term
working capital needs are expected to be met through sales of the
Noninvasive  Glucose Sensor, although no assurance  can  be  made
that   the   Noninvasive  Glucose  Sensor  will  be  successfully
developed, manufactured, marketed or commercially viable.

Results of Operations

During  Fiscal  1999,  1998  and 1997, research  and  development
expenses  were  $0.   This decrease was due  to  the  agreed-upon
suspension of billings by Diasensor.com and BICO pursuant to  the
R&D Agreement (See, "Liquidity and Capital Resources").

General and administrative expenses aggregated $1,354,066  during
Fiscal  1999,  as  compared to $669,764 during Fiscal  1998,  and
$1,023,961 during Fiscal 1997.  This decrease during Fiscal  1998
was  due primarily to the suspension of billings pursuant to  the
R&D  Agreement,  and  the  reduction  in  personnel  due  to  the
Company's cash flow problems.  Other income aggregated $48,973 in
Fiscal  1999, as compared to $62,914 in Fiscal 1998, and  $52,999
in Fiscal 1997.  Other income is comprised of interest income and
rental  income; rental income averages approximately $42,000  per
year  (all of which was paid by BICO to Diasensor.com),  and  the
balance  of  other income is from interest earned on deposits  of
liquid assets.

During   Fiscal  1999,  1998  and  1997,  the  Company   extended
2,561,213;  10,000;  and 2,236,550 warrants, respectively,  which
were originally granted to certain officers, directors, employees
and  consultants in 1992 through 1994, until 2000  through  2002,
respectively.  Because the exercise price of some of the warrants
($1.00 or $.50 per share) was lower than the market price of  the
common  stock at the time of the extensions (which is assumed  to
be $3.50 per share, although there is currently no public trading
market  for  the  common  stock), $272,078  was  charged  against
operations  in Fiscal 1999; $25,000 was charged to operations  in
Fiscal  1998; and $5,593,875 was charged to operations in  Fiscal
1997.

During Fiscal 1999, the Company recovered $823,670 in amounts due
from  BICO  which  had  been part of the Fiscal  1998  charge  of
$2,282,479  to  a  provision  for doubtful  accounts,  reflecting
amounts  due  to  the Company from BICO, due to BICO's  financial
position.

Income Taxes

As   of   September  30,  1999,  the  Company  had  approximately
$23,700,000  in  net operating losses available for  federal  tax
purposes.  Subject to certain limitations, these losses  will  be
available  as  carry  forwards to offset  future  taxable  income
through  the  years  2005-2013.  The  Company  also  has  federal
research  and  development  credit carry  forwards  available  to
offset federal income taxes of approximately $700,000, subject to
limitations and expiring in the years 2005 through 2013.

Supplemental Financial Information (unaudited)

In  November  1999,  the Company extended  warrants  to  purchase
600,000  shares  of  common  stock, which  would  have  otherwise
expired.

Item 8.  Financial Statements and Supplementary Data.

The Company's consolidated financial statements appear on pages F-
1 through F-21 of this report.

Item  9.  Changes  in  and  Disagreements  with  Accountants   on
Accounting and Financial Disclosure
None.

                            PART III

Item 10. Directors and Executive Officers

The  directors  and  executive officers of  the  Company  are  as
follows:


     Name             Age       Director      Positions Held
                               Since

David L. Purdy        71          1989         Chairman of the Board,
                                               Chief Scientist,
                                               Director

Fred E. Cooper        53          1989         President, CEO, Director

Anthony J. Feola      51          1991         Director
Feola

Patrick H. O'Neil     84          1999         Director


DAVID  L.  PURDY,  71,  is the Chairman of the  Board  and  Chief
Scientist  of  the Company.  Mr. Purdy has been a director  since
the  Company's  inception and became Chairman  of  the  Board  in
October  1992.   Mr. Purdy acted as the Company's Treasurer  from
its  inception  until  October 1992, when  he  became  its  Chief
Scientist.   Mr.  Purdy  has  been  employed  primarily  as   the
President  of  BICO  from  1972 to the  present.   Mr.  Purdy  is
currently the President, Chairman of the Board and a director  of
BICO.  Mr. Purdy currently devotes approximately 40% of his  time
to   Diasensor.com,  and  60%  of  his  time  to  BICO  and   its
subsidiaries.

FRED E. COOPER, 53, has been the President and a director of  the
Company  since its inception.  Prior to joining the Company,  Mr.
Cooper   co-founded  Equitable  Financial  Management,  Inc.   of
Pittsburgh,  PA, a company in which he served as  Executive  Vice
President  until his resignation and divestiture of ownership  in
August  1990.   Mr. Cooper is the Chief Executive Officer  and  a
director of BICO.  Mr. Cooper currently devotes approximately 40%
of   his   time  to  Diasensor.com  and  60%  to  BICO  and   its
subsidiaries.

ANTHONY  J.  FEOLA, 51, has been a director of the Company  since
February  1991.  In addition, Mr. Feola served as  the  Company's
Chief  Operating Officer until April 1994, when he rejoined  BICO
as  its  Senior Vice President.  At that time, BICO  assumed  Mr.
Feola's  employment contract with Diasensor.com.  Mr. Feola  also
served  as  the Company's Vice President of Marketing  and  Sales
from December 1991 until October 1992.  Until January 1, 1992, he
was  BICO's  Vice  President of Marketing and  Sales.   Prior  to
joining  BICO in November 1989, Mr. Feola was Vice President  and
Chief  Operating Officer with Gateway Broadcasting in Pittsburgh,
PA  and  a  National Sales Manager for Westinghouse  Corporation,
also in Pittsburgh, PA.  He also serves as a director of BICO.

PATRICK H. O'NEILL, 84, was appointed to the Board in 1999.   Mr.
O'Neill  is  a  former Chairman of the Board of  Joslin  Diabetes
Center in Boston, Mass.  He obtained his engineering degree  from
the  University of Alaska, which has subsequently honored him  as
both  a  Distinguished Alumni and an Outstanding Alumnus  of  the
School  of Mineral Industry.  His career began with a  job  as  a
miner  in  Alaskan open cut gold mines, where he worked  his  way
through college.  Other than four years of military service,  his
career  was spent in the mining industry. He progressed to  chief
engineer  and  ultimately the President of  International  Mining
Corporation and several of its subsidiaries.  Since 1982, he  has
worked   as  an  international  consultant  to  the  gold  mining
industry,  and  serves  as  a director of  Zemex  Corporation  in
Toronto,  the American Geographical Society in New York  and  the
Ireland U.S. Council for Commerce and Industry.

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

Item 11. Executive Compensation

The  following table sets forth information concerning the annual
and  long-term compensation for services in all capacities to the
Company  for the Fiscal Years ended September 30, 1999, 1998  and
1997  of  those persons who were, at September 30, 1999: (i)  the
Chief   Executive  Officer,  and  (ii)  the  other  most   highly
compensated  executive officers of the Company whose remuneration
exceeded $100,000 (the "Named Executives").



<TABLE>
             SUMMARY COMPENSATION TABLE

                 Annual Compensation                       Long-Term               All Other
                                                           Compension (1)          Compensation
                                                                                   ($)     (2)
<S>              <C>   <C>          <C>         <C>        <C>                     <C>
-----------------------------------------------------------------------------------------------
Name and         Year  Salary ($)   Bonus ($)   (2)Other   Awards
Principal                                           ($)    Warrants
Position                                                   (number of
                                                           shares) (#)
-----------------------------------------------------------------------------------------------
Fred E.          1999  $ 288,792    $ 0         $ 0        678,545(3)(4)           $ 0
Cooper,          1998  $ 173,875    $ 0         $ 0        0                       $ 0
CEO (5)          1997  $ 150,000    $ 0         $ 0        363,500(4)              $ 0
-----------------------------------------------------------------------------------------------
David L.         1999  $ 202,083    $ 0         $ 0        800,000(3)(4)           $ 0
Purdy            1998  $  91,667    $ 0         $ 0        0                       $ 0
Chief Scientist  1997  $  87,500    $ 0         $ 0        0                       $ 0
(6)
-----------------------------------------------------------------------------------------------
</TABLE>


(1)  The  Company  does not currently have a Long-Term  Incentive
     Plan  ("LTIP"),  and no payouts were made  pursuant  to  any
     LTIP  during the years 1998, 1997 or 1996.  Except as  noted
     in  Note  (3)  below,  the  Named  Executives  were  awarded
     warrants  to purchase the number of shares of the  Company's
     common  stock set forth in the table above in  each  of  the
     years   noted  (See,  "Certain  Relationships  and   Related
     Transactions").  The Company has no retirement,  pension  or
     profit-sharing  programs for the benefit of  its  directors,
     officers or other employees.

(2)  During  the years ended September 30, 1999, 1998  and  1997,
     the  Named  Executives received medical benefits  under  the
     Company's group insurance policy.

(3)  During  Fiscal  1999,  the  Named  Executives  were  granted
     warrants as follows:  Fred E. Cooper and David L. Purdy each
     received  warrants  to  purchase  200,000  shares   of   the
     Company's  common stock at $.50 per share until January  27,
     2004.   No  warrants  were granted to the  Named  Executives
     during Fiscal 1997 or 1998.

(4)  During  Fiscal  1999 and Fiscal 1997, the  Company  extended
     warrants  previously issued to the Named  Executives,  which
     would have otherwise expired.  Although the extensions  were
     in  connection  with  warrants already  held  by  the  Named
     Executives, they are shown in the table set forth  above  as
     "awards"  for  executive compensation  disclosure  purposes.
     However,  such warrants do not appear in the "Option/Warrant
     Grant"  Table,  since,  at the time of  the  extension,  the
     exercise price of the warrants (which remained unchanged  at
     $.50  per share) was equal to the designated "market  price"
     of  the common stock, which is assumed to be $.50 per share,
     although  there  is currently no public trading  market  for
     the  common stock.  During Fiscal 1999 both Fred E. Cooper's
     and David L. Purdy's warrants to purchase 300,000 shares  of
     the  Company's common stock at $.50 per share were  extended
     until  March 25, 2004; and warrants to purchase 178,545  and
     300,000  shares  were extended to May 7, 2004  for  Fred  E.
     Cooper and David L. Purdy, respectively.

(5)  Due  to the Company's cash flow problems, Mr. Cooper's  full
     salary was not paid during Fiscal 1998. Mr. Cooper will  be,
     or  was  paid  salary and bonuses aggregating  approximately
     $660,417,  $382,298,  and $442,000 by  BICO  and  its  other
     subsidiaries  during  calendar years 1999,  1998  and  1997,
     respectively.

