<PAGE>

FORM 10QSB FOR MID-ATLANTIC HOME HEALTH NETWORK, INC. FILED ON NOVEMBER 19, 2002

                                   FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                   QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                      For Quarter Ended September 30, 2002

                         Commission File Number D-24165

                     MID-ATLANTIC HOME HEALTH NETWORK, INC.

         Nevada                                              93-1108124

                         7504 Diplomat Drive, Suite 101
                               Manassas, Virginia
                                   20109-2631

                                  703/335-1957

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days.
Yes  [x]    No [ ]

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 12,105,142 shares of $.001 par
value common stock as of September 30, 2002.



<PAGE>

                     MID-ATLANTIC HOME HEALTH NETWORK, INC.

                         PART I - FINANCIAL INFORMATION

                                                                            PAGE

Condensed Balance Sheets for September 30, 2002 and December 31, 2001.........1

Condensed Statements of Income for the Nine Months ended
September 30, 2002 and 2001...................................................2

Condensed Statements of Cash Flows for the Nine Months ended
September 30, 2002 and 2001...................................................3

Notes to Condensed Financial Statements.......................................4

Management's Discussion and Analysis or Plan of Operation.....................7

                           PART II - OTHER INFORMATION

Legal Proceedings - N/A.......................................................-

Changes in Securities and Use of Proceeds - No Change.........................-

Defaults upon Senior Securities - N/A.........................................-

Submission of Matters to a Vote of Security Holders - N/A

Other Information - N/A.......................................................-



<PAGE>
<TABLE>

MID-ATLANTIC HOME HEALTH NETWORK, INC.
CONSOLIDATED BALANCE SHEET
<CAPTION>

                                                                UNAUDITED       AUDITED
                                                                30-Sep-02      31-Dec-01
                                                               ------------   ------------
<S>                                                            <C>            <C>
Current Assets
   Cash and cash equivalents                                   $   750,280    $ 1,283,042
   Accounts receivable, net of allowances                        4,833,604      5,174,631
   Due from affiliates                                             468,546        323,291
   Prepaid expenses and other current assets                       244,302         90,024
   Deferred tax asset                                              102,000        102,000
                                                               ------------   ------------
           Total current assets                                  6,398,732      6,972,988
                                                               ------------   ------------
Property and Equipment, net                                        506,402        533,672
                                                               ------------   ------------

Other Assets

   Goodwill                                                      1,206,667      1,260,771
   Other assets                                                    129,236        127,360
                                                               ------------   ------------
           Total other assets                                    1,335,903      1,388,131
                                                               ------------   ------------
           Total assets                                        $ 8,241,037    $ 8,894,791
                                                               ============   ============

     LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
   Current portion of long-term debt                           $   149,384    $   219,362
   Notes payable                                                 3,736,502      4,417,098
   Accounts payable                                                532,997        488,694
   Accrued salaries and related employee benefits                  451,576        436,711
   Other current liabilities                                       385,873        495,707
   Income taxes payable                                            206,012        281,542
                                                               ------------   ------------
           Total current liabilities                             5,462,344      6,339,114
                                                               ------------   ------------
   Long-term debt                                                  601,619        585,040
                                                               ------------   ------------
           Total liabilities                                   $ 6,063,963    $ 6,924,154
                                                               ============   ============

STOCKHOLDERS' EQUITY
   Common stock, Class A, $.001 par value,
    200,000,000 shares authorized, 12,105,142 and 12,105,142
    shares issued and outstanding at 12/31/01 and 6/30/02      $    12,106    $    12,106
   Common stock, Class B, $.001 par value,
    10,000 shares authorized, issued and
    outstanding                                                         10             10
   Additional paid-in capital                                      451,002        451,002
   Retained earnings                                             1,878,206      1,671,769

   Stock subscription receivable                                  (164,250)      (164,250)
                                                               ------------   ------------
           Total stockholders' equity                            2,177,074      1,970,637
                                                               ------------   ------------
           Total liabilities and stockholders' equity          $ 8,241,037    $ 8,894,791
                                                               ============   ============

