FORM 10-KSB
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                             ----------------------

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

COMMISSION  FILE  NUMBER  0-27157


                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                 (Name of small business issuer in its charter)

                NEVADA                                  65-0789306
        (State of incorporation)                 (IRS employer Ident. No.)

          3701 N.W. 126TH AVE, BAY 5, CORAL SPRINGS, FL          33065
             (address of principal office)                    (Zip Code)

                  Registrant's telephone number: (954) 341-0092

         Securities registered under Section 12(b) of the Exchange Act:
                                      NONE

         Securities registered under Section 12(g) of the Exchange Act:
                    Common Stock, $0.001 par value per share
                                (Title of class)

Indicate by check mark whether the Registrant:(1) has filed all reports required
to be filed by Section 13 or 15(d) of the Exchange Act during the past 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    .
            ---     ---

Check  if there is no disclosure of delinquent filers in response to Item 405 of
Regulation  S-B not contained in this form, and no disclosure will be contained,
to  the  best  of  Registrants  knowledge,  in  definitive  proxy or information
statements  incorporated  by  reference  in  Part  III  of  this  Form 10-KSB or
amendment  to  this  Form  10-KSB.  [ ]

State  issuer's  revenues  for  its  most  recent  fiscal  year.  $-0-

Based  on  the  average  closing bid and asked prices of the common stock on the
latest practicable date, April 10, 2001 the aggregate market value of the voting
stock held by non-affiliates of the registrant was $2,069,713.30 with 76,743,456
shares  outstanding.

Documents  Incorporated  By  Reference
[None]


<PAGE>
                                     PART I

ITEM  1.  DESCRIPTION  OF  BUSINESS

OVERVIEW
--------

     P.D.C.  Innovative  Industries,  Inc.  ("P.D.C."  or  the  "Company")  was
originally incorporated in Nevada on September 7, 1994.  On January 22, 1998, we
became  a  public  company  as  a  result merger with an already existing public
company,  and  our stock began to be quoted on the OTC Bulletin Board.  On March
2,  2000,  we  became  the  successor  to MAS XIV Acquisition Corp., a reporting
company  under  the  Securities  Exchange  Act  of  1934,  as  amended.

     On  July  6,  2000,  P.D.C. entered into a Plan of Merger with Sterile-Pro,
Inc.,  with  P.D.C.  being  the survivor.  Sterile-Pro was a Florida corporation
whose  principal asset was the right to develop and market a device known as the
"Sterile  Pro  2000"  pursuant to a Licensing Agreement dated June 8, 2000, with
Mr. David Sowers, who is the CEO of P.D.C. and who is the person who applied for
and  owns  the patent rights to the Sterile Pro 2000.  The Sterile Pro 2000 is a
device  designed  to  dispose  of  contaminated  hypodermic  syringes  and other
intrusive  medical  instruments  at  the  site  of use, i.e., hospital, doctor's
office, lab, etc.  The device is designed to reduce, in an enclosed environment,
the  entire  instrument to small, sterile particles, which can be disposed of as
conventional  trash.  See  Item  1-"Business-Description  of  Products"  and
"Business-Sterile  Pro  Merger".

STERILE  PRO  MERGER

     The  purpose of the merger was to create a business environment pursuant to
which  the  Sterile  Pro  2000  can  be  more  efficiently  produced  and  sold.
Sterile-Pro  did  not  have manufacturing capabilities, P.D.C. does.  Therefore,
the merger of the two entities combined a valuable asset of one constituent (the
development  and marketing rights owned by Sterile-Pro) with a valuable asset of
the  other  constituent  (the manufacturing capacity of P.D.C.) into one entity,
thereby  providing  for  a  potentially more efficient and therefore less costly
manufacturing  and  sales  of  the  device.

     In  addition,  prior  to  the merger, Sterile-Pro issued 8% Series A Senior
Subordinated  Convertible  Redeemable Debentures for a total aggregate amount of
$1,000,000.00, due July 5, 2002.  Pursuant to the Plan of Merger, the rights and
obligations  of  Sterile-Pro with respect to the Sterile-Pro Licensing Agreement
and  the  Sterile-Pro  Debenture  became  obligations  of  P.D.C.

     The  Debenture was discounted 10% of its face value and is convertible into
common  stock at a conversion price equal to 75% of the lowest closing bid price
of  the  common  stock  for  any  of  the 3 consecutive trading days immediately
preceding  the  date  of  receipt  of the conversion notice.  In July 2000, Rock
Solid  Group L.L.C., Venice Holdings L.L.C. and Creative Holdings, L.L.C. funded
$733,488,  which  includes  attorney  fees  and  cost  of approximately $24,448.
Creative  Holdings  converted  an  aggregate  of $255,500 of the Debenture for a
total  of 6,393,117 shares.  In addition, the have noticed an additional $80,000
for  conversion,  which  was  not  honored  by  P.D.C.  Due  to the low price of
P.D.C.'s  common stock and other matters, which are presently being investigated
by  P.D.C.,  we  refused  to  honor  the  conversion.  See  Item.  3  "Legal
Proceedings".


<PAGE>
     Prior  to the merger Mr. David Sowers, his wife, Sandra, and his son Vernon
Leroy,  owned  27,010,000  shares  of  Sterile-Pro  common  stock.  Prior to the
merger,  they  owned an aggregate of 14,500,000 shares of P.D.C.'s Common Stock.
After  the  merger,  they  owned  an  aggregate of 45,000,000 shares of P.D.C.'s
Common  Stock,  or  45%  of  the  total  number  of  shares  authorized.

LICENSING  AGREEMENT

     As  noted  above,  Sterile-Pro  and  Mr.  Sowers  entered  into a Licensing
Agreement  to  enable  Sterile-Pro  to begin to develop and sell the Sterile Pro
2000.  Mr. Sowers also holds the ownership rights to various other products, and
on  June  8,  2000,  he  and  P.D.C. entered into a separate Licensing Agreement
pursuant  to  which  P.D.C.  will  develop,  manufacture,  and  distribute these
products,  which  consist  of:

     -    Sterile  Pro  2000
     -    Tri-Level  Family
     -    Perfect  Seal
     -    Flush  Mizer
     -    Mulching  Blade

     In  consideration  for  his  grant to P.D.C. of this license, P.D.C. issued
12,000,000  shares  of its Common Stock to Mr. Sowers.  In addition, Mr. Sowers'
estate  stands  to  receive /the following royalties, based upon the net selling
price  of  all products and goods in which the Patents is used, before taxes and
after  deducting  the  direct  cost  of the product and commissions or discounts
paid.

              GROSS SALES                                   PERCENTAGE
              -----------                                   ----------

              $0 to $1,999,999 in gross sales                  10%

              $2,000,000 to $3,999,999 in gross sales           9%

              $4,000,000 to $6,999,999 in gross sales           8%

              $7,000,000 to $9,999,999 in gross sales           7%

              Greater than $10,000,000 in gross sales           6%


     P.D.C.  plans  to  manufacture and distribute the products described below.
Our  primary markets will consist of wholesalers in their respective industries.


                                        2
<PAGE>
OUR  PRODUCTS
-------------

STERILE  PRO  2000

     In  the  last  year,  we  have devoted substantially all of our efforts and
resources to the development of the Sterile Pro 2000.  The Sterile Pro 2000 is a
device  used  to dispose of contaminated hypodermic syringes and other intrusive
medical  instruments  at  the  site  of use.  The device reduces, in an enclosed
environment,  the  entire  instrument  to  small, sterile particles which can be
disposed  of as conventional trash, This approach significantly reduces physical
hazards  to nurses or phlebotomists after injections or draws, reduces bacterial
growth within and around collection boxes and aerolization of infectious agents,
limits  risks  of  injury  or  infection waste-handling personnel, cuts costs of
disposal, including collection, handling, paperwork and specialized transport as
well  as  limits  potential  cross-contamination  with  the hospital, office and
environment  due  to  handling  and  moving  of  contaminated  waste.

     We  plan to target hospitals and larger health clinics, where higher volume
usage  justifies  a  dedicated machine at each usage point. We also plan to have
two  additional  designs that would be available for the smaller medical offices
as  well  as  a  larger  batch  mode  version.  The  latter  would be used where
intermediate  collection  boxes  are  still required. The unit would "digest" an
entire  collection  box,  including  the  instruments  contained  therein.  Our
management  believes  that introduction of its Sterile Pro 2000 line of products
will  present  a  substantial  growth  opportunity for P.D.C.  Although aware of
safety  protocols  when  dealing  with  contagious infectious illnesses, medical
personnel  are  still  subjected  to  thousands  of  penetrations with intrusive
instruments each year with serious consequences of dealing with life-threatening
conditions  for them and the large cost of ongoing treatment and testing for the
facility of employment. Despite stringent regulations by the Occupational Safety
Hazard  Agency  ("OSHA"),  Joint  Commission  on  Accreditation  of  Healthcare
Organizations  ("JCAHO"),  and others, the problems persists mainly because used
contaminants  are  not  destroyed  or sterilized, but merely covered and stored,
leaving  the  physical  and  biological  hazards  undiminished  during  storage,
collection  and  transport  to  a  licensed  incinerator,  usually off site. The
Sterile  Pro  2000  will  prevent  injury  from contaminated needles and destroy
biological  hazards  at  the  site  of  use.

FOOD  AND  DRUG  ADMINISTRATION  APPLICATION  AND  APPROVAL
-----------------------------------------------------------

     The  United  States Food and Drug Administration (the "FDA") has regulatory
authority  over  the testing, manufacturing, and sale of the Sterile Pro 2000 in
the  United  States.  Pursuant  to the Federal Food, Drug and Cosmetic Act (FD&C
Act"),  the  FDA  classifies  medical  devices intended for human use into three
classes:  Class  I,  Class  II,  and Class III.  In general, Class I devices are
products  for  which  the FDA can determine that the safety and effectiveness of
which  can be reasonably assured by general controls under the FD&C Act relating
to  such  matters  as  adulteration,  misbranding,  registration,  notification,
records  and  reports,  and,  "Good Manufacturing Practices, ("GMPs").  Class II
devices  are  products  for which the FDA determines that these general controls
are  insufficient  to  provide reasonable assurance of safety and effectiveness,
and  that  require  special  controls  such  as  the promulgation of performance
standards,  post-market  surveillance, patient registries, or such other actions
as the FDA deems necessary.  Class III devices are devices for which the FDA has
insufficient  information  to  conclude  that either general controls or special
controls  would  be sufficient to assure safety and effectiveness, and which are
life-supporting,  life-sustaining,  of  substantial  importance  in  preventing
impairment  of  human  health  (e.g.,  a  diagnostic  device  to  detect  a
life-threatening  illness),  or present a potential unreasonable risk of illness
or  injury.


                                        3
<PAGE>
     A  medical  device is ultimately classified by the FDA as either a Class 1,
Class  II  or Class III device.  Class I devices are subject to general controls
which  are  applicable  to  all  devices.  Such  controls  include  regulations
regarding FDA inspection of facilities, GMP's, labeling, maintenance of records,
and  filings  with  the  FDA.  Class  II  devices  must meet general performance
standards  established by the FDA before they can be marketed and must adhere to
such  standards  once  on  the  market.  Class  III  devices  require individual
pre-market  approval  by  the FDA before they can be marketed, which can involve
extensive  tests  to  prove  safety  and  efficacy  of  the  device.

     The  FD&C Act further provides that, unless exempted by regulation, medical
devices  may  not  be  commercially distributed in the United States unless they
have  been  approved  or cleared by the FDA.  There are two review procedures by
which  medical devices can receive such approval or clearance.  Some devices may
qualify  for  clearance  under  a  Section 510(k) procedure, which we believe is
applicable to the Sterile Pro 2000.  The other review procedure, which we do not
believe  applies  to  the  Sterile  Pro  2000,  is an application to the FDA for
pre-marketing  approval  ("PMA")  before  marketing can begin.  PMA applications
must  demonstrate,  among  other  matters,  that  the medical device is safe and
effective.  A  PMA  application  is  typically  a  complex  submission,  usually
including  the  results  of  clinical studies, and preparing an application is a
detailed  and  time-consuming  process.

     Each  manufacturer  of medical devices is required to register with the FDA
and  also  to file a "510(k) Notification" (the "Notification") before initially
marketing  a new device intended for human use.  The manufacturer may not market
such  new  device until 90 days following the filing of such Notification unless
the  FDA  permits  an early marketing date.  The FDA, prior to the expiration of
the  90-day period, may notify the manufacturer that it objects to the marketing
of  the  proposed  device  and  thereby may delay or preclude the manufacturer's
ability  to  market that device.  The FDA may also require further data from, or
testing  by,  the  manufacturer.

     Any products manufactured or distributed by P.D.C. pursuant to FDA approval
are  or  will be subject to pervasive and continuing regulation by the FDA.  The
FDA  Act  also  requires  that  our  products  be  manufactured  in  registered
establishment and in accordance with GMP regulations.  Labeling, advertising and
promotional  activities  are  subject  to  scrutiny  by  the FDA and, in certain
instances, by the Federal Trade Commission.  P.D.C. and the manufacturers of our
products  or  product components may be inspected on a routine basis by both the
FDA  and  the  individual states for compliance with current GMP regulations and
other  requirements.

     The  export  of  medical  devices  is also subject to regulation in certain
instances.  In  addition, the marketing and use of the Company's products may be
regulated  by  various  state  agencies.

     The  Mandatory  Device Reporting ("MDR") regulation obligates us to provide
information  to the FDA on injuries alleged to have been associated with the use
of  a product or certain product failures that could cause injury. If due to FDA
inspections,  MDR reports or other information, the FDA believes that we are not
in compliance with the law, the FDA can institute proceedings to detain or seize
products,  enjoin  future  violations,  or asses civil and/or criminal penalties
against  us,  our  officers  or  employees.  Any  such  action could disrupt our
operations  for  an  undetermined  time.

     In  addition  to the foregoing, P.D.C. will be subject to numerous federal,
state  and  local  laws  relating  to  such  matters as safe working conditions,
manufacturing  practices,  environmental  protection  and  fire  hazard control.
There  can  be  no  assurance  that we will not be required to incur significant
costs to comply with such laws and regulations and that such compliance will not
have  a  material  adverse  effect  upon  our  ability  to  conduct  business.


                                        4
<PAGE>
     In the case of the Sterile Pro 2000, we have had conversations with the FDA
explaining  our  product  and  requesting that they assist us in classifying the
Sterile  Pro  2000  device and outlining the preparatory documentation that will
need  to  be submitted prior to product submission. We have filed Forms 2891 and
2892,  registering  both  P.D.C.  and  the  Sterile  Pro 2000 in the FDA system.
Preliminary  comment  from  the FDA indicates that the device will be a Class II
product  by  virtue  of  no  chemicals  or drugs being involved, and because the
Sterile  Pro 2000 is non-invasive to users.  When the Sterile Pro 2000 is ready,
it  will  be  submitted  to  the FDA in Rockville, Maryland where the Infectious
Disease  Section  will  test  it  in-house.

