Securities and Exchange Commission
                                Washington, D.C.
                                      20549


                                  Form 10-KSB


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


For the fiscal year ended                         Commission file number
      March 31, 2003                                   0-16286


                               MEDPLUS CORPORATION
             (Exact name of Registrant as specified in its charter)

               Delaware                                   95-4082020
----------------------------------------------        -------------------
(State of other jurisdiction of identification       (IRS Employer number)
       incorporation or organization)

54 Broad Street, Suite 200B,
Red Bank, NJ,                                             07701
----------------------------------------                --------
(Address of Principal Executive Offices)               (Zip Code)

Registrant's telephone number,
     including area code:                                (732) 212-1133
                                                         --------------

           Securities registered pursuant to section 12(g) of the Act:


                          Common Stock, $.001 par value
                          -----------------------------
                                (Title of class)


Indicate  by  check  mark  whether  the  registrant;  (1)  has filed all reports
required  to  be  filed by Section 13 or 15(d) of the 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  by  check mark if disclosure of delinquent filers pursuant to Item 405
of  Regulation  S-K  is  not contained herein, and will not be contained, to the
best  of  registrant's  knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form  10-K.  Yes  X   No    .
                 ---     ---

The  aggregate market value of voting common stock held by non affiliates of the
registrant was approximately $672,720 based on the last reported average bid and
asked  price  of  the  common  stock  on  the OTC Bulletin Board on May 4, 2003.


The number of shares outstanding of the issuer's common stock as of May 4, 2003:
45,079,228.


<PAGE>
                               MEDPLUS CORPORATION

                                     PART I
ITEM 1.     BUSINESS
            --------

     MEDPLUS  CORPORATION  (the  "Company") was initially incorporated as Vision
Technology  International  in  Delaware in December 1986 and changed its name to
Medplus  Corporation  in  1992.  The  Company  is  a  reporting, publicly traded
company  that  trades  on  the OTC Bulletin Board under the symbol MDPL. In late
1992, the Company's primary business was patient financing through the Company's
acquisition  of  Patient  Plus,  Lincoln  Professional  Services Corporation and
Financial Health Network. In May 1998, the Company drastically reduced operating
its'  patient finance operations and went into a minimum business operation mode
seeking  additional  business  opportunities.  During  fiscal year 2003, Medplus
relocated  its  headquarters from Colorado Springs, Colorado to an office in Red
Bank,  New  Jersey.

     As  a  subsequent event On April 20, 2003, the Company's Board of Directors
voted  to  be regulated as a Business Development Company pursuant to Section 54
of  the  Investment  Company  Act  of  1940.  The  decision to become a Business
Development  Company  was  made  primarily  to  better  reflect  the  Company's
anticipated  future business and developing relationships.  The Company does not
intend  to  focus  its investments in any one industry; but intends to carefully
screen  any  and  all  candidates  that  appear  to  have  superior  investment
opportunities.

     Accordingly  the  Company  is  now  a Business Development Company that has
elected  to be regulated pursuant to Section 54 of the Investment Company Act of
1940. A Business Development Company is an investment company designed to assist
eligible  portfolio  companies  with  capital  formation.  Business  development
companies  are  required  to  offer, and many times do offer, to accompany their
investments  with  substantial  and  continuing  management  advice.

     The  Company  may  not  elect  to  withdraw its election to be regulated as
Business  Development Company without a vote of the holders of a majority of the
outstanding  voting securities.  The Company may, but is not required, to take a
controlling  position  in  its  investment companies.  The Company's policy with
respect  to any assets that are not required to be invested ineligible portfolio
companies  or  other  companies  qualifying  under  Section 55 of the Investment
Company Act of 1940, as well as with respect to investing as part of a group, is
to  be left to the discretion of the Board of Directors.  The Company will offer
managerial  assistance to each of its portfolio companies and reserves the right
to  be  compensated by the portfolio companies at market rates for such services
and  possible  equity  ownership  for  such  services.

Employees
---------
     At March 31, 2003, the Company had 1 part-time employee.

ITEM 2. PROPERTY
        --------

     The Company leases its office facilities in Red Bank under a month-to-month
lease  agreement.  The office space is fully utilized and management believes it
to  be  suitable  and adequate for it's reasonably foreseeable till expansion is
necessary.

ITEM 3. LEGAL  PROCEEDINGS
        ------------------

     NONE

ITEM 4. SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS
        -----------------------------------------------------------

     NONE


<PAGE>
                                     PART II

ITEM 5. MARKET  FOR  COMPANY'S  COMMON  EQUITY  AND
        -------------------------------------------
        RELATED  STOCKHOLDER  MATTERS
        -----------------------------

     The  Company's  common  Stock is traded on the OTC Bulletin Board under the
symbol  MDPL.  The  high  and low bid prices set forth through March 31, 2003 by
fiscal  quarter  on  the  following  table:

<TABLE>
<CAPTION>
Bid                                   High Bid   Low Bid
---                                   --------   -------
<S>                                   <C>        <C>
1st quarter ended June 30, 2001       $     .04  $    .03
2nd quarter ended September 30, 2001        .04       .02
3rd quarter ended December 31, 2001         .01       .01
4th quarter ended March 31, 2002            .04       .02

1st quarter ended June 30, 2002       $     .03  $    .02
2nd quarter ended September 30, 2002        .02       .01
3rd quarter ended December 31, 2002         .03       .03
4th quarter ended March 31, 2003            .02       .01
</TABLE>

     The  Company has not declared any cash dividends on its common stock in the
     past  two  years  and has no present intention to pay cash dividends in the
     foreseeable  future.