                                        1
</TABLE>



<PAGE>

U N A U D I T E D
MID-ATLANTIC HOME HEALTH NETWORK, INC.
CONSOLIDATED INCOME STATEMENT

                                                   30-Sep-02         30-Sep-01
                                                 -------------     -------------

REVENUES                                         $ 20,505,036      $ 21,837,152

EXPENSES
   Salaries                                        15,281,870        15,885,327
   General and administrative                       4,241,537         5,043,738
   Depreciation & amortization                        139,143           123,539
   Interest                                           529,701           554,893
                                                 -------------     -------------
           Total expenses                          20,192,251        21,607,497
                                                 -------------     -------------
           Income before income taxes                 312,785           229,655

PROVISION FOR INCOME TAXES                           (106,347)          (84,972)
                                                 -------------     -------------
           Net income                            $    206,438      $    144,683
                                                 =============     =============

EARNINGS PER COMMON SHARE                        $      0.016      $      0.011

                                       2


<PAGE>
<TABLE>

MID-ATLANTIC HOME HEALTH NETWORK, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002
<CAPTION>

                                                                      2002           2001
                                                                  ------------   ------------
<S>                                                               <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
           Net Income (loss)                                      $   206,437    $   (35,197)
           Adjustments to reconcile net income to net
            cash provided by operating activities:
                    Depreciation and amortization                     139,143        182,096
                    Changes in assets and liabilities:
                      Accounts receivable                             341,027      1,465,796
                      Due from affiliates                            (145,255)      (225,360)
                      Prepaid expenses and other current assets      (154,278)       (58,060)
                      Other assets                                     (1,876)         8,594
                      Deferred tax asset                                   --        (76,000)
                      Accounts payable                                 44,303         30,590
                      Accrued salaries                                 14,865         10,829
                      Income taxes payable                            (75,530)       (61,914)
                      Other current liabilities                      (109,834)        33,802
                                                                  ------------   ------------
                    Net cash provided by operating activities         259,002      1,275,176

CASH FLOWS FROM INVESTING ACTIVITIES:
           Acquisition of property, plant and equipment               (28,025)       (18,657)
           Undepreciated Cost of Disposed Assets                        2,457
                                                                  ------------   ------------
                    Net cash provided by investing activities         (25,568)       (18,657)

CASH FLOWS FROM FINANCING ACTIVITIES
           Current borrowings
           Repayment of long term debt                                (85,600)      (136,122)
           Dividends paid on preferred stock                                          (1,200)
           Changes in notes payable                                  (680,596)      (342,582)
           Principal payments on capital leases                                      (43,385)
                                                                  ------------   ------------
                    Net cash provided by financing activities        (766,196)      (523,289)

                    Net increase (decrease) in cash                  (532,762)       733,230

CASH AND CASH EQUIVALENTS
Cash balance, December 31,                                          1,283,042        549,812
                                                                  ------------   ------------
Cash balance, June 30,                                            $   750,280    $ 1,283,042
                                                                  ============   ============

</TABLE>

                                        3



<PAGE>

                     MID-ATLANTIC HOME HEALTH NETWORK, INC.
                                AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           SEPTEMBER 30, 2002 AND 2001

NOTE 1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION. The consolidated financial statements include the accounts of
Mid-Atlantic Home Health Network, Inc. (MAHN) and its subsidiaries (collectively
referred to herein as the Company). The subsidiaries include Hunt Country
Nursing Services, Inc. (Hunt Country Nursing), Hunt Country Home Health, Inc.
(Home Health), National Nurses Service, Inc. and the Center for Ambulatory and
Home Infusion Services, Inc. (CAHIS).

Approximately 80% of MAHN's outstanding shares are owned by Oak Springs Nursing
Home Limited Liability Company(Oak Springs).

The Company is engaged in the business of providing integrated home health
services with an emphasis in providing nursing staff services to hospitals,
nursing homes and other facilities. The Company operates in Virginia, Maryland,
and the District of Columbia.

