U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                  FORM 10 - QSB


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

                For the Quarterly Period Ended November 30, 2003

                         Commission file number 0-10783


                             BSD MEDICAL CORPORATION


                DELAWARE                                75-1590407
          ------------------------          ------------------------------------
          (State of Incorporation)          (IRS Employer Identification Number)


            2188 West 2200 South
            Salt Lake City, Utah                                  84119
        ---------------------------------------                  ----------
       (Address of principal executive offices)                  (Zip Code)

Registrant's telephone number:  (801) 972-5555

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

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


             Class                      Outstanding as of November 30, 2003
  -----------------------------         -----------------------------------
  Common stock, $.001 Par Value                     19,675,632



Transitional Small Business Disclosure Format (Check one):     Yes [  ]   No [X]



<PAGE>

PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                             BSD MEDICAL CORPORATION
                             Condensed Balance Sheet
                                   (Unaudited)

                              Assets                               November 30,
                              ------                                   2003
                                                                ----------------
Current assets:
    Cash and cash equivalents                                   $     2,051,376
    Receivables, net                                                     88,451
    Related party receivables                                           256,048
    Inventories                                                         709,727
    Other current assets                                                 37,089
                                                                ----------------
           Total current assets                                       3,142,691
                                                                ----------------

Property and equipment, net                                             130,089
Patents, net                                                             26,416
                                                                ----------------
                                                                $     3,299,196
                                                                ----------------

               Liabilities and Stockholders' Equity
               ------------------------------------

Current liabilities:
    Accounts payable                                            $       220,124
    Accrued expenses                                                    602,803
    Current portion of deferred revenue                                  38,568
                                                                ----------------

           Total current liabilities                                    861,495
                                                                ----------------

Long term liabilities
    Deferred revenue                                                     30,675
                                                                ----------------

           Total liabilities                                    $       892,170
                                                                ----------------

Stockholders' equity:
     Preferred stock, .001 par value; 10,000,000
      authorized, no shares issued and outstanding                            -
    Common stock, $.001 par value; authorized
      40,000,000 shares; issued and outstanding
      19,675,632, shares                                                 19,676
    Additional paid-in capital                                       22,925,635
    Deferred compensation                                               (27,808)
    Accumulated deficit                                             (20,510,242)
    Common stock in treasury 13,412 shares, at cost                        (235)
                                                                ----------------

           Net stockholders' equity                                   2,407,026
                                                                ----------------

                                                                $     3,299,196
                                                                ================

                                       1
<PAGE>

                             BSD MEDICAL CORPORATION

                       Condensed Statements of Operations
                                   (Unaudited)


                                                           Three Months
                                                              Ended:
                                                  ------------------------------
                                                     November       November 30,
                                                     30, 2003           2002
                                                  --------------   -------------

Product sales                                     $    193,909    $      44,719
Sales to related parties                               487,225          755,564
                                                  --------------  --------------

           Total revenues                              681,134          800,285
                                                  --------------  --------------
Costs and expenses:
    Cost of product sales                              123,450            6,171
    Cost of sales to related parties                   206,680          342,987
    Research and development                           162,558          155,659
    Selling, general and administrative                212,575          248,991
                                                  --------------  --------------

           Total costs and expenses                    705,263          753,808
                                                  --------------  --------------

           Operating income/loss                       (24,129)          46,477

Other income (expense):
    Interest income                                        101            1,129
    Interest expense                                      (108)               -
                                                  --------------  --------------

           Total other income                               (7)           1,129
                                                  --------------  --------------

Income (loss) before taxes                             (24,136)          47,606
                                                  --------------  --------------
     Income tax benefit (provision)                          -                -
                                                  --------------  --------------
           Net income (loss)                      $    (24,136)   $      47,606
                                                  ==============  ==============

Net income (loss) per common share
Basic and diluted                                 $        .00    $         .00
                                                  --------------  --------------

Weighted average number of shares outstanding       17,896,000       17,775,000
     Basic
                                                  --------------  --------------
       Diluted                                      17,896,000       18,037,000
                                                  --------------  --------------


See accompanying notes to financial statements.