     The  foregoing  prices  represent  high  and  low closing bid prices, which
     reflect  quotations  between  dealers  without  adjustments  for  markups,
     markdowns  or commissions and may not represent actual transactions. On May
     4,  2003,  the  closing  price  of  the  Company's  common stock on the OTC
     Bulletin  Board  was  $.03 bid and $.01 asked. As of May 4, 2001 and to the
     best  of  the Company's knowledge, there were approximately 1300 holders of
     its  common  stock,  however  the  Company believes that there are over 150
     holders  of  its common stock held in "street name" by brokers and clearing
     houses.

ITEM 6. SELECTED FINANCIAL DATA
        -----------------------
     The following table sets forth, for the periods and at the dates indicated,
selected  consolidated financial data for the Company. The selected consolidated
financial  data  for the two fiscal years ended March 31, 2003 have been derived
from  the  audited  consolidated  financial  statements  of  the  Company.  This
information  should  be  read  in  conjunction  with  the consolidated financial
statements  of  the  Company and the notes thereto. See "Management's Discussion
and  Analysis  of  Financial  Condition  and  Results  of  Operations."

<TABLE>
<CAPTION>
                                 Year Ended March 31,
                                   2002        2003
                                ----------  ----------
<S>                             <C>         <C>
Revenues                        $     -0-   $     -0-
Income/Loss From
Operations                        165,100    (403,975)
Net Income/Loss From
Operations                        165,100    (132,761)
Income/Loss Per Share From
Operations                            nil         nil

                                  Year Ended March 31,
                                   2002        2003
                                ----------  ----------

Total Assets                    $     -0-   $       0
Total Liabilities                 446,831      96,500
Working Capital                  (446,831)    (96,500)
Long Term Debt/ Leases                  0           0
Stockholders' Equity (deficit)   (446,831)    (96,500)
</TABLE>


<PAGE>
ITEM 7. MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL
        ------------------------------------------------------
        CONDITION  AND  RESULTS  OF  OPERATIONS.
        ----------------------------------------
Liquidity  and  Capital  Resources
----------------------------------
     The  Company  has  historically  generated  the funds necessary to meet its
working  capital  needs  through internally generated funds, through the private
sale  of  common  stock  and  the  issuance  of  notes  payable.

     At March 31, 2003, the Company had working capital of ($96,500) compared to
working capital of ($446,831) at March 31, 2002. The increase in working capital
is primarily due to the Company's debt conversion to common stock for the twelve
months  ending  March  31, 2003 and as a subsequent event ending May 4 2003. The
Company's  current liabilities are higher than its assets due to debt obligation
to  the  Internal  Revenue Service. The Company intends to pay these liabilities
out  of  future  financing  and/or  operations.

     The  Company's liquidity needs are currently being met from the proceeds of
various  debt financing as a subsequent event. The Company's ability to continue
operations  is  dependent  upon the Company's ability to raise additional equity
and/or  debt  financing.  Management  is  continuing its efforts to raise equity
financing  in  order to meet its long-term and short-term liquidity needs. There
can  be no assurance that the Company will be able to consummate any transaction
and/or  raise  the  additional  financing  necessary  for continuing operations.
Results  of  Operations
-----------------------
Revenue
-------
     There  was  no Revenue derived from the Company's operations for the fiscal
years  ended  March  31,  2003  or  for  the  fiscal  year  2002.
Other  Operating  Expenses
--------------------------
     The  company had no other operating expenses other than as set forth in its
financial  statements  in  order to have the company continue its public status.

ITEM 8. FINANCIAL  STATEMENTS  AND  SUPPLEMENTARY  DATA
        -----------------------------------------------

     The  report  of  independent accountants and financial statements appear on
page  F1  of  this  report.

ITEM 9. CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON
        ------------------------------------------------------
        ACCOUNTING  AND  FINANCIAL  DISCLOSURE
        --------------------------------------

             NONE


<PAGE>
                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS
         --------------------------------
     The following table sets forth the names, ages and positions of the
directors and executive officers of the Company.