(6)  Due  to  the Company's cash flow problems, Mr. Purdy's  full
     salary  was  not  paid  during Fiscal 1998.   During  Fiscal
     1997,  Mr.  Purdy  waived part of his $100,000  salary,  and
     voluntarily decreased his annual salary in BICO.  Mr.  Purdy
     was   or   will  be  paid  salary  and  bonuses  aggregating
     approximately  $183,333,  $75,135,  and  $154,000,  by  BICO
     during calendar years 1999, 1998, and 1997, respectively.

          Option/Warrant/SAR Grants in Last Fiscal Year


                                                           POTENTIAL REALIZED
                                                            VALUE AT ASSUMED
                                                            ANNUAL RATES OF
                                                                 STOCK
INDIVIDUAL GRANTS (1)                                      PRICE APPRECIATION
                                                                  FOR
                                                             OPTION TERM (3)
                       Percent
                         of
            Number      Total
              of       Options/
         Securities      SARs    Exercise  Expiration
Name     Underlying    Granted      or        Date     5% ($)   10%($)     0%($)
          Options/       to        Base
           SARs        Employee    Price
         Granted         in        ($/Sh)
           (#)         Fiscal
                       Year(2)


Fred E.
Cooper   200,000       10.0%      $ .50    01/27/04    $30,000  $ 62,000   $0



David L.
Purdy    200,000       10.0%      $ .50    01/27/04    $30,000  $ 62,000   $0

__________________________________________

(1)  During  Fiscal 1999, certain warrants previously granted  to
     the   Named   Executives  in  1991  were  extended.    These
     warrants,  which  aggregate 600,000 and 478,545  for  Mssrs.
     Purdy  and  Cooper, respectively, are not included  in  this
     Table,  since the exercise price of the warrants  was  equal
     to  the  designated "market price" of $.50 per share at  the
     time of the extension.

(2)  For  purposes  of calculating these percentages,  the  total
     number   of   warrants  granted  during  Fiscal   1999   was
     2,070,000.

(3)  Potential  realizable values reflect the difference  between
     the  warrant  exercise price at the end of Fiscal  1999  and
     the  fair value of the Company's common stock price from the
     date  of the grant or extension until the expiration of  the
     warrant.   The  5%  and 10% appreciation  rates,  compounded
     annually,  are assumed pursuant to the rules promulgated  by
     the  SEC  and do not reflect actual historical or  projected
     rates  of  appreciation of the common stock.  Assuming  such
     appreciation, the following illustrates the per share  value
     on  the  dates  set  forth  (the expiration  dates  for  the
     warrants),  assuming the values set forth ($.50  per  share,
     which  is  the  price the Company has designated;  there  is
     currently no trading market for the common stock):

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

          1/27/99: $.50             1/27/04      $.65      $.81


The   foregoing  values  do  not  reflect  appreciation  actually
realized   by  the  Named  Executives  (See,  "Option/Warrant/SAR
Exercises    in   Last   Fiscal   Year   and   Fiscal    Year-End
Option/Warrant/SAR Value" Table, Below).

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


                                            Number of
                                            Securities          Value of
                                            Underlying          Unexercised
                                            Unexercised         In-the-Money
               Shares                       Options/SARs        Options/SARs
               Acquired on                  at FY-End (#)       at FY-End ($)
               Exercise     Value           Exercisable/        Exercisable/
    Name       (#)(1)(2)    Realized($)(3)  Unexercisable(4)    Unexercisable(5)

 Fred E. Cooper   -0-           -0-           1,180,045(6)         $ 0

 David L.
 Purdy            -0-           -0-           1,056,250(7)         $ 0
 _________________

(1)  This  figure represents the number of shares of common stock
     acquired  by  each  Named Executive  upon  the  exercise  of
     warrants.

(2)  During the fiscal year ended September 30, 1999, neither  of
     the  Named  Executives  exercised any warrants  to  purchase
     common stock.

(3)  The  value  realized  of  the warrants  exercised  would  be
     computed by determining the spread between the market  value
     of  the underlying securities at the time of exercise  minus
     the exercise price of the option or warrant.

(4)  All  warrants  held  by the Named Executives  are  currently
     exercisable.

(5)  The   value   of   unexercised  warrants  is   computed   by
     subtracting  the exercise price of the outstanding  warrants
     from  $.50  per share, the price per share in the  Company's
     current  public  offering, although there  is  currently  no
     market for the Company's common stock.  Because none of  the
     Named  Executive's warrants were granted at exercise  prices
     less  than $.50 per share, none of the warrants are "in-the-
     money" for purposes of this table.

(6)  Includes  warrants  to purchase: 138,000  shares  of  common
     stock  at  $.50  per  share until April 24,  1995  (extended
     until  April  24, 2001); 300,000 shares of common  stock  at
     $.50  per  share until March 25, 1996 (extended until  March
     25,  2004); 178,545 shares of common stock at $.50 until May
     7,  1996  (extended  until May 7, 2004); 150,000  shares  of
     common  stock  at  $1.00 per share until  October  25,  1996
     (extended until October 25, 2002); 213,500 shares of  common
     stock  at  $1.00 per share until January 27, 1997  (extended
     until  January 27, 2000); and 200,000 shares of common stock
     at $.50 per share until January 27, 2004.

(7)  Includes  warrants  to purchase: 250,000  shares  of  common
     stock  at  $.50  per  share until April 24,  1995  (extended
     until  April  24, 2001); 300,000 shares of common  stock  at
     $.50  per  share until March 25, 1996 (extended until  March
     25,  2004); 6,250 shares of common stock at $1.00 per  share
     until  April  15,  2000; 300,000 shares of common  stock  at
     $.50  per  share until May 7, 1996 (extended  until  May  7,
     2004); and 200,000 shares of common stock until January  27,
     2004.

Employment Agreements

Diasensor.com   has  entered  into  employment  agreements   (the
"Agreements")  with Fred E. Cooper and David L.  Purdy  effective
November 1, 1994, pursuant to which they were originally entitled
to  receive annual salaries of $100,000 and $50,000 respectively,
which  are subject to review and adjustment annually.  As of  the
end  of  Fiscal 1999, such annual salaries had been increased  to
$372,000,  and  $325,000,  respectively,  although,  due  to  the
Company's  cash flow problems, full payment was not  made  during
Fiscal  1998.   The  initial term of the  Agreements  expired  on
October 31, 1999, but continues thereafter for additional  three-
year  terms unless any of the parties give proper notice of  non-
renewal.   The  Agreements also provide that in the  event  of  a
"change  of control" of Diasensor.com, Diasensor.com is  required
to issue to Messrs. Cooper and Purdy shares of common stock equal
to  five  percent (5%) of the outstanding shares  of  the  common
stock of the Company immediately after the change in control.  In
general, a "change of control" is deemed to occur for purposes of
the   Agreements   (i)  when  20%  or  more  of   Diasensor.com's
outstanding voting stock is acquired by any person, (ii) when one-
third  (1/3)  or  more  of  Diasensor.com's  directors  are   not
Continuing Directors (as defined in the Agreement), or (iii) when
a  controlling  influence  over the  management  or  policies  of
Diasensor.com is exercised by any person or by persons acting  as
a  group  within  the meaning of Section 13(d) of the  Securities
Exchange Act of 1934, as amended (the "Exchange Act").

In  addition, in the event of a change in control within the term
of  the Agreements or within one year thereafter, Messrs. Cooper,
and  Purdy are entitled to receive severance payments in  amounts
equal  to: 100% of their most recent annual salary for the  first
three  years  following termination; 50%  of  their  most  recent
annual  salary  for  the next two years; and 25%  of  their  most
recent  salary  for the next five years.  Diasensor.com  is  also
required  to  continue  medical insurance  coverage  for  Messrs.
Cooper  and  Purdy and their families during such periods.   Such
severance  payments will terminate in the event of the employee's
death.

In  the  event  that  either  Mr. Cooper  or  Mr.  Purdy  becomes
disabled, as defined in the Agreements, they will be entitled  to
the  following payments, in lieu of salary, such payments  to  be
reduced  by  any  amount  paid directly to  them  pursuant  to  a
disability  insurance  policy provided  by  the  Company  or  its
affiliates: 100% of their most recent annual salary for the first
three years; and 70% of their most recent salary for the next two
years.

The  Agreements also generally restrict the disclosure of certain
confidential  information obtained by Messrs.  Cooper  and  Purdy
during  the  term  of  the  Agreements and  restricts  them  from
competing  with  Diasensor.com  for  a  period  of  one  year  in
specified states following the expiration or termination  of  the
Agreements.

Item  12.  Security  Ownership of Certain Beneficial  Owners  and
Management

                                                                  Percent of
                     Amount & Nature               Ownership with Class with
Name and Address     of Beneficial     Percent of  Warrants and   Warrants and
of Beneficial Owner  Ownership(1)      Class (2)     Options(3)   Options (4)

Biocontrol             11,975,000         52.1%      11,975,000       52.1%
Technology, Inc.
300 Indian Springs Rd.
Indiana, PA  15701

David  L.  Purdy (5)       32,000            *        1,088,250(6)     4.5%
300 Indian Springs Road
Indiana, PA 15701

Fred  E.  Cooper           22,000            *        1,202,045(7)     5.0%
Building 2500, 2nd Floor
2275 Swallow Hill Rd.
Pittsburgh, PA 15220

Anthony J. Feola           20,000            *          820,000(8)     3.4%
Building 2500, 2nd Floor
2275 Swallow Hill Rd.
Pittsburgh, PA 15220

Patrick H. O'Neill              0            *          100,000(9)      *
42 Dunning Road
New Canaan, CT 06840

All directors and          74,000            *        3,210,295(9)     12.3%
executive officers
as a group (4 persons)

* Less than one percent
________________________


(1)  Excludes  currently  exercisable warrants  and  options  set
     forth  in  the  third column and detailed in  the  footnotes
     below.

(2)  Represents  current common stock owned by  each  person,  as
     set   forth   in  the  first  column,  excluding   currently
     exercisable  warrants and options, as a  percentage  of  the
     total  number  of shares of common stock outstanding  as  of
     September 30, 1998, which was 22,980,051.

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

(4)  Represents total number of shares of common stock  owned  by
     each  person, as set forth in the third column,  which  each
     named person or group has the right to acquire, through  the
     exercise  of  warrants or options within  sixty  (60)  days,
     together  with common stock currently owned, as a percentage
     of  the  total number of shares of common stock  outstanding
     as  of  September  30,  1999.   For  individual  computation
     purposes,  the  total  number  of  shares  of  common  stock
     outstanding  as of September 30, 1999 has been increased  by
     the  number  of additional shares which would be outstanding
     if  the person or group owned the number of shares set forth
     in the third column.