                                       2
<PAGE>

                             BSD MEDICAL CORPORATION

                 Condensed Statements of Cash Flows (Unaudited)
                  Three months ended November 30, 2003 and 2002



Increase (Decrease) in Cash and Cash Equivalents     Nov. 30,        Nov. 30,
------------------------------------------------       2003           2002
                                                  ------------------------------
Cash flows from operating activities:
    Net income (loss)                             $    (24,136)   $      47,606
    Adjustments to reconcile net income (loss)
     to net cash (used in)
      provided by operating activities:
       Depreciation and amortization                    11,675           12,020
       Deferred gain on sale of building                     -          (15,275)
       Stock compensation expense                       12,000           12,001
       Deferred compensation                             7,858            6,358
       (Increase) decrease in:
           Receivables                                  59,223            7,232
           Inventories                                  92,746          110,805
           Prepaid expenses and deposits                 6,148          (19,148)
       Increase (decrease) in:
           Accounts payable                            (59,943)           7,609
           Accrued expenses                           (177,321)         (31,956)
           Deferred revenue                            (14,877)         (37,824)
                                                  ------------------------------
              Net cash (used in) provided by
              operating activities                     (86,627)          99,428
                                                  ------------------------------

Cash flows used in investing activities-
    Purchase of property and equipment                       -           (4,167)
                                                  ------------------------------
               Net cash used in investing
              activities                                     -           (4,167)

Cash flows provided by financing activities-
     Proceeds from sale of common stock              2,002,000                -
                                                  ------------------------------

Increase in cash and cash equivalents                1,915,373           95,261
Cash and cash equivalents, beginning of period         136,003          421,900
                                                  ------------------------------
Cash and cash equivalents, end of period          $  2,051,376    $     517,161
                                                  ==============================

Supplemental Disclosure of Cash Flow Information
------------------------------------------------

o        The Company paid $108 for interest and no cash for taxes during the
         period ended November 30, 2003 and no cash for interest and taxes for
         the period ended November 30, 2002.

o        The Company issued 75,000 options for the periods ended November 30,
         2003 and 2002, which resulted in an increase to Deferred Compensation
         of $8,250 and $7,500 respectively.

o        During the period ended November 30, 2003 the Company recorded $165,653
         of accrued offering costs payable for sale of its common stock during
         the period.


                                       3
<PAGE>

                             BSD MEDICAL CORPORATION
                     Notes to Condensed Financial Statements

Note 1.    Basis of Presentation

         The  Condensed  Balance Sheet as of November 30, 2003 and the Condensed
Statements of Operations and the Condensed Statements of Cash Flow for the three
months ended  November 30, 2003, and November 30, 2002 have been prepared by the
Company  without  audit.  In the opinion of management,  all  adjustments to the
books and accounts (which include only normal recurring  adjustments)  necessary
to present fairly the financial position,  results of operations, and changes in
financial position of the Company as of November 30, 2003, have been made.

         Certain  information  and  footnote  disclosures  normally  included in
financial  statements  prepared in accordance with generally accepted accounting
principles  have been  condensed or omitted.  The results of operations  for the
period ended November 30, 2003, are not necessarily indicative of the results to
be expected for the full year.

Note 2.    Net (Loss) Income Per Common Share

         Net (loss) income per common share for the quarters  ended November 30,
2003 and 2002, are based on the weighted  average  number of shares  outstanding
during the  respective  periods.  Diluted  earnings per share are based upon the
weighted  average  share  per  common  stock   equivalent.   When  common  stock
equivalents are anti dilutive they are not included.

