Form 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.

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

                  For the quarterly period ended March 31, 1999

                                       OR

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

             For the transition period from __________ to __________

                            Commission File No. 09489

                        Associated Medical Devices, Inc.
             (Exact Name of Registrant as Specified in its Charter)

 Nevada                                                     88-0164955
(State or Other Jurisdiction of                         (I.R.S. Employer
incorporation or organization)                            Identification Number)

                       211 West Wall, Midland, Texas 79701
          (Address of Principal Executive Offices, including Zip Code)

                                 (915) 682-1761
              (Registrant's telephone number, including area code)

Indicate by check mark whether  Registrant (1) has filed all reports required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the preceding 12 months (or for such shorter period that Registrant was required
to file such reports),  and (2) has been subject to such filing requirements for
the past 90 days:

                                Yes [X] No [ ]

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock as of the latest practicable date:

            Class                            Outstanding as of April 14, 1999
            -----                            --------------------------------

   Common Stock, $.001 par value                      44,123,967


       Quarterly Report on Form 10-QSB for the Three Months Ended March 31, 1999
                                        Associated Medical Devices, Inc.- Page 1

<PAGE>


                                           PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.

         The  accompanying  interim  unaudited  financial  statements  have been
prepared in accordance  with the  instructions to Form 10-QSB and do not include
all of the information and footnotes required by generally  accepted  accounting
principles for complete financial statements. In the opinion of management,  all
adjustments  (consisting of normal recurring  adjustments)  considered necessary
for a fair presentation have been included,  and the disclosures are adequate to
make the information  presented not misleading.  Operating results for the three
months ended March 31, 1999, are not necessarily  indicative of the results that
may be expected for the year ended December 31, 1999. These statements should be
read in conjunction with the financial  statements and notes thereto included in
the  Annual  Report on Form  10-KSB  (filed  with the  Securities  and  Exchange
Commission) for the year ended December 31, 1998.


                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

                        Associated Medical Devices, Inc.
                          (a development-stage company)

                                                                           Page

Balance Sheets as at March 31, 1999 (unaudited), and
  December 31, 1998                                                         3

Statements of Operations for the Three Months Ended
  March 31, 1999, and 1998 (unaudited)                                      4

Statements of Cash Flows for the Three Months Ended
  March 31, 1999(unaudited), and 1998 (unaudited)                           5





















       Quarterly Report on Form 10-QSB for the Three Months Ended March 31, 1999
                                        Associated Medical Devices, Inc.- Page 2


<PAGE>

<TABLE>

<CAPTION>

                        Associated Medical Devices, Inc.
                          (a development-stage company)
                              Balance Sheets as at
                March 31, 1999 (unaudited), and December 31, 1998


                                     ASSETS

                                                     March 31, 1999    December 31, 1998
                                                      (unaudited)         (Audited)
<S>                                                         <C>             <C>

Cash                                                        -0-             -0-

         Total Assets                                       -0-             -0-

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Liabilities

Accounts Payable                                          4,248
Due to controlling shareholder                           12,128

         Total Liabilities                               12,128           4,248

Shareholders' Equity

Common Stock, $.001 par value
 per share; 50,000,000 shares
 authorized, 44,123,967 shares
 issued and outstanding                                  44,094          44,094

Additional paid-in Capital                            2,708,394       2,708,394

Deficit Accumulated During
 Development Stage                                   (2,764,616)     (2,756,736)

Total Shareholders' Equity (Deficit)                    (12,128)         (4,248)

Total Liabilities and
 Shareholders' Equity                                       -0-             -0-



</TABLE>







       Quarterly Report on Form 10-QSB for the Three Months Ended March 31, 1999
                                        Associated Medical Devices, Inc.- Page 3


<PAGE>


                        Associated Medical Devices, Inc.
                          (a development-stage company)
               Statements of Operations For the Three Months Ended
           March 31, 1999 (unaudited), and March 31, 1998 (unaudited)

                                           March 31, 1999        March 31, 1998
                                            (unaudited)           (unaudited)