(5)  Does  not  include shares held solely by Mr.  Purdy's  adult
     children.   Mr. Purdy disclaims any beneficial  interest  to
     shares held by members of his family.

(6)  Includes  currently  exercisable warrants  to  purchase  the
     following: 250,000 shares of common stock at $.50 per  share
     until  April  24,  1995  (extended until  April  24,  2001);
     300,000  shares  of  common stock at $.50  per  share  until
     March  25, 1996(extended until March 25, 2004); 6,250 shares
     of  common  stock at $1.00 per share until April  15,  2000;
     300,000  shares of common stock at $.50 per share until  May
     7,  1996 (extended until May 7, 2004); and 200,000 shares of
     common stock at $.50 per share until January 27, 2004.

(7)  Includes  currently  exercisable warrants  to  purchase  the
     following:   138,000  shares of common  stock  at  $.50  per
     share  until April 24, 1995 (extended until April 24, 2001);
     300,000  shares  of  common stock at $.50  per  share  until
     March  25,  1996  (extended until March 25,  2004);  178,545
     shares  of  common stock at $.50 until May 7, 1996 (extended
     until  May 7, 2004); 150,000 shares of common stock at $1.00
     per  share  until October 25, 1996 (extended  until  October
     25,  2002);  213,500  shares of common stock  at  $1.00  per
     share  until  January 27, 1997 (extended until  January  27,
     2000); and 200,000 shares of common stock at $.50 per  share
     until January 27, 2004.

(8)  Includes  currently  exercisable warrants  to  purchase  the
     following:   100,000  shares of common  stock  at  $.50  per
     share  until April 24, 1995 (extended until April 24, 2001);
     100,000  shares  of  common stock at $.50  per  share  until
     October  23, 1995 (extended until October 23, 2003); 300,000
     shares  of  common stock at $.50 per share until  March  25,
     1996 (extended until March 25, 2004); and 300,000 shares  of
     common  stock at $.50 per share until May 7, 1996  (extended
     until May 7, 2004).

(9)  Includes  currently  exercisable warrants  to  purchase  the
     following: 100,000 shares of common stock at $.50 per  share
     until September 8, 2004.

(10) Includes  shares of common stock, including stock  currently
     owned,  available  under currently exercisable  warrants  as
     set forth above.

Item 13. Certain Relationships and Related Transactions

Diasensor.com  and BICO (the "Companies") share  common  officers
and  directors.   In  addition, the Companies have  entered  into
several  intercompany  agreements, which  are  summarized  below.
Management  believes  that  it  was  in  the  best  interest   of
Diasensor.com  to  enter  into  such  agreements  and  that   the
transactions were based on terms as fair as those which may  have
been  available  in comparable transactions with  third  parties.
However,   no   unaffiliated  third   party   was   retained   to
independently  determine the fairness of such transactions.   The
Company's  policy concerning related party transactions  requires
the approval of a majority of the disinterested directors.

Employment Relationships

The  Board  of  Directors  of  the  Company  approved  employment
agreements  effective  November 1,  1994  for  its  officers  and
directors  Fred  E. Cooper and David L. Purdy. (See,  "Employment
Agreements").

David  L.  Purdy,  Chairman of the Board, Chief Scientist  and  a
director  of the Company, is a director of the BICO and  Coraflex
Boards.   He  is  also the Chairman of the Board,  President  and
Treasurer  of  BICO,  and  the Chairman  and  the  President  and
Treasurer of Coraflex.   Fred E. Cooper, President and a director
of  the  Company, is a director of the BICO, Coraflex, and Petrol
Rem  Boards.  He is also the CEO and Executive Vice President  of
BICO.    Anthony J. Feola, a director, is also a director on  the
BICO,  Coraflex,  and Petrol Rem Boards.  He is also  the  Senior
Vice President of BICO.

Leases and Property

Diasensor.com  rents  an  office condominium  in  Pittsburgh,  PA
(See,  "Properties").  BICO moved its Pittsburgh offices  to  the
Diasensor.com office condominium and pays Diasensor.com  rent  in
the amount of $3,544 per month plus one-half of the utilities.

Three   of  the  Company's  current  executive  officers   and/or
directors  and three former directors of the Company are  members
of   the   eight-member  300  Indian  Springs  Road  Real  Estate
Partnership  (the  "Partnership") which in July  1990,  purchased
BICO's  real  estate  in  Indiana, PA, and  each  has  personally
guaranteed the payment of lease obligations to the bank providing
the  funding.   The cost of the property to BICO was  $1,084,852.
The property was sold to the Partnership subject to the leaseback
provision and outstanding liens for approximately $800,000;  BICO
received approximately $403,000 in cash as a result of the  sale-
leaseback.  The sale price was determined by First West  Virginia
Bank.   Each  member  of  the Partnership  received  warrants  in
consideration of his or her personal guarantees.  The six members
of the Partnership who are also current or former officers and/or
directors of the Company, David L. Purdy, Fred E. Cooper, Gary R.
Keeling,  Jack  H.  Onorato, Richard M.  Erenberg  and  C.  Terry
Adkins,  each  received warrants to purchase  100,000  shares  of
BICO's common stock at an exercise price of $.33 per share  until
June  29,  1995  (which were extended until June 29,  2000),  and
warrants  to  purchase  100,000 shares of Diasensor.com's  common
stock at an exercise price of $.50 per share until June 29, 1995,
all  of  which  have expired unexercised.  The  warrant  exercise
prices were equal to the market prices of the common stock at the
time  of issuance.    Mr. Keeling, who was not a director at  the
time of the transaction, joined the board in October 1991, became
a  Vice  President  in  October  1992,  and  resigned  from  both
positions in August 1997.  Mr. Adkins, who was not a director  at
the  time of the transaction, joined the board in March 1992  and
became  a Vice President in October 1992; Mr. Adkins resigned  as
an officer and director during Fiscal 1998.  Mr. Onorato, who was
not  a  director at the time of the transaction, was  a  director
until  September  1992 when he became a director  of  BICO  until
April 1994.  Mr. Erenberg, who was not a director at the time  of
the transaction, was a director until April 1993.

Intercompany Agreements

License  and  Marketing  Agreement.  Diasensor.com  acquired  the
exclusive marketing rights for the Noninvasive Glucose Sensor and
related  products  and  services from  BICO  in  August  1989  in
exchange  for  8,000,000  shares  of  its  common  stock.    That
agreement was canceled pursuant to a Cancellation Agreement dated
November  18, 1991, and superseded by a Purchase Agreement  dated
November 18, 1991.  The Cancellation Agreement provides that BICO
retain the 8,000,000 shares of Diasensor.com common stock,  which
BICO received pursuant to the License and Marketing Agreement.

Purchase  Agreement.   BICO  and  Diasensor.com  entered  into  a
Purchase  Agreement dated November 18, 1991 whereby BICO conveyed
to  Diasensor.com  its entire right, title and  interest  in  the
Noninvasive  Glucose  Sensor and its development,  including  its
extensive  knowledge,  technology  and  proprietary  information.
Such  conveyance includes BICO's patent received in December 1991
(See, "Business").

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

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

Research  and  Development ("R&D") Agreement.  Diasensor.com  and
BICO  entered  into  an  agreement  dated  January  20,  1992  in
connection  with the research and development of the  Noninvasive
Glucose  Sensor.  Pursuant to the agreement, BICO  will  continue
the  development of the Noninvasive Glucose Sensor, including the
fabrication  of  prototypes, the performance of clinical  trials,
and  the  submission to the FDA of all necessary applications  in
order  to  obtain  market  approval for the  Noninvasive  Glucose
Sensor.  BICO will also manufacture the models of the Noninvasive
Glucose  Sensor to be delivered to Diasensor.com for  sale  (See,
"Manufacturing Agreement").  Upon the delivery of  the  completed
models,  the  research and development phase of  the  Noninvasive
Glucose Sensor will be deemed complete.

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

Manufacturing Agreement.  BICO and Diasensor.com entered into  an
agreement  dated January 20, 1992, whereby BICO will act  as  the
exclusive  manufacturer  of the Noninvasive  Glucose  Sensor  and
other  related  products.  Diasensor.com will provide  BICO  with
purchase  orders  for the products and will endeavor  to  provide
projections   of   future  quantities   needed.    The   original
Manufacturing   Agreement  called  for   the   products   to   be
manufactured  and sold at a price to be determined in  accordance
with  the  following formula: Cost of Goods (including actual  or
275%  of overhead, whichever is lower) plus a fee of 30% of  Cost
of  Goods.   In  July  1994, the formula was  amended  to  be  as
follows: Costs of Goods Sold (defined as BICO's aggregate cost of
materials, labor and associated manufacturing overhead) +  a  fee
equal  to one third (1/3) of the difference between the  Cost  of
Goods  Sold  and  Diasensor.com's sales  price  of  each  Sensor.
Diasensor.com's  sales price of each Sensor  is  defined  as  the
price  paid  by  any  purchaser,  whether  retail  or  wholesale,
directly  to Diasensor.com for each Sensor.  Subject  to  certain
restrictions,  BICO  may  assign its manufacturing  rights  to  a
subcontractor with Diasensor.com's written approval.  The term of
the agreement is fifteen years.

Warrants

During Fiscal 1997 through Fiscal 1999, Diasensor.com issued  the
following warrants to its officers and directors:

On  January  27, 1999, Diasensor.com issued warrants to  purchase
common  stock at $.50 per share until January 27, 2004  to:  Fred
Cooper, 200,000 shares; and David Purdy, 200,000 shares.

On  September 8, 1999, Diasensor.com issued warrants to  purchase
100,000  shares of common stock at $.50 per share until September
8, 2004 to Patrick H. O'Neill.

                            PART IV

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


1.   Consolidated Financial Statements

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


(a)  Consolidated Financial Statements                                     Page

     Report of Independent Accountants Thompson Dugan, P.C.                F-1

     Consolidated  Balance  Sheets  as  of  September  30,  1999;
     September 30, 1998                                                    F-3

     Consolidated  Statements of Operations For  the  Fiscal
     Years  Ended September 30, 1999, 1998, 1997, 1996;  and
     July 5, 1989 (inception) through September 30, 1999                   F-4

     Consolidated  Statements  of Changes  in  Stockholders'
     Equity  for the Fiscal Years Ended September 30,  1999,
     1998, 1997, 1996, 1995, 1994; 1993; 1992; the 12 months
     ended  December 31, 1991, 1990, and from July  5,  1989
     (inception) through December 31, 1989                                 F-5

     Consolidated  Statements of Cash Flows for  the  Fiscal
     Years  Ended September 30, 1999, 1998, 1997, 1996;  and
     July 5, 1989 (inception) through September 30, 1999                   F-6

     Notes  to  Consolidated Financial Statements for the  Fiscal
     Year Ended September 30, 1999                                         F-7

2.   Exhibits

(a)  Reports on Form 8-K

     The Company filed a Form 8-K report dated November 17, 1999.
     The item listed was Item 5, Other Events.