BASIS OF CONSOLIDATION. All significant intercompany accounts and transactions
have been eliminated.

NET REVENUES. Net revenues are reported at the estimated net realizable amounts
from patients, third party payers, and others for services rendered, including
estimated retroactive adjustments under reimbursement agreements with third
party payers. Revenue received under third-party agreements is subject to audit.
Any adjustments as a result of these audits are reflected in current operations.
Approximately 5% and 5% of the Company's net revenues for the years ended
December 31, 2001 and 2000, respectively, were from participation in Medicare
and state Medicaid programs. In addition, approximately 9% and 15% of the
Company's net revenues for the years ended December 31, 2001 and 2000,
respectively, was from contracts with state and local governmental correctional
facilities, including the Commonwealth of Virginia and the District of Columbia.

At December 31, 2001 and 2000, 1% and 3%, respectively, of net accounts
receivable were due from Medicare and Medicaid. The ability of payers to meet
their obligations depends upon their financial stability, future legislation and
regulatory actions.

                                       4


<PAGE>

                     MID-ATLANTIC HOME HEALTH NETWORK, INC.
                                AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           SEPTEMBER 30, 2002 AND 2001

NOTE 1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The Company does not believe there are any significant credit risks associated
with receivables from Medicare and Medicaid.

PROPERTY AND EQUIPMENT. Property and equipment are recorded at cost. The cost
and the related accumulated depreciation are removed from the accounts in the
year the related asset is sold or retired. Depreciation is computed using the
straight-line method over the estimated economic lives of the assets, commencing
at the time the assets are placed into service.

Amortization of assets acquired under capital lease is included in depreciation
expense.

CASH AND CASH EQUIVALENTS. Cash and cash equivalents include cash on hand and in
the bank as well as any investment purchased with an original maturity of three
months or less. The Company maintains its cash in bank deposit accounts which,
at times, may exceed federally insured limits. The Company has not experienced
any losses in such accounts. Cash equivalents are carried at cost which
approximates fair value.

GOODWILL AND OTHER ASSETS. Goodwill arises from acquisitions and represents the
excess of purchase price over identifiable acquired net assets, and is amortized
on a straight-line basis over 20 years. Other assets principally consist of the
estimated value of the assembled workforce and capitalized fees related to other
long-term agreements and transactions. Other assets are amortized on a
straight-line basis over a period of 3 to 5 years.

INCOME TAXES. The income tax provision includes federal and state income taxes
both currently payable and deferred because of differences between financial
reporting and tax bases of assets and liabilities. Deferred tax assets and
liabilities are measured using the enacted tax rates and laws.

USE OF ESTIMATES. 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.

                                       5


<PAGE>

                     MID-ATLANTIC HOME HEALTH NETWORK, INC.
                                AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           SEPTEMBER 30, 2002 AND 2001

NOTE 1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONCLUDED)

STOCKHOLDERS' EQUITY. The Company has three classes of stock. Two hundred
million shares of Class A common stock have been authorized. The Class A
shareholders have the right to elect one third of the directors of the Company.
Ten thousand shares of Class B common stock, with the right to elect two thirds
of the directors, have also been authorized. Five million shares of Class C
convertible preferred stock have been authorized. The preferred stock would be
paid a dividend of 12%. No shares of Class C convertible preferred stock are
outstanding.

EARNINGS PER SHARE. Earnings per common share are computed by dividing the
weighted average number of shares outstanding into net income. Diluted earnings
per share are not presented because the outstanding stock options are not
dilutive.

                                       6


<PAGE>

                     MID-ATLANTIC HOME HEALTH NETWORK, INC.

                           FILED ON NOVEMBER 19, 2002

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

         Mid-Atlantic Home Health Network, Inc. (MAHN) is a holding company of
four corporate entities: National Nurses Service, Inc., Hunt Country Nursing
Services, Inc., Hunt Country Home Health, and the Center for Ambulatory and Home
Infusion Services. The analysis of consolidated operations is presented below.