Note 3.    Related Party Transactions

         During the  periods  ended  November  30, 2003 and 2002 the Company had
sales to an  unconsolidated  affiliate and an entity controlled by a significant
stockholder  of  $487,225  and  $755,564,   respectively.  These  related  party
transactions represents 71.53 % and 94.41% of total sales.

         At November 30, 2003,  accrued expenses  include $91,168  consisting of
deposits  on  orders  placed  by  an  unconsolidated  affiliate  and  an  entity
controlled by a significant stockholder.

         At November 30, 2003, accounts receivable includes $256,048 due from an
unconsolidated affiliate and an entity controlled by a significant stockholder.

Note 4.   Common Stock

         During the period ended  November 30, 2003, we completed the sale of an
aggregate  of  1,820,000  shares  of our  common  stock to  three  institutional
investors.  The shares of common stock were sold for cash consideration of $1.10
per share,  or a total of  $2,002,000,  pursuant to the terms of the  Securities
Purchase.  These gross  proceeds  were  off-set by $165,653 of accrued  offering
costs  and  commissions.  In  connection  with this  sale the  Company  issued a
three-year warrant to the placement agent to purchase up to 91,000 shares of the
Company's common stock at an exercise price per share of $1.80 per share.


                                       4
<PAGE>


Note 5.  Stock-Based Compensation

         The Company  accounts for stock options  granted to employees under the
recognition  and  measurement  principles of APB Opinion No. 25,  Accounting for
Stock  Issued to  Employees,  and related  Interpretations,  and has adopted the
disclosure-only provisions of Statement of Financial Accounting Standards (SFAS)
No.  123,  "Accounting  for  Stock-Based  Compensation."  Accordingly,  only the
intrinsic value has been recognized in the financial  statements as expense. Had
the  Company's  options  been  determined  based on the fair value  method,  the
results of operations would have been reduced to the pro forma amounts indicated
below for the three months ended November 30:


                                                       2003          2002
                                                  ------------------------------

Net (loss) income - as reported                   $    (24,136)   $      47,606

Deduct total stock based employee
compensation expense determined under
fair value based method for all awards,
net of related taxes                                   (25,000)         (31,000)
                                                  ------------------------------

Net loss - pro forma                              $    (49,136)   $     (16,606)
                                                  ------------------------------

Basic and Diluted income (loss) per share -
as reported                                       $        .00    $         .00
                                                  ------------------------------

Basic and Diluted income (loss ) per share -
pro-forma                                         $        .00    $         .00
                                                  ------------------------------

         The fair  value of each  option  granted  for the  three  months  ended
November  30,  2003  and  2002 is  estimated  on the  date of  grant  using  the
Black-Scholes option pricing model with the following assumptions:

                                         ----------------------------------
                                               2003            2002
                                         ----------------------------------

Expected dividend yield                   $             -    $           -
Expected stock price volatility                      114%             122%
Risk-free interest rate                              4.2%             4.2%
Expected life of options                          5 years          5 years

         The  weighted  average fair value of options  granted  during the three
months ended November 30, 2003 and 2002 were $.64 and $.60, respectively.

Note 6. Subsequent Events

         On December 10, 2003 the Company sold 239,600 shares of common stock at
$1.10 per share or a total of  $263,560.  The  Company  issued to the  placement
agent a three-year  warrant to purchase up to 11,980 shares at an exercise price
of $1.80.

                                       5
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND  ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Critical Accounting Policies and Estimates
------------------------------------------

         The following is a discussion of our critical  accounting  policies and
estimates  that  management  believes  are material to an  understanding  of our
results of operations and which involve the exercise of judgment or estimates by
management.