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

     The following Exhibits required by Item 601 of Regulation S-
     K  are  filed  as part of this report.  Except as  otherwise
     noted,  all  exhibits  are incorporated  by  reference  from
     Exhibits to Form S-1 (Registration #33-56574) filed December
     31, 1992 or from exhibits to Form 10-K filings subsequent to
     that date.

3.1  Articles of Incorporation of Diasensor.com, Inc.,
     as amended

3.2  Amended and Restated Bylaws of Diasensor.com, Inc.

4.1  Form of Specimen Common Stock Certificate of Diasensor.com, Inc.

10.1 Purchase Agreement dated as of November 18, 1991 between
     Diasensor.com, Inc. and Biocontrol Technology, Inc.

10.2 Manufacturing Agreement dated as of January 20, 1992, between
     Diasensor.com,  Inc.  and   Biocontrol Technology, Inc.

10.3 Research  and Development Agreement dated  as  of
     January  20,  1992  between  Diasensor.com,  Inc.   and
     Biocontrol Technology, Inc.

10.4 Lease   dated   as  of  May  1,   1992   between
     Diasensor.com, Inc. and Biocontrol Technology, Inc.

10.5 First Amendment to Purchase Agreement dated as of
     December  8,  1992  between  Diasensor.com,  Inc.   and
     Biocontrol Technology, Inc.

10.6(1)   Amendment to Manufacturing Agreement dated as  of
          June 7, 1994 between Diasensor.com, Inc. and Biocontrol
          Technology, Inc.

10.7(1)   Deferral  Agreement, dated as of  July  1,  1994,
          between  Diasensor.com, Inc. and Biocontrol Technology,
          Inc.

10.8      Deferral Agreement dated as of September 30, 1994
          between  Diasensor.com, Inc. and Biocontrol Technology,
          Inc.

10.9      Employment Agreement dated as of November 1, 1994
          between Diasensor.com, Inc. and Fred E. Cooper

10.10     Employment Agreement dated as of November 1, 1994
          between Diasensor.com, Inc. and David L. Purdy

10.11(2)  Letter of Resignation of director C. Terry Adkins

(1)  Incorporated by reference from Exhibit with this title filed
     with  the  Company's Form S-1 filed August 17, 1994  at  33-
     82796.

(2)  Incorporated by reference from Exhibit with this title filed
     with the Company's Form 8-K dated August 29, 1997.



Conformed Copy
                           SIGNATURES

Pursuant  to  the  requirements of Section 13  or  15(d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto duly authorized, on the 29th day of December 1999.

                                   DIASENSOR.COM, INC.

                                   By:    /s/ Fred E. Cooper
                                          Fred E. Cooper,President

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

     Signature                  Title                  Date

/s/  David L. Purdy           Chairman of           December 29,1999
     David L. Purdy           the Board;
                              Chief Scientist

/s/  Fred E. Cooper           President and         December 29, 1999
     Fred E. Cooper           Director
                             (principal executive
                              officer, principal
                              financial officer, and
                              principal accounting
                              officer)

/s/  Anthony J. Feola         Director              December 29, 1999
     Anthony J. Feola

/s/  Patrick H. O'Neill       Director              December 29, 1999
     Patrick H. O'Neill

                         THOMPSON DUGAN
                  CERTIFIED PUBLIC ACCOUNTANTS
                    ________________________

                       Pinebridge Commons
                     1580 McLaughlin Run Rd.
                      Pittsburgh, PA 15241



       Report of Independent Certified Public Accountants



Independent Auditors' Report

Board of Directors
Diasensor.com, Inc.

     We have audited the accompanying consolidated balance sheets
of Diasensor.com, Inc. (a development stage company) as of
September 30, 1999 and 1998, and the related statements of
operations, changes in stockholders' equity and cash flows for
each of the three years in the period ended September 30, 1999,
and for the period from July 5, 1989 (inception) through
September 30, 1999.  These financial statements are the
responsibility of the Company's management.  Our responsibility
is to express an opinion on these financial statements based on
our audits.

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

     In our opinion, such financial statements present fairly, in
all material respects, the consolidated financial position of
Diasensor.com, Inc. as of September 30, 1999 and 1998, and the
results of its operations and its cash flows for each of the
three years in the period ended September 30, 1999, and for the
period from July 5, 1989 (inception) through September 30, 1999,
in conformity with generally accepted accounting principles.

     The accompanying consolidated financial statements have been
prepared assuming that the Company will continue as a going
concern.  As discussed in note B to the financial statements, the
Company is in the development stage and has incurred losses from
operations and negative cash flows from operations for each of
the three years in the period ended September 30, 1999 and from
July 5, 1989 (inception) through September 30, 1999 raising
substantial doubt about its ability to continue as a going
concern.  Management's plans in regard to these matters are also
described in note B.  The financial statements do not include any
adjustments that might result from the outcome of this
uncertainty, including adjustments relating to the recoverability
and classification of recorded assets that might be necessary in
the event the Company cannot continue to meet its financing
requirements and achieve productive operations.

     In addition, as discussed in notes B and F, the Company is
dependent upon its parent, Biocontrol Technology, Inc. (BICO) to
continue to perform and fund contractual arrangements related to
research, development and manufacturing activities of products
for the Company.  There has been and continues to be substantial
doubt about BICO's ability to continue as a going concern due to
their recurring losses from operations and negative cash flow.
These financial statements do not include any adjustments that
might result from the outcome of this uncertainty.



December 9, 1999



<PAGE>1
                               Diasensor.com, Inc.
                         (A Development Stage Company)

                          CONSOLIDATED BALANCE SHEETS

                                          September 30,  September 30,
                ASSETS                        1999          1998
                                           -----------    -----------
Current assets
  Cash and cash equivalents (note A)       $     6,525    $    41,811
  Prepaid expenses                                 130          5,792
                                             -----------    -----------
               Total current assets              6,655         47,603

Property and equipment-at cost(notes A and C)
  Building and improvements                          0        222,296
  Furniture and fixtures                        42,750         42,750
                                           -----------    -----------
                                                42,750        265,046
  Less accumulated depreciation                 28,331         69,553
                                           -----------    -----------
                                                14,419        195,493
                                           -----------    -----------
Other assets
  Due from BICO(notes A and F)               1,458,809      2,197,433
  Notes receivable-related parties(note F)           0        125,000
  Interest receivable-related parties(note F)        0          9,272
  Allowance for doubtful account(note F)    (1,458,809)    (2,282,479)
  Security deosit (note C)                      17,250              0
                                           -----------    -----------
                                                17,250         49,226
                                           -----------    -----------
     TOTAL ASSETS                          $    38,324    $   292,322
                                           ===========    ===========

                      LIABILITIES and STOCKHOLDERS' EQUITY

Current liabilities
  Accounts payable                         $         0    $    23,606
  Accrued payroll and withholdings(note f)      91,214         68,721
                                           -----------    -----------
              Total current liabilities         91,214         92,327

Commitments and Contingencies (notes B and G)

Stockholders' equity
  Preferred stock, 1,000,000 shares authorized, none issued
  Common stock, 40,000,000 shares of $.01 par value
  authorized; issued and outstanding
  22,980,051 at Sep. 30, 1999 and
  Sep. 30, 1998                                229,801        229,801
  Additional paid-in capital                26,892,071     26,892,071
  Warrants                                  18,453,839     17,953,223
  Deficit accumulated during the
  development stage                        (45,628,601)   (44,875,100)
                                           -----------    -----------
                                               (52,890)       199,995
            TOTAL LIABILITIES AND          -----------    -----------
                  STOCKHOLDERS' EQUITY     $    38,324    $   292,322
                                           ===========    ===========
[FN]
The accompanying notes are an integral part of this statement.
<PAGE>3
                                 Diasensor.com, Inc.
                         (A Development Stage Company)

                      CONSOLIDATED STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
                                                                                                       From July 5, 1989
                                         For the year ended    For the year ended  For the year ended  (inception) thru
                                         September 30, 1999    September 30,1998   September 30, 1997  September 30, 1999
                                         ------------------    ------------------  ------------------   ------------------
<S>                                        <C>                  <C>                  <C>                  <C>
Research and development expenses
 (notes A, F, and G)                       $       -            $      -              $    -             $   10,556,405

General and administrative expenses           1,354,066              669,764            1,023,961            13,272,131

Provision for (recovery of) doubtful
 accounts(note F)                              (823,670)           2,282,479               -                  1,458,809

Warrant extensions (note H)                     272,078               25,000            5,593,875            18,184,986

Technology and patent rights acquired (note F)     -                   -                   -                  2,650,000

Interest expense                                   -                   -                   -                     10,529

Other income - (note D)                         (48,973)             (62,914)             (52,999)             (571,664)

Other expense                                      -                   -                   -                     37,405
                                           --------------       --------------       --------------       ---------------
Net loss                                   $   (753,501)        $ (2,914,329)       $  (6,564,837)       $  (45,598,601)
                                           ==============       ==============       ==============       ===============
Net loss per common share (note A)         $      (0.03)        $      (0.13)       $       (0.29)       $        (2.37)
                                           ==============       ==============       ==============       ===============

<FN>
The accompanying notes are an integral part of this statement.