     On  January  2001  P.D.C.  entered  into  a  Medical  Device  Prototype
manufacturing  Agreement with Biopass Medical Systems of Parkland Fl. to provide
the  final  design,  five  prototypes,  manual and operating instruction for the
Sterile-Pro  2000.  Biopass, through its President Jay Brussels has a history of
completing  prototype  medical  device mechanisms for the FDA.  Mr. Brussels has
signed  a  contract  with  P.D.C.  to  complete  five  prototype designs and the
necessary documentation.  As of the date of this report the prototypes have been
completed  and  the  documentation is expected to be completed no later than the
end  of  April  2001.  The  contract  calls  for an initial payment of $6,200, a
payment  of $6,200 after all prototypes are built, and a final payment of $6,200
after acceptance by the FDA of the submitted prototype(s). This includes a fully
functional  circuit  board  and  other  updated  redesigns.

     In  March  2001,  we  entered  into  a  Consulting Agreement with Devices &
Diagnostic  Consulting  Group,  Inc.  As  part  of  their  engagement they will:

     -    Provide  guidance  for,  and  assist  with,  preparation of regulatory
          documents  for  submission  to  the  FDA  and foreign health agencies.
     -    Assist in the design, conduct, analysis, and reporting of results from
          medical  device  clinical  studies
     -    Communicate  with  the  FDA  and  foreign  regulatory  agencies  and
          governments.
     -    Assist  in  securing  International  product  registrations.
     -    Assist  in  the development and maintenance of an EN46000/QR compliant
          quality  system.
     -    Provide  appropriate referral of individuals deemed beneficial to meet
          the  above  objectives
     -    Be  available  for  consultation  with  our  employees.

Devices & Diagnostic Consulting Group, Inc. will provide these services on an as
needed  basis  at  a  rate  of  $225  per  hour.

OSHA  REGULATIONS  AND  HOW  THEY  BENEFIT  US.
-----------------------------------------------

     In January 1992, OSHA issued comprehensive new federal regulations aimed at
establishing  new  protective  standards  to  minimize  occupational exposure to
various  blood  borne pathogens such Hepatitis and the HIV virus associated with
AIDS.  OSHA  determined,  after  a  four-year  study  of  the  need  for  such
regulations,  that  employees  face  a  significant health risk as the result of
occupational  exposure  to  blood and other potentially infectious materials and
concluded  that this exposure can be minimized or eliminated using a combination
of work practice controls, personal protective clothing and equipment, training,
and  medical  surveillance.  OSHA  is  currently  stressing  the  need  for zero
tolerance  of  hospital  infectious  disease controls, including the handling of
contaminated  syringes  and other small contaminants that remain in the hospital
and  clinic  environment  after  use  on  a  patient


                                        5
<PAGE>
     In  addition, there are 23 states with their own OSHA-approved occupational
safety  and  health  plans,  which must now adopt a comparable standard or amend
their  existing  standard  if  it  is  not  at least as effective as the federal
standard.  These  new regulations are primarily aimed at the healthcare industry
where, based upon published OSHA findings, between 2 and 2.5 million workers are
presently  at  risk  of  infection.

     Management  believes  that  these  regulations,  which  mandate  the use of
sterilization  equipment  in the healthcare industry of nature comparable to the
Sterile  Pro  2000,  are  expected  to have materially favorable impact upon our
sales.

MARKETING
---------

     Management  believes that the primary markets for P.D.C.'s Sterile-Pro 2000
will  be  in  the  healthcare  sector,  divided  essentially  into  three  broad
categories (i) hospitals; (ii) "alternative site" facilities (including surgical
centers,  nursing  homes,  and  elderly  care facilities and clinics); and (iii)
small  medical  offices.

     Primary  customer  categories  would  be  the  single  end-user, purchasing
associations  or  consortiums  of  various  kinds  -  a  dominant feature in the
hospital  sector  -  and various federal, state and local government bodies (the
majority  of  whose  purchases  are  open  to  competitive  bidding).

     The  primary  channels of distribution include medical supply distributors,
dealers who specialize in the medical and hospital markets, and firms purchasing
P.D.C.'s  products  for  resale  under  "Private  label"  arrangements for other
suppliers  and  retailers.

     In  February  2001, we entered into a Marketing Agreement with Ron Epstein,
president  of Clearlake Financial Corp, to perform market feasibility studies to
define  the  initial  target  market  for  the  Sterile  Pro 2000.  In addition,
Clearlake  Financial  Corp. and its President, Ron Epstein intends to market the
medical  device to the already existing customers of Clearlake.  Clearlake has a
twelve-year  history  of medical device sales to hospital corporations and other
medical  facilities.  Clearlake's initial market inquiry has identified a demand
for  the  Sterile  Pro  2000,  or  similar  device.

     The  Company  has  accepted  an  order  from  Ameri-Carib International, of
Pompano  Beach,  Fl.  to  provide  50 Sterile Pro 2000 units to them immediately
after  FDA  clearance.  The  purchase  price  is  $79,750.

COMPETITION
-----------
     The  sterilization  products  sector is highly competitive and is presently
dominated  by  Baxter  International Johnson & Johnson, Kimberly-Clark and other
large  suppliers.  We  hope,  to develop a niche market within the sterilization
product  industry  through our ability to "customize" products to fit customers'
special  needs.  We believe that as a direct manufacturer, P.D.C. is well suited
to  develop  this  specialized  marketing  approach,  which  is  generally  more
difficult  for  larger  manufacturers.


                                        6
<PAGE>
OTHER  PRODUCTS

THE  TRI-LEVEL  FAMILY
----------------------

THE  POCKET  PITCH  DIAL  LEVEL
     The  Pocket  Pitch Dial Level has an adjustable center level dial and bulb;
it  is  of 4" fixed length, weighs 6 ounces.  This pocket-sized, belt-attachable
level,  offers the convenience of an integrated 360-degree rotating center level
bulb  &  dial  for  use  in limited space areas.  Due to this level's design, in
addition to standard level applications for horizontal and vertical calibration,
adjustment  and  leveling, the Pocket Pitch Level is specifically designed to be
uniquely  valuable  in all situations where zero tolerance precision in variable
degree  leveling  is  required,  including  roof pitch, plumbing pitch and other
non-standard,  variable  pitch  angle  measurements.

THE  POCKET  LEVEL
     The  Pocket  Level  has a fixed center level bulb; it is of 4" fixed length
weighs 3 ounces.  Similar to the Pocket Pitch Level, this level is also designed
for easy transport and use in cramped, limited space areas.  Due to this level's
design,  this  level's zero-tolerance angle measurement is more precise than any
competitive  mechanical  level currently marketed.  This level is designed to be
used  in  all  situations  where  horizontal  leveling  is  desirable, including
carpentry,  glasswork, cabinetry, plumbing, and framing applications where exact
horizontal  adjustment  or  measurement  is  required.

THE  18"  DIAL  LEVEL
     The 18" Dial Level has adjustable center level dial and bulb, 18" collapsed
length  (extends  to  24"  and  30"),  weighs  40 ounces.  This level offers the
convenience  of  an  integrated  360  degrees  variable  pitch  (variable angle)
rotating  center  level  bulb and dial.  The 18" Dial Level adjusts to work area
and  takes  place  of  three separate conventional levels (18", 24" and 30" when
fully  extended).  Due to this level's design, this level's zero-tolerance angle
is  more  precise  than any competitive mechanical level currently marketed.  In
addition to standard level applications for horizontal and vertical calibration,
adjustment and leveling, the 18" Dial Level can be expanded to fit the work area
and  is  specifically  designed  to be uniquely valuable in all situations where
zero-tolerance precision in variable degree leveling (0-45 degrees) is required,
including  roof  pitch,  plumbing  pitch,  and other non-standard variable pitch
angle  measurements.

THE  18"  STANDARD  LEVEL
     The  18"  Standard  Level  has  a  fixed  center  level  dial and bulb, 18"
collapsed length (extends to 24" and 30"), weighs 26 ounces.  Similar to the 18"
Dial  Level, but without the variable angle rotating center level and bulb, this
zero-tolerance  level  also  adjusts  to  the work area and takes place of three
non-adjustable  separate  levels (18", 24" and 30" when fully extended).  In all
situations  where  zero-tolerance  precision  is  required  for  standard
(non-variable)  horizontal  and  vertical  calibration, adjustment and leveling,
including  flexible work space applications in carpentry, glass work, cabinetry,
plumbing,  framing  and  other  construction  jobs,  the  18"  Standard Level is
specifically  designed  to  be  uniquely  valuable.


                                        7
<PAGE>
THE  SQUARING  LEVEL
     The  Squaring  Level  is  similar  in  appearance  to a traditional framing
square.  However  this  Squaring Level's 90 degree arms extend to 12" and can be
extended  to  12"  x  18"  and 18" x 18" squaring levels on both ends, 45 degree
squaring  level  at  arm  joint.  This  level  weighs  32  ounces, can be custom
engraved,  and  is available in a selection of colors.  In addition to providing
zero-tolerance 90 and 45 degree framing guidance, the Squaring Level can be used
to  provide  absolutely  precise  horizontal or vertical leveling.  The Squaring
Level  is  specifically  designed to be uniquely valuable in any situation where
zero-tolerance  45  or 90 degree framing or horizontal and vertical calibration,
adjustment  and leveling is desirable.  Applications include finished carpentry,
glass  and  mirror  work,  cabinetry,  standard  framing,  and  other  exacting
construction  jobs.

PERFECT  SEAL
-------------
     Perfect  Seal  is a seal, which can be added to the bottom of a door in any
home or office.  It is not a door sweep, but rather a seal, which does not touch
the  flooring  of  the  room  until  the door is closed tightly.  This creates a
perfect  airtight  closing  seal that keeps out insects, noise, cold or hot air.
It is made with a tongue and grove, which makes it airtight.  When a door, which
is  equipped  with  the Perfect Seal, is closed, the seat drops down from inside
the door (where it is stored when not deployed), and the rubber meets the floor.
When the door is opened, the seal draws back up, thus avoiding any friction with
or  rubbing  against  the  floor.  Perfect  Seal  is  made of Anodized Aluminum.

FLOW  MIZER
-----------
     The  Flow  Mizer  is  designed to address the problem of water conservation
acute  in  many  parts of the United States and abroad.  Flush Mizer is a double
flapper  valve, which universally fits most toilet tanks and saves approximately
30%  of  tank  water  per  flush  of  liquid waste.  Since flushing liquid waste
accounts  for  the major part of the usage of toilet facilities, the Flush Mizer
is  designed  in  such  a  way  that  an  up-motion  of  the handle provides for
water-saving  liquid  waste  flushing,  while  a down-flush motion of the handle
provides  for  solid  waste  flushing,  maintaining  full  flush.

INVENTORY
---------

     There  are  currently  in  excess  of  5,000  high  quality  levels  in our
inventory,  which  are  intended  for sale.  We have presented sale proposals to
numerous  national retail outlets including Home Depot, Lowe's and Damark Int'l.
The  sale  of  these  levels  would  add  a minimum of $150,000 cash to P.D.C.'s
assets.

COMPETITION
-----------

     The  contract  manufacturing  business  in  which  we  engage  is  highly
competitive.  Many  of  our  competitors have greater sales volume and resources
than  we  do.  The  principal  elements  of  competition  are  quality, service,
delivery, price, and meeting customer requirements. We believe that, if and when
we  begin  to  make sales, we will account for only a small portion of aggregate
national sales of similar products.  However, we believe that the quality of our
products  will  give  us  a  competitive  advantage.


                                        8
<PAGE>
SUPPLIES  AND  SUPPLIERS
------------------------

     The  raw  materials,  parts  and components used by us in manufacturing our
products  are  generally available.  We seek to maintain multiple sources of the
parts and materials we purchase from suppliers, however, certain customers could
limit  and/or  designate  specific suppliers, and the availability of such parts
and  materials  could  affect  our  ability to fill those customers' orders on a
timely  basis.  Management  believes  that the interruption of its relationships
with  suppliers  would not have a material adverse effect over the long-term, as
parts  and materials suitable for the production of the types of products P.D.C.
manufactures  would  be  available  from  other  suppliers.

MARKETING  AND  DISTRIBUTION
----------------------------

     We  anticipate that the primary markets for P.D.C.'s TriLevel family, Water
Mizer  and  Perfect  Seal  products  are  stores  that  sell to construction and
home-remodeling  customers,  such  as  Home  Depot,  Ace Hardware, smaller chain
stores,  and  individual wholesalers.  However, we cannot guarantee that we will
be  able  to  induce  these  chains  to  do business with us.  Primary sales and
marketing  techniques  will include direct sales visits, mailings and attendance
at  various  trade  shows.

EMPLOYEES

     At present, we employ a total of 9 full time employees, including our Chief
Executive  Officer  and  our  President.  If  P.D.C.  expands,  it  will require
additional personnel, both skilled and unskilled.  Although P.D.C. believes that
the  personnel it will require are readily available at reasonable salary rates,
no  assurance can be given that we will be able to attract the type and quantity
of  employees  our  operations will require; further, even if such personnel are
available,  no  assurance can be given that they can be hired on terms favorable
to  P.D.C.

INSURANCE

     Due  to the decrease in the number of insurance carriers willing to provide
product  liability  insurance,  especially  in  the healthcare industry, product
liability  insurance  availability  has  been significantly reduced and premiums
have  increased  dramatically  over  recent  years.  At  present, we maintain no
product  liability  insurance.  Although  we  intend  to  obtain  such insurance
coverage after we receive FDA approval for the Sterile Pro 2000, there can be no
assurance  that  we will be able to obtain insurance at reasonable premiums that
are  affordable.  The inability to obtain such insurance could have a materially
adverse  effect  upon  our  business,  financial condition and future prospects.


ITEM  2.  DESCRIPTION  OF  PROPERTY.

     P.D.C.'s  corporate  offices and manufacturing facility are located at 3701
NW  126th  Avenue,  Corporate  Park,  Bay  5, Coral Springs, FL.   In July 2000,
P.D.C.  entered  into  a  business  lease agreement with L.A.W. Properties Coral
Springs,  LLC.  for office, lab, and manufacturing space of approximately 11,000
square feet at a base rent of $5,300 per month, with a cost of living adjustment
over  the term of the lease.  This lease expires on August 31, 2005.  We believe
that  our facility is adequate for our current and reasonably foreseeable future
needs.


                                        9
<PAGE>
ITEM  3.  LEGAL  PROCEEDINGS.