         Revenue Recognition.  Revenue is recognized when a valid purchase order
has been received,  services have been performed or product has been  delivered,
the selling price is fixed or  determinable,  and  collectibility  is reasonably
assured.  Sales include  revenue from systems with software  products,  software
license rights and service contracts.  Software Revenue  Recognition,  generally
requires revenue earned on software  arrangements  involving  multiple  elements
such  as  software  products,  enhancements,   post-contract  customer  support,
installation  and training to be allocated to each element based on the relative
fair values of the  elements.  The  revenue  allocated  to software  products is
generally  recognized  upon delivery of the products.  The revenue  allocated to
post-contract  customer support is generally recognized over the support period.
Revenue for products sold is recorded when products are delivered.  Revenue from
long-term service contracts is recognized on a straight-line basis over the term
of the contract,  which  approximates  recognizing it as it is earned.  Deferred
revenue and customer deposits payable includes amounts from service contracts as
well as revenue from sales of products which have not been shipped.  We estimate
collectibility of receivables  based on numerous  factors,  including the credit
worthiness  of the  customer,  prior  payment  history,  and  review  of  public
information.

         Inventory Reserves.  As of November 30, 2003, we had recorded a reserve
for potential  inventory  impairment  of $140,000.  We  periodically  review our
inventory levels and usage, paying particular  attention to slower-moving items.
If projected  sales for fiscal 2004 do not  materialize  or if our  hyperthermia
systems do not  receive  increased  market  acceptance,  we may be  required  to
increase the reserve for inventory in future periods.

         Product Warranty.  We provide product warranties on our BSD 500 and BSD
2000 systems.  These  warranties  vary from contract to contract,  but generally
consist  of parts and labor  warranties  for one year from the date of sale.  To
date, expenses resulting from such warranties have not been material.  We record
a warranty  expense at the time of each sale. This reserve is estimated based on
prior history of service expense associated with similar units sold in the past.

         Allowance for Doubtful Accounts.  We provide our customers with payment
terms that vary from contract to contract. We perform ongoing credit evaluations
of our  customers  and maintain  allowances  for  possible  losses  which,  when
realized, have been within the range of management's expectations. Our allowance
for  doubtful  accounts  at  November  30, 2003 was  approximately  $67,000,  or
approximately 16% of the total outstanding receivables.  Allowance estimates are
recorded on a customer by customer basis and are determined  based on the age of
the receivable,  compliance with payment terms,  and prior history with existing
clients.

Liquidity and Capital Resources
-------------------------------

         Since   inception,   we  have  generated  an  accumulated   deficit  of
$20,510,242.  We have  historically  financed our  operations  through cash from
operations,  licensing of technological  assets and issuance of common stock. We
used $86,827 in cash from operating  activities during the period ended November
30, 2003 compared to cash generated of $99,428 in the period ending November 30,
2002.  Cash flow from  operating  activities  decreased in the November 30, 2003
period  primarily  because  of lower  sales  volume  compared  to the prior year
period.

                                       6
<PAGE>

         On  November  28,  2003,  we  completed  the  sale of an  aggregate  of
1,820,000  shares of our  common  stock to three  institutional  investors.  The
shares of common stock were sold for cash consideration of $1.10 per share, or a
total of $2,002,000,  pursuant to the terms of the Securities Purchase Agreement
entered into by and among the investors and our company as of November 28, 2003.
These shares were issued in a private placement  transaction pursuant to Section
4(2) and Regulation D under the Securities Act of 1933, as amended.  As provided
in  the  Securities  Purchase  Agreement,  we  also  agreed  to  cause  a  shelf
registration  statement covering the resale of these shares to be filed no later
than 60 days after the closing of the private  placement.  We estimate  that our
net proceeds  from the  transaction,  after paying a commission to our placement
agent,  T.R.  Winston & Company,  LLC, and legal other  expenses  related to the
transaction,  will be approximately  $1,836,000. We also have agreed to issue to
our placement  agent a three-year  warrant to purchase up to 91,000 shares at an
exercise  price  per  share of  $1.80 as  provided  in the  Securities  Purchase
Agreement.

         On December 10, 2003 there was an additional  239,600  shares issued to
the above  investment  group at $1.10 per share or a total of $263,560.  We also
agreed to issue to our  placement  agent a three-year  warrant to purchase up to
11,980 shares at an exercise price of $1.80.