</TABLE>
<PAGE>4
<TABLE>

                                 Diasensor.com, Inc.
                         (A Development Stage Company)

  CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (Note H)

       For the period July 5, 1989 (inception) through September 30, 1999


                                                                                                           Deficit     Total
                                                                                                        Accumulated   Stock-
                                                                        Common   Additional              During the   Holders'
                                                   Common   Stock       Stock     Paid-in               Development   equity
                                                   Shares   Amount   Subscribed  Capital    Warrants       Stage     (Deficit)
                                                ---------- --------- ---------- ---------- -----------  ------------ -----------
<S>                                             <C>         <C>      <C>        <C>        <C>         <C>          <C>
July 10,1989 Issuance of stock to BICO in connection with
   obtaining License and Marketing Agreement     8,000,000  $ 80,000  $       -  $       -   $       -   $        -   $   80,000
 Aug. 21 through Dec. 31, 1989 (various dates)
   First Private Placement                         656,000     6,560          -    321,440           -            -      328,000
 Sep. 29, 1989 - Issuance of stk in connection
   with patent rights acquired by BICO           1,040,000    10,400          -    509,600           -            -      520,000
 Net loss                                                -         -          -          -           -      (80,000)     (80,000)
                                                ---------- --------- ---------- ---------- -----------  ------------ -----------
Balances at December 31, 1989                    9,696,000    96,960          -    831,040           -      (80,000)     848,000
 Jan. 1 to Dec. 31, 1990 (various dates)
    First private Placement                      1,240,000    12,400          -    607,600           -            -      620,000
 May 1, 1990 through Aug. 31, 1990 (various dates)
    First Private Placement
    Exchange of debt for shares of stock           136,000     1,360          -     66,640           -            -       68,000
 Warrants issued - to BICO                               -         -          -          -      27,500            -       27,500
 Net loss                                                -         -          -          -           -     (497,628)    (497,628)
                                                ---------- --------- ---------- ---------- -----------  ------------ -----------
Balances at December 31, 1990                   11,072,000   110,720          -  1,505,280      27,500     (577,628)   1,065,872
 Jan. 1 to Dec. 31, 1991 (various dates)
   First Private Placement                         768,000     7,680          -    376,320           -            -      384,000
   Second Private Placement                      3,948,250    39,482          -  3,896,468           -            -    3,935,950
 December 31, 1991 - common stock subscribed
   62,500 shares at $ 1                                  -         -        625     61,875           -            -       62,500
 Warrants issued - to BICO                               -         -          -          -      19,085            -       19,085
 Net loss                                                -         -          -          -           -   (3,650,203)  (3,650,203)
                                                ---------- --------- ---------- ----------  ----------  ------------ -----------
Balances at December 31, 1991                   15,788,250   157,882        625  5,839,943      46,585   (4,227,831)   1,817,204
 Jan. 1 to Sep. 30, 1992 (various dates)
   Second Private Placement                        986,750     9,868          -    976,883           -            -      986,751
   Third Private Placement                           7,212        72          -     25,170           -            -       25,242
   Fourth Private Placement                        120,000     1,200          -    418,800           -            -      420,000
 Jan. 1992 - Exchange of debt for share of stk     235,000     2,350          -    232,650           -            -      235,000
 Jan. 1992 - Common stk subscriptions recieved      62,500       625       (625)         -           -            -            0
 Net loss                                                -         -          -          -           -   (2,846,584)  (2,846,584)
                                                ---------- --------- ---------- ----------  ----------  ------------ -----------
Balances at September 30, 1992                  17,199,712   171,997          -  7,493,446      46,585   (7,074,415)     637,613
 Sep. 30, 1992 to Oct. 31,1992(various dates)
   Fourth Private Placement                        180,000     1,800          -    628,200           -            -      630,000
 June 1993 thru July 1993 warrants exercised        25,000       250          -     28,520      (3,770)           -       25,000
 Net loss                                                -         -          -          -           -   (3,763,101)  (3,763,101)
                                                ---------- --------- ---------- ----------  ----------  ------------ -----------
Balances at September 30, 1993                  17,404,712   174,047          -  8,150,166      42,815  (10,837,516)  (2,470,488)
 Oct. 1, 1993 to Sep. 30, 1994(various dates)
   Registered Stock                                230,961     2,309          -    783,936           -            -      786,245
 Consulting service in exchange for stock            7,200        72          -     25,128           -            -       25,200
 Treasury Stock purchase                           (10,000)     (100)         -     (4,900)          -      (30,000)     (35,000)
 Treasury Stock sale                                10,000       100          -     34,900           -            -       35,000
 Nov. 1993 thru Aug. 1994 warrants exercised       105,000     1,050          -     38,950      (2,500)           -       37,500
 June 1994 Private Placement subject to Reg. S      91,667       917          -    287,834           -            -      288,751
 Net Loss                                                -         -          -          -           -   (5,145,081)  (5,145,081)
                                                ---------- --------- ---------- ----------  ----------  ------------ -----------
Balances at September 30, 1994                  17,839,540   178,395          -  9,316,014      40,315  (16,012,597)  (6,477,873)
 Consulting service in exchange for stock           17,500       175          -     61,075           -            -       61,250
 May 1995 Exchange of debt for shrs of stk       3,000,000    30,000          - 10,470,000           -            -   10,500,000
 Oct. 1994 thru Sep. 1995 warrants exercised        29,512       295          -      9,771           -            -       10,066
 Warrant extensions                                      -         -          -          -   4,650,000            -    4,650,000
 Oct. 1, 1994 to Sep. 30, 1995(various dates)
    Registered Stock                               437,768     4,378          -  1,497,114           -            -    1,501,492
 July 12, 1995 unregistered stock to BICO        1,200,000    12,000          -  4,188,000           -            -    4,200,000
 Net Loss                                                -         -          -          -           -  (10,361,514) (10,361,514)
                                                ---------- --------- ---------- ----------  ----------  ------------ -----------
Balances at September 30, 1995                  22,524,320   225,243          - 25,541,974   4,690,315  (26,374,111)   4,083,421
 Consulting service in exchange for stock:Reg.      10,000       100          -     34,900           -            -       35,000
 Consulting service in exchange for stock:Unreg.     5,000        50          -     17,450           -            -       17,500
 Oct. 1995 thru Sep. 1996 warrants exercised        56,000       560          -     27,440           -            -       28,000
 Warrant extensions                                      -         -          -          -   7,644,033            -    7,644,033
 Oct. 1, 1995 to Sep. 30, 1996(various dates)
   Registered Stock                                410,731     4,108          -   1,361,047          -            -    1,365,155
 Net Loss                                                -         -          -          -           -   (9,021,823)  (9,021,823)
                                                ---------- --------- ---------- ----------  ----------  ------------ -----------
Balances at September 30, 1996                  23,006,051   230,061          -  26,982,811 12,334,348  (35,395,934)   4,151,286
 Warrant extensions                                      -         -          -          -   5,593,875            -    5,593,875
 Oct. 1, 1996 to Sep. 30, 1997(various dates)
   Registered Stock                                (27,000)     (270)         -    (94,230)          -            -      (94,500)
 Net Loss                                                -         -          -          -           -   (6,564,837)  (6,564,837)
                                                ---------- --------- ---------- ----------  ----------  ------------ -----------
Balances at September 30, 1997                  22,979,051   229,791          - 26,888,581  17,928,223  (41,960,771)   3,085,824
 Warrant extensions                                      -         -          -          -      25,000            -       25,000
 Oct. 1, 1997 to Sep. 30, 1998(various dates)
    Registered Stock                                 1,000        10          -      3,490           -            -        3,500
 Net Loss                                                -         -          -          -           -   (2,914,329)  (2,914,329)
                                                ---------- --------- ---------- ----------  ----------   ----------  -----------
Balances at September 30, 1998                  22,980,051   229,801          - 26,892,071  17,953,223  (44,875,100)     199,995
 Warrants issued for services                            -         -          -          -     228,538            -      228,538
 Warrant extensions                                      -         -          -          -     272,078            -      272,078
 Net Loss                                                -         -          -          -           -     (753,501)    (753,501)
                                                ---------- --------- ---------- ----------  ----------  -----------   ----------
Balances at September 30, 1999                  22,980,051  $229,801          -$26,892,071 $18,453,839 $(45,628,601)  $  (52,890)
                                                ========== ========= ========== ==========  ==========   ==========  ===========
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>5
<TABLE>

                                 Diasensor.com, Inc.
                         (A Development Stage Company)

                      CONSOLIDATED STATEMENT OF CASH FLOWS (Note I)

<CAPTION>
                                                                                                       From July 5, 1989
                                         For the year ended    For the year ended  For the year ended  (inception) thru
                                         September 30, 1999    September 30, 1998  September 30, 1997  September 30, 1999
                                         ------------------    ------------------  ------------------   ------------------
<S>                                        <C>                   <C>                 <C>                 <C>

Cash flows from operating activities:
 Net loss                                   $   (753,501)         $(2,914,329)        $  (6,564,837)      $ (45,598,601)
 Adjustments to reconcile net loss to net
 cash used by operating activities:
  Depreciation                                     6,074               13,615                13,613              75,627
  Provision for (recovery of)doubtful
   accounts                                     (823,670)           2,282,479                  -              1,458,809
  Impairment loss                                    -                 14,367                  -                 14,367
  Stock issued in exchange for services              -                   -                     -                138,950
  Stk issued for License & Marketing Agreement       -                   -                     -                 80,000
  Warrants issued for services                   228,538                 -                     -                228,538
  Warrant extensions                             272,078               25,000             5,593,875          18,184,986
  Inventory deposit - BICO                           -                   -                     -             (1,000,000)
  (Increase) decrease in prepaid expenses          5,662                7,906                   615                (130)
  Increase (decrease) in payable due to BICO         -                   -                     -             10,500,000
  Increase (decrease) in accounts payable        (23,606)              14,173               (10,662)                  -
  Increase in accrued payroll and withholdings    22,493               55,735                12,457              91,214
  Increase in other assets                       (17,250)                -                     -                (17,250)
                                            -------------        -------------         -------------       -------------
Net cash used in operating activities         (1,083,182)            (501,054)             (954,939)        (15,843,490)

Cash flows from investing activities:
  Disposal of property and equipment             175,000                 -                     -                175,000
  Purchase of property and equipment                 -                   -                     -               (279,413)
  (Increase)in notes rec.-related parties            -               (125,000)                 -               (125,000)
  (Increase)in interest rec-related parties       (4,266)              (9,272)                 -                (13,538)
                                            -------------        -------------         -------------       -------------
Net cash used in investing activities            170,734             (134,272)                 -               (242,951)

Cash flows from financing activities:
  Advances to BICO                               (97,438)           (2,853,665)          (1,814,292)         (7,060,964)
  Repayment of advances to BICO                  974,600             1,656,232            3,591,489           7,307,279
  Proceeds from issuance of common stock             -                   3,500              (94,500)         10,971,834
  Proceeds from issuance of common stk to BICO       -                    -                    -              4,200,000
  Proceeds from warrants exercised                   -                    -                    -                118,066
  Purchase from treasury stock                       -                    -                    -                (35,000)
  Proceeds from Regulation S                         -                    -                    -                288,751
  Proceeds from issuance of notes payable            -                    -                    -                303,000
                                            -------------       --------------          ------------       --------------
Net cash provided (used)by fin. activities       877,162            (1,193,933)           1,682,697          16,092,966
                                            -------------       --------------          ------------       --------------
Net increase(decrease)in cash and cash equiv.    (35,286)           (1,829,259)             727,758               6,525
Cash and cash equivalents at beg of period        41,811             1,871,070            1,143,312                   -
                                            -------------       ---------------         ------------       --------------
Cash and cash equivalents at end of period  $      6,525        $       41,811          $ 1,871,070        $      6,525
                                            ============        ==============          ============       ==============

The accompanying notes are an integral part of this statement.

