##### 



SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-Q SB

|      |  |                                                                                         
|----- |  | ----------------------------------------------------------------------------------------
|[X]   |  | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
|     
|     
|     
|     
|     
|      |  | For the fiscal Year ending January 31, 2002                                             
|     
|     
|     
|     
|     
|[   ] |  | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1943.     
|     
|     
|     
|     
|     
|      |  | For the Transition period from      to                                                  

Commission File Number 33-24566-A

BIO-LOK INTERNATIONAL INC.
(Name of registrant in its charter)

|                                                               |  |                                  
|-------------------------------------------------------------- |  | ---------------------------------
|Delaware                                                       |  | 65-0317138                       
|                                                               |  |                                  
|(State or other jurisdiction of
incorporation or organization) |  | (IRS Employer
Identification No.)

|                                                    |  |  |                  |           
|--------------------------------------------------- |  |  | ---------------- | ----------
|312 S. Military Trail, Deerfield Beach, Florida     |  |  | 33442            |           
|                                                    |  |  |                  |           
|(Address of principal executive offices)            |  |  |                  | (Zip Code)
|                                                   
|                                                   
|                                                   
|                                                   
|                                                   
|Registrants Telephone Number, Including Area Code: |  |  | (954) 698 - 9998 |           



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Securities registered pursuant to Section 12 (b) of the Exchange Act:

|                                                 |  |                                                                  
|------------------------------------------------ |  | -----------------------------------------------------------------
|Title of Each Class
Common Stock, $.01 par value |  | Name of Each Exchange On Which Registered
NASD OTC Bulletin Board

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

Check whether the issuer (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 whether the issuer has filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court (1997). YES [X]     NO [   ]

As of January 31, 2002, the Registrant had 6,420,348 Common Stock shares
outstanding, at a par value $.01 per share.



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##### 



TABLE OF CONTENT

PART I

|        |  |                                                                                                                                                                                                                                                                                                       |  |  |   | 
|------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  |  | - | 
|Item 1. |  | Financial Statements
Condensed Consolidated Statement of Income for the three months
ended January 31, 2002 and 2001
Condensed Consolidated Balance Sheets for January 31, 2002
and October 31, 2001
Condensed Consolidated Statements of Cash Flows for three
months ended January 31, 2002 and 2001 |  |  | 3 | 
|       
|       
|       
|       
|        |  | Notes to Condensed Consolidated Financial Statement                                                                                                                                                                                                                                                   |  |  |   | 
|       
|       
|       
|       
|       
|Item 2. |  | Managements Discussion and Analysis of Financial Condition and
Results of Operations                                                                                                                                                                                                                 |  |  | 8 | 
|       
|       
|       
|       
|        |  | PART II                                                                                                                                                                                                                                                                                               |  |  |   | 
|       
|       
|       
|       
|       
|Item 6. |  | Exhibits, List and Reports on Form 8-K                                                                                                                                                                                                                                                                |  |  | 9 | 

2



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##### 



PART I

ITEM 1. FINANCIAL STATEMENTS

BIO-LOK INTERNATIONAL INC.

Condensed Consolidated Statement of Income
(Unaudited)