Revenue                                           -0-                    -0-   
                                                                               
         Total Revenue                            -0-                    -0-   
                                                                               
Expenses                                                                       
                                                                               
  Professional Fees                               -0-                    -0-   
  Regulatory Expense                              -0-                    -0-   
  Advertising and Marketing                       -0-                    -0-   
  Miscellaneous Expense                         7880                     -0-   
  Office Supplies                                 -0-                    -0-   
                                                                               
         Total Expenses                         7880                     -0-   
                                                                               
Net Income (Loss) Before Taxes                  7880                     -0-   
                                                                               
Net Income (Loss)                              (7880)                    -0-   
                                                                               
Primary Earnings Per Common Share                 NA                     -0-   
                                                                               
Net Earnings (Loss)                               NA                     -0-   
                                                                               
Weighted Average Number of                44,123,967             44,123,967    
 Common Shares Outstanding                                                     
                                                                               
Fully Diluted Earnings Per                                                     
 Common Share                                     NA                     -0-   
                                                                               
Net Earnings (Loss) Per                                                        
 Common Share                                     NA                     -0-   
                                                                               
                                                                



       Quarterly Report on Form 10-QSB for the Three Months Ended March 31, 1999
                                        Associated Medical Devices, Inc.- Page 4

<PAGE>


                        Associated Medical Devices, Inc.
                          (a development-stage company)
               Statements of Cash Flows for the Three Months Ended
           March 31, 1999 (unaudited), and March 31, 1998 (unaudited)

                                          March 31, 1999       March 31, 1998
                                           (unaudited)          (unaudited)

Cash Flows from Operating
 Activities                                        -0-                  -0-

Increase in Accrued Liabilities                   7880                  -0-

New Cash Used from
 Operating Activities                              -0-                  -0-

Cash Flows from Investing
 Activities                                        -0-                  -0-

Total Cash Flow from
 Financing Activities                              -0-                  -0-

Cash at Beginning of Period                        -0-                  -0-

Net increase (decrease)                            -0-                  -0-

Cash at End of Period                              -0-                  -0-






       Quarterly Report on Form 10-QSB for the Three Months Ended March 31, 1999
                                        Associated Medical Devices, Inc.- Page 5



<PAGE>


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

Discussion of Financial Condition

         The  Company  currently  has no  revenues,  no  operations  and owns no
assets.  The  Company  will  remain  illiquid  until  such  time  as a  business
combination  transaction  occurs, if ever. No prediction of the future financial
condition of the Company can be made.

Plan of Business

         General.  The Company  intends to locate and combine  with an existing,
privately-held  company which is profitable or, in management's view, has growth
potential,  irrespective  of the industry in which it is engaged.  However,  the
Company does not intend to combine with a private company which may be deemed to
be an  investment  company  subject to the  Investment  Company  Act of 1940.  A
combination  may be  structured  as a  merger,  consolidation,  exchange  of the
Company's  common  stock for stock or assets or any other form which will result
in the combined enterprise's becoming a publicly-held corporation.

         Pending  negotiation  and  consummation  of a combination,  the Company
anticipates  that  it  will  have,  aside  from  carrying  on its  search  for a
combination partner, no business  activities,  and, thus, will have no source of
revenue.  Should  the  Company  incur  any  significant  liabilities  prior to a
combination  with  a  private  company,  it may  not be  able  to  satisfy  such
liabilities as are incurred.

         If  the   Company's   management   pursues  one  or  more   combination
opportunities  beyond the preliminary  negotiations stage and those negotiations
are  subsequently  terminated,  it is foreseeable that such efforts will exhaust
the Company's ability to continue to seek such combination  opportunities before
any successful  combination  can be  consummated.  In that event,  the Company's
common stock will become  worthless  and holders of the  Company's  common stock
will receive a nominal distribution,  if any, upon the Company's liquidation and
dissolution.