PENDING  LITIGATION

     On  September  9,  1999,  a lawsuit, Fernando Bugallo vs. P.D.C. Innovative
Industries  and David Sowers, (Case No: 99015686) was filed in the Circuit Court
of  the  17th Judicial Circuit in and for Broward County Florida.  The action is
for  breach  of contract, specific performance, and rescission of contract.  Mr.
Bugallo  has  requested  damages, which exceed $15,000.  Mr. Bugallo has alleged
that  P.D.C.  and  Mr.  Sowers  breeched  an  agreement to (1) jointly research,
develop, manufacture, and sell a variety of devices and to split all profits and
loses on a 50%-50% basis and (2) breeched an agreement for the purchase and sale
of  business  assets  owned by Mr. Bugallo.  P.D.C. intends to vigorously defend
this action, and has filed a counter-claim against Mr. Bugallo for fraud and has
demanded damages in excess of $195,000.  The suit is in the discovery stage.  At
present,  we  are  unable  to  predict  the  outcome  this  lawsuit.

     On October 12, 2000, P.D.C. obtained an Ex Parte Temporary Injunction Order
in  the  Circuit  Court  of  the 17th Judicial Circuit in and for Broward County
Florida  against  David Nakhon, alias Marketwizwanabe$$$$.  The injunction stems
from  Mr.  Nakhon  posting  defamatory messages on the Raging Bull message board
about  P.D.C.,  its  officers and directors.  P.D.C. has established a policy to
pursue  all  of  its  legal  remedies  against persons posting fraudulent and/or
defamatory  information with regard to the Company or its officers and directors
on  the  Internet.  In  light  of  this, P.D.C. intends to file suit against Mr.
Nakhon  in  the  near  future.

POSSIBLE  LITIGATION

     On  July  6,  2000,  P.D.C. entered into a Plan of Merger with Sterile-Pro,
Inc.,  with  P.D.C. being the survivor.  Prior to the merger, Sterile-Pro issued
an  8% Series A Senior Subordinated Convertible Redeemable Debenture for a total
aggregate  amount  of  $1,000,000.00, due July 5, 2002.  Pursuant to the Plan of
Merger,  the  rights  and  obligations  of  Sterile-Pro  with  respect  to  the
Sterile-Pro Licensing Agreement and the Sterile-Pro Debenture became obligations
of P.D.C.  The Debenture was discounted 10% of its face value and is convertible
into  common  stock at a conversion price equal to 75% of the lowest closing bid
price  of the common stock for any of the 3 consecutive trading days immediately
preceding  the  date  of  receipt  of  the  conversion  notice.

     In  July 2000, Rock Solid Group L.L.C., Venice Holdings L.L.C. and Creative
Holdings,  L.L.C.  funded  $733,488,  which  includes  attorney fees and cost of
approximately  $24,448.  Creative Holdings converted an aggregate of $255,500 of
the Debenture for a total of 6,393,117 shares.  In addition, the have noticed an
additional  $80,000  for conversion, which was not honored by P.D.C.  Due to the
low  price of P.D.C.'s common stock and other matters, which are presently being
investigated  by  P.D.C.,  we  refused  to  honor the conversion.  The Debenture
holders have threatened legal action to force the conversion of the Debenture or
in  the  alternative  to rescind the Debenture Purchase Agreement and recoup the
amount of their investment.  If a lawsuit is instituted, tried and a judgment is
entered  against  P.D.C.,  we  estimate  that  the damages could be in excess of
$600,000  plus  penalties  and  interest.  P.D.C.  does  not  have the financial
ability  to  rescind  the  transaction  and  any  award for damages would have a
material  adverse  effect  on  P.D.C.  and  its  ability to continue operations.


                                       10
<PAGE>
ITEM  4.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS.
     None.



                                     PART II

ITEM  5.  MARKET  FOR  COMMON  EQUITY  &  RELATED  STOCKHOLDER  MATTERS.

     P.D.C.'s  Common  Stock  is  traded on the NASDAQ over-the-counter bulletin
board  market  under  the  symbol PDCI.  There has been trading in the Company's
Common Stock since May 6, 1998.  The following table sets forth, for each of the
fiscal periods indicated, the high/low bid and low/low bid prices for the Common
Stock,  as  reported  on  the  OTC  Bulletin  Board.  These per share quotations
reflect inter-dealer prices in the over-the-counter market without real mark-up,
markdown,  or commissions and may not necessarily represent actual transactions.

              QUARTER ENDING      HIGH/LOW BID   LOW/LOW BID

           FISCAL YEAR 1999
           March 31, 1999        $        5.88   $      3.25
           June 30, 1999         $        3.44   $      1.10
           September 30, 1999    $        1.19   $      0.25
           December 31, 1999     $        0.53   $      0.11

           FISCAL YEAR 2000
           March 31, 2000        $        0.14   $      0.0625
           June 30, 2000         $        0.14   $      0.0625
           September 30, 2000    $        0.09   $      0.03
           December 31, 2000     $      0.0625   $      0.02

           FISCAL YEAR 2000
           March 31, 2001        $        0.07   $       0.03

     The number of beneficial holders of record of the common stock of P.D.C. as
of  the  close  of business on April 6, 2001 was approximately 144.  Many of the
shares  are  held  in  street  name and consequently reflect numerous additional
beneficial  owners.


                                       11
<PAGE>
RECENT  SALES  OF  UNREGISTERED  SECURITIES

     In  September  1999,  prior  to our becoming a 34 Act reporting company, we
issued  a  convertible  debenture in the amount of  $492,400.  These shares were
subsequently  converted into an aggregate of 12,050,903 shares and issued to BVH
Holdings,  L.L.C. and their designees.  These securities were issued in reliance
on Rule 504 of Regulation D under the Act.  The issuance of these securities was
exempt from the registration requirements of the Act pursuant to Section 3(b) of
the  Act.
 .
     In  January  2000,  we  issued  15,000  shares to David Nakhon for services
performed.  These  shares  were  issued in reliance on Sec.4(2) of the Act, as a
transaction  not  involving  a  public  offering.

     In  January  2000,  prior  to  our  becoming a 34 Act reporting company, we
issued  100,000 restricted shares to Adam Barnett for services performed.  These
shares  were  issued  in  reliance  on Sec.4(2) of the Act, as a transaction not
involving  a  public  offering.

     In  February  2000, we were required to issue to Mr. Barnett 900,000 shares
for  services  performed  in reliance on Rule 504 of Regulation D under the Act.
The  issuance  of these securities was exempt from the registration requirements
of  the  Act  pursuant  to  Section 3(b) of the Act.  Due to a Company error, we
issued  Mr.  Barnett  100,000  shares in February 2000, the certificates for the
remaining  800,000  shares  were not actually issued until July and August 2000.

     In  March  2000,  we  issued an aggregate of 3,956,000 shares in connection
with  our  merger with MRC Legal Services Corporation.  These shares were issued
in  reliance  on  Sec.4(2)  of  the Act, as a transaction not involving a public
offering.

     In  April  2000,  we  issued 500,000 shares to Vernon Leroy Sowers as bonus
compensation for his services to P.D.C.  These shares were issued in reliance on
Sec.4(2)  of  the  Act,  as  a  transaction  not  involving  a  public offering.

     On  June  15,  2000, P.D.C. issued 12,000,000 shares of its Common Stock to
Mr.  Sowers  as  consideration  for the Patent Licensing Agreement. These shares
were issued in reliance on Sec.4(2) of the Act, as a transaction not involving a
public  offering.

     On  July  6,  2000,  P.D.C. entered into a Plan of Merger with Sterile-Pro,
Inc.,  with  P.D.C. being the survivor.  Prior to the merger, Sterile-Pro issued
an  8% Series A Senior Subordinated Convertible Redeemable Debenture for a total
aggregate  amount  of  $1,000,000.00, due July 5, 2002.  Pursuant to the Plan of
Merger,  the  rights  and  obligations  of  Sterile-Pro  with  respect  to  the
Sterile-Pro Licensing Agreement and the Sterile-Pro Debenture became obligations
of P.D.C.  The Debenture was discounted 10% of its face value and is convertible
into  common  stock at a conversion price equal to 75% of the lowest closing bid
price  of the common stock for any of the 3 consecutive trading days immediately
preceding  the  date  of  receipt  of  the  conversion  notice.

     In  July 2000, Rock Solid Group L.L.C., Venice Holdings L.L.C. and Creative
Holdings,  L.L.C.  funded  $733,488  pursuant  to  the Debenture, which includes
attorney fees and cost of approximately $24,448.  Creative Holdings converted an
aggregate  of  $255,500  of  the  Debenture for a total of 6,393,117 shares.  In
addition,  the  have noticed an additional $80,000 for conversion, which was not
honored  by  P.D.C.  If and when honored, P.D.C. would be obligated to issue and
additional 4,750,306 sharesSee Item 3. "Legal Proceedings Possible Litigation".
The  Debenture  and the shares underlying the Debenture were issued, pursuant to
an  opinion  of  counsel, in reliance on Rule 504 of Regulation D under the Act.
The  issuance  of these securities was exempt from the registration requirements
of  the  Act  pursuant  to  Section  3(b)  of  the  Act


                                       12
<PAGE>
     On  July  6,  2000,  P.D.C. entered into a Plan of Merger with Sterile-Pro,
Inc.,  with  P.D.C. being the survivor.  In connection with the Merger we issued
an  aggregate  of  45,000,000 shares to David and Sandra Sowers and Vernon Leroy
Sowers in exchange for 100% of the outstanding Sterile Pro shares.  These shares
were issued in reliance on Sec.4(2) of the Act, as a transaction not involving a
public  offering.  Subsequent  to  the  Merger  David and Sandra Sowers returned
12,000,000  shares  to  P.D.C.  for  cancellation.  No consideration was paid by
P.D.C.  for  the  return  and  cancellation  of  the  shares.

     In  August  2001, an aggregate of $200,000 of the Debenture was sold to PMR
and  Associates, PrimeVest, Inc. Spechler Family Partnership, IDT Fund B L.T.D.,
the  Debenture  was  converted  into  an  aggregate  of 6,764,285 shares.  These
securities  were  issued  in reliance on Rule 504 of Regulation D under the Act.
The  issuance  of these securities was exempt from the registration requirements
of  the  Act  pursuant  to  Section  3(b)  of  the  Act.


DIVIDENDS

     In January 2001, P.D.C. declared and paid a 5% stock dividend on its Common
Stock  to  its  shareholders  of  record  on January 12, 2001.  Our Officers and
Directors  declined  the  dividend.

     We  have  never  paid  any  cash  dividends  on our Common Stock and do not
anticipate paying any cash dividends on our common stock in the future. Instead,
we  intend to retain future earnings, if any, to fund the development and growth
of  our  business.


ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         -----------------------------------------------------------------------
OF  OPERATIONS
--------------

     Read  the  following  discussion together with the information contained in
the  Financial  Statements  and related Notes included elsewhere in this filing.

RESULTS  OF  OPERATIONS

TWELVE  MONTHS  ENDED  DECEMBER  31,  2000  AND  1999
-----------------------------------------------------
     General  and  administrative  expenses  in  the aggregate during the twelve
months  ended  December  31,  2000  were  $158,338  representing  an increase of
$42,573,  from  $115,765  for the year ended December 31, 1999.  The increase in
these  costs  is  a result of greater efforts by us to bring the products to the
final  development  and  obtain  market  clearance.

     Compensation  and  related benefits during the year ended December 31, 2000
increased $188,457, to a total of $351,937 from $163,480 for the prior year.  We
have  increased  the number of employees during the year as we began the efforts
to  produce  and  market  the  products.


                                       13
<PAGE>
     Advertising  and  promotion  expenses  for the year ended December 31, 2000
amounted to $100,497, or an increase of $98,076 over the year ended December 31,
1999.  The  increase  related to the efforts we have made to begin marketing the
products.

     Consulting  expenses  for  the  year ended December 31, 2000 were $140,810.
These  costs  were  associated  with  the  financial activities during the year.

     Inventory  valuation  adjustments  during  the year ended December 31, 2000
were  $318,632.  The  increase is a result of adjusting the inventory to its net
realizable  value,  based  upon  initial  sales  pricing  projections.

     Materials  and  tooling  costs  for  the  year ended December 31, 2000 were
$48,440,  and represent the costs associated with the development of the Sterile
Pro  2000.

     Professional  fees  during  the year ended December 31, 2000 were $479,174,
representing  an  increase  of $21,243 from the $57,931 incurred during the year
ended  December  31, 1999.  The increase is a result of our becoming a reporting
company  during  the  year,  and  as a result, the need for additional legal and
accounting  costs.

     Repairs and maintenance increased $3,394 during the year ended December 31,
2000  to  $23,627,  as  a  result  of  normal  cost  increases.

     Supplies expenses amounted to $22,438 for the year ended December 31, 2000,
representing  additional  costs  associated  with  our  increased  operations.

     Travel  and  subsistence  costs  decreased  $4,433  during  the  year ended
December  31,  2000  to $28,869, from the $33,302 incurred during the year ended
December 31, 1999.  We had incurred more costs during 1999 in an effort to visit
potential  purchasers  of  the  products,  and during 2000 these efforts did not
involve  as  much  time  traveling  away  from  the  office.

     Rent expense increased $54,167 during the year ended December 31, 2000 as a
result  of  the  prior  accountant  capitalizing these costs to the inventory as
overhead  for  the  year  ended  December  31,  1999.

     Telephone and utilities amounted to $16,433 for the year ended December 31,
2000,  representing  an  increase  of $8,731 from the $7,702 incurred during the
year ended December 31, 1999.  The increases are a result of the increase in our
operations  during  the  year  ended  December  31,  2000.

     Interest expense increased to $247,894 for the year ended December 31, 2000
as  a result of the convertible debentures that were outstanding during the year
and  the  interest  costs  associated  with  that  debt.

     Loan  placement  expenses and fees of $73,000 were incurred during the year
ended  December  31,  2000  with  respect  to  the  issuance  of the convertible
debentures  that  were  issued  during  the  year.


                                       14
<PAGE>
     Depreciation  and  amortization  expenses  increased  $101,289, to $112,193
during  the  year  ended  December 31, 2000 from the $10,904 incurred during the
year  ended  December  31,  1999.  These increases are a result of expensing the
depreciation on the factory equipment during the year instead of capitalizing to
the  cost  of inventory as in the prior year, and the amortization of the patent
license  agreement  during  the  year.


BALANCE  SHEET  DATA

     We  have  financed our operations since inception by the issuance of equity
securities  with aggregate net proceeds of approximately $2,403,000, and through
loan  transactions  in  the  aggregate  net  amount  of  $1,297,000.

     Our  combined  cash  and  cash equivalents totaled $143,367 at December 31,
2000.  We  do  not expect to generate a positive internal cash flow for at least
the  next  twelve  months  due  to  the  time necessary to bring our products to
market.