|                            |             |   |                    |           |      |   |         |           | 
|--------------------------- | ----------- | - | ------------------ | --------- | ---- | - | ------- | --------- | 
|                            |             |   | Three Months Ended
|                            |             |   | January 31,       
|                            |             |   |                   
|                            |             |   | 2002               |           | 2001
|                            |             |   |                    |           |     
|Net Sales                   |             | $ | 537,480            |           |      | $ | 708,433 |          
|                           
|                           
|                           
|                           
|Cost of Goods Sold          |             |   | 87,831             |           |      |   | 179,895 |          
|                            |             |   |                    |           |      |   |         |          
|GROSS PROFIT                |             |   | 449,649            |           |      |   | 528,538 |          
|                            |             |   |                    |           |      |   |         |          
|Selling                     |             |   | 247,155            |           |      |   | 88,471  |          
|                           
|                           
|                           
|                           
|Admin. & General Exp        |             |   | 353,713            |           |      |   | 237,973 |          
|                            |             |   |                    |           |      |   |         |          
|                            |             |   | 600,868            |           |      |   | 326,444 |          
|                            |             |   |                    |           |      |   |         |          
|Operating Income            |             |   | (151,219           | )         |      |   | 202,094 |          
|                            |             |   |                    |           |      |   |         |          
|Interest Expense            |             |   | 29,771             |           |      |   | 28,089  |          
|                           
|                           
|                           
|                           
|Other (Income)/Expense      |             |   | 110,752            |           |      |   | 28,174  |          
|                            |             |   |                    |           |      |   |         |          
|                            |             |   | 140,523            |           |      |   | 56,263  |          
|                            |             |   |                    |           |      |   |         |          
|Income before Taxes         |             |   | (291,742           | )         |      |   | 145,831 |          
|                           
|                           
|                           
|                           
|Income Taxes                |             |   | 0                  |           |      |   | 0       |          
|                            |             |   |                    |           |      |   |         |          
|NET INCOME                  |             | $ | (291,742           | )         |      | $ | 145,831 |          
|                            |             |   |                    |           |      |   |         |          
|Net Income Available to     |             |   |                    |           |      |   |         |          
|                           
|                           
|                           
|                           
|Common Share Owners         |             | $ | (291,742           | )         |      | $ | 145,831 |          
|                            |             |   |                    |           |      |   |         |          
|Net Income per Common Share |             | $ | (.05               | )         |      | $ | .02     |          
|                            |             |   |                    |           |      |   |         |          
|Dividends per Common Share  |             | $ | -0-                |           |      | $ | -0-     |          
|                            |             |   |                    |           |      |   |         |          
|Average Common Shares       |             |   |                    |           |      |   |         |          
|                           
|                           
|                           
|                           
|                            | Outstanding |   |                    | 6,130,891 |      |   |         | 6,085,348 | 

See Notes to Condensed Consolidated Financial Statements.

3



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##### 



BIO-LOK INTERNATIONAL INC.
Condensed Consolidated Balance Sheets
(Unaudited)