      Name           Age             Position
      ----           ---             --------
Tim C. DeHerrera     44          President, CEO, Director
P. James Voloshin    61          Director

     P.  James  Voloshin  was elected Director in January 1996. Tim C. DeHerrera
was  elected  Director in August 1996.  Each director will hold office until the
next  annual  meeting of stockholders or until his successor is duly elected and
qualified. The officers of the Company are elected by the Board of Directors and
hold  office  until their successors are elected or until resignation or removal
by  the  Board  of  Directors.
     Tim  C.  DeHerrera  has  held  the office of President of the Company since
January 1996. Prior to that Mr. DeHerrera was Executive Vice President in charge
of  marketing  from  November  1992  until January 1996. From January 1992 until
November  1992,  Mr.  DeHerrera  was President of Financial Health Network, Inc.
("FHN").  From June 1991 through December 1991, Mr. DeHerrera was Vice President
of  Special  Projects for International Finance Alliance, Inc. ("IFA"), a health
care  financial services company involved in patient financing from October 1990
through  June  1992.
     P.  James  Voloshin,  MD  has  been a Director of the Company since January
1996.  Dr.Voloshin  is  a  plastic surgeon and has been President of the Newport
Surgery Institute, located in Newport Beach, California, since 1986. Dr.Voloshin
co-founded  Surgical Funding Group, Inc. in 1992 and was its President until the
Company's  acquisition  of  Surgical Funding in November 1995. Dr.Voloshin is or
has  been  a  member  of ten medical societies including the American Society of
Plastic  Surgery.  Dr.Voloshin  holds  a  medical  degree from the University of
Alberta,  Canada.

As  a  subsequent  event the company had a change of control effective April 16,
2003, management transferred control in share ownership to Lloyd Madison Capital
Holdings,  Inc. The results of a subsequent Board meeting were as follows: Brian
Zucker,  CPA,  was  appointed  President  and  a  Director  of  the company; Tim
DeHerrera  remained  as  Director  and  is  now  Secretary  / Treasurer; and Lee
Reingold,  Leon  Golden  and  John  Leo  were  appointed  Directors.

ITEM 11.     EXECUTIVE COMPENSATION
             ----------------------
     None  of  the  Company's  executive  officers received any compensation for
services  rendered  during  the  fiscal year ended March 31, 2003. The following
tables  set  forth  the  compensation  received by the Company's Chief Executive
Officer  for  services rendered during the last two fiscal years ended March 31,
2003.

                   Capacity in                    Annual Compensation
                   ------------                  --------------------
Individual         which served   Fiscal Year    Salary  Bonus  Other
-----------------  ------------  --------------  ------  -----  -----
Tim C. DeHerrera    President    March 31, 2002   none   None   None
Tim C. DeHerrera    President    March 31, 2003   none   None   None

                   Capacity in                    Annual Compensation
                   ------------                  --------------------
Individual         which served   Fiscal Year    Salary  Bonus  Other
-----------------  ------------  --------------  ------  -----  -----
P. James Voloshin   Secretary    March 31, 2002   none   None   None
P. James Voloshin   Secretary    March 31, 2003   none   None   None

Stock  option  plan.  The  Company's  Stock  Option Plan (the "Option Plan") was
--------------------
adopted  by the Company's Board of Directors and approved by the stockholders in
April  1994.  A  total  of  1,000,000  shares  of Common Stock were reserved for
issuance  under  the  Option  Plan. The Option Plan provides for the granting to
certain  consultants  and  employees of stock options, stock appreciation rights
and  supplemental  bonuses.  The Plan permits the grant of both "incentive stock
options"  within the meaning of Section 422 of the Internal Revenue Code of 1986
(the  "Code"),  and non-statutory options, which do not meet the requirements of
Section  422.  The  Company  has  issued  stock options in the amount of 695,814
shares  to  consultants  of  the Company and all have been exercised. A total of
304,186  shares  remain  available.


<PAGE>
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
         --------------------------------------------------------------
     The  following  table sets forth information as of March 31, 2003 regarding
the  Company's  Common  Stock owned of record or beneficially by (i) each person
known  to  the  Company who owns beneficially 5% or more of the Company's Common
Stock;  (ii)  each  of  the  Company's  directors;  and  (iii)  all officers and
directors  as  a  group.

<TABLE>
<CAPTION>
                              Shares of Common    Percentage of Shares
Name of Beneficial           Stock Beneficially      of Common Stock
      Owner                      Owned   (1)       Beneficially owned
---------------------------  -------------------  ---------------------
<S>                          <C>                  <C>
Tim C. DeHerrera  (2)                  2,596,733                  8.03%
(President/director)

P. James Voloshin  (2)                 3,489,972                 10.70%
(Officer/Director)

All Officers and Directors             6,086,705                 18.82%
As a group two people

<FN>

1.   The  address  of  Messrs.  T.C. DeHerrera, and P. James Voloshin is MEDPLUS
     CORPORATION,  P.O.  Box  694,  Colorado  Springs,  Colorado,  80903.
</TABLE>

On  March  31,  2003  there  were  32,338,958  common  shares outstanding.  As a
subsequent  event on or before May 4, 2003 12,106,500 shares were issue for debt
conversion  and  debt  payment  that  are  reflected in the financial statements
contained  herein.  Additional  disclosure will be filed shortly herewith in the
company's  proxy  statement  and  other  regulatory  filings.


<PAGE>
                                     PART IV

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
          ----------------------------------------------
          None  in fiscal year 2003. As a subsequent event equity was issued for
          various  debt  conversions.  Such transactions will be detailed in the
          Companies'  proxy  statement  to  be  filed.