     Our  inventory totaled $310,943 as of December 31, 2000.  The inventory was
adjusted  during  the  year  to  its net realizable value based upon the initial
sales  pricing projections.  Our property and equipment, net, totaled $1,118,897
at  December  31,  2000.  We  increased  the  property  and equipment a total of
$48,339  during  the  year  2000.


LIQUIDITY  AND  CAPITAL  RESOURCES

     We are currently a development stage company and our continued existence is
dependent  upon  our  ability  to resolve our liquidity problems, principally by
obtaining  additional  debt  financing  and/or  equity  capital.  We have yet to
generate  an  internal  cash flow, and until the sales of our products begin, we
are  totally  dependent upon the debt and equity funding from outside investors.
In  the  event we are unable to obtain debt or equity financing or are unable to
obtain  such  financing on terms and conditions acceptable to us, we may have to
cease  or  severely  curtail  our  operations.  This would materially impact our
ability  to  continue  as  a  going  concern.

     We  have  financed  our  operating  and research and development activities
through  several  Regulation  S and Regulation D private placement transactions.
Net  cash  used  for  operating  activities  during  the  2000  year amounted to
$748,481.  At  December  31,  2000,  we  had  a  working  capital  of  $288,595.

     During  the  year  ended  December 31, 2000, we were able to raise debt and
equity  capital  of $826,400 through Regulation S and Regulation D transactions.
We  do  not expect to generate a positive cash flow for at least the next twelve
months.  No  assurances,  however,  can  be  given that the necessary and future
financing  will be available or, if available it will be on terms and conditions
acceptable  to  us.  If  our working capital becomes insufficient to continue to
fund  our  operations, we would have to explore additional sources of financing.


                                       15
<PAGE>
CAUTIONARY  STATEMENTS  REGARDING  FORWARD-LOOKING  STATEMENTS

     Statements  in  this Report on Form 10-K SB under the caption "Management's
Discussion  and  Analysis  of Financial Condition and Results of Operations," as
well as in P.D.C.'s press releases or oral statements that may be made by P.D.C.
or by officers, directors or employees of P.D.C. acting on P.D.C.'s behalf, that
are  not  historical  fact  constitute  "forward-looking  statements".  Such
forward-looking  statements  involve  known and unknown risks, uncertainties and
other  factors  that  could  cause the actual results of P.D.C. to be materially
different  from  the historical results or from any results expressed or implied
by  such forward-looking statements.  Factors that might cause such a difference
include,  without  limitation,  the information set forth below.  In addition to
statements  which  explicitly  describe such risks and uncertainties, statements
labeled  with the terms "believes", "belief" "expects", "plans" or "anticipates"
should  be  considered uncertain and forward-looking.  All cautionary statements
made  in  this  Report  should  be  read  as  being  applicable  to  all related
forward-looking  statements  wherever  they  may  appear.


LIMITED  OPERATING  HISTORY;  CONTINUING  OPERATING  LOSSES
-----------------------------------------------------------

     P.D.C.  has  a  limited  history  of  operations.  Since  its  inception in
September  1994,  P.D.C.  has  engaged  principally  in  the  development  of it
products, including the "Sterile Pro 2000", which has not been approved for sale
in  the  United  States.  Consequently,  P.D.C.  has  little  experience  in
manufacturing,  marketing  and  selling  its  products.  P.D.C. currently has no
source  of  operating  revenue  and  has incurred net operating losses since its
inception.  At  December  31,  2000,  P.D.C.  had  an  accumulated  deficit  of
approximately  $2,829,405.  Such  losses  have  resulted  principally from costs
associated  with  research  and  development and from general and administrative
costs associated with P.D.C.'s operations.  P.D.C. expects operating losses will
increase  for at least the next twelve months due principally to the anticipated
expenses  associated  with  the anticipated commercialization of the Sterile Pro
2000  and  other  research and development activities.  See Item 6.  "Management
Discussion  and  Analysis  of  Financial  Condition  and Results of Operations".


UNCERTAINTY  OF  FUTURE  PROFITABILITY;  GOING  CONCERN  OPINION  RECEIVED  FROM
--------------------------------------------------------------------------------
INDEPENDENT  AUDITORS
---------------------

     P.D.C.'s  ability  to  achieve  profitability  will  depend  in part on its
ability  to  obtain  regulatory  approvals for its Sterile Pro 2000, develop the
capacity  to manufacture and market the Sterile Pro 2000 and its other products,
either  by  itself  or in collaboration with others and market acceptance of the
Sterile  Pro  2000.  There  can  be no assurance if and when P.D.C. will receive
regulatory  approvals  for  the  development  and  commercial  manufacturing and
marketing  of  the  Sterile  Pro  2000  or  achieve profitability.  In addition,
successful  completion  of  P.D.C.'s  development  program  and  its transition,
ultimately,  to  attaining  profitable  operations  is  dependent upon obtaining
adequate  financing  to fulfill its development activities and achieving a level
of  sales  adequate to support P.D.C.'s cost structure.  Accordingly, the extent
of  future  losses  and  the  time  required to achieve profitability are highly
uncertain.  See  Item  6.  "Management's  Discussion  and  Analysis of Financial
Condition  and  Results  of  Operations  and  "Financial  Statements".


                                       16
<PAGE>
     P.D.C. has received an opinion from its auditors stating that the fact that
P.D.C.  has suffered substantial losses and has yet to generate an internal cash
flow  raises  substantial  doubt  about  P.D.C.'s ability to continue as a going
concern.  This  opinion  may have an adverse effect on P.D.C.'s ability to raise
additional  funds.  See  Item  6.  "Management's  Discussion  and  Analysis  of
Financial  Condition  and  Results  of  Operations  and  "Financial Statements".


UNCERTAIN  ABILITY  TO  MEET  CAPITAL  NEEDS
--------------------------------------------

     P.D.C.  will  require  substantial  additional  funds the manufacturing and
marketing  of  the  Sterile  Pro  2000,  and  the  research  and  development,
manufacturing  and  marketing  of other proposed products and operating expenses
(including  general  and  administrative  expenses).  P.D.C.'s  future  capital
requirements  will depend on many factors, including the following: the progress
of  its  research  and  development  projects;  the  time  and  cost involved in
obtaining  regulatory  approvals; the cost of filing, prosecuting, defending and
enforcing  any  patent  claims and other intellectual property rights; competing
technological  and  market  developments;  changes  and developments in P.D.C.'s
existing  collaborative,  licensing and other relationships and the terms of any
new  collaborative,  licensing and other arrangements that P.D.C. may establish;
and the development of commercialization activities and arrangements.  Moreover,
P.D.C.'s  fixed  commitments,  including salaries and fees for current employees
and  consultants,  equipment  rent,  and  other  contractual  commitments,  are
substantial  and  would  increase  if additional agreements are entered into and
additional  personnel  are  retained.  P.D.C.  does  not  expect  to  generate a
positive  internal  cash  flow  for  at  least  twelve  months,  due to expected
increases  in  capital  expenditures, working capital needs, and ongoing losses,
including  the  expected cost of commercializing the Sterile Pro 2000.  However,
P.D.C.'s cash requirements may vary materially from those now planned due to the
progress  of  research  and  development  programs, results of clinical testing,
relationships  with  strategic  partners,  if  any,  changes  in  the  focus and
direction  of  P.D.C.'s  research  and  development  programs,  competitive  and
technological  advances,  the  FDA  and  foreign  regulatory processes and other
factors.

     P.D.C.  needs  additional capital to fund its operations, and is seeking to
obtain  additional  capital  through  debt or equity financing, or collaborative
licensing  or  other  arrangements with strategic partners.  If additional funds
are  raised  by  issuing  equity  securities,  further  dilution  to  existing
stockholders will result, and future investors may be granted rights superior to
those  of  existing  stockholders.  There  can  be  no  assurance, however, that
additional  financing  will  be  available when needed, or if available, will be
available  on  acceptable  terms.  Insufficient  funds  may  prevent P.D.C. from
implementing  its  business  strategy  and will require P.D.C. to further delay,
scale  back  or  eliminate  certain  of  its  research,  product development and
marketing programs; and may require P.D.C. to license to third parties rights to
commercialize  products  or  technologies  that  P.D.C.  would otherwise seek to
develop itself, or to scale back or eliminate its other operations.  See Item 6.
"Management's  Discussion  and  Analysis  of  Financial Condition and Results of
Operations"  and  "Financial  Statements".


                                       17
<PAGE>
PENNY  STOCK  REGULATIONS  AND  RESTRICTIONS
--------------------------------------------

     The  Securities  Exchange  Commission  (the  "Commission")  has  adopted
regulations,  which  generally define Penny Stocks to be an Equity Security that
has  a  market price less than $5.00 per share or an exercise price of less than
$5.00 per share, subject to certain exemptions.  At present, the market price of
P.D.C.'s  Common  Stock is substantially less than $5.00 per share and therefore
may  be designated as a "penny stock" pursuant to the rules under the Securities
Exchange  Act  of  1934,  as amended.  Such a designation requires any broker or
dealer  selling  such  securities to disclose certain information concerning the
transaction,  obtain  a written agreement from the purchaser, and determine that
the  purchaser  is reasonably suitable to purchase such securities.  These rules
may  restrict  the ability of Broker / Dealers to sell P.D.C.'s Common Stock and
may affect the ability of Investors to sell their Shares.  The issuance of large
amounts  of  Common Stock upon conversion and the subsequent sale of such shares
may  further depress the price of the Common Stock.  In addition, since each new
issuance  of  Common  Stock  dilutes  existing  shareholders,  the  issuance  of
substantial  additional  shares  may  effectuate  a  change of control of P.D.C.
Moreover,  since  P.D.C.'s Common Stock is traded on the NASDAQ over-the-counter
bulletin  board  market, investors may find it difficult to dispose of or obtain
accurate  quotations  as  to  the  value  of P.D.C.'s Common Stock.  See Item 5.
"Market  Price  of  Securities  and  Related  Stockholders  Matters".


POSSIBLE  VOLATILITY  OF  STOCK  PRICE
--------------------------------------

     The  price  of  P.D.C.'s Common Stock has fluctuated substantially since it
began trading on the OTC Bulletin Board on May 6, 1998.  The market price of the
shares of the Common Stock is likely to continue to be highly volatile.  Factors
such  as the timing and results of FDA approval for the Sterile Pro 2000, equity
or debt funding, developments in patent or other proprietary rights of P.D.C. or
its  competitors,  including  litigation,  fluctuations  in  P.D.C.'s  operating
results,  and  market  conditions, could have a significant impact on the future
price  of  the  Common  Stock.  P.D.C.'s  stock  is  currently traded on the OTC
Bulletin  Board.  See  Item  5.  "Market  Price  of  Securities  and  Related
Shareholder  Matters".


POTENTIAL  IMPACT  OF  RISING  COST  OF  RAW  MATERIALS  AND  LABOR
-------------------------------------------------------------------

     The  cost  of  raw  materials  from  which our products are manufactured is
subject  to  abrupt  and  significant change.  In recent years the price of such
material  has  generally  been increasing.  Significant further increases in the
cost  of  such materials could dramatically increase the pricing of our products
and  adversely affect future revenues and profitability of such products. Should
mass  production of current and new lines of products may require outsourcing to
foreign  manufacturers  under  the  assumption  that  foreign  labor may be less
expensive.  However, such outsourcing may lead to the risk of rising cost of the
products  in  case  of unforeseen surges of costs of labor on respective foreign
markets.


                                       18
<PAGE>
POTENTIAL ADVERSE IMPACT OF ENVIRONMENTAL CONCERNS UPON THE FUTURE MARKETABILITY
--------------------------------------------------------------------------------
OF  SOME  OF  OUR  PRODUCTS
---------------------------

     At  present,  some of our present line of products relate to the healthcare
industry  are  manufactured  with  the  use  of  materials that are comprised of
non-biodegradable  plastic  fibers.

     In recent years, concern has grown over the effects of such products on the
environment  due  to  the  country's  growing solid waste disposal "crisis," the
declining  landfill  capacity  in  major  metropolitan areas able to handle such
products,  and  the  much  publicized  hazards of "medical wastes." Although the
degree  to  which such products are responsible for the country's waste disposal
related problems is the subject of serious debate at the present time, should it
become  the  consensus  that  the cost and problems of disposal of such products
outweighs  their  benefits,  such  a development could have a materially adverse
impact  upon  our  operating  results.


POTENTIAL  IMPACT  OF FDA AND GOVERNMENTAL REGULATION ON NEW PRODUCT DEVELOPMENT
--------------------------------------------------------------------------------
FOR  THE  HEALTH  CARE  INDUSTRY
--------------------------------

     The  Sterile  Pro 2000 and other proposed products are regulated as medical
devices  by the Federal Food and Drug Administration (the "FDA") pursuant to the
Federal  Food,  Drug  and  Cosmetic  Act  (the "Cosmetic Act") and are or may be
subject  to  regulation  by  other  federal  and  state  governmental  agencies.

     The  FDA  has  comprehensive  authority  to  regulate  the  development,
production, distribution and promotion of medical devices.  Furthermore, certain
states  impose  additional  requirements on the distribution of medical devices.
The  cost  of  complying with present and future regulations may be significant.
In  addition,  the  regulatory approval process and attendant costs may delay or
prevent  the  marketing  of  products  developed  by  P.D.C. in the future.  The
Mandatory  Device  Reporting  ("MDR")  regulation  obligates  us  to  provide
information  to the FDA on injuries alleged to have been associated with the use
of  a  product  or certain product failures that could cause injury.  If the FDA
believes  that  we  are  not  in  compliance  with  the  law,  it  can institute
proceedings  to  detain  or  seize products, enjoin future violations, or assess
civil  and/or  criminal  penalties against P.D.C. and our officers or employees.
Any such action by the FDA could result in a disruption of our operations for an
undetermined  time.


COMPETITION
-----------

     The  industries  to which we plan to introduce our current and future lines
of  products, such as for example, hospital supply and medical products business
are  intensely competitive ones.  At present, we estimate that there are over 50
companies  whose  products  will compete with P.D.C.'s.  Many of our competitors
have  far  greater  financial  resources,  larger  staff's, and more established
market  recognition  in  both the domestic and international markets than P.D.C.


POTENTIAL  IMPACT  OF  COST  CONTAINMENT  POLICIES  AND  VOLUME  BUYING  THROUGH
--------------------------------------------------------------------------------
PURCHASING  CONSORTIUMS  IN  THE  HEALTHCARE  INDUSTRY
------------------------------------------------------

     The healthcare market accounts for most of the demand for Sterile Pro 2000,
our  premier  product, with hospitals accounting for approximately two-thirds of
the  potential  demand  for  such  a product.  The health care industry has been
typified  in recent years by strict cost containment measures imposed by federal
and  state  governments,  private  insurers  and  other  "third party" payors of
medical  costs.