|                            |                                                                                                                |                                  |           |             |           |             |           |           |           | 
|--------------------------- | -------------------------------------------------------------------------------------------------------------- | -------------------------------- | --------- | ----------- | --------- | ----------- | --------- | --------- | --------- | 
|                            |                                                                                                                |                                  |           | January 31, |           | October 31,
|                            |                                                                                                                |                                  |           | 2002        |           | 2001       
|                            |                                                                                                                |                                  |           |             |           |            
|ASSETS                      |                                                                                                                |                                  |           |             |           |             |           |          
|                           
|                           
|                           
|                           
|Current Assets              |                                                                                                                |                                  |           |             |           |             |           |          
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Cash                             |           | $           | 279,976   |             |           | $         | 55,326    | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Accounts Receivable (Net)        |           |             | 704,109   |             |           |           | 833,320   | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Insurance Claim Receivable       |           |             | -0-       |             |           |           | 338,442   | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Inventory                        |           |             | 1,362,776 |             |           |           | 1,161,650 | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Other Current Assets             |           |             | 119,710   |             |           |           | 94,790    | 
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|Total Current Assets        |                                                                                                                |                                  | 2,466,571 |             |           |             | 2,483,528 |          
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|Net Machinery & Equipment   |                                                                                                                |                                  | 1,405,371 |             |           |             | 1,264,679 |          
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|Other Assets                |                                                                                                                |                                  |           |             |           |             |           |          
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Deposits                         |           |             | 11,578    |             |           |           | 12,878    | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Inventory  long-term            |           |             | 163,283   |             |           |           | 163,283   | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Other                            |           |             | 2,500     |             |           |           | 3,611     | 
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|                            |                                                                                                                |                                  | 177,361   |             |           |             | 179,772   |          
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|TOTAL ASSETS                |                                                                                                                | $                                | 4,049,303 |             |           | $           | 3,927,979 |          
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|LIABILITIES & EQUITY        |                                                                                                                |                                  |           |             |           |             |           |          
|                           
|                           
|                           
|                           
|Current Liabilities         |                                                                                                                |                                  |           |             |           |             |           |          
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Revolving Loan                   |           | $           | 733,000   |             |           | $         | 523,878   | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Accts. Payable & Accr. Exp       |           |             | 129,423   |             |           |           | 180,161   | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Accounts Payable  Other         |           |             | 152,749   |             |           |           | 197,978   | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Notes & Loans payable  current  |           |             | 327,079   |             |           |           | 295,479   | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Liabilities under capital leases |           |             | 58,056    |             |           |           | 59,892    | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Due to related parties           |           |             | -0-       |             |           |           | 40,309    | 
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|Total Current Liabilities   |                                                                                                                |                                  | 1,400,307 |             |           |             | 1,297,697 |          
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|Long-Term Liabilities       |                                                                                                                |                                  |           |             |           |             |           |          
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Notes & Loans payable-noncurrent |           |             | 297,250   |             |           |           | 49,739    | 
|                           
|                           
|                           
|                           
|                            |                                                                                                                | Liabilities under capital leases |           |             | 159,858   |             |           |           | 175,236   | 
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|Total Long-Term Liabilities |                                                                                                                |                                  | 457,108   |             |           |             | 224,975   |          
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|Total Liabilities           |                                                                                                                |                                  | 1,857,415 |             |           |             | 1,522,672 |          
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|STOCKHOLDERS EQUITY        |                                                                                                                |                                  |           |             |           |             |           |          
|                           
|                           
|                           
|                           
|                            | Common Stock  authorized
15,000,000, par value $.01;
outstanding 6,420,348 and
6,085,348 shares respectively; |                                  |           | 64,203      |           |             |           | 60,854    |          
|                           
|                           
|                           
|                           
|                            | Treasury Stock                                                                                                 |                                  |           | (7,277      | )         |             |           | -0-       |          
|                           
|                           
|                           
|                           
|                            | Preferred Stock  authorized
500,000 par value $.75;
outstanding 0 shares;                                     |                                  |           | 0           |           |             |           | n/a       |          
|                           
|                           
|                           
|                           
|                            | Paid-in Capital                                                                                                |                                  |           | 2,303,837   |           |             |           | 2,221,586 |          
|                           
|                           
|                           
|                           
|                            | Retained Earnings                                                                                              |                                  |           | 122,867     |           |             |           | 122,867   |          
|                           
|                           
|                           
|                           
|                            | Retained Earnings-Current Year                                                                                 |                                  |           | (291,742    | )         |             |           | -0-       |          
|                           
|                           
|                           
|                           
|                            | Total Equity                                                                                                   |                                  |           | 2,191,888   |           |             |           | 2,405,307 |          
|                            |                                                                                                                |                                  |           |             |           |             |           |          
|TOTAL LIABILITIES & EQUITY  |                                                                                                                | $                                | 4,049,303 |             |           | $           | 3,927,979 |          
|                            |                                                                                                                |                                  |           |             |           |             |           |          

See Notes to Condensed Consolidated
Financial Statements.

4



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##### 



BIO-LOK INTERNATIONAL INC.

Condensed Consolidated Statement of Cash Flows
(Unaudited)