         Combination  Suitability  Standards.  In its pursuit for a  combination
partner,   the  Company's   management  intends  to  consider  only  combination
candidates which are profitable or, in management's view, have growth potential.
The  Company's  management  does not intend to pursue any  combination  proposal
beyond the preliminary  negotiation  stage with any combination  candidate which
does not furnish the Company with audited financial  statements for at least its
most recent fiscal year and unaudited  financial  statements for interim periods
subsequent to the date of such audited financial statements, or is in a position
to provide such financial  statements in a timely  manner.  The Company will, if
necessary  funds are  available,  engage  attorneys  and/or  accountants  in its
efforts to  investigate  a  combination  candidate  and to consummate a business
combination.  The  Company  may  require  payment  of fees  by such  combination
candidate  to fund the  investigation  of such  candidate.  In the event  such a
combination candidate is engaged in a high technology business,  the Company may
also obtain  reports  from  independent  organizations  of  recognized  standing
covering  the  technology  being  developed  and/or used by the  candidate.  The
Company's limited  financial  resources may make the acquisition of such reports
difficult or even impossible to obtain and, thus, there can be no assurance that


       Quarterly Report on Form 10-QSB for the Three Months Ended March 31, 1999
                                        Associated Medical Devices, Inc.- Page 6

<PAGE>

the Company will have sufficient  funds to obtain such reports when  considering
combination  proposals  or  candidates.  To the extent the  Company is unable to
obtain  the  advice  or  reports  from  experts,   the  risks  of  any  combined
enterprise's being unsuccessful will be enhanced.  Furthermore, to the knowledge
of the Company's  officers and  directors,  neither the candidate nor any of its
directors, executive officers, principal shareholders or general partners:

         (1)      will not have been convicted of securities  fraud, mail fraud,
                  tax  fraud,  embezzlement,  bribery,  or  a  similar  criminal
                  offense  involving  misappropriation  or theft of funds, or be
                  the subject of a pending investigation or indictment involving
                  any of those offenses;

         (2)      will  not  have  been  subject  to a  temporary  or  permanent
                  injunction   or   restraining   order  arising  from  unlawful
                  transactions  in securities,  whether as issuer,  underwriter,
                  broker,  dealer, or investment advisor,  may be the subject of
                  any pending  investigation or a defendant in a pending lawsuit
                  arising   from  or  based   upon   allegations   of   unlawful
                  transactions in securities; or

         (3)      will  not  have  been a  defendant  in a  civil  action  which
                  resulted  in a  final  judgement  against  it or him  awarding
                  damages or rescission  based upon unlawful  practices or sales
                  of securities.

         The Company's officers and directors will make these  determinations by
asking  pertinent  questions  of  the  management  of  prospective   combination
candidates.  Such persons will also ask pertinent questions of others who may be
involved in the combination proceedings.  However, the officers and directors of
the  Company  will  not  generally  take  other  steps to  verify  independently
information  obtained in this manner which is favorable.  Unless something comes
to their  attention  which  puts them on notice of a  possible  disqualification
which is being  concealed  from  them,  such  persons  will rely on  information
received from the management of the prospective  combination  candidate and from
others who may be involved in the combination proceedings.


                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

         None.

Item 2.  Changes in Securities.

         A 5 for 1 reverse  stock  split was  approved  by  stockholders  at the
meeting held March 24, 1999  effective  for  stockholders  as of March 31, 1999,
however, there no change in par value.

Item 3.  Defaults upon Senior Securities.

         None.


       Quarterly Report on Form 10-QSB for the Three Months Ended March 31, 1999
                                        Associated Medical Devices, Inc.- Page 7

<PAGE>


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

         The annual  meeting of  stockholders  was held on March 24,  1999.  The
following  matters  were  considered  and acted  upon:  election  of  directors,
ratification  of the  independent  auditor  and a 5 for 1  reverse  split of the
common stock.

Item 5.  Other Information.

         None.

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

         (a)      Exhibits.

                  None.

         (b)      Reports on Form 8-K.

                        None

                                                     SIGNATURES

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

         Dated: April 14, 1999      Associated Medical Devices, Inc.


                                        
                                    By:   /s/Glenn A. Little
                                          ---------------------------
                                          Glenn A. Little
                                          President and 
                                          Principal Financial Officer







       Quarterly Report on Form 10-QSB for the Three Months Ended March 31, 1999
                                        Associated Medical Devices, Inc.- Page 8