                                       19
<PAGE>
     In  response  to these pressures, virtually all segments of the health care
market  have  become extremely cost sensitive, and, in many cases, hospitals and
other  health  care providers have become affiliated with purchasing consortiums
who are charged with obtaining large quantities of needed products at the lowest
possible  cost.  These  factors, in combination, have had an adverse impact upon
smaller  suppliers  and  manufacturers, such as P.D.C., who either are unable to
supply  the  large  quantities sought by these purchasing consortiums or who are
unable  to  respond  to  the need for lower product pricing.  We believe that we
will  be  able  to  meet  the  demand  for  large quantity orders.  Further, our
Management  believes  that  the  dramatic  increased  demand for safety-oriented
products, such as the Sterile Pro 2000, will also serve to offset these factors.
However, there can be no assurance that we will be able to overcome the negative
impact  of  these  conditions  in  the  healthcare  marketplace.


DEPENDENCE  ON  PATENT  LICENSED  BY  FOUNDER
---------------------------------------------

     P.D.C.  owns  the  rights,  pursuant  to  an  exclusive  patent  licensing
agreement,  for  the  use  of the patent and pending patents for the Sterile Pro
2000, the Pocket Pitch Dial Level, the Pocket Level, the 18" Dial Level, the 18"
Standard  Level,  the Squaring Level, the Perfect Seal and the Flush Mizer.  The
patent  and  pending  patent rights are owned by the estate of David Sowers, our
former  Chief  Executive  Officer.  In the event that P.D.C. breaches the patent
licensing  agreement,  P.D.C.  could lose the licensing rights to these patents.
The  loss  of  the patent license would have a material adverse effect on P.D.C.
and  its  continued  operations.  See  Item  1.  "Business-Patent  Licensing
Agreement".


UNCERTAIN  ABILITY TO PROTECT PATENTS AND PROPRIETARY TECHNOLOGY AND INFORMATION
--------------------------------------------------------------------------------

     P.D.C.'s  ability  to  compete effectively in the medical products industry
will depend on its success in protecting its proprietary technology, both in the
United  States  and  abroad.  The patent positions of medical products companies
generally  involve  complex legal and factual questions.  P.D.C. intends to file
for  additional  patents  on products for which it feels the cost of obtaining a
patent  is  economically  reasonable  in  relation  to  the  expected protection
obtained.  There  can  be  no assurances that any patent that P.D.C. applies for
will  be issued, or that any patents issued will not be challenged, invalidated,
or  circumvented,  or  that  the  rights  granted  there  under will provide any
competitive  advantage.  P.D.C.  could  incur substantial costs in defending any
patent  infringement  suits  or  in asserting any patent rights, including those
granted  by  third parties, the expenditure of which P.D.C. might not be able to
afford.

     There  can  be no assurances that P.D.C. will be able to protect its rights
to its non-patented trade secrets and know-how effectively.  Moreover, there can
be  no  assurance  that  others  will  not  independently  develop substantially
equivalent  proprietary  information  and techniques or otherwise gain access to
P.D.C.'s  trade  secrets  and  know-how.  In addition, P.D.C. may be required to
obtain  licenses  to  patents  or  other  proprietary rights from third parties.
There  can  be  no  assurance  that  any  licenses required under any patents or
proprietary  rights  would be made available on acceptable terms, if at all.  If
P.D.C.  does  not obtain required licenses, it could encounter delays in product
development  or  find  that  the  development,  manufacture, or sale of products
requiring  such  licenses  could  be  foreclosed.


                                       20
<PAGE>
DEPENDENCE  ON  MARKET  ACCEPTANCE
----------------------------------

     There  can  be  no  assurance  that  physicians or the medical community in
general  will  accept  and  utilize  the Sterile Pro 2000, or any other products
developed  by  P.D.C.  The  extent that, and rate of which, the Sterile Pro 2000
achieves  market  acceptance  and  penetration  will  depend  on  many variables
including,  but  not  limited  to,  the  establishment  and demonstration in the
medical community of the clinical safety, efficacy and cost-effectiveness of the
Sterile  Pro  2000,  and  the  advantage  of  the Sterile Pro 2000 over existing
technology,  and  P.D.C.'s  manufacturing,  quality control, marketing and sales
efforts.  There  can  be  no  assurance  that  the medical community will accept
P.D.C.'s  unique  technology.  Similar  risks  will  confront  any other medical
related  products  developed  by  P.D.C.  in  the  future.  Failure  of P.D.C.'s
products  to  gain  market  acceptance  would  have a material adverse effect on
P.D.C.'s  business, financial condition, and results of operations.  See Item 1.
"Business".


LIMITED  MARKETING  AND  SALES  CAPABILITY
------------------------------------------

     P.D.C.  has  limited  internal marketing and sales resources and personnel.
In  order  to  market any products it may develop, P.D.C. will have to develop a
marketing  and sales force with technical expertise and distribution capability.
There  can  be  no  assurance  that  P.D.C.  will be able to establish sales and
distribution  capabilities  or  that P.D.C. will be successful in gaining market
acceptance  for  any  products  it  may develop.  There can be no assurance that
P.D.C.  will  be able to recruit and retain skilled sales, marketing, service or
support  personnel, that agreements with distributors will be available on terms
commercially  reasonable  to  P.D.C.,  or at all, or that P.D.C.'s marketing and
sales efforts will be successful.  Failure to successfully establish a marketing
and  sales organization, whether directly or through third parties, would have a
material  adverse  effect on P.D.C.'s business, financial condition, cash flows,
and  results  of  operations.

     To  the  extent  that  P.D.C.  arranges  with  third  parties to market its
products,  the  success of such products may depend on the efforts of such third
parties.  There  can  be  no  assurance  that any of P.D.C.'s proposed marketing
schedules  or  plans  can  or  will  be  met.  No  sales have been made to date.


ADDITIONAL  SALES OF UNREGISTERED SECURITIES; POSSIBLE ABSENCE OF LIMITATIONS ON
--------------------------------------------------------------------------------
CONVERSION
----------

     P.D.C.  has  had  to  rely  on  the  private  placement of Common Stock and
Convertible  Debentures  to obtain working capital and will continue to do so in
the  future.  In  deciding  to  issue  the  Debentures  pursuant  to the private
placements,  P.D.C. took into account the number of common shares authorized and
outstanding,  the market price of the Common Stock at the time of each Debenture
sale  and  the number of common shares the Debenture would have been convertible
into  at the time of the sale.  At the time of each private placement there were
enough  shares,  based  on the price of P.D.C.'s Common Stock at the time of the


                                       21
<PAGE>
sale  of  the  Debenture  to  satisfy  the  Debenture  conversion  requirements.
Although  P.D.C.'s  Board  of  Directors  tried  to  negotiate  a  floor  on the
conversion  price  of each Debentures prior to sale, it was unable to do so.  In
order  to  obtain  working  capital P.D.C. will continue to seek capital through
debt  or  equity  financing  which  may  include  the  issuance  of  Convertible
Debentures.  P.D.C.  will  endeavor  to  negotiate the best transaction possible
taking  into  account  the  impact on its shareholders, dilution, loss of voting
power  and the possibility of a change of control.  However, in order to satisfy
its  working capital needs, P.D.C. may be forced to issue convertible securities
with  no  limitations  on  conversion.

     In  the  event that P.D.C. issues convertible debentures without a limit on
the  number  of  shares  that  can  be  issued  upon conversion and the price of
P.D.C.'s  Common Stock decreases, the percentage of shares outstanding that will
be  held  by  such holders upon conversion will increase accordingly.  The lower
the  market price the greater the number of shares to be issued to such holders,
upon  conversion,  thus  increasing the potential profits to the holder when the
price per share increases and the holder sells the Common Shares.  The debenture
holder's  potential  for  increased share issuance and profit, including profits
derived  from shorting P.D.C.'s Common Stock, in addition to a stock overhang of
an  undeterminable  amount,  may  depress  the  price  of P.D.C.'s Common Stock.


CONTROL  BY  EXECUTIVE  OFFICERS  AND  DIRECTORS/POSSIBLE  CHANGE  OF  CONTROL
------------------------------------------------------------------------------

     Management  of  P.D.C.  beneficially  owns  59.3% of the outstanding Common
Stock  of  P.D.C.  assuming  no  exercise of outstanding convertible debentures.
Since  P.D.C.  does not have cumulative voting, and since, in all likelihood the
officers  will  be voting as a block and will be able to obtain proxies of other
shareholders,  Management  will continue to remain in a position to elect all of
P.D.C.'s  directors  and  control policies and operations of P.D.C.  See Item 9.
Directors,  Executive  Officers,  Promoters  and Control Persons; and Compliance
With  Section  16(a)  of  the  Exchange  Act.


POSSIBLE  CONFLICT  OF  INTEREST
--------------------------------

     Sandra  Sowers  and  Vernon  Leroy  Sowers  hold a majority of the seats on
P.D.C.'s Board of Directors (the "Board").  Consequently, they are in a position
to  control  their  own  compensation and to approve affiliated transactions, if
any.  In  June 2000, P.D.C. finalized an exclusive Patent License Agreement with
David Sowers, P.D.C.'s former Chief Executive Officer.  The Board's policy is to
obtain  unanimous  consent  for  affiliated transaction and compensation issues.
Although  P.D.C.'s Board intends to act fairly and in full compliance with their
fiduciary  obligations,  there  can  be  no assurance that P.D.C. will not, as a
result  of  the  conflict  of  interest  described  above,  possibly  enter into
arrangements  under terms less favorable than it could have obtained had it been
dealing  with  unrelated  persons.  See  Item  12.  "Certain  Relationships  and
Related  Transactions".


                                       22
<PAGE>
LIMITED  MANUFACTURING  HISTORY
-------------------------------

     P.D.C.  will have to expand its manufacturing and assembly capabilities and
contract  for  the manufacture of the Sterile Pro 2000 components in the volumes
that will be necessary for P.D.C. to achieve significant commercial sales in the
event  it  obtains  regulatory  approval  to  market the Sterile Pro 2000 in the
United  States.  P.D.C. has limited experience in the manufacture of the Sterile
Pro  2000  for  commercial  purposes.  Should P.D.C. manufacture the Sterile Pro
2000,  P.D.C.'s  manufacturing  facilities would be subject to the full range of
the  current  Quality System Regulation ("QSR") (formerly the Good Manufacturing
Practices  (GMP)  regulation)  and  similar  risks  of  delay  or  difficulty in
manufacturing,  and  P.D.C.  would  require  substantial  additional  capital to
establish such manufacturing facilities.  In addition, there can be no assurance
that  P.D.C.  would  be  able  to  manufacture any such products successfully or
cost-effectively.


DEPENDENCE  ON  THIRD  PARTIES
------------------------------

     P.D.C.  has  used  certain  third  parties  to  manufacture and deliver the
components  of the Sterile Pro 2000 and intends to continue to use third parties
to  manufacture and deliver such components and any other products, which P.D.C.
may  seek to develop.  Such third parties must adhere to the QSR enforced by the
FDA through its facilities inspection program and such third parties' facilities
must  pass  a  plant inspection before the FDA will grant pre-market approval of
P.D.C.'s products.  There can be no assurance that the third-party manufacturers
on  which  P.D.C. depends for the manufacture of the Sterile Pro 2000 components
will be in compliance with the QSR at the time of the pre-approval inspection or
will  maintain  such  compliance.  Such  failure  could  significantly delay FDA
approval  and  such  delay  would  have  a  material  adverse effect on P.D.C.'s
business,  financial  condition,  cash  flows,  and  results  of  operations.

     The  qualification  of  additional  or  replacement  suppliers  for certain
components  of the Sterile Pro 2000 device or services is a lengthy process.  If
P.D.C.  encounters  delays  or  difficulties  with  its third-party suppliers in
producing,  packaging,  or  distributing  components  of  the  Sterile Pro 2000,
market  introduction  and  subsequent sales would be adversely affected.  P.D.C.
also may have to rely on alternative sources of supply.  In such case, there can
be  no  assurance  that  P.D.C.  will  be  able to enter into alternative supply
arrangements  at  commercially acceptable rates, if at all.  If P.D.C. is unable
to  obtain  or  retain  qualified  third-party  manufacturers  on  commercially
acceptable  terms,  it may not be able to commercialize its products as planned.
P.D.C.'s  dependence  upon  third parties for the manufacture of the Sterile Pro
2000  components may adversely affect P.D.C.'s profit margins and its ability to
develop  and  deliver  its  products  on  a  timely  and  competitive  basis.


LACK  OF  CASH  DIVIDENDS
-------------------------

     P.D.C.  has  not  paid  any cash dividends on its Common Stock and does not
intend  to  pay  cash  dividends  in  the  foreseeable  future


                                       23
<PAGE>
ITEM  7.  FINANCIAL  STATEMENTS


     Index  to  Financial  Statements


                                                  Page
     Report of Independent Certified Accountants  F-1

     Financial Statements

          Balance Sheet                           F-3

          Statement of Operations                 F-4

          Statement of Stockholders' Equity       F-5

          Statement of Cash Flows                 F-7

          Notes to Financial Statement            F-8


<PAGE>
               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS



The  Board  of  Directors  and  Stockholders
P.D.C.  Innovative  Industries,  Inc.


We  have audited the accompanying balance sheet of P.D.C. Innovative Industries,
Inc.  (a  Development  Stage  Company)  as of December 31, 2000, and the related
statements of operations, stockholders' equity and cash flows for the year ended
December  31,  2000  and for the period September 7, 1994 (date of inception) to
December  31,  2000.  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 audit.  The financial statements of P.D.C.
Innovative  Industries,  Inc.  as  of  December  31,  1999 were audited by other
auditors whose report, dated February 25, 2000, expressed an unqualified opinion
on  these  statements.

We conducted our audit 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  from  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  audit  provides  a  reasonable  basis  for  our opinion.

In  our  opinion, the financial statements referred to above, present fairly, in
all  material  respects, the financial position of P.D.C. Innovative Industries,
Inc.  (a  Development Stage Company), as of December 31, 2000 and the results of
its  operations  and its cash flows for the year ended December 31, 2000 and for
the  period  September  7,  1994  (date  of  inception)  to December 31, 2000 in
conformity  with  generally  accepted  accounting  principles.

The  Company is in the development stage as of December 31, 2000 and to date has
had no significant operations.  Recovery of the Company's assets is dependent on
future  events, the outcome of which is indeterminable.  In addition, successful
completion  of the Company's development program and its transition, ultimately,
to  attaining  profitable  operations  is  dependent  upon  obtaining  adequate
financing  to  fulfill its development activities and achieving a level of sales
adequate  to  support  the  Company's  cost  structure.