</TABLE>


                       DIASENSOR.COM, INC.
                  (A Development Stage Company)

         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                       September  30, 1999




NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
           POLICIES

1.   ORGANIZATION

Diasensor.com,  Inc.  (the  Company)  was  incorporated  in   the
Commonwealth  of Pennsylvania on July 5, 1989 as a  wholly  owned
subsidiary  of  Biocontrol Technology, Inc. (BICO).   BICO  owned
approximately  52% of the stock of the Company at  September  30,
1999.    The   Company  and  BICO  are  currently  developing   a
Noninvasive  Glucose  Sensor (Sensor), which management  believes
will  be  able to measure the concentration of glucose  in  human
tissue without requiring the drawing of blood.  The Company plans
to  market the Sensor to diabetics through their doctors  and  is
currently    negotiating   with   domestic   and    international
distribution organizations.

The  consolidated financial statements include  the  accounts  of
Diasensor.com UK LTD. a 100% owned subsidiary of  Diasensor. com,
Inc.  as  of  September 30, 1999.  All  significant  intercompany
accounts and transactions have been eliminated.

2.   CASH AND CASH EQUIVALENTS

For  purposes  of the consolidated statement of cash  flows,  the
Company  considers  all highly liquid investments  with  original
maturities  of three months or less to be cash equivalents.   The
Company  places temporary cash deposits in financial institutions
and such deposits may be in excess of the FDIC insurance limit.

3.   PROPERTY AND EQUIPMENT

Property  and  equipment  are  accounted  for  at  cost  and  are
depreciated  over  their estimated useful  lives  (37  years  for
property  and  10 years for equipment) on a straight-line  basis.
The  carrying  value of property and equipment  are  reduced  for
impairment losses determined by management.

4.   INCOME TAXES

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

5.   ESTIMATES AND ASSUMPTIONS

The preparation of financial statements in conformity with
generally  accepted accounting principles requires  management
to  make  estimates and assumptions that affect  the  reported
amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the financial statements
and  the reported amounts of revenues and expenses during  the
reporting  period.   Actual results could  differ  from  those
estimates.

6.   NET LOSS PER COMMON SHARE

Net loss per common share is based on the weighted average
number   of  common  shares  outstanding  which  amounted   to
22,980,051,  22,979,884 and 22,979,051  for  the  years  ended
September 30, 1999, September 30, 1998 and September 30,  1997
respectively. The loss per share does not include common stock
equivalents since the effect would be anti-dilutive.

For the period from July 5, 1989 (inception) to September
30, 1999, net loss per common share is based on  the  weighted
average number of common shares outstanding and the number  of
common  shares issuable on the exercise of 1,708,000  warrants
issued  in  1992; reduced by 488,000 common shares  that  were
assumed  to  have  been purchased with the proceeds  from  the
exercise  of  the warrants at an assumed price  of  $3.50  per
share.   The inclusion of the warrants in the loss  per  share
calculation  is  required by the rules of the  Securities  and
Exchange  Commission  relative  to  the  initial  registration
statement  which  included the Company's financial  statements
through  the  period ended March 31, 1993.   The  registration
statement  became  effective  July  19,  1993.   The  weighted
average  number of common shares including the effect  of  the
conversion  of the warrants for the period from July  5,  1989
(inception) to September 30, 1999 amounted to 19,208,920.

7.   RESEARCH AND DEVELOPMENT

All research and development costs incurred by the Company, or
by  BICO on its behalf, are charged to operations as incurred.
Patent and technology rights acquired from BICO (Note F)  have
also been written off as a charge to operations.

8.   TREASURY STOCK

The Company records treasury stock transactions using the par
value method.


9.   INTERCOMPANY ACTIVITY

Certain expenses are allocated by management between the Company,
BICO  and BICO's subsidiaries.  These expenses are reimbursed  to
the paying entity through the use of intercompany accounts, which
accounts  are also used to account for non-interest bearing  cash
advances between the companies.

10.  COMMON STOCK WARRANTS

The Company recognizes cost on warrants granted or extended based
upon  the  minimum value method.  There is currently  no  trading
market  for  the Company's warrants or common stock.  Under  this
method, the warrants are valued by reducing the exercise price of
the  underlying stock by the present value of the exercise  price
discounted  at  an estimated risk-free interest rate  of  5%  and
assuming no dividends.

11.  COMPREHENSIVE INCOME

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

12.  CONCENTRATION OF CREDIT RISK

Financial instruments which potentially subject the Company to
significant concentrations of credit risk consist principally  of
receivables  from  BICO and from officers and  directors  of  the
Company and BICO.  The receivables from officers and directors of
the Company are unsecured and represent a concentration of credit
risk  due  to  the common employment and financial dependency  of
these individuals on the Company and BICO.

NOTE B - OPERATIONS

The  Company  is  developing the Sensor  and  has  not,  as  yet,
achieved a commercially marketable product.  The ability  of  the
Company  to  continue  in existence is dependent  on  its  having
sufficient   financial  resources  to  maintain  operations,   to
complete  the  research and development necessary to successfully
bring  the Sensor to market, and for marketplace acceptance.  The
Company has no other commercial products and is dependent on  the
successful  development of the Sensor technology. The Company  is
selling  shares of its common stock pursuant to an offering  with
the  SEC,  which  became  effective July  19,  1993  and  has  an
intercompany receivable from BICO of $ 1,458,809 at September 30,
1999.  Any funds generated by the Company through the sale of its
common  stock and any repayment of funds due from Bico  would  be
used  to  finance  its  operations.   The Company  has  had  only
minimal sales of its common stock over the last two fiscal years.
The  Company is in the development stage, and accordingly, it has
presented  cumulative information on results of operations,  cash
flows, and changes in stockholders' equity since inception.

The  Company  has incurred significant losses and  negative  cash
flows  from operations from inception through September 30,  1999
and  has  a  significant accumulated deficit as of September  30,
1999, raising substantial doubt about its ability to continue  as
a  going  concern.  The Company has financed its losses  and  its
research and development program, which is temporarily suspended,
primarily  from  the sale of the Company's common  stock  through
private placements.  Management believes that its available  cash
resources, including funds it reasonably expects to be repaid  by
BICO  and to be raised by the Company or its affiliates  will  be
sufficient  to  fund  its  operations  through  the  year  ending
September  30, 2000.  Management believes that the recoverability
and   classification  of  recorded  assets  and  liabilities  are
comparable to approximate liquidation values as of September  30,
1999.

As  a  result  of  agreements with  BICO  relating to development
and manufacture of the Noninvasive Glucose  Sensor,  the  Company
is dependent on BICO for substantially all of its  activities  in
connection  with  the  development and manufacture of the Sensor,
other than its marketing efforts.  Pursuant to  the Research  and
Development   Agreement,  BICO  has  undertaken   the development
of the Sensor and has assumed certain other obligations. In  July
1995, the Company and BICO agreed to suspend billings,accruals of
amounts due and payments pursuant to the R&D Agreement pending FDA
review of the Sensor. No amounts are  due  pursuant  to  the  R&D
Agreement which have not been recorded, and no adjustments will be
made  retroactively or cumulatively if and  when  billings resume.
Management believes that billings may resume, based on negotiations
between both companies,if and when the Diasensor 1000 is  approved
for  marketing.  Pursuant  to  a manufacturing agreement  between
BICO  and  the  Company,  BICO  will manufacture the Sensor  once
development is completed.  In the absence of such agreements with
BICO, the research, development and manufacture of the Sensor could
not  continue  as  currently  contemplated.   BICO's ability   to
successfully complete the development of the Sensor, to obtain FDA
approval  in  a timely  fashion and to manufacture production units
of the Sensor  without  significant delays or defects will directly
affect  the  Company's  business and ability to achieve  profitable
operations. BICO has experienced,  and continues   to   experience,
substantial losses and  financial difficulties.   The consolidated
financial statements for BICO for the year ended December 31, 1998
included disclosures which referred to the existence of substantial
doubt about BICO's ability to continue as a going concern. BICO has
a  net  loss for the nine  month  period ended  September 30,  1999
of $30,478,621 (unaudited) and for the fiscal  year  ended December
31, 1998 of $22,402,644, compared to a net loss for the fiscal year
ended December 31, 1997 of $30,433,177.  As of December  31,  1998,
and September 30, 1999, BICO's accumulated deficit was $143,101,880
and $173,580,501 (unaudited) respectively.


In  the  past, BICO has financed its own operations from proceeds
generated  from  private and public sales of its securities,  the
issuance  of  debt  in the form of convertible  debentures,  from
funds paid by the Company to BICO for research and development of
the  Noninvasive  Glucose Sensor and from  intercompany  advances
from  the  Company and other BICO subsidiaries.  The  failure  of
BICO  to  continue  to  exist as a going  concern  would  have  a
material adverse effect on the Company's business and ability  to
continue operations.

If  BICO does not continue as a going concern, the Company  would
need to rely on other arrangements to develop and manufacture the
Sensor or to perform that work itself.  There can be no assurance
that  the  Company would be able to find acceptable alternatives,
negotiate   acceptable   collaborative  arrangements   with   any
alternative organizations, or to perform the work itself.


NOTE C - LEASE

In December 1998 the Company sold its building and leased it back
under an agreement which requires monthly rent of $5,750 for five
years  beginning  on  January 1, 1999.  An  impairment  loss  was
recognized as a charge to general and administrative expenses  in
the  financial statements for the year ended September  30,  1998
for $14,367 which represented the difference between the previous
book  value of the building and the $175,000 sales price  in  the
December  1998  sales agreement.  Future minimum rental  payments
under  this lease are $69,000 for each of the fiscal years ending
on  September  30, 2000 through 2003 and $17,250  for  the  final
three  months  of the lease concluding December  31,  2003.   The
Company  paid  a security deposit of $17,250 upon  entering  into
this lease agreement.


NOTE D - OTHER INCOME

Other  income for the years ending September 30, 1999,  1998  and
1997  consists of $6,445, $20,386 and $10,471 of interest  income
and  $42,528,  $42,528  and $42,528 of rental  income  for  their
respective periods.  The total rental income for the years  ended
September  30,  1999,  1998 and 1997, was from  BICO  for  office
space.