ITEM 14.  (a)  EXHIBITS, FINANCIAL STATEMENT SCHEDULES
               ---------------------------------------
               1. Financial Statements



                    The  following  consolidated  financial  statements  of
               MEDPLUS  CORPORATION  are  included  in  part  II,  Item  8.

                    Consolidated  financial statements for the fiscal years
               ended  March  31,  2003  and  March  31,  2002.


                                                         Page

            Report of independent accountants . . . . .  F-1
            Balance Sheet at March 31, 2003 . . . . . .  F-2
            Statement of operations for the years
                ended March 31, 2003
                and March 31, 2002. . . . . . . . . . .  F-3
            Statement of stockholders' deficiency for
                the years ended March 31, 2003
                and March 31, 2002. . . . . . . . . . .  F-4
            Statement of cash flows for the years
                ended March 31, 2003
                and March 31, 2002. . . . . . . . . . .  F-5
            Notes to financial statements . . . . . . .  F-6

            (b)  REPORTS  ON  FORM  8-K
                 ----------------------

            None
                                   SIGNATURES

Pursuant  to  the requirements of Section 13 or 15(d) of the Securities Exchange
Act  of  1934,  the  Registrant  has duly caused this report to be signed on its
behalf  by  the  undersigned,  thereunto  duly  authorized.

                               MEDPLUS CORPORATION


Date:     May 12, 2003                     \By\ Tim C. DeHerrera
                                           ---------------------
                                           Tim C. DeHerrera
                                           Chief Executive Officer

Date:     May 12, 2003                     \By\ James Voloshin
                                           -------------------
                                           James Voloshin
                                           Chief Financial Officer

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 dates indicated.


<PAGE>
     Signature                   Title                         Date
     ---------                   -----                         ----

\By\ Tim C. DeHerrera          President;                  May 12, 2003
---------------------          Director
Tim C. DeHerrera

\By\ James Voloshin            Secretary, Treasurer        May 12, 2003
-------------------            Director
James Voloshin

        CERTIFICATION OF TIM DEHERRERA AS PRESIDENT AND CHIEF EXECUTIVE
                              OFFICER PURSUANT TO
                      SECURITIES EXCHANGE ACT RULE 13A-14

I,  Tim  DeHerrera,  certify  that:
          1.  I  have  reviewed  this  annual  report  on Form 10-KSB of Medplus
          Corporation.;
          2.  Based  on  my  knowledge,  this annual report does not contain any
          untrue  statement  of a material fact or omit to state a material fact
          necessary  to  make the statements made, in light of the circumstances
          under  which such statements were made, not misleading with respect to
          the  period  covered  by  this  annual  report;
          3.  Based  on  my  knowledge,  the  financial  statements,  and  other
          financial  information  included in this annual report, fairly present
          in  all  material  respects  the  financial  condition,  results  of
          operations  and  cash  flows  of  the  registrant  as of, and for, the
          periods  presented  in  this  annual  report;
          4.  I  am  responsible  for  establishing  and  maintaining disclosure
          controls  and  procedures (as defined in Exchange Act Rules 13a-14 and
          (15d-14)  for  the  registrant  and  we  have:
               a)  designed  such  disclosure  controls and procedures to ensure
               that  material  information relating to the registrant, including
               its  consolidated  subsidiaries,  is  made  known to us by others
               within  those  entities,  particularly during the period in which
               this  annual  report  is  being  prepared;
               b)  evaluated  the  effectiveness  of the registrant's disclosure
               controls  and procedures as of a date within 90 days prior to the
               filing  date  of  this annual report (the "Evaluation Date"); and
               c)  presented  in  this  annual  report our conclusions about the
               effectiveness  of the disclosure controls and procedures based on
               our  evaluation  as  of  the  Evaluation  Date;
          5.  I  have  disclosed,  based  on  our most recent evaluation, to the
          registrant's auditors and the audit committee of registrant's board of
          directors  (or  persons  performing  the  equivalent  function):
               a)  all  significant  deficiencies  in the design or operation of
               internal  controls  which could adversely affect the registrant's
               ability  to  record, process, summarize and report financial data
               and  have  identified  for the registrant's auditors any material
               weaknesses  in  internal  controls;  and
               b)  any  fraud, whether or not material, that involves management
               or  other  employees  who  have  a  significant  role  in  the
               registrant's  internal  controls;  and
          6.  I  have  indicated in this annual report whether or not there were
          significant  changes  in  internal  controls  or in other factors that
          could significantly affect internal controls subsequent to the date of
          our  most  recent  evaluation,  including  any corrective actions with
          regard  to  significant  deficiencies  and  material  weaknesses.