                                      F - 1
<PAGE>
The  accompanying  financial  statements have been prepared assuming the Company
will continue as a going concern.  The Company has suffered recurring losses and
has  yet  to  generate an internal cash flow that raises substantial doubt about
its  ability  to  continue  as a going concern.  Management's plans in regard to
these  matters are described in Note 4.  The financial statements do not include
any  adjustments  that  might  result  from  the  outcome  of  this uncertainty.



      /s/
Margolies,  Fink  and  Wichrowski

Certified  Public  Accountants
Pompano  Beach,  Florida
February  23,  2001


                                      F - 2
<PAGE>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                                  BALANCE SHEET

                                DECEMBER 31, 2000


                                     ASSETS

Current assets:
  Cash and cash equivalents                                      $   143,367
  Inventory                                                          310,943
                                                                 ------------

     Total current assets                                            454,310
                                                                 ------------

  Property and equipment, net                                      1,118,897
  Other assets                                                       546,884
                                                                 ------------

                                                                 $ 2,120,091
                                                                 ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable                                               $    15,011
  Accrued expenses                                                   150,704
                                                                 ------------

      Total current liabilities                                      165,715
                                                                 ------------

Convertible debenture                                                639,943
Loans from shareholders                                               45,887
                                                                 ------------

      Total liabilities                                              851,545
                                                                 ------------

Commitments and contingencies

Stockholders' equity:
  Common stock, $.001 par value; authorized 100,000,000 shares,
     issued 69,813,238 shares                                         69,813
  Additional paid-in capital                                       4,028,138
  Deficit accumulated during the development stage                (2,829,405)
                                                                 ------------

      Total stockholders' equity                                   1,268,546
                                                                 ------------

                                                                 $ 2,120,091
                                                                 ============

               See accompanying notes to the financial statements.


                                      F - 3
<PAGE>
<TABLE>
<CAPTION>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                            STATEMENTS OF OPERATIONS

                                                                             From
                                                                           Inception
                                                                         (September 7,
                                              Year  Ended  December  31,    1994) to
                                              -------------------------   December 31,
                                                  2000         1999          2000
                                              ------------  -----------  ------------
<S>                                           <C>           <C>          <C>
Compensation and related benefits             $   351,937   $  163,480   $   707,680
Advertising and promotion expenses                100,497        2,421       102,918
Selling, general and administrative expenses      119,082       53,365       368,208
Commissions                                         2,800       62,400        65,200
Consulting expenses                               140,810                    140,810
Delivery and freight expenses                       6,579                      6,579
Equipment costs                                     7,136                      7,136
Insurance costs                                    15,653                     15,653
Inventory valuation adjustments                   318,632                    318,632
Materials and tooling                              48,440                     48,440
Outside labor                                       7,088                      7,088
Professional fees                                  79,174       57,931       206,532
Repairs and maintenance                            23,627       20,233        67,106
Supplies                                           22,438                     22,438
Travel and subsistence costs                       28,869       33,302        62,171
Rent expense                                       67,416       13,249       129,261
Telephone and utilities                            16,433        7,702        24,135
Interest expense                                  247,894                    247,894
Loan placement expenses and fees                   73,000                     73,000
Depreciation and amortization                     112,193       10,904       208,524
                                              ------------  -----------  ------------

                                                1,789,698      424,987     2,829,405
                                              ------------  -----------  ------------

     Net loss                                 $(1,789,698)  $ (424,987)  $(2,829,405)
                                              ============  ===========  ============


Net loss per common share:
  Basic
    Net loss per common share                 $      (.05)  $     (.15)  $      (.43)
                                              ============  ===========  ============

    Weighted average number of common shares   38,205,874    2,908,056     6,536,793
                                              ============  ===========  ============

  Diluted
    Net loss per common share                 $      (.05)  $     (.15)  $      (.43)
                                              ============  ===========  ============

    Weighted average number of common shares   38,205,874    2,908,056     6,536,793
                                              ============  ===========  ============
</TABLE>

               See accompanying notes to the financial statements.


                                      F - 4
<PAGE>
<TABLE>
<CAPTION>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                       STATEMENTS OF STOCKHOLDERS' EQUITY

                          YEAR ENDED DECEMBER 31, 2000


                                                                          Deficit
                                       Common  Stock                    Accumulated
                                    ---------------------   Additional  During  the
                                    Number  of                Paid-In   Development
                                      Shares      Amount      Capital      Stage         Total
                                    ----------  ----------  ----------  ------------  -----------
<S>                                 <C>         <C>         <C>         <C>           <C>
Balance, September 7,1994
    (Date of inception)                     -   $       -   $        -  $         -   $        -

Issuance of common stock
   at incorporation                     1,000           1       24,754                    24,755
                                    ----------  ----------  ----------  ------------  -----------

Balance, December 31, 1996              1,000           1       24,754                    24,755

Net loss                                                                    (41,344)     (41,344)
                                    ----------  ----------  ----------  ------------  -----------

Balance, December 31, 1997              1,000           1       24,754      (41,344)     (16,589)

Issuance of common stock,
  restated for reverse stock split    425,702         426    1,841,294                 1,841,720

Net loss                                                                   (573,376)    (573,376)
                                    ----------  ----------  ----------  ------------  -----------

Balance, December 31, 1998            426,702         427    1,866,048     (614,720)   1,251,755

Issuance of common stock
    for services                    3,592,605       3,592      522,545                   526,137

Conversion of convertible
    debentures                        383,993         384       49,616                    50,000

Net loss                                                                    (424,987)   (424,987)
                                    ----------  ----------  ----------  ------------  -----------

Balance, December 31, 1999          4,403,300       4,403    2,438,209   (1,039,707)   1,402,905
                                    ----------  ----------  ----------  ------------  -----------


                                                                                      (CONTINUED)
</TABLE>

               See accompanying notes to the financial statements.


                                      F - 5
<PAGE>
<TABLE>
<CAPTION>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                       STATEMENTS OF STOCKHOLDERS' EQUITY

                          YEAR ENDED DECEMBER 31, 2000

                                                                           Deficit
                                        Common  Stock                    Accumulated
                                 -------------------------   Additional  During  the
                                  Number of                    Paid-In   Development
                                    Shares       Amount        Capital      Stage        Total
                                 -----------  -------------  ----------  ------------  -----------
<S>                              <C>          <C>            <C>         <C>           <C>
Balance, December 31, 1999        4,403,300          4,403    2,438,209   (1,039,707)   1,402,905
                                 -----------  -------------  ----------  ------------  -----------

Common stock issued in mergers   36,956,000         36,956                                 36,956

Issuance of common stock
    for services                  2,715,000          2,715      175,150                   177,865

Common stock issued in exchange
    for licensing agreement      12,000,000         12,000      538,000                   550,000

Conversion of convertible
    debentures                   13,488,938         13,489      866,779                   880,268

Common stock sold                   250,000            250       10,000                    10,250

Net loss                                                                  (1,789,698)  (1,789,698)
                                 -----------  -------------  ----------  ------------  -----------

Balance, December 31, 2000       69,813,238   $     69,813   $4,028,138  $(2,829,405)  $1,268,546
                                 ===========  =============  ==========  ============  ===========
</TABLE>

               See accompanying notes to the financial statements.


                                      F - 6
<PAGE>
<TABLE>
<CAPTION>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                            STATEMENTS OF CASH FLOWS


                                                                                From
                                                                              Inception
                                                                            (September 7,
                                                  Year Ended  December  31,    1994)  to
                                                  -------------------------  December 31,
                                                      2000         1999          2000
                                                  ------------  -----------  ------------
<S>                                               <C>           <C>          <C>
Net loss                                          $(1,789,698)  $ (442,987)  $(2,829,405)
                                                  ------------  -----------  ------------
Adjustments to reconcile net loss to net cash
 used for operating activities:
    Depreciation and amortization                     112,193       10,904       208,524
    Noncash compensation and consulting expenses      353,632      179,433       568,701
    (Increase) decrease in inventory                  351,218     (579,668)     (310,943)
    (Increase) decrease in other assets                58,530      (58,500)      (15,575)
    Increase (decrease) in accounts payable and
      accrued expenses                                165,644       (5,828)      165,715
                                                  ------------  -----------  ------------

      Total adjustments                             1,041,217     (453,659)      616,422
                                                  ------------  -----------  ------------

      Net cash used for operating activities         (748,481)    (896,646)   (2,212,983)
                                                  ------------  -----------  ------------

Cash flows from investing activities:
    Capital expenditures                              (48,339)     (58,361)   (1,343,549)
                                                  ------------  -----------  ------------

      Net cash used for investing activities          (48,339)     (58,361)   (1,343,549)
                                                  ------------  -----------  ------------

Cash flows from financing activities:
    Proceeds from convertible debenture               771,400      480,000     1,251,400
    Proceeds from loan payable, net                    45,000       50,887        45,887
    Net proceeds from issuance of common stock         10,000      526,137     2,402,612
                                                  ------------  -----------  ------------

      Net cash provided by financing activities       826,400    1,057,024     3,699,899
                                                  ------------  -----------  ------------

Net increase in cash and cash equivalents              29,580      102,017       143,367

Cash and cash equivalents at beginning of period      113,787       11,770           -0-
                                                  ------------  -----------  ------------

Cash and cash equivalents at end of period        $   143,367   $  113,787   $   143,367
                                                  ============  ===========  ============


Supplemental disclosures of noncash
  investing and financing activities:

Issuance of common stock and options
  in exchange for services                        $   177,250   $  179,433   $   465,683
                                                  ============  ===========  ============

Issuance of common stock in exchange for
  patent licensing agreement                      $   550,000   $        -   $   550,000
                                                  ============  ===========  ============


                                                                              (CONTINUED)
</TABLE>

               See accompanying notes to the financial statements.


                                      F - 7
<PAGE>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS


(1)  BACKGROUND

The  Company,  ("P.D.C. Innovative Industries, Inc.") was organized in the state
of  Nevada  on  September  7, 1994.  On January 22, 1998, a  merger was effected
between  Kenneth  C. Garcia, Inc. and the Company.  On July 6, 2000, the Company
merged  with  Sterile-Pro,  Inc., forming the current operating divisions of the
Company.

The  Company  is  currently  in  the development stage and are in the process of
raising  additional  capital. There is no assurance that once the development of
the  Sterile  Pro  2000  device  is  completed  and  finally  gains Federal Drug
Administration  marketing  clearance,  and  the  sales of the TriLevel Family, a
series  of  innovative  levels for construction workers, finally commences, that
the  Company  will  achieve  a  profitable  level  of  operations.


(2)  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     (a)  Basis  of  Presentation

     The  financial  statements  of  the Company are presented as if the Company
     will  continue  as  a  going  concern. No adjustments have been made to the
     values of the assets or liabilities of the Company as of December 31, 2000.

     (b)  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.

     (c)  Cash  and  cash  equivalents

     Holdings  of  highly  liquid  investments with original maturities of three
     months  or  less  and investment in money market funds are considered to be
     cash  equivalents  by  the  Company.

     (d)  Inventory

     Inventory,  consisting  principally  of  raw materials, work-in-process and
     finished  goods,  are  carried  at  the  lower  of  cost or market. Cost is
     determined  using  the  first-in,  first-out  (FIFO)  method.


                                                                     (CONTINUED)


                                      F - 8
<PAGE>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


(2)  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

     (e)  Property  and  equipment

     Property  and  equipment  are stated at cost, less accumulated depreciation
     and  amortization.  Depreciation  and  amortization  are  computed  using
     straight-line  methods  over  the  estimated  useful  lives  of the related
     assets.

     (f)  Net  loss  per  share

     In  1998,  the  Company adopted SFAS No. 128, ("Earnings Per Share"), which
     requires  the reporting of both basic and diluted earnings per share. Basic
     net  loss  per  share  is  determined  by dividing loss available to common
     shareholders  by  the  weighted average number of common shares outstanding
     for the period. Diluted loss per share reflects the potential dilution that
     could  occur  if  options  or  other  contracts  to issue common stock were
     exercised  or  converted  into common stock, as long as the effect of their
     inclusion  is  not  anti-dilutive.

     (g)  Patent  license  agreement

     The patent license agreement will be amortized over the seventeen year life
     of  the  patent.

     (h)  Stock-based  compensation

     The  Company  adopted  Statement of Financial Accounting Standards No. 123.
     "Accounting  for Stock-Based Compensation" ("SFAS 123"), in fiscal 1997. As
     permitted  by  SFAS  123, the Company will continue to measure compensation
     costs  in  accordance  with  Accounting  Principles  Board  Opinion No. 25,
     "Accounting  for  Stock  Issued  to  Employees",  but  provide  pro  forma
     disclosures  of net loss and loss per share as if the fair value method (as
     defined in SFAS 123) had been applied beginning in fiscal 1997. The Company
     had  no  stock  options  issued  through  December  31,  2000, therefore no
     additional  disclosure  is  required.

     (i)  Discount  on  convertible  debt

     The  discount which arises as a result of the allocation of proceeds to the
     beneficial  conversion  feature  upon  the issuance of the convertible debt
     increases  the  effective interest rate of the convertible debt and will be
     reflected  as a charge to interest expense. The amortization period will be
     from  the  date  of the convertible debt to the date the debt first becomes
     convertible.


                                                                     (CONTINUED)


                                      F - 9
<PAGE>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


(2)  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

     (j)  Long-lived  assets

     Effective  January 1, 1997, the Company adopted the provisions of Statement
     of  Financial  Accounting Standards No. 121. "Accounting for the Impairment
     of  Long-Lived  Assets  and for Long-Lived Assets to be Disposed Of" ("SFAS
     121").  This  statement  requires companies to write down to estimated fair
     value  long-lived  assets  that  are  impaired.  The  Company  reviews  its
     long-lived  assets  for  impairment  whenever  events  or  changes  in
     circumstances  indicate  that  the  carrying  value  of an asset may not be
     recoverable.  In  performing  the  review  of  recoverability  the  Company
     estimates  the  future  cash  flows  expected to result from the use of the
     asset  and its eventual disposition. If the sum of the expected future cash
     flows is less than the carrying amount of the assets, an impairment loss is
     recognized. The Company has determined that no impairment losses need to be
     recognized  through  the  fiscal  year  ended  December  31,  2000.

     (k)  Income  taxes

     Effective January 1, 1997, the Company adopted the method of accounting for
     income  taxes  pursuant  to the Statement of Financial Accounting Standards
     No.  109  "Accounting  for  Income  Taxes" (SFAS 109). SFAS 109 requires an
     asset  and  liability  approach  for financial accounting and reporting for
     income  taxes.  Under SFAS 109, the effect on deferred taxes of a change in
     tax  rates  is recognized in income in the year that includes the enactment
     date.

     (l)  Comprehensive  income

     SFAS  130, "Reporting Comprehensive Income", requires a full set of general
     purpose  financial  statements  to  be expanded to include the reporting of
     "comprehensive  income".  Comprehensive  income  is  comprised  of  two
     components,  net income and other comprehensive income. For the period from
     September 7, 1994 (date of inception) to December 31, 2000, the Company had
     no  items  qualifying  as  other  comprehensive  income.