         At November 30, 2003,  our working  capital was $2,281,196 and our cash
and cash  equivalents  totaled  $2,051,376.  We have no bank  debt and no credit
facility.  Our  contractual  obligations  and commercial  commitments  requiring
capital  resources  include  building  rent of  $82,000  per year for five years
adjusted  annually  for  increases  in the cost of living  based on the Consumer
Price Index for Urban Consumers.

         Our ability to fund our cash needs and grow our business depends on our
ability  to  generate  cash flow from  operations  and  capital  from  financing
activities. Our operating cash flow has fluctuated significantly in the past and
may continue to do so in the future.  While we believe that our current  working
capital and anticipated  cash flow from future  operations will be sufficient to
fund our anticipated  operations for fiscal 2004,  this belief is  substantially
dependent on successfully  converting  accounts receivable and inventory to cash
and increasing revenue.

Fluctuations in Operating Results
---------------------------------

         The Company's sales and operating results historically have varied (and
will be likely to continue to vary) on a  quarter-to-quarter  and a year-to-year
basis due to  cyclical  needs  for  research  equipment  as the sales are as yet
principally  limited to research  centers  involved in clinical  trials with the
BSD-2000,  the relatively large per unit sales prices of the Company's products;
the typical  fluctuations in the mix of orders for different  systems and system
configurations;  and other factors.  For these and other reasons, the results of
operations  for a particular  fiscal period may not be indicative of results for
any other period.

                                       7
<PAGE>

Results of Operations:
----------------------

Three Months ended November 30, 2003

         Sales  decreased  from $800,285 in the three months ended  November 30,
2002,  to $681,134 in the three  months  ended  November 30, 2003, a decrease of
$119,151  or  14.89%,  primarily  due to a  decrease  in sales to the  Company's
unconsolidated  subsidiary.  The decrease was due to a systems  overstock at the
Company's  unconsolidated  subsidiary  after receiving a large volume of systems
during the close of the prior  quarter.  We derived  $20,592,  or 3.02% of total
revenue in the period ended November 30, 2003 from manufacturing, assembling and
testing thermotherapy systems for TherMatrx and selling probes,  applicators and
temperature sensors and other components and contract services to TherMatrx. The
remaining  related  party  revenue of  $466,633,  or 68.5% was for one  BSD-2000
system and component parts sold to Medizin-Technik  GmbH. Dr. Gerhard Sennewald,
one of our  directors,  is a  stockholder,  executive  officer and a director of
Medizin-Technik  GmbH.  The  remaining  revenue was  $143,300  for the sale of a
BSD-500,  $26,722 for service  contracts,  $6,050 for billable labor and $17,837
for miscellaneous items.

         Gross  profit for the period  ending  November 30, 2003 was $351,004 or
51.53% as compared to $451,127 or 56.37% of total  product  sales for the period
ending November 30, 2002. This decrease was primarily due to a change in product
mix.

         Selling,  General and Administrative  expenses decreased to $212,575 in
the three months ended  November  30,  2003,  from  $248,991 in the three months
ended  November  30, 2002 a decrease  of $36,416 or 14.63%.  This  decrease  was
primarily  due to lower legal and  consulting  costs.  Total costs and  expenses
decreased by $48,545,  a decrease of 6.44%,  primarily due to decreased  cost of
goods sold as a result of  decreased  sales and the  aforementioned  decrease in
selling,  general and administrative expense offset by increases in research and
development.

         Research and  Development  expenses  were $162,558 for the three months
ended  November  30,  2003,  as compared to $155,659 in the three  months  ended
November  30,  2002.  Research  and  Development  expenses in the period  ending
November 30, 2003 related  primarily to development  work on our  BSD-2000o3D/MR
hyperthermia system and enhancements to our BSD-500 systems.