                    Date: May 12, 2003
                    /s/ Tim DeHerrera
                    Tim DeHerrera
                    President and Chief Executive Officer


<PAGE>
        CERTIFICATION OF JAMES VOLOSHIN AS DIRECTOR AND CHIEF FINANCIAL
                              OFFICER PURSUANT TO
                      SECURITIES EXCHANGE ACT RULE 13A-14

I, James Voloshin, certify that:
          1.  I  have  reviewed  this  annual  report  on Form 10-KSB of Medplus
          Corporation.;
          2.  Based  on  my  knowledge,  this annual report does not contain any
          untrue  statement  of a material fact or omit to state a material fact
          necessary  to  make the statements made, in light of the circumstances
          under  which such statements were made, not misleading with respect to
          the  period  covered  by  this  annual  report;
          3.  Based  on  my  knowledge,  the  financial  statements,  and  other
          financial  information  included in this annual report, fairly present
          in  all  material  respects  the  financial  condition,  results  of
          operations  and  cash  flows  of  the  registrant  as of, and for, the
          periods  presented  in  this  annual  report;
          4.  I  am  responsible  for  establishing  and  maintaining disclosure
          controls  and  procedures (as defined in Exchange Act Rules 13a-14 and
          (15d-14)  for  the  registrant  and  we  have:
               a)  designed  such  disclosure  controls and procedures to ensure
               that  material  information relating to the registrant, including
               its  consolidated  subsidiaries,  is  made  known to us by others
               within  those  entities,  particularly during the period in which
               this  annual  report  is  being  prepared;
               b)  evaluated  the  effectiveness  of the registrant's disclosure
               controls  and procedures as of a date within 90 days prior to the
               filing  date  of  this annual report (the "Evaluation Date"); and
               c)  presented  in  this  annual  report our conclusions about the
               effectiveness  of the disclosure controls and procedures based on
               our  evaluation  as  of  the  Evaluation  Date;
          5.  I  have  disclosed,  based  on  our most recent evaluation, to the
          registrant's auditors and the audit committee of registrant's board of
          directors  (or  persons  performing  the  equivalent  function):
               a)  all  significant  deficiencies  in the design or operation of
               internal  controls  which could adversely affect the registrant's
               ability  to  record, process, summarize and report financial data
               and  have  identified  for the registrant's auditors any material
               weaknesses  in  internal  controls;  and
               b)  any  fraud, whether or not material, that involves management
               or  other  employees  who  have  a  significant  role  in  the
               registrant's  internal  controls;  and
          6.  I  have  indicated in this annual report whether or not there were
          significant  changes  in  internal  controls  or in other factors that
          could significantly affect internal controls subsequent to the date of
          our  most  recent  evaluation,  including  any corrective actions with
          regard  to  significant  deficiencies  and  material  weaknesses.

                    Date: May 12, 2003
                    /s/ James Voloshin
                    James Voloshin
                    Director and Chief Financial Officer


<PAGE>
MARCH 31, 2003
                   CERTIFICATION BY TIM DEHERRERA PURSUANT TO
18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906
                        OF THE SARBANES-OXLEY ACT OF 2002
The  undersigned,  President and Chief Executive Officer of Medplus Corporation,
(the  "Company"),  hereby  certify,  to  the best of my knowledge, that the Form
10-KSB  of  the  Company for the year ended March 31, 2003 (the "Annual Report")
accompanying  this  certification  fully  complies  with the requirements of the
Section  13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or
78o(d))  and  that  the  information  contained  in  the  Periodic Report fairly
presents,  in  all  material  respects,  the  financial condition and results of
operations  of  the  Company. The foregoing certification is incorporated solely
for  purposes  of  complying  with  the  provisions  of  Section  906  of  the
Sarbanes-Oxley  Act  and  is  not  intended  to  be  used for any other purpose.
/s/ Tim DeHerrera
Tim DeHerrera
President and Chief Executive Officer
Dated: May 12, 2003

MARCH 31, 2003
                   CERTIFICATION BY JAMES VOLOSHIN PURSUANT TO
18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906
                        OF THE SARBANES-OXLEY ACT OF 2002
The  undersigned,  Director  and Chief Financial Officer of Medplus Corporation,
(the  "Company"),  hereby  certify,  to  the best of my knowledge, that the Form
10-KSB  of  the  Company for the year ended March 31, 2003 (the "Annual Report")
accompanying  this  certification  fully  complies  with the requirements of the
Section  13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or
78o(d))  and  that  the  information  contained  in  the  Periodic Report fairly
presents,  in  all  material  respects,  the  financial condition and results of
operations  of  the  Company. The foregoing certification is incorporated solely
for  purposes  of  complying  with  the  provisions  of  Section  906  of  the
Sarbanes-Oxley  Act  and  is  not  intended  to  be  used for any other purpose.
/s/ James Voloshin
James Voloshin
Director Chief Financial Officer
Dated: May 12, 2003


<PAGE>
CLYDE BAILEY P.C.
________________________________________________________________________________
                                                     CERTIFIED PUBLIC ACCOUNTANT
                                                        10924 VANCE JACKSON #404
                                                        SAN ANTONIO, TEXAS 78230
                                                            (210) 699-1287(OFC.)
                                           (888) 699-1287 * (210) 691-2911 (FAX)
                                                                         Member:
                                                     American Institute of CPA's
                                                          Texas Society of CPA's

Board of Directors
Med Plus Corp

                          INDEPENDENT AUDITOR'S REPORT
                          ----------------------------

I have audited the accompanying balance sheet of Med Plus Corp ("Company") as of
March  31,  2003  and  the  related  statement  of  operations,  statement  of
stockholders'  equity, and the statement of cash flows for the years ended March
31,  2003  and  2002.  These  financial statements are the responsibility of the
Company's  management.  My  responsibility  is  to  express  an opinion on these
statements  based  on  my  audit.