     (m)  Reclassifications

     Certain  amounts  in  the  prior  period  financial  statements  have  been
     reclassified  to  conform  with  the  current  period  presentation.


                                                                     (CONTINUED)


                                     F - 10
<PAGE>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


(3)  MERGER

On  July  6,  2000,  the Company merged with Sterile-Pro, Inc., with the Company
being  the  survivor.  The  merger  was  accomplished  through  the  issuance of
33,000,000  shares  of  the  Company's  common stock.  Sterile-Pro was a Florida
corporation  whose  principal asset was the right to develop and market a device
know as the Sterile Pro 2000, pursuant to the licensing agreement signed on June
8,  2000.  (See  Notes  7  and  12)


(4)  GOING  CONCERN

The Company is currently a development stage company and its continued existence
is  dependent  upon  the  Company's  ability  to resolve its liquidity problems,
principally  by  obtaining additional debt financing and/or equity capital.  The
Company  has  yet  to generate an internal cash flow, and until the sales of its
product  begins,  the  Company  is  totally  dependent  upon the debt and equity
funding.

As a result of these factors, there exists substantial doubt about the Company's
ability  to  continue as a going concern.  However, management of the Company is
continually  negotiating  with  various  outside entities for additional funding
necessary  to  complete  FDA  marketing clearance.  To date, management has been
able  to  raise the necessary capital to reach this stage of product development
and  has  been  able  to  fund  any  capital requirements.  However, there is no
assurance  that once the development of the Sterile Pro 2000 device is completed
and  finally  gains  Federal  Drug  Administration marketing clearance, that the
Company  will  achieve  a  profitable  level  of  operations.


(5)  INVENTORY

Inventory  consisted  of  the  following  as  of  December  31,  2000:

             Raw materials                 $ 85,000
             Work-in process                 65,000
             Finished goods                 160,943
                                           --------

                                           $310,943
                                           ========

The  inventory of finished goods was written down $318,632 during the year ended
December  31, 2000 to its net realizable value, with the values being based upon
the  initial  sales  pricing  projections  of  the  Company.

                                                                     (CONTINUED)


                                     F - 11
<PAGE>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


(6)  PROPERTY  AND  EQUIPMENT

The  following  is  a  summary  of  property  and  equipment,  less  accumulated
depreciation,  as  of  December  31,  2000:

                                             Estimated
                                            Useful life
                                            -----------
Furniture and fixtures          $   18,831    5 years
Computers and equipment             13,701    3 years
Manufacturing equipment          1,311,017   15 years
                                -----------

                                 1,343,549
Less: accumulated depreciation    (224,652)
                                -----------

         Totals                 $1,118,897
                                ===========

(7)  OTHER  ASSETS

Other  assets  consist  of  the  following  as  of  December  31,  2000:

   Patent license agreement, net of accumulated
     amortization of $16,176                     $533,824
   Organization costs, net of accumulated
     amortization of $2,515                        10,060
   Other                                            3,000
                                                 --------

      Totals                                     $546,884
                                                 ========

During  June  2000,  the Company finalized an exclusive Patent License Agreement
with  its then, chief executive officer. (See Note 15) The officer was the owner
of  various  patents and patents pending, which items will be eventually sold by
the  Company.  Pursuant  to  the terms of the agreement, the Company was granted
the  exclusive  right  to modify, customize, maintain, incorporate, manufacture,
sell,  and  otherwise  utilize and practice the Patent, all improvements thereto
and  all  technology  related to the process, throughout the world.  The license
shall  apply to any extension or re-issue of the Patent.  The term of license is
for  the  life  of  the  Patent and any renewal thereof, subject to termination,
under  certain conditions.  As consideration for the License, the Company issued
to  the  officer  12,000,000  shares of common stock (See Note 12 ). The License
agreement  has been recorded at the historical cost basis of the chief executive
officer,  who  owned  the  patents.


                                                                     (CONTINUED)


                                     F - 12
<PAGE>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


(8)  ACCRUED  EXPENSES

Accrued  expenses  consist  of  the  following  as  of  December  31,  2000:

            Accrued interest payable              $144,512
            Payroll taxes payable                    6,192
                                                  --------

                  Total                           $150,704
                                                  ========


(9)  CONVERTIBLE  DEBENTURES

Prior  to  the  merger  with  the  Company,  Sterile-Pro,  Inc.  entered  into a
Subscription  Agreement with the Purchasers of the 8% Series Senior Subordinated
Convertible  Redeemable  Debenture  (the  'Debentures")  on  July 12, 2000.  The
Purchaser  agreed  to  purchase $1,000,000 of the Company's Debentures at 90% of
the  face  amount.  The Debentures were offered subject to the rules promulgated
by  Rule  504,  Regulation  D of the Securities and Exchange Commission, and the
rules  of the state of Colorado Securities Division.  The Debentures will mature
on  July 12, 2002.  The Debentures have become an obligation of the Company as a
result  of  the  merger.

The  holder  of the Debenture is entitled, at its option, at any time to convert
all  or  any  amount over $10,000 of the principal face amount of this Debenture
then  outstanding  into  freely trading stock of the Company without restrictive
legend.  The conversion price to be equal to 75% of the lowest closing bid price
of  the  common  stock as reported for any of the three consecutive trading days
immediately  preceding  the  date  of  receipt  by the Company of each notice of
conversion.  As a result, the Company recorded a premium discount at issuance on
the  convertible  debentures  in  the aggregate amount of $231,010.  This amount
will  be  included  in  the  cost  of  the common shares during the amortization
period,  which  began  when  the shares were initially converted during the year
ended  December 31, 2000.  Accordingly, $103,382 was included to the cost of the
shares  converted  as  additional paid-in capital.  No fractional shares will be
issued  on  conversion, but the number of share issuable shall be rounded to the
nearest  whole  share.

During  the  year  ended  December  31,  2000,  the  Company  issued  a total of
13,488,938  shares  of its common stock in conversion of $880,268 of convertible
debentures.  Approximately  $492,400,  or  7,095,821 shares, were converted from
the  convertible debentures issued during the prior fiscal year.  As of December
31,  2000,  accrued interest on the remaining $639,943 of Debentures amounted to
$16,884.  (See  Note  15)


                                                                     (CONTINUED)


                                     F - 13
<PAGE>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


(10)  LEASES

The  Company  leases  its  office  and  warehouse space under an operating lease
expiring in August 2005.  Minimum future lease payments under the non-cancelable
operating lease having a remaining term in excess of one year as of December 31,
2000  are  as  follows:

            Year ending December 31,              Amount
            ------------------------             --------

                       2002                      $ 63,600
                       2003                        63,600
                       2004                        63,600
                       2005                        42,400
                                                 --------

            Total minimum future lease payments  $233,200
                                                 ========

(11)  INCOME  TAXES

No  provision  for  income taxes has been recorded in the accompanying financial
statements  as  a result of the Company's net operating losses.  The Company has
unused  tax  loss  carryforwards  of  approximately  $2,555,000 to offset future
taxable  income.  Such  carryforwards  expire  in  years  beginning  2017.  The
deferred  tax  asset  recorded  by  the  Company  as  a result of these tax loss
carryforwards  is  approximately $869,000 at December 31, 2000.  The Company has
reduced  the  deferred  tax asset resulting from its tax loss carryforwards by a
valuation  allowance  of  an equal amount as the realization of the deferred tax
asset  is  uncertain.  The  net  change  in the deferred tax asset and valuation
allowance  from  January  1,  2000  to  December  31,  2000  was  an increase of
approximately  $515,000.


(12)  COMMON  STOCK

On January 1, 1999, at a special meeting of shareholders of the Company, a forty
to  one  reverse  stock  split  was  approved  reducing the number of issued and
outstanding  shares  of  common  stock from 13,568,098 shares to 426,702 shares.

During  the years ended December 31, 1997 and 1998, a total of 426,702 shares of
common  stock  were issued for cash and other consideration, after giving effect
to  the  reverse  stock  split.

The  Company  issued  2,000,000  shares  of common stock to Sterile-Pro, Inc. on
April  5,  1999  as consideration for the Company to complete the development of
the  Sterile  Pro  2000 device.  In addition, during the year ended December 31,
1999,  a  total  of  300,000  shares of stock were issued to Prime Management, a
total  of  1,292,605  shares were issued to unrelated third parties, and 383,993
shares  were  issued  upon  the conversion of $50,000 of convertible debentures.


                                                                     (CONTINUED)


                                     F - 14
<PAGE>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


(12)  COMMON  STOCK  (CONTINUED)

During  the  year  ended  December  31,  2000,  the  Company  issued  a total of
65,409,938  shares  ($1,508,207)  of  its  common  stock.  The conversion of the
Company's  convertible  debentures,  accounted  for  the  issuance of 13,488,938
shares  ($880,268).  The  remaining  47,350,000  shares  were issued as follows:

     1.  Services  rendered by independent consultants in exchange for 2,715,000
     shares.  Consulting  and  promotion expenses of $177,865 was charged as the
     fair  market  value  of the stock on the date of issuance approximated $.07
     per  share.

     2.  The Company sold 250,000 shares on September 29, 2000 in a Regulation D
     offering  at  $.041  per  share,  and  received  cash  proceeds of $10,250.

     3.  On  June  8,  2000,  the  Company issued to its chief executive officer
     12,000,000  shares  ($1,440,000)  as  consideration for an exclusive Patent
     License  Agreement (see Note 7). The market value of the stock on this date
     was $.12 per share. The excess of the fair market value of the common stock
     over  the  historical  cost  basis  of the patent license was recorded as a
     distribution  to  the  shareholder;  recorded  as a reduction to additional
     paid-in  capital  of  $890,000.

     4.  On  July  6,  2000, the Company merged with Sterile-Pro, Inc., with the
     Company  being  the  survivor.  The  merger  was  accomplished  through the
     issuance  of  33,000,000  shares  of  the  Company's  common  stock.

     5. The remaining 3,956,000 shares were issued during March 2000 as a result
     of  the Company merging with MAS XIV Acquisition Corp., a reporting entity.


(13)  FAIR  VALUE  OF  FINANCIAL  INSTRUMENTS

The  carrying values of cash and cash equivalents, receivables, accounts payable
and accrued liabilities approximated their fair values due to the short maturity
of  these  instruments.  The  fair  value  of  the Company's debt obligations is
estimated based on the quoted market prices for the same or similar issues or on
current  rates offered to the Company for debt of the same remaining maturities.
At December 31, 2000, the aggregate fair value of the Company's debt obligations
approximated  its  carrying  value.


(14)  COMMITMENTS  AND  CONTINGENCIES

On  September  9,  1999,  a  lawsuit  was  filed against the Company and its CEO
alleging  breach  of  contract, specific performance and rescission of contract.
The  Company  has filed a counter-claim in this matter, and at the present time,
management  is  unable  to  predict  if the outcome of the lawsuit.  However, it
appears  reasonable,  that  it would not have a material financial effect on the
Company  at  this  time.


                                                                     (CONTINUED)


                                     F - 15
<PAGE>
                       P.D.C. INNOVATIVE INDUSTRIES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


(15)  SUBSEQUENT  EVENTS

During  January  2001,  the  Company  received  notices  of  conversion  for  an
additional  $80,500  (4,453,306  shares).  Due to the low price of the Company's
common  stock and other matters presently being investigated by the Company, the
conversion  of  the  debentures  was  not  honored.

In January 2001, the Company declared and paid a 5% stock dividend on its common
stock  to  its  shareholders  of  record  on January 12, 2001.  The officers and
directors  of the Company declined the dividend.  Approximately 1,216,000 shares
of  common  stock  will  be  issued  as  a  result  of  the  dividend.

In  January  2001  the  Company  entered  into  a  Medical  Device  Prototype
manufacturing  Agreement  with  Biopass  Medical  Systems  to  provide the final
design,  five  prototypes,  manual and operating instruction for the Sterile-Pro
2000.  Biopass  has  signed  a  contract  with  the  Company  to  complete  five
prototype  designs  and  the  necessary  documentation.  As of the date of these
financial  statements  the prototypes have been completed, and the documentation
is  expected  to be completed no later than the end of April 2001.  The contract
calls for an initial payment of $6,500, a payment of $6,200 after all prototypes
are  built,  and a final payment of after acceptance by the FDA of the submitted
prototype(s).  This  includes a fully functional circuit board and other updated
redesigns.

In  February  2001,  the  Company  entered  into  a  Marketing Agreement with an
unrelated  company,  Clearlake  Financial  Corp.("Clearlake")  to perform market
feasibility  studies  to  define  the  initial target market for the Sterile Pro
2000.  In  addition,  Clearlake  and  its President intend to market the medical
device  to  the  already  existing  customers  of  Clearlake.

In  March  2001,  the Company entered into a Consulting Agreement with Devices &
Diagnostic  Consulting  Group,  Inc.  As  part  of  their  engagement they will:

     -    Provide  guidance  for,  and  assist  with,  preparation of regulatory
          documents  for  submission  to  the  FDA  and foreign health agencies.
     -    Assist in the design, conduct, analysis, and reporting of results from
          medical  device  clinical  studies
     -    Communicate  with  the  FDA  and  foreign  regulatory  agencies  and
          governments.
     -    Assist  in  securing  International  product  registrations.
     -    Assist  in  the development and maintenance of an EN46000/QR compliant
          quality  system.
     -    Provide  appropriate referral of individuals deemed beneficial to meet
          the  above  objectives
     -    Be  available  for  consultation  with  our  employees.

Devices & Diagnostic Consulting Group, Inc. will provide these services on an as
needed  basis  at  a  rate  of  $225  per  hour.

On  March 6, 2001, the chief executive officer and founder of the Company passed
away.  His  son, the former vice-president of the Company, was appointed the new
chief  executive  officer.


                                     F - 16
<PAGE>
ITEM  8.  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING AND
          FINANCIAL  DISCLOSURE.

     On  June  1,  2000, the Board of Directors of P.D.C. Innovative Industries,
Inc.  terminated  the  accounting  firm  of  Franklin & Nicholls CPA's L.L.C. as
P.D.C.'s  Independent  Certified  Public  Accountants citing Franklin & Nicholls
inability  to  complete  P.D.C.'s  financial  reporting  obligations in a timely
manner.

     P.D.C.'s  report  on its financial statements for the past two years ending
December  31,  1999 and 1998 did not contain an adverse opinion or disclaimer of
opinion  and  was  not  qualified  or modified as to uncertainty, audit scope or
accounting  principles.