                  MID-ATLANTIC HOME HEALTH NETWORK, INC. (MAHN)
                  ---------------------------------------------

CONSOLIDATED RESULTS OF OPERATIONS:
-----------------------------------

         For the first nine months of 2002, MAHN had consolidated revenue of
$20,505,000 versus $21,545,000 for the first nine months of 2001. This
represents a decrease of 5 percent or $1,040,000.

         Operating expenses for the first nine months of 2002 totaled
$20,192,000 versus $21,315,000 a year ago. Operating expenses decreased
$1,123,000 or 5 percent.

         Through the third quarter of 2002, our operating income before taxes
totaled $313,000 versus $230,000 a year ago. This change represents an increase
of $83,000. After taxes, MAHN had net income of $206,000 versus $145,000 a year
ago.

         MAHN, the holding company, does not generate any income but reports the
corporate-wide administrative expenses for the four entities. For the first nine
months of 2002 MAHN had revenue of $95,000; operating expenses totaled $95,000.

                       NATIONAL NURSES SERVICE, INC. (NNS)
                       -----------------------------------

         National Nurses Service, Inc. (NNS) has medical staffing operations in
Silver Spring, Maryland; Fairfax, Norfolk, and Richmond, Virginia. The medical
staffing operation produces approximately 93 percent of the revenue for NNS. The
home health operation located in Richmond, Virginia produces the remaining 7
percent.

                                       7


<PAGE>

         The combined revenue for NNS for the first nine months of this fiscal
year totaled $14,711,000 versus $15,410,000 a year ago. The decrease of $699,000
represents a 4.5 percent decrease for NNS.

         Combined NNS operating expenses decreased to $13,915,000 compared to
$14,677,000 a year ago. This represents a 5 percent decrease.

         Combined income before income tax for the first nine months of this
fiscal year totaled $796,000 versus $733,000. The $63,000 difference represents
an increase of 8.5 percent.

                   HUNT COUNTRY NURSING SERVICES, INC. (HCNS)
                   ------------------------------------------

         Hunt Country Nursing Services, Inc. (HCNS) provides private duty
nursing services from offices in Charlottesville, Fairfax, Fredericksburg,
Manassas, Richmond, Tappahannock, Warrenton, and Winchester, Virginia. HCNS also
provides durable medical equipment and supply sales from an office located in
Fredericksburg, Virginia.

         Revenue for the first nine months of 2002 totaled $5,235,000 versus
$5,709,000 a year ago. This is a decrease of approximately 8 percent or
$474,000.

         Operating expenses for 2002 totaled $5,612,000 compared to $5,937,000
for 2001. This represents a decrease of 5.5 percent or $325,000.

         HCNS had a loss of $377,000 for the first nine months of 2002 compared
to a loss of $228,000 for the same period in 2001.

                      HUNT COUNTRY HOME HEATLH, INC. (HCHH)
                      -------------------------------------

         Hunt Country Home Health, Inc. (HCHH), located in Fredericksburg,
Virginia, provides home health services.

         Revenue for the first nine months of 2002 totaled $464,000 versus
$397,000 a year ago. The increase is $67,000 or 17 percent.

         Operating expenses increased from $4780,000 in 2001 to $569,000 for the
first nine months of 2002. The decrease is $91,000 or 16 percent.

                                       8


<PAGE>

         HCHH had a $105,000 loss for the first nine months of 2002 compared to
an $81,000 loss a year ago.

            CENTER FOR AMBULATORY AND HOME INFUSION SERVICES (CAHIS)
            --------------------------------------------------------

This company did not conduct any business during the first nine months of 2002.