I  conducted  our audit in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to  obtain  reasonable assurance about whether the financial statements are free
of  material misstatement. An audit includes examining on a test basis, evidence
supporting  the  amounts  and  disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made  by  management,  as  well  as  evaluating  the overall financial statement
presentation.  I  believe  that  my  audit  provides  a  reasonable basis for my
opinion.

In my opinion, the financial statements referred to above present fairly, in all
material  respects,  the  financial position of the Company as of March 31, 2003
and the results of its operations and its cash flows for the period for the year
ended March 31, 2003 and 2002 in conformity with accounting principles generally
accepted  in  the  United  States.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a going concern. The Company has limited operations
currently  and  suffered  recurring  losses from operations. These factors raise
substantial  doubt  about  the Company's ability to continue as a going concern.
This is further explained in the notes to financial statements.



                                Clyde Bailey P.C.

San Antonio, Texas
May 2, 2003


                                        F-1
<PAGE>
<TABLE>
<CAPTION>
                                  Med Plus Corp
                                  Balance Sheet

                                  March 31,2003


                                  A S S E T S
                                  -----------

<S>                                                  <C>
Current Assets                                       $          -
--------------
    Cash
      Accounts
      Other Current Assets
                                                     -------------
          Total Current Assets                                  -

Fixed Assets
------------
    Equipment
    Furniture & Fixtures
    Leasehold Improvements
                                                     -------------

    Less: Accumulated Depreciation
                                                     -------------

    Total Fixed Assets                                          -

    Total Assets                                     $          -
                                                     =============




                              L I A B I L I T I E S
                              ---------------------
Current Liabilities
-------------------
    Accrued Expenses                                 $      2,000
    Accrued Payroll Taxes                                  94,500
                                                     -------------

    Total Current Liabilities                              96,500

    Total Liabilities                                      96,500

Commitments and Contingencies


                      S T O C K H O L D E R S' E Q U I T Y
                      ------------------------------------
Preferred Stock                                             2,000
    20,000,000 authorized shares, par value $.001
    2,000,000 shares issued and outstanding
Common Stock                                               45,079
    100,000,000 authorized shares, par value $.001
    45,079,228 shares issued and outstanding
Additional Paid-in-Capital                             11,101,999
Retained Earnings                                     (11,243,578)
                                                     -------------
    Total Stockholders' Equity (Deficit)                  (96,500)
    Total Liabilities and Stockholders' Equity       $          -
                                                     =============
</TABLE>

      The accompanying notes are integral part of the Financial Statements.


                                       F-2
<PAGE>
<TABLE>
<CAPTION>
                                  MED PLUS CORP
                             STATEMENT OF OPERATIONS


                                              ==========================
                                                  FOR THE YEARS ENDED
                                                       MARCH 31
                                                  2003          2002
                                              ==========================
<S>                                           <C>           <C>
REVENUES:
---------
Revenues                                                -             -
                                              ------------  ------------

    Total Revenues                            $         -   $         -

EXPENSES:
---------
Professional Fees                                   5,500        11,107
Contract Services                                 391,888             -
Other Expenses                                      6,587         1,928
                                              ------------  ------------

    Total Expenses                                403,975        13,035

Loss from Operations                          $  (403,975)  $   (13,035)

OTHER INCOME AND (EXPENSES)
---------------------------
Debt Forgiveness                                  271,214       178,135
                                              ------------  ------------

    Total Other Income and (Expenses)             271,214       178,135

                                              ------------  ------------
          Net Income (Loss)                   $  (132,761)  $   165,100
                                              ============  ============


Basic and Diluted Earnings Per Common Share         (0.00)         0.01
                                              ------------  ------------

Weighted Average number of Common Shares       31,283,348    22,669,093
  used in per share calculations              ============  ============

</TABLE>

      The accompanying notes are integral part of the Financial Statements.


                                       F-3
<PAGE>
<TABLE>
<CAPTION>
                                                      MED PLUS CORP
                                            STATEMENT OF STOCKHOLDERS' EQUITY
                                                  AS OF MARCH 31, 2003


                                                                   Common    Preferred
                                                                   Stock       Stock
                                            Common    Preferred    $0.001      $0.001      Paid-In      Retained
                                            Shares     Shared    Par Value   Par Value     Capital      Earnings
                                          ----------------------------------------------------------  -------------
<S>                                       <C>         <C>        <C>         <C>         <C>          <C>
  Balance, March 31, 2001                 19,499,228          -  $   19,499  $        -  $10,414,310  $(11,275,917)


   Stock Issued                              100,000                    100                    2,400

   Stock Issued for Debt Reduction         6,239,730                  6,240                  221,437

   Net Income  (Loss)                                                                                      165,100
                                          ----------------------------------------------------------  -------------

   Balance, March 31, 2002                25,838,958          -      25,839               10,638,147   (11,110,817)
                                          ==========================================================  =============

   Stock Issued for Services               7,133,770                  7,134                   64,204