|                                |                                         |                                  |                            |                                                          |          |                    |         |         |          |        |        | 
|------------------------------- | --------------------------------------- | -------------------------------- | -------------------------- | -------------------------------------------------------- | -------- | ------------------ | ------- | ------- | -------- | ------ | ------ | 
|                                |                                         |                                  |                            |                                                          |          | Three Months Ended
|                                |                                         |                                  |                            |                                                          |          | January 31,       
|                                |                                         |                                  |                            |                                                          |          |                   
|                                |                                         |                                  |                            |                                                          |          | 2002               |         | 2001   
|                                |                                         |                                  |                            |                                                          |          |                    |         |        
|OPERATING ACTIVITIES:           |                                         |                                  |                            |                                                          |          |                    |         |        
|                               
|                               
|                               
|                               
|                                | Net Income (Loss)                       |                                  | $                          | (291,742                                                 | )        |                    | $       | 145,831 |         
|                               
|                               
|                               
|                               
|                                |                                         | Adjustments to reconcile:        |                            |                                                          |          |                    |         |         |          |       
|                               
|                               
|                               
|                               
|                                |                                         |                                  |                            | Depreciation                                             |          |                    | 33,445  |         |          |        | 21,040 | 
|                               
|                               
|                               
|                               
|                                |                                         |                                  |                            | Valuation
of shares
Issuance of common stock for service |          |                    | 85,600  |         |          |        | -0-    | 
|                               
|                               
|                               
|                               
|                                | Change in Current assets & liabilities: |                                  |                            |                                                          |          |                    |         |         |         
|                               
|                               
|                               
|                               
|                                |                                         | (Incr.) decr. in accts. rec      |                            |                                                          | 121,934  |                    |         |         | (203,640 | )     
|                               
|                               
|                               
|                               
|                                |                                         | (Incr.) decr. in inventories     |                            |                                                          | (201,126 | )                  |         |         | (39,703  | )     
|                               
|                               
|                               
|                               
|                                |                                         | (Incr.) decr. in prepaid & other |                            |                                                          | (23,809  | )                  |         |         | (10,210  | )     
|                               
|                               
|                               
|                               
|                                |                                         | (Incr.) decr. in deposits        |                            |                                                          | 1,300    |                    |         |         | (2,218   | )     
|                               
|                               
|                               
|                               
|                                |                                         | Incr. (decr.) in A/P & Accr. exp |                            |                                                          | (95,967  | )                  |         |         | 55,468   |       
|                                |                                         |                                  |                            |                                                          |          |                    |         |        
|                                | Net Cash (used) by Operating            |                                  |                            | (370,365                                                 | )        |                    |         | (33,432 | )       
|                                |                                         |                                  |                            |                                                          |          |                    |         |        
|FROM INVESTING ACTIVITIES:      |                                         |                                  |                            |                                                          |          |                    |         |        
|                               
|                               
|                               
|                               
|                                | Cash received from insurance settlement |                                  |                            | 338,442                                                  |          |                    |         | -0-     |         
|                               
|                               
|                               
|                               
|                                | Property, Plant & Equipment             |                                  |                            | (174,137                                                 | )        |                    |         | (18,495 | )       
|                                |                                         |                                  |                            |                                                          |          |                    |         |        
|                                | Net Cash (used) by Investing Activities |                                  |                            | 164,305                                                  |          |                    |         | (18,495 | )       
|                                |                                         |                                  |                            |                                                          |          |                    |         |        
|FROM FINANCING ACTIVITIES:      |                                         |                                  |                            |                                                          |          |                    |         |        
|                               
|                               
|                               
|                               
|                                | Net proceeds  revolving loan           |                                  |                            | 209,122                                                  |          |                    |         | 16,834  |         
|                               
|                               
|                               
|                               
|                                | Net change in Long Term Debt            |                                  |                            | 261,897                                                  |          |                    |         | (22,766 | )       
|                               
|                               
|                               
|                               
|                                | Payment of related parties debt         |                                  |                            | (40,309                                                  | )        |                    |         | -0-     |         
|                                |                                         |                                  |                            |                                                          |          |                    |         |        
|                                | Net Cash Used for Financing Activities  |                                  |                            | 430,710                                                  |          |                    |         | (5,932  | )       
|                                |                                         |                                  |                            |                                                          |          |                    |         |        
|NET INCREASE (DECREASE) IN CASH |                                         | $                                | 224,650                    |                                                          |          | $                  | (57,859 | )      
|                               
|                               
|                               
|                               
|                                |                                         |                                  | Cash  Beginning of Period |                                                          |          | 55,326             |         |         |          | 63,024 |       
|                                |                                         |                                  |                            |                                                          |          |                    |         |        
|                                |                                         |                                  | Cash  End of Period       |                                                          | $        | 279,976            |         |         | $        | 5,165  |       
|                                |                                         |                                  |                            |                                                          |          |                    |         |        
|                                |                                         |                                  | Interest Paid              |                                                          | $        | 29,771             |         |         | $        | 28,089 |       
|                               
|                               
|                               
|                               
|                                |                                         |                                  | Income Taxes Paid          |                                                          | $        | -0-                |         |         | $        | -0-    |       

See Notes to Condensed Consolidated Financial Statements.

5



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##### 



BIO-LOK INTERNATIONAL INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)

NOTE A  BASIS OF PRESENTATION

The financial statements represent the activities of all the accounts of a
consolidated Bio-Lok International Inc. (Bio-Lok). The consolidated results
include the activities of Orthogen Corporation a research and development
company; Micro-Lok Mexico, Micro-Lok Chile and Bio-Lok Intl. Pty., Inc.
(Australia) established as sales and marketing entities.