NOTE E - INCOME TAXES

As of September 30, 1999, the Company has available approximately
$23,700,000  of  net  operating loss  carryforwards  for  federal
income  tax purposes.  These carryforwards are available, subject
to  limitations, to offset future taxable income, and  expire  in
the  tax  years 2005 through 2013.  The Company also has research
and  development credit carryforwards available to offset federal
income  taxes  of approximately $700,000 subject to  limitations,
expiring in the years 2005 through 2013.

The  Company  has  temporary differences arising  from  different
methods  of  accounting  for the costs of patent  and  technology
rights  for  financial statement and tax purposes. For  financial
statement  purposes, these costs have been charged to operations.
For tax purposes, the costs of approximately $2,650,000 have been
capitalized and are being amortized over seventeen years.   Also,
warrant  extensions have been recorded and expensed for financial
statement  purposes in the amount of $18,413,524 as of  September
30,  1999.  For tax purposes, warrants are not recorded until the
warrants  are  exercised.   Bad debt allowance  recorded  against
intercompany receivables in the amount of $2,282,479 at September
30,  1998 were expensed for financial statement purposes but  not
for  tax  purposes.   A  reduction in the  allowance  account  of
$823,670 at September 30, 1999 is also reflected in the financial
statements but is not included in the tax return.

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


The  following  is a summary of the composition of the  Company's
deferred   tax  asset  and  associated  valuation  allowance   at
September 30, 1999 and 1998:

                                  1999         1998
                              -----------  -----------
       Net Operating Loss     $ 8,049,126  $ 7,630,820

       Warrant Expense          6,258,898    6,088,689

       Patent Amortization        488,174      540,452

       Allowance for Bad Debts    443,400      776,000

       Tax Credit Carry Forward   700,000      700,000
                              -----------  -----------
                               15,939,598   15,735,961
       Valuation Allowance    (15,939,598) (15,735,961)
                              -----------  -----------
       Net Deferred Tax Asset $         0  $         0
                              ===========  ===========



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

                                                     Increase
                                                        in
                                      Deferred       Valuation
                                        Tax          Allowance      Net
                                      Benefit

   Year Ended September 30,1999   $   (203,637)    $   203,637      $0

   Year Ended September 30,1998   $   (846,487)    $   846,487      $0

   Year Ended September 30,1997   $ (2,326,496)    $ 2,326,496      $0

   Year Ended September 30,1996   $ (3,000,971)    $ 3,000,971      $0

   Year Ended September 30,1995   $ (3,877,527)    $ 3,877,527      $0

   From July 5,1989 (inception)
    through September 30,1999     $(15,939,598)    $15,939,598      $0



NOTE F - RELATED PARTY TRANSACTIONS

1.   SENSOR RELATED AGREEMENTS

The Company has a development agreement with BICO for the sensor.
If  successfully  developed,  the Sensor  will  enable  users  to
measure  blood glucose levels without taking blood  samples.   On
November 18, 1991, the Company acquired for $2,000,000 the  right
from  BICO to one United States patent, which covers the  process
of  measuring  blood glucose levels non-invasively.  Approval  to
market the Sensor is subject to federal regulations including the
Food and Drug Administration (FDA).  Each model of the Sensor  is
subject to clinical testing and regulatory approvals by the FDA.

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

Manufacturing Agreement

The  manufacturing  agreement between the Company  and  BICO  was
entered into on January 20, 1992.  Under such agreement, BICO  is
to  act as the exclusive manufacturer of production units of  the
Sensor and to sell the units to the Company at a price determined
by the agreement.  The term of the agreement is fifteen years.

Research and Development Agreement

Under  a January 1992 agreement effective April 1992, the Company
is  to  pay BICO $100,000 for indirect costs per month, plus  all
direct costs for the research and development of the Sensor. This
agreement replaced a previous agreement dated May 14, 1991  under
which  Diasensor.com,  Inc.  had  been  paying  BICO  $50,000 for
indirect costs per month, plus all direct costs  for  the  design
and development activities. The term of the agreement expires  in
2007.  In  July  1995,  the Company and BICO  agreed  to  suspend
billings,  accruals of amounts due and payments pursuant  to  the
R&D Agreement, pending FDA review of the Sensor.

The monthly charges from BICO for indirect costs are reflected as
general  and  administrative expenses and direct  costs  for  the
research  and  development of the Sensor  incurred  by  BICO  are
reflected as R&D expenses in the statement of operations.

Purchase Agreement

In  November 1991, the Company entered into a Purchase  Agreement
with  BICO under which the Company acquired all of BICO's  rights
to  the Sensor for a cash payment of $2,000,000 which was charged
to operations.

Sublicensing Agreement

In  1989,  BICO acquired rights to certain concepts  and  patents
related  to the Sensor from outside parties.  The purchase  price
was $650,000, and was paid by the conveyance of stock in BICO and
1,040,000 shares of Diasensor.com,Inc. common stock. The $520,000
value of the Diasensor.com, Inc. stock issued was charged to  the
receivable  due  from BICO.  On May 14, 1991, Diasensor.com, Inc.
and BICO entered  into  a   sublicense  agreement   under   which
Diasensor.com, Inc. acquired  these  rights  from BICO for a cash
payment of $650,000 which was charged to operations.

License and Marketing Agreement

In  August  1989, BICO granted Diasensor.com, Inc. the exclusive
right to represent  BICO  and  to market the Sensor and  related
products worldwide. In exchange for these rights, Diasensor.com,
Inc. conveyed 8,000,000 shares of its common stock to BICO.  The
assigned value of  these shares was $80,000 which was charged to
operations. In November 1991, this agreement was superseded when
the  Company purchased all rights to the Sensor technology.


2.   INTERCOMPANY ACTIVITY

For the fiscal years ended September 30, 1999, 1998 and 1997, net
intercompany  charges by the Company to BICO and its subsidiaries
were $81,261, $160,433 and $129,960.

3.  RECEIVABLES FROM OFFICERS AND DIRECTORS

During the fiscal year ended September 30, 1998 the Company  made
loans  to certain officers and directors totalling $125,000.  The
loans  were  due  upon demand with interest at a rate  of  8.25%.
Total amounts due, including accrued interest, on these loans  at
September 30, 1998, were $80,599 from Fred E. Cooper and  $53,673
from  Anthony  J. Feola.  During the fiscal year ended  September
30, 1999, the Company (by agreement with BICO) assigned the above
$134,272  of  notes  receivable and  accrued  interest,  plus  an
additional $4,266 accrued interest, to BICO by an increase in the
intercompany due from BICO account.

4.  ALLOWANCE FOR DOUBTFUL ACCOUNTS

Due  to  the financial condition of BICO, as discussed in Note B,
management has  established  an  allowance  for doubtful accounts
covering amounts due from BICO and  its  officers  and directors.
The  allowance for $ 2,282,479 was recognized on the books of the
Company in the fiscal year ended September 30, 1998.  During  the
fiscal  year  ended September 30, 1999, the Company  reduced  the
allowance  for  doubtful  accounts by $ 823,670  to  reflect  the
reduction in amounts due from BICO at September 30, 1999.

5.  ACCRUED PAYROLL

Included in accrued payroll and withholdings at September 30,1999,
is  $45,208  and $29,167 for   unpaid wages of Fred E. Cooper and
David  L.  Purdy, respectively, which were earned but voluntarily
deferred by these two directors.


NOTE G - COMMITMENTS AND CONTINGENCIES

1.  RESEARCH AND DEVELOPMENT

Under  terms of a Research and Development Agreement  with  BICO,
the Company is to pay BICO $100,000 for indirect costs per month,
plus  direct  costs associated with the research and  development
through January, 2007. In July 1995, the Company and BICO  agreed
to  suspend  billings,  accruals  of  amounts  due  and  payments
pursuant to the R&D Agreement, pending FDA review of the Sensor.

2.  EMPLOYMENT AGREEMENTS

Diasensor.com,  Inc.  has  entered  into  agreements with Fred E.
Cooper and David L. Purdy pursuant  to which they receive  annual
salaries  (as  adjusted  through  September 30, 1999) of $372,000
and $325,000 from Diasensor.com, Inc.,respectively, both of which
are subject to review and adjustment annually.  The initial  term
of the agreements with Mr. Cooper and Mr. Purdy expired on October
31, 1999, but were automatically renewed for an additional three-
year period; such renewals will continue unless either party gives
proper  notice of non-renewal.  The  agreements also provide  that
in  the  event  of  a "change of control" of Diasensor.com, Inc.,
Diasensor.com, Inc. is required  to  issue  to Mr. Cooper and Mr.
Purdy shares  of  common  stock  equal to  five  percent  (5%)  of
the outstanding shares of common stock of the Company  immediately
after the change in control.

3.  LITIGATION

Several class action lawsuits have been filed against the Company
along with BICO and certain of their directors, all of which have
been consolidated into a single action.  The suit alleges various
violations  of federal securities laws on behalf of  a  class  of
plaintiffs  who  purchased common stock of  the  Company  between
April 25, 1995 and February 26, 1996, at which time the value  of
the  Company's  stock  dropped as  a  result  of  an  unfavorable
recommendation  of a Panel Review convened by the  United  States
Food and Drug Administration with  respect  to  a certain medical
device owned by Diasensor.com, Inc. and manufactured by BICO. The
Company  has engaged in voluntary mediation in order  to  explore
whether  settlement is an option.  As a result of the  mediation,
the  plaintiffs agreed to a "standstill" period,  which  has  now
expired; however, no further activity has been conducted  by  the
plaintiffs to move the case forward.  Management believes that no
federal  securities violation has occurred, and  they  intend  to
strongly  defend the action.  At this time it is not possible  to
predict  the  outcome  of  the  litigation  or  to  estimate  the
potential  damages arising from the claims, since the  number  of
class  members, and the volume and pricing of shares traded,  are
unknown.

During April  1998, the Company and  its  affiliates  were served
with subpoenas by the U.S. Attorneys' office for the U.S. District
Court  for  the  Western  District  of Pennsylvania. The subpoenas
requested  certain  corporate,  financial and scientific documents
and the Company has provided documents in response to such requests.

4.  PENNSYLVANIA SECURITIES COMMISSION

The   Pennsylvania  Securities  Commission  initiated  a  private
investigation of the Company and BICO in connection with the sale
of  securities in 1996.  The Companies have cooperated  with  and
provided information to the Pennsylvania Securities Commission in
connection  with the private investigation.  As the  Commission's
investigation is not yet complete and the Company has  not  been
advised   of  any  finding  or  order  in  connection  with   the
investigation,  there  can be no estimate or  evaluation  of  the
likelihood of an unfavorable outcome in this matter or the  range
of possible loss, if any.