                                       9



<PAGE>
The entities of Mid-Atlantic Home Health Network, Inc.(MAHN) have an agreement
with National Century Financial Enterprises (NCFE), NPF VI for the purchase of
accounts receivables. NPF VI has provided accounts receivable funding to MAHN
since 1994. NPF VI purchases approximately 83% of MAHN's net eligible
receivables with the remaining 17% being held in reserve accounts. The eligible
receivables are funded back to MAHN weekly and average $300,000 to $400,000 net
of reserves and fees. Payments received for these receivables are forwarded
directly to lock box accounts. The NPF VI is paid 83% of these payments. The
remaining 17% is returned to MAHN when the reserve account funds are at adequate
levels.

In early November 2002, NPF VI ceased the funding of receivables without notice.
This unforeseen action has impacted many companies servicing the healthcare
industry and has ramifications nationwide. For MAHN, it has caused a
considerable disruption of cash flow.

On or about November 18, 2002, NPF VI declared Bankruptcy, further complicating
the issue. A Federal Bankruptcy Judge issued an Order that all purchased
receivable funds be sent to the NCFE lockbox. Further, any funds diverted
directly to MAHN are to be re-diverted to NCFE. It is the position of MAHN that
NCFE is in Breech of Contract. Appropriate measures have been taken, and
continue to be explored, to bring this position to the attention of the
appropriate parties and Courts. If MAHN complies with this Order, the effects on
the ongoing operations of MAHN would be very serious.

On December 3, 2002, MAHN attended a Hearing in the Federal Bankruptcy Court in
Columbus, Ohio in an attempt to have this Order lifted. This attempt was
unsuccessful. In an effort to rectify the situation, MAHN has located an
alternate financing source and is currently in the process of `due diligence'
with that Financing Company. MAHN is also exploring all legal avenues of relief
from this situation.

At this time, management is unable to fully ascertain the ongoing implications
of this situation, but continues to take appropriate actions with the concern
for the ongoing operations of MAHN.


                                       10

<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.

                     MID-ATLANTIC HOME HEALTH NETWORK, INC.

Dated:  November 19, 2002                   By: /s/ Philip V. Warman
                                                --------------------------------
                                                Philip V. Warman, Chairman & CEO



                                       11
<PAGE>



                            SECTION 302 CERTIFICATION

         Pursuant to Section 302 of the Public Company Accounting Reform and
Investor Protection Act of 2002 (18 U.S.C. ss. 1350, as adopted), I, Philip V.
Warman certify that:

1.   I have reviewed this quarterly report on Form 10-Q of Mid-Atlantic Home
     Health Network, Inc.;

2.   Based on my knowledge, this quarterly report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary to
     make the statements made, in light of the circumstances under which such
     statements were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this quarterly report, fairly present in all
     material respects the financial condition, results of operations and cash
     flows of the registrant as of, and for, the periods presented in this
     quarterly report;

4.   The registrant's other certifying officers and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a)  designed such disclosure controls and procedures to ensure that
         material information relating to the registrant, including its
         consolidated subsidiaries, is made known to us by others within those
         entities, particularly during the period in which this quarterly report
         is being prepared;

     b)  evaluated the effectiveness of the registrant's disclosure controls and
         procedures as of a date within 90 days prior to the filing date of this
         quarterly report (the "Evaluation Date"); and

     c)  presented in this quarterly report our conclusions about the
         effectiveness of the disclosure controls and procedures based on our
         evaluation as of the Evaluation Date;

5.   The registrant's other certifying officers and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's board of directors (or persons performing the
     equivalent function):

     a)  all significant deficiencies in the design or operation of internal
         controls which could adversely affect the registrant's ability to
         record, process, summarize and report financial data and have
         identified for the registrant's auditors any material weaknesses in
         internal controls; and

     b)  any fraud, whether or not material, that involves management or other
         employees who have a significant role in the registrant's internal
         controls; and

6.   The registrant's other certifying officers and I have indicated in this
     quarterly report whether or not there were significant changes in internal
     controls or in other factors that could significantly affect internal
     controls subsequent to the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.


Date: December 18, 2002                       By: /s/ Philip V. Warman
                                                  -----------------------------
                                                  Chairman and CEO


                                       12