Revenues are recognized as products are shipped; inventory is stated at lower of
average cost or market; inventory which is not expected to be sold in one year
is classified as long-term; and, property and equipment are stated at cost, less
accumulated depreciation.

NOTE B  NATURE OF BUSINESS

Bio-Lok is a manufacturer and distributor, both domestically and
internationally, of the MICRO-LOK  PRECISION DENTAL IMPLANT SYSTEM. Micro-Lok
consists of a number of select implants (both screw and cylinder), related
prosthetic parts, devices, associated tools, and irrigated drills and reamers.
The Company markets its product line direct to the end user, via distributors
and independent representatives.

Revenues are attributable to the distribution and sale of its manufactured or
purchased for resale products. Products are distributed directly to clinicians
domestically and to distributors or related companies internationally who in-
turn market and sell the products to clinicians.

The acquisition of Orthogen Corporation brought an advanced biomaterials R&D
corporation to Bio-Lok. Orthogen, together with researchers at the UMD-New
Jersey Dental School and New Yorks Hospital for Joint Diseases, uncovered basic
and wide-ranging surface-modification and bone growth enhancement techniques for
controlling cellular interaction. Experimental results indicate that these
techniques can be used to enhance tissue integration into implants, minimize
ingrowth of undesirable tissue types, and increase the longevity of implants.

NOTE C  INVENTORIES

Inventories at January 31, 2001, and October 31, 2000, consisted of the
following:

|                         |  |                  |           |                  |  |   |           | 
|------------------------ |  | ---------------- | --------- | ---------------- |  | - | --------- | 
|                         |  | January 31, 2002 |           | October 31, 2001
|                         |  |                  |           |                 
|Raw Materials & Supplies |  | $                | 29,526    |                  |  | $ | 23,459    | 
|                        
|                        
|                        
|                        
|Work in Process          |  |                  | 350,887   |                  |  |   | 345,760   | 
|                        
|                        
|                        
|                        
|Finished Goods           |  |                  | 1,145,646 |                  |  |   | 955,714   | 
|                         |  |                  |           |                  |  |   |           | 
|                         |  | $                | 1,526,059 |                  |  | $ | 1,324,933 | 
|                         |  |                  |           |                  |  |   |           | 

The increase in inventory year-to-date totaled $201,126. The increase is
attributable to the addition of a new implant system to the product line and
managements decision to increase production to ensure adequate product
availability for the domestic market development. Inventory classified as
non-current and included in finished goods was $163,283 the same as for fiscal
year end.

6



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##### 



NOTE D  SUMMARIZED INCOME STATEMENT DATA OF BIO-LOK INTERNATIONAL INC.

At January 31, 2001, the income statement represents a consolidated Bio-Lok
International Inc. Income from operations totaled a loss of $151k and a loss of
$292k at net income. The losses are a direct result from the development of the
domestic dental market. The reduced results are due to staff hire, market
material development, new product development and operational support for the
development of the markets both domestic and internationally. Additionally,
adjusting the loss at net income for the non-cash activity of issuing common
stock shares during the quarter to individuals for services provided and
rendered to the company, the losses would have totaled only $205k.

NOTE E  CHANGE IN STOCKHOLDERS EQUITY

The company and its management issued 335,000 shares of common stock during the
quarter at various costs ranging from $.24 to $.37 per share or at an average
price of $.256 per share. The stock issued was awarded to specific clinicians
for services rendered to the company, to a consultant for services provided to
the company over the past years, and to individuals hired in January as a hire
bonus.

The company also obtained 17,327 shares of Treasury Stock during the quarter.
The stock was accepted in place of payment on a receivable at $.43 per share.

NOTE F  CHANGE IN BUSINESS ACTIVITY

Effective February 12, 1997, the Plan of Reorganization filed by the Companies
was approved by the Court and the plan was implemented as of March 1997. On
January 23, 1998, the XI filing was closed. The Company has operated
successfully under the Plan of Reorganization.

The company has entered into a new lending arrangement effective November 2001.
The new financing arrangement enabled the company to effectively develop the
domestic market.