NOTE H - STOCKHOLDERS' EQUITY

Common Stock

The  Company  sold  2,800,000 shares of common stock at $0.50 per
share,  from August 1989 to May 1991 in connection with  a  joint
private  offering  with BICO.  The aggregate  amount  raised  was
$1,400,000, on which no commissions were paid to any third party.
The  Company sold 4,997,500  shares of  common  stock,  at  $1.00
per  share,  in  a  private offering  from  May 1991  to  January
1992.   The aggregate amount  raised was  $4,985,201,  on   which
no commissions were paid to any third party.


The  Company sold, in July 1992, 7,212 shares of common stock, at
$3.50 per share, in a private offering to one accredited investor.
The  aggregate amount raised was $25,242, on which no commissions
were paid to any third party.

The  Company  sold  300,000  shares of common stock, at $3.50 per
share, in a private offering from July 1992 through November 1992.
The aggregate amount raised was $1,050,000,on which no commissions
were paid to any third party.

In  December  1991,  the  Company issued 235,000 shares of common
stock  in exchange for the cancellation of outstanding promissory
notes for $235,000.

In June 1994, the Company sold 91,667 shares of its common stock
pursuant  to  the  requirements set forth in Regulation S of the
Securities  Act  of 1933 ("Regulation S").   In  connection with
such  sale, the purchasers and any entity which facilitated such
sale  undertook  to ensure compliance with  Regulation  S, which
among other things, limits a foreign investor's ability to trade
the  Company's stock in the United States.  The Company received
net  proceeds in the amount of $288,751  pursuant to such sales.

During  1995,  the Company issued the following shares  of  its
common stock to BICO:  3,000,000 shares at an assigned price of
$3.50 per share in return for a corresponding reduction in  the
amount  due  from  Diasensor.com, Inc. to BICO pursuant to  the
R&D Agreement of $10,500,000; and 1,200,000 shares of its common
stock at a price of $3.50 per share.


In July,1993, the Company commenced a public offering, which
is  continuing.   As  of September 30, 1998,  an  aggregate  of
1,063,460  shares had been issued with proceeds to the  Company
of $3,561,892.  Of that total, 230,961 shares with net proceeds
of $786,245 were issued in fiscal 1994; 437,768 shares with net
proceeds  of  $1,501,492 were issued in  fiscal  1995;  410,731
shares  with  net proceeds of $1,365,155 were  sold  in  fiscal
1996;   1000  shares were issued in fiscal 1998  at  $3.50  per
share; 10,000 shares were issued for consulting services at  a
charge  to  operations of $35,000 in fiscal  1996;  and  27,000
shares  were reimbursed with net repayment of $94,500 in fiscal
1997.

The  Company  issued unregistered common stock  in  exchange  for
consulting services of 7,200 shares in fiscal 1994, 17,500 shares
in  fiscal  1995, 5,000 shares in fiscal 1996 and none in  fiscal
1997  or  1998.   The associated consulting service  expense  was
recognized  at a rate of $3.50 per share, which is the  price  at
which  the  common  stock was being sold in the Company's  public
offering.


Common Stock Warrants

At  September 30, 1999, the Company has reserved 8,644,113 shares
of  the  Company's unissued common stock for warrants which  were
outstanding  and  exercisable. Of these, warrants  on   5,680,850
shares   were  issued to directors, officers, and  employees  for
meritorious   service,   employment   contracts    and   personal
guarantees on Company indebtedness.  Also, warrants on  2,563,263
shares  were  issued to consultants and medical advisers  and  on
400,000  shares to individuals for personal guarantees on Company
loans.   The  per  share exercise price for 5,295,000  shares  is
$.50,  for 2,286,763 shares is $1.00 and for 1,062,350 shares  is
$3.50.  The fiscal years in which warrants expire are as follows:


          Warrant Expiration Year       Number of Shares
               1999                         638,800
               2000                       2,186,350
               2001                       1,187,750
               2002                          59,213
               2003                         285,000
               2004                       4,287,000
                                          ---------
                                          8,644,113
                                          =========


The  following is a summary of warrant transactions during fiscal
years ended September 30,

                            1999        1998       1997      1996       1995

Outstanding beginning    6,676,513   7,476,513  7,533,263  7,077,213  6,891,525
 of year

Granted during the year  2,070,000           0     59,000    743,250    265,200

Canceled during the year  (102,400)   (800,000)  (115,750)  (231,200)   (50,000)

Exercised during the
years at prices ranging
from $.1875 to $1.00 per
share                            0           0          0    (56,000)   (29,512)
                         ---------   ---------  ---------  ---------  ---------
Outstanding, and         8,644,113   6,676,513  7,476,513  7,533,263  7,077,213
eligible for exercise.   =========   =========  =========  =========  =========



During the period October 1, 1998 through September 30, 1999, the
Company  extended  the  exercise date  of  warrants  to  purchase
2,561,213  shares of common stock to certain officers, directors,
employees   and   consultants.   Warrants  for   2,477,000   were
originally  granted  at  an exercise price  of  $.50  per  share,
warrants  for  29,213  shares  were  origainally  granted  at  an
exercise  price  of  $1.00 and warrants for  55,000  shares  were
originally granted at an exercise price of $3.50 were extended at
the  same  price.   In  connection with the  extension  of  these
warrants  the  Company  recorded a  charge  of  $272,078  against
operations.   In  addition, during the year ended  September  30,
1999,  the Company granted warrants to purchase 2,070,000  shares
of common stock to employees and consultants at an exercise price
of  $.50  per  share.  These warrants were granted  for  services
rendered  which  were  recognized in general  and  administrative
expenses for a total of $228,538.

During the period October 1, 1997 through September 30, 1998, the
Company  extended  the  exercise date  of  warrants  to  purchase
2,236,550  shares of common stock to certain officers, directors,
employees  and consultants.  Warrants for 748,000 were originally
granted  at an exercise price of $.50 per share and warrants  for
10,000  shares were originally granted at an exercise  price  of
$1.00  and  were  extended  at the  same  price.  The  Company
recorded  $25,000  against  operations  in  connection  with  the
extension of these warrants.

During the period October 1, 1996 through September 30, 1997, the
Company  extended  the  exercise date  of  warrants  to  purchase
2,236,550  shares of common stock to certain officers, directors,
employees   and   consultants.   Warrants  for   2,236,550   were
originally  granted at an exercise price of $1.00 per  share  and
were  extended at the same price. The Company recorded $5,593,875
against  operations  in connection with the  extension  of  these
warrants.


During the period October 1, 1995 through September 30, 1996, the
Company  extended  the  exercise date  of  warrants  to  purchase
2,556,213  shares of common stock to certain officers, directors,
employees  and  consultants.  Warrants for 49,213  and  2,507,000
shares were originally granted at an exercise price of $1.00  and
$.50  per  share, resepectively, and were extended  at  the  same
price.    The  Company recorded $7,644,033 against operations  in
connection with the extensions of these warrants.

During the period October 1, 1994 through September 30, 1995, the
Company  extended  the  exercise date  of  warrants  to  purchase
1,550,000  shares of common stock to certain officers, directors,
employees and consultants.  The warrants were originally  granted
at  an exercise price of $.50 per share and were extended at  the
same  price.  The assumed value of the stock when the  extensions
were  granted was $3.50.  The Company recorded $4,650,000 against
operations in connection with the extensions of these warrants.

In  1990, the Company granted warrants to purchase 800,000 shares
of  common stock at an exercise price of $.50 per share to  eight
current  or former directors or officers of the Company  or  BICO
who  personally guaranteed the payment of a lease  obligation  to
the  bank  for  the premises occupied by BICO at the  300  Indian
Springs  Road  location.  The Company also  granted  warrants  to
purchase 100,000 shares of common stock each to an individual and
his company at an exercise price of $.50 per share for personally
guaranteeing the payment of an obligation related to the purchase
of equipment  by  BICO. In addition, the Company granted warrants
to purchase 100,000 shares of common stock for services performed
by consultants at an exercise price of $.50. The Company recorded
an estimated value of these warrants at $27,500 which was charged
to operations.


NOTE I- SUPPLEMENT CASH FLOW INFORMATION

The Company's financing activities included the following noncash
transactions.

  During  1992 and 1990, notes payable aggregating $303,000  were
  canceled  and  exchanged for 371,000 shares  of  the  Company's
  common stock.

  On  March 31, 1995, the Company issued 3,000,000 shares of  its
  unregistered  stock  to BICO in payment of $10,500,000  due  to
  BICO.

  During the Fiscal year ended September 30, 1999, the  Company
  (by agreement with BICO) converted $125,000 of related party
  notes receivable and $13,538 of associated interest receivable
  to due from BICO.


Cash paid for interest and income taxes were as follows:
                                                            From July 5, 1989
                                                              (inception)
                    September       September   September    through September
                     30,1999         30,1998     30,1997         30,1999

Interest Paid        $    0          $    0      $     0         $10,529
                     ======          ======      =======         =======
Income Taxes Paid    $    0          $    0      $     0         $     0
                     ======          ======      =======         =======


NOTE J -  YEAR 2000 ISSUE

The  Company is currently working to resolve the potential impact
of the Year 2000 on the processing of date-sensitive information.
The  Year  2000  Issue is the result of computer  programs  being
written  using  two  digits  (rather than  four)  to  define  the
applicable  year.   Programs which are  susceptible  to  problems
after  December 31, 1999 are those which recognize a  date  using
"00"  as  the  year 1900 rather than the year 2000,  which  could
result  in  miscalculations or system  failures.   Based  upon  a
review  of  its own internal programs and software,  the  Company
currently  believes that the Year 2000 will not pose  significant
operational  problems  to its information systems,  because  such
systems  are  already  compliant or will be made  compliant  with
minor   adjustments.    The  Company  is   also   conducting   an
investigation  of its major suppliers, vendors and other  parties
to determine their respective plans for the Year 2000 compliance.
The  Company's  current  estimates indicate  that  the  costs  of
addressing potential problems are not expected to have a material
impact   upon  the  Company's  financial  position,  results   of
operations  or  cash flows in future periods.  There  can  be  no
assurance,  however,  that modifications to  information  systems
which impact the Company and which are required to remediate year
2000 issues will be made on a timely basis and that they will not
adversely affect the Company's systems or operations.


NOTE K - SUBSEQUENT EVENT

      The Company extended warrants to purchase 620,000 shares of
common stock which would have otherwise expired during the period
October 1, 1999 through December 9, 1999.