   Stock Issued for Consulting Services    5,250,000                  5,250                   85,050

   Stock Issued for Debt Reduction         6,856,500                  6,857                  111,399

   Stock Issued for Debt Reduction                    2,000,000                   2,000      203,200

   Net Income  (Loss)                                                                                     (132,761)
                                          ----------------------------------------------------------  -------------

   Balance, March 31, 2003                45,079,228  2,000,000      45,079       2,000   11,101,999   (11,243,578)
                                          ==========================================================  =============



                                           Stockholders'
                                              Equity
                                          ---------------
<S>                                       <C>
  Balance, March 31, 2001                 $     (842,108)


    Stock Issued                                   2,500

   Stock Issued for Debt Reduction               227,677

   Net Income  (Loss)                            165,100
                                          ---------------

   Balance, March 31, 2002                      (446,831)
                                          ===============

   Stock Issued for Services                      71,338

   Stock Issued for Consulting Services           90,300

   Stock Issued for Debt Reduction               118,255

   Stock Issued for Debt Reduction               205,200

   Net Income  (Loss)                           (132,761)
                                          ---------------

   Balance, March 31, 2003                       (96,500)
                                          ===============
</TABLE>

      The accompanying notes are integral part of the Financial Statements.


                                       F-4
<PAGE>
<TABLE>
<CAPTION>
                                  MED PLUS CORP
                            STATEMENT OF CASH FLOWS


                                                   ======================
                                                     FOR THE YEARS ENDED
                                                          MARCH 31
                                                      2003        2002
                                                   ==========  ==========
<S>                                                <C>         <C>
Cash Flows from Operating Activities:
-------------------------------------
    Net Income (Loss)                              $(132,761)  $ 165,100
    Changes in operating assets and liabilities:
        Stock Issued for Services                    366,838           -
        Accounts Payable                            (259,077)   (178,135)
        Other Liabilities                                  -       7,500
                                                   ----------  ----------
        Total Adjustments                            107,761    (170,635)
                                                   ----------  ----------

Net Cash Used in Operating Activities              $ (25,000)  $  (5,535)

Cash Flows from Investing Activities:

    Fixed Assets                                           -           -
                                                   ----------  ----------

Net Cash Used in Investing Activities              $       -   $       -
                                                   ----------  ----------

Cash Flows from Financing Activities:

    Shareholder Loans                                 25,000       3,035
    Stock Issued                                           -       2,500
                                                   ----------  ----------

Net Cash Provided for Financing Activities         $  25,000   $   5,535
                                                   ----------  ----------

Net Increase (Decrease) in Cash                    $       -   $       -

Cash Balance,  Begin Period                                -           -
                                                   ----------  ----------

Cash Balance,  End Period                          $       -   $       -
                                                   ==========  ==========

Supplemental Disclosures:
    Cash Paid for interest                                 -           -
    Cash Paid for income taxes                             -           -
</TABLE>

      The accompanying notes are integral part of the Financial Statements.


                                       F-5
<PAGE>
                      MEDPLUS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



1.   GENERAL  AND  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     GENERAL -- Medplus Corporation and Subsidiaries (the "Company") operates in
the  health  care  financing industry. It has developed its private label health
care  credit card, among other products, for health care patients use in funding
the  self-pay  portion  of  their health care expenditures. The Company utilizes
outside  lenders  to  provide  the  financing  for its products. The Company was
incorporated  in the State of Delaware in December 1986. The company has a total
of  120,000,000  authorized  shares  with  a  par  value of $.001 per share with
20,000,000  shares  designated  as  preferred  shares  and the balance as common
shares.  The  Company  has 45,079,228 common shares issued and outstanding as of
March  31,  2003  and  2,000,000  preferred  shares issued as of March 31, 2003.

     The  Company  ceased  all  operations  in  1998 and has little or no viable
operations  since  that  date.

     BASIS OF PRESENTATION -- The accompanying consolidated financial statements
have  been prepared on a going concern basis, which contemplates the realization
of  assets and the satisfaction of liabilities in the normal course of business.
The  Company  has  been  inactive  since  1998.  These factors indicate that the
Company  will  be  unable  to  continue  as  a  going  concern. The consolidated
financial  statements  do  not  include  any  adjustments  relating  to  the
recoverability  and  classification of recorded asset amounts or the amounts and
classification  of  liabilities  that  might  be necessary should the Company be
unable  to  continue  as  a going concern. The Company's continuation as a going
concern  is  dependent  upon its ability to generate sufficient cash to meet its
obligations  on  a  timely  basis,  to  obtain financing as may be required, and
ultimately  to  attain  successful  operations.

     PRINCIPLES  OF  CONSOLIDATION  --  The  consolidated  financial  statements
include  the  accounts of the Company and its wholly-owned subsidiaries: Patient
Plus  Occupational  Health Centers, Inc. and Lincoln Professional Services, Inc.
All  intercompany  accounts  and  transactions  have  been  eliminated.

     USE  OF  ESTIMATES -- The preparation of the Company's financial statements
in  conformity with generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported amounts of assets and
liabilities  and  disclosure of contingent assets and liabilities at the date of
the  financial statements and the reported amounts of income and expenses during
the  reporting  period.  Actual  results  could  differ  from  those  estimates.