7



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##### 



|        |  |                                                                                      
|------- |  | -------------------------------------------------------------------------------------
|ITEM 2. |  | MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

RESULTS OF OPERATIONS

VOLUME

Net sales (revenues) for the quarter decreased by 24% over the comparable
quarter prior year. The decrease in sales is attributable to a general slow down
in activity primarily internationally  i.e. Argentina and Europe. The reduction
in activity is expected to turn around once the Argentina economy is functioning
again and Europe returns to a moderate growth cycle.

COST OF GOODS SOLD

Cost of goods sold as related to net sales reflected an improvement of 9% for
the quarter over the comparable quarter prior year. This change is due to
planned increase in production to ensure the new implant product line is
available to the market by the end of March and improved manufacturing costs
experienced due to the new machinery that came on-line.

GROSS PROFIT

Gross profit for the period was $450k and reflected an improvement over the
comparable period prior year. Gross Profit as a percent of sales increased for
the period primarily do to improvements in cost of manufacturing.

SELLING EXPENSES

Selling expenses continued to increase due to the staffing of the domestic sales
operation and the continued development of added marketing materials. Selling
expenses were 179% over the comparable period prior year. These costs are
anticipated to continue to increase as the operation is staffed, but management
expects that the effort will realize increased sales results by the end of the
summer.

ADMINISTRATIVE & GENERAL EXPENSES

Administrative and general expenses increased by 49% over the comparable period
prior year. These cost increases are attributable to the continued domestic
market development, and marketing and advertising literature development. Costs
will continue to increase in support of the domestic market development.

OPERATING INCOME

Results from operations totaled a loss of $151k. The losses are anticipated to
continue over the near future as the domestic market is staffed. Operating
income is anticipated to return to a positive result as market penetration is
achieved by the new domestic sales force.

OTHER INCOME/EXPENSES

Other expenses decreased by $3k over the comparable period prior year. The
slight decrease is attributed to added gains realized form the insurance gains
realized from the fire last year, which gains where partially offset by
increased legal costs incurred for patents documentation.

NET INCOME

Net income for the quarter was a loss of $292K compared to profit of $146k for
the comparable period prior year. The reduced net income is due to managements
decision to develop the domestic market and common stock shares issued for
services. Profits are not anticipated to return to a positive position until a
domestic market penetration is achieved, which is anticipated to materialize by
late spring and summer. Management anticipated that by year-end domestic sales
will grow by over 100%.

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FINANCIAL CONDITION

NET CASH FLOW PROVIDED BY OPERATIONS

Cash flow increased for the quarter by $225k to $280k for the period. The
increase of cash for the period was due to the new financing arrangement
implemented in November and added insurance proceeds realized from the fire. The
cash position was generated to provide needed funds for the development of the
domestic market.

FINANCING

New financing was negotiated and finalized by management in the quarter. As of
November the company entered into a new revolving loan credit and term loan
arrangement, which provided the company the necessary added cash availability to
enable management to develop and penetrate the domestic market. Efforts to
provide added equity to the company are still proceeding.

PART II

ITEM 6. EXHIBITS, LIST AND REPORTS ON FORM 8-K

(a) Reports on Form 8-K

NONE

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SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant
caused this Report to be signed on its behalf by the undersigned, thereunto duly
authorized.

|                     |  |                                        
|-------------------- |  | ---------------------------------------
|                     |  | BIO-LOK INTERNATIONAL INC. (Registrant)
|                    
|                    
|                    
|                    
|                    
|Date: March 20, 2001 |  | By /s/ Bruce L. Hollander              
|                     |  |                                        
|                     |  | Bruce L. Hollander, President          

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the date indicated per the final audit report issued by
accountants.

|                                           |  |                                           |  |                     
|------------------------------------------ |  | ----------------------------------------- |  | --------------------
|Signature                                  |  | Title                                     |  |                     
|                                          
|/s/ Bruce L. Hollander

Bruce L. Hollander |  | President, CEO and Director               |  | Date: March 20, 2001
|                                          
|/s/ Ingo K. Kozak

Ingo K. Kozak           |  | VP  Finance, CFO, Secretary and Director |  | Date: March 20, 2001

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