     During  the  P.D.C.'s  two most recent fiscal years, and the interim period
preceding  the  date of termination, there were no disagreements with Franklin &
Nicholls  CPA's  L.L.C.  on  any  matter  of accounting principles or practices,
financial  statement  disclosure  or  auditing  scope  or  procedure  which
disagreement(s),  if  not  resolved  to  the satisfaction of Franklin & Nicholls
CPA's  L.L.C.,  would  have caused it to make reference to the subject matter of
the  disagreement(s)  in  connection  with  its  report.

     During  P.D.C.'s  two  most  recent  fiscal  years  and  the interim period
preceding  Franklin  &  Nicholls  CPA's  L.L.C. termination, Franklin & Nicholls
CPA's  L.L.C.  did  not:
               --------

     -    Advise  P.D.C. that the internal controls necessary for the registrant
          to  develop  reliable  financial  statements  did  not  exist;

     -    Advised P.D.C. that information has come to the accountant's attention
          that  has  led  it  to  no  longer  be  able  to  rely on management's
          representations,  or  that has made it unwilling to be associated with
          the  financial  statements  prepared  by  management;


                                       24
<PAGE>
     -    Advise  P.D.C.  of  the  need to expand significantly the scope of its
          audit,  or  that  information  has come to the accountant's attention,
          that  if  further  investigated  may:

          o    Materially  impact  the  fairness  or  reliability  of  either: a
               previously  issued  audit  report  or  the  underlying  financial
               statements;  or  the  financial statements issued or to be issued
               covering  the fiscal period(s) subsequent to the date of the most
               recent financial statements covered by an audit report (including
               information  that  may  prevent  it from rendering an unqualified
               audit  report  on  those  financial  statements),  or

          o    Cause  it to be unwilling to rely on management's representations
               or  be associated with the registrant's financial statements, and

          o    Require  Franklin  & Nicholls CPA's L.L.C. to expand the scope of
               its  audit  or  conduct  such  further  investigation.

     During  P.D.C.'s  two  most  recent  fiscal  years,  and the interim period
preceding  Franklin  &  Nicholls  CPA's  L.L.C. termination, Franklin & Nicholls
CPA's  L.L.C. did not advise P.D.C. that information has come its attention that
it  has concluded materially impacts the fairness or reliability of either (i) a
previously  issued  audit report or the underlying financial statements, or (ii)
the  financial  statements  issued or to be issued covering the fiscal period(s)
subsequent  to  the  date  of the most recent financial statements covered by an
audit report (including information that, unless resolved to Franklin & Nicholls
CPA's  L.L.C. satisfaction, would prevent it from rendering an unqualified audit
report  on  those  financial  statements).

     During  P.D.C's  two  most  recent  fiscal years, Franklin & Nicholls CPA's
L.L.C.'s  report  on the financial statements did not contain an adverse opinion
or  a disclaimer of opinion and was not qualified or modified as to uncertainty,
audit  scope  or  accounting  principle.

     On  June  16, 2000, P.D.C. engaged the accounting firm of Margolies, Fink &
Wichrowski  C.P.A.  as  its  Independent  Certified  Public Accountants.  During
P.D.C.'s  two  most  recent  fiscal  years  and the interim period preceding the
engagement  of  Margolies, Fink & Wichrowski C.P.A., P.D.C. did not consult with
Margolies,  Fink  &  Wichrowski  C.P.A.  on  any  matters.



                                    PART III


ITEM  9.  DIRECTORS,  EXECUTIVE  OFFICERS,  PROMOTERS,  AND  CONTROL  PERSONS;
          COMPLIANCE  WITH  SECTION  16(A)  OF  THE  EXCHANGE  ACT.


                                       25
<PAGE>
     The  following table sets forth the names and ages of the current directors
and  officers of P.D.C. and the principal offices and positions with P.D.C. held
by  each  person:

Name                                    Age    Term           Position
--------------------------------------  ---  ---------  ---------------------

Vernon Leroy Sowers                      38  2000-2001  Chief Executive
                                                        Officer and Director
Sandra Sowers                            60  2000-2001  President, Secretary,
                                                        Treasurer, and
                                                        Director
Harold Harris                            70  2000-2001  Director

     Our Directors hold office until the next annual meeting of shareholders and
the  election  and  qualification  of  their  successors.  Officers serve at the
discretion  of  the board.  There are no agreements with respect to the election
of  directors. P.D.C. has not compensated its directors for service on the Board
of Directors or any committee thereof, but directors are reimbursed for expenses
incurred  for attendance at meetings of the Board of Directors and any committee
of the Board of Directors.  There are, at present, two vacancies on the Board of
Directors.

     On  March  6,  2001, David Sowers, our Founder, Chief Executive Office, and
Director  passed  away.  Mr.  Sowers had been treated in recent months for heart
disease.  He  will  be missed by P.D.C., and its employees.  David Sowers served
as  Chief  Executive  Officer  and  Director  of  P.D.C.  since  its  formation.

     Sandra  Sowers  may be deemed a "parent" and "organizer "of P.D.C. as those
terms  are defined in the Rules and Regulations promulgated under the Securities
Act  of  1933.  Sandra  Sowers  is  the  widow of David Sowers and the mother of
Vernon  Leroy  Sowers.  There are no other family relationships between officers
and  directors.

VERNON  LEROY  SOWERS,  CHIEF  EXECUTIVE  OFFICER  AND  DIRECTOR
----------------------------------------------------------------

     Mr.  Sowers  was appointed Chief Executive Officer of P.D.C. in March 2001.
From  September  1994  to  March  2001,  he  served  as  P.D.C.'s Executive Vice
President,  and supervised P.D.C.'s Sales Force & Manufacturing Plant.  Prior to
September  1994, Mr. Sowers held the position of Senior Sales Executive with BSD
Enterprises, Inc.  BSD manufactured a product that was used to wash paint excess
from  all types of industrial paint guns.  This product washed and cleaned paint
guns  automatically  and  met  the  requirements  of  the  EPA  and  OSHA.

SANDRA  SOWERS,  PRESIDENT,  SECRETARY,  TREASURER,  AND  DIRECTOR.
-------------------------------------------------------------------

     Mrs.  Sowers  has  served  as  Secretary,  Treasurer,  and  Director  since
September 1994, the inception of P.D.C. Prior to September 1994, Mrs. Sowers was
President,  Secretary  Treasurer  and  a  Director  of  BSD  Enterprises,  Inc.

HAROLD  HARRIS,  DIRECTOR
-------------------------

     Mr.  Harris  has served as a Director of P.D.C. since January 1999. Between
1994  and  1996,  Mr.  Harris  was  the  Vice  President  of  Operations  and
Administration  for  WJ Gallagher, a NASD Brokerage firm. From 1992 to 1994, Mr.
Harris  was  the  Executive Operations Manager for Reynolds, Kendrick, Stratton,
Inc.,  a NASD Brokerage firm. Mr. Harris received his Bachelor of Arts degree in
Statistics  from the Colorado University in 1965 and an Associate of Arts degree
in  Business  Administration  from  the Finance Institute in New York, New York.


                                       26
<PAGE>
     No  director, officer, affiliate or promoter of P.D.C. has, within the past
five  years,  filed  any  bankruptcy  petition,  been,  convicted in or been the
subject  of  any  pending  criminal  proceedings, or has been the subject or any
order,  judgment,  or  decree  involving  the  violation of any state or federal
securities  laws.


BENEFICIAL  OWNERSHIP  REPORTING  COMPLIANCE
--------------------------------------------

     Section  16(a) of the Exchange Act of 1934 requires that P.D.C.'s officers,
directors,  and  persons  who own more than ten percent of a registered class of
P.D.C.'s  equity  securities, file reports of ownership and changes in ownership
with  the  Securities  and  Exchange  Commission (SEC). Officers, directors, and
greater  than ten percent stockholders are required by SEC regulation to furnish
P.D.C.  with  copies  of  all  Section  16(a)  forms  they  file.

     P.D.C.  believes  that  all filing requirements applicable to its officers,
directors  have  been  complied  with.


ITEM 10.   EXECUTIVE  COMPENSATION.

     The following table shows the compensation received by our current and past
chief  executive  officers  for  during  the  past  fiscal  year.

<TABLE>
<CAPTION>
Name & Principal
Position                 Year          Salary       Other Annual    Restricted   Securities/Underlying
                         Ended                      Compensation(1) Stock Awards Option/SARs
---------------------  ---------  ----------------  -------------  ------------  ---------------------
<S>                    <C>        <C>               <C>            <C>           <C>
David Sowers, CEO       12/31/00  $            -0-  $      10,225  $        -0-  NA
---------------------  ---------  ----------------  -------------  ------------  ---------------------
Sandra Sowers,
President, Secretary,   12/31/00  $        127,400  $         -0-  $        -0-  NA
And Treasurer,
---------------------  ---------  ----------------  -------------  ------------  ---------------------
Vernon L. Sowers,       12/31/00  $         45,936  $       8,082  $     62,500  NA
Former Executive
Vice President
---------------------  ---------  ----------------  -------------  ------------  ---------------------

<FN>
(1)  Consists  of  annual lease payments for cars provided to Mr. David Sowers and Mr. Leroy Sowers by
     the Company.
</TABLE>

     Mr.  Harris,  a  director  of P.D.C., also serves as a consultant to P.D.C.
Mr.  Harris consults on an as needed basis at the rate of $200 per day.  For the
fiscal  year  ended  December 31, 2000, P.D.C. compensated Mr. Harris $6,675 for
services  rendered.


ITEM 11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND MANAGEMENT.

     The  following  table  sets forth the beneficial ownership of P.D.C. common
stock  as  of  April 11, 2001 as to (a) each person known to us who beneficially
owns  more  than  5%  of  the  outstanding  shares of our common stock; (b) each
current  director  and  executive officer; and (c) all of our executive officers
and  directors  as  a  group.


                                       27
<PAGE>
Name and Address            Number of Shares Owned  % of Outstanding
of Beneficial Owner         Beneficially            Shares of Common
--------------------------  ----------------------  Stock
                                                    -----------------
Vernon Leroy Sowers.                     1,011,292               1.3%
3701 N.W. 126th Ave
Bay 5
Coral Springs, FL  33065.

Sandra Sowers                           44,488,708                58%
3701 N.W. 126th Ave
Bay 5
Coral Springs, FL  33065

Harold Harris                                2,500                 *
3701 N.W. 126th Ave
Bay 5
Coral Springs, FL  33065


All officers and directors              45,502,500              59.3%
as a group (3) persons

*Represents  less  than  1%  of  the  outstanding  shares  of  common  stock.


ITEM 12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS.

     On  July  6,  2000,  P.D.C. entered into a Plan of Merger with Sterile-Pro,
Inc.,  with  P.D.C.  being the survivor.  Sterile-Pro was a Florida corporation.
Prior  to  the  merger  Mr.  David  Sowers, his wife, Sandra, and his son Vernon
Leroy,  owned  27,010,000  shares  of  Sterile-Pro  common  stock.  Prior to the
merger,  they  owned an aggregate of 14,500,000 shares of P.D.C.'s Common Stock.
After  the  merger,  they  owned  an  aggregate of 45,000,000 shares of P.D.C.'s
Common  Stock,  or  45%  of  the  total  number  of  shares  authorized.

     On June 8, 2000, David  Sowers and P.D.C. entered into a separate Licensing
Agreement  pursuant  to  which  P.D.C. will develop, manufacture, and distribute
these  products,  which  consist  of:

     -    Sterile  Pro  2000
     -    Tri-Level  Family
     -    Perfect  Seal
     -    Flush  Mizer
     -    Mulching  Blade

     In  consideration  for  his  grant to P.D.C. of this license, P.D.C. issued
12,000,000  shares  of its Common Stock to Mr. Sowers.  In addition, Mr. Sowers'
estate  stands  to  receive  royalties  based  upon the net selling price of all
products  and  goods  in  which  the  Patents  are  used, before taxes and after
deducting  the  direct  cost  of  the product and commissions or discounts paid.


                                       28
<PAGE>
     In January 2001, P.D.C. declared and paid a 5% stock dividend on its Common
Stock  to  its  shareholders  of  record  on January 12, 2001.  Our Officers and
Directors  declined  the  dividend.

     Mr.  Harris,  a  director  of P.D.C., also serves as a consultant to P.D.C.
Mr.  Harris consults on an as needed basis at the rate of $200 per day.  For the
fiscal  year  ended  December 31, 2000, P.D.C. compensated Mr. Harris $6,675 for
services  rendered.

     In  April  2000,  we  issued 500,000 shares to Vernon Leroy Sowers as bonus
compensation  for  his  services  to  P.D.C.

     During 1997, 1998, and 1999, from time to time, Sandra Sowers loaned P.D.C.
an  aggregate  of  $45,887.  These  loans  were not evidenced by a note or other
security  agreement,  and  bore  no interest.  In March 2001, we repaid $19,496.
The  balance  of  $26,391  remains  outstanding.


ITEM 13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K.

(a) Exhibits
Exhibit        Description
-------        -----------

               Form  10-SB  of the Registrant's Predecessor (MAS Acquisition XIV
               Corp.),  dated  October  27,  1999

               Form  10-QSB  of  the Registrant's Predecessor dated February 14,
               2000

               Form  8-K  of  the  Registrant  dated  March  6,  2000

2              Plan  of  Merger  between P.D.C. Innovative Industries, Inc., and
               Sterile  Pro,  Inc.  (contained in Form 8-K filed July 26, 2000).

2.1.           Stock  Exchange  Agreement  between P.D.C. Holdings, Inc. and
               certain MAS XIV shareholders dated as of March 2, 2000 (contained
               in  Form  8-K  filed  March  6,  2000).

2.2            Consulting Agreement (contained in Form 8-K filed March 6, 2000).

3.1            Articles  of  Incorporation (contained in Form 8-K filed March
               6,  2000).

3.2            Articles of Amendment (contained in Form 8-K filed March 6,
               2000).

3.3            Articles  of  Merger by and between Kenneth C. Garcia, Inc., a
               Nevada  corporation  and  P.D.C.  Innovative  Industries, Inc., a
               Florida  corporation (contained in Form 8-K filed March 6, 2000).

3.4            Bylaws  (contained  in  Form  8-K  filed  March  6,  2000).


                                       29
<PAGE>
10.1           Exclusive  Patents  License (contained in the Form 10-QSB for the
               quarter  ended  September  30,  2000)

(b)  Reports  on  Form  8-K  in  the  Fourth  quarter of fiscal year 2000:  NONE
                                                                            ----


                                   SIGNATURES

     Pursuant  to  the  requirements  of  Sections 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.

                       P.D.C. Innovative Industries, Inc.

Dated: April 12, 2001                       By:  /s/  Vernon  Leroy  Sowers,
                                                      Chief Executive Officer


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

Signatures                           Date                   Title
----------                           ----                   -----

/s/ Sandra Sowers                    April 12, 2001         Principal Financial
                                                            Officer and Director

/s/  Vernon Leroy Sowers             April 12, 2001         Director


                                       30
<PAGE>