         The net loss for the three months ending November 30, 2003, was $24,136
as compared with Net income of $47,606 for the three months ending  November 30,
2002 was primarily due to lower sales volume.

         FORWARD  OUTLOOK AND RISKS.  From time to time, the Company may publish
forward-looking  statements  relating to such matters as  anticipated  financial
performance,  business  prospects,   technological  development,  new  products,
research and development  activities and similar matters. The Private Securities
Litigation  Reform  Act of  1995  provides  a safe  harbor  for  forward-looking
statements.  In order to comply with the terms of the safe  harbor,  the Company
notes that a variety of factors  could cause the  Company's  actual  results and
experience  to  differ   materially  from  the  anticipated   results  or  other
expectations expressed in any of the Company's forward-looking statements.

         This  form  10-QSB  contains  and  incorporates  by  reference  certain
"forward-looking statements" within the meaning of Section 27A of the Securities
Act and Section 21E of the Exchange  Act with  respect to results of  operations
and  businesses  of the  Company.  All  statements,  other  than  statements  of
historical facts, included in this Form 10-QSB, including those regarding market
trends, the Company's financial position, business strategy, projected costs and
plans, and objectives of management for future operations,  are  forward-looking
statements.  These forward-looking statements are based on the Company's current
expectations.  Although the Company believes that the expectations  reflected in
such forward-looking  statements are reasonable,  there can be no assurance that
such expectations will prove to be correct.

                                       8
<PAGE>

         CHANGING REGULATORY  ENVIRONMENT.  The Company's business is subject to
extensive  federal,  state  and  local  regulation.   Political,   economic  and
regulatory  influences  are  subjecting  the health care  industry in the United
States to  fundamental  change.  See  "Government  Regulation"  in the Company's
fiscal 1998 10-KSB.

Item 3.  Controls and Procedures

         The  Company's  President  and Chief  Executive  Officer  and its Chief
Financial Officer (the "Certifying Officers"),  are responsible for establishing
and  maintaining  disclosure  controls  and  procedures  for  the  Company.  The
Certifying  Officers have concluded (based on their evaluation of these controls
and  procedures  as of a date within 90 days of the filing of this  report) that
the design and operation of the Company's disclosure controls and procedures (as
defined  in Rule  13a-14(c)  under  the  Securities  Exchange  Act of 1934)  are
effective.  No significant  changes were made in the Company's internal controls
or in other factors that could significantly affect those controls subsequent to
the date of the  evaluation,  including  any  corrective  actions with regard to
significant deficiencies and material weaknesses.


                                       9
<PAGE>

Item 6.  Exhibits and reports on Form 8-K

(a)   Exhibits

     The following exhibit is filed as part of this report:
<TABLE>
<CAPTION>

                   SEC
   Exhibit      Reference
   Number         Number                            Title of Document                               Location
-------------------------------------------------------------------------------------------------------------------
    <S>             <C>      <C>                                                              <C>
    31.01           31       Certification of Chief Executive Officer Pursuant to Rule        This filing
                             13a-14
-------------------------------------------------------------------------------------------------------------------
    31.02           31       Certification of Chief Financial Officer Pursuant to Rule        This filing
                             13a-14
-------------------------------------------------------------------------------------------------------------------
    32.01           32       Certification Pursuant to 18 U.S.C. Section 1350, as Adopted     This filing
                             Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
                             (Chief Executive Officer)
-------------------------------------------------------------------------------------------------------------------
    32.02           32       Certification Pursuant to 18 U.S.C. Section 1350, as Adopted     This filing
                             Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
                             (Chief Financial Officer)
</TABLE>


b) Reports on Form 8-K - During the quarter, no reports on Form 8-K were filed
by the Company.

                                       10
<PAGE>

                                   SIGNATURE


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


                                             BSD MEDICAL CORPORATION



Date:  January, 14, 2004                     /s/ Hyrum A. Mead
     -------------------                     -----------------
                                             Hyrum A. Mead
                                             President


                                       11