     STATEMENT OF CASH FLOWS -- The Company considers cash on deposit with banks
to  be  cash  and  cash  equivalents.

     NET  LOSS  PER SHARE -- Net loss per share is computed by dividing net loss
by  the  weighted  average  number  of shares of common stock outstanding. Stock
warrants are not included in the calculation of net loss per share because their
effect  would  be  anti-dilutive.

     RECLASSIFICATIONS -- Certain reclassifications have been made to prior year
amounts  in  order  to  conform  to  current  year  presentation.


                                       F-6
<PAGE>
                      MEDPLUS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



RECENT  ACCOUNTING  DEVELOPMENTS:

In  June  2001,  the  FASB issued SFAS No. 143, "Accounting for Asset Retirement
Obligations".  SFAS  No.  143  addresses  financial accounting and reporting for
obligations associated with the retirement of tangible long-lived assets and the
associated  asset  retirement  costs. SFAS No. 143 is effective for fiscal years
beginning  after June 15, 2002. The Company does not expect that there will be a
material  impact  from  the  adoption of SFAS No. 143 on its financial position,
results  of  operations,  or  cash  flows.

In  August 2001, the FASB issued SFAS No. 144, "Accounting for the Impairment or
Disposal  of Long-Lived Assets". SFAS No. 144 addresses financial accounting and
reporting  for  the  impairment  or disposal of long-lived assets. It supersedes
SFAS  No.  121,  "Accounting  for  the  Impairment  of Long-Lived Assets and for
Long-Lived  Assets  To  Be  Disposed  Of",  and  the  accounting  and  reporting
provisions  of  Accounting Principles Board Statement ("APB") 30, "Reporting the
Results  of  Operations  -  Reporting  the Effects of Disposal of a Segment of a
Business,  and  Extraordinary,  Unusual  and  Infrequently  Occurring Events and
Transactions",  for  the  disposal  of  a  segment of a business. The Company is
required  to  adopt SFAS No. 144 on October 1, 2002. The Company does not expect
that  the  adoption of SFAS No. 144 will have a material effect on its financial
position,  results  of  operations  or  cash  flows.

In  April 2002, the FASB issued SFAS No. 145, "Rescission of FASB Statements No.
4,44  and  64,  Amendment  of FASB Statement No. 13, and Technical Corrections".
SFAS  No.  145  requires  the  classification  of  gains  and  losses  from
extinguishments  of  debt  as  extraordinary  items  only  if  they meet certain
criteria  for  such  classification  in  APB  No.  30, "Reporting the Results of
Operations,  Reporting  the  Effects of Disposal of a Segment of a Business, and
Extraordinary, Unusual, and Infrequently Occurring Events and Transactions". Any
gain  or  loss on extinguishments of debt classified as an extraordinary item in
prior  periods  that  does  not  meet the criteria must be reclassified to other
income  or  expense.  These  provisions are effective for fiscal years beginning
after  May  15,  2002.  Additionally,  SFAS  No.  145  requires  sale-leaseback
accounting for certain lease modifications that have economic effects similar to
sale-leaseback  transactions.  These  lease  provisions  are  effective  for
transactions  occurring  after  May  15,  2002.  The Company does not expect the
adoption  of  SFAS  No. 145 to have a material effect on its financial position,
results  of  operations  or  cash  flows.

In  July  2002,  the FASB issued SFAS No. 146 , "Accounting for Costs Associated
with  Exit  or Disposal Activities". SFAS No. 146 replaces "Emerging Issues Task
Force  Issue  No.  94-3, "Liability Recognition for Certain Employee Termination
Benefits  and  Other Costs to Exit an Activity (including Certain Costs Incurred
in  a  Restructuring)".  SFAS  No.  146  requires  companies  to recognize costs
associated  with  exit or disposal activities when they are incurred rather than
at  the  date  of  a  commitment  to an exit or disposal plan. Examples of costs
covered  by  the  standard  include lease termination costs and certain employee
severance  costs  that  are  associated  with  a  restructuring,  discontinued
operation, plant closing, or other exit or disposal activity. SFAS No. 146 is to
be applied prospectively to exit or disposal activities initiated after December
31,  2002.  The  Company  does not expect the adoption of SFAS No. 146 to have a
material  effect on its financial position, results of operations or cash flows.


                                       F-7
<PAGE>
                      MEDPLUS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



2.   NOTES  PAYABLE  TO  RELATED  PARTIES

All  of  the notes payable to related parties have been either settled for stock
or  written  off as of March 31, 2003. A balance of $63,000 has been written off
due  to  the  fact that no contact has been received from the individual in over
four  years.

3.   OPERATING  LEASE

The  Company leases office space from an affiliate of one of its shareholders on
a  month-to-month  basis

4.  ACCOUNTS  PAYABLE

The remaining balance in Accounts Payable contains payable that were outstanding
since  March  31,  1998.  The Company believes that the vendors have written the
balances  off  their  books,  and  has  determined  to write off the outstanding
balance  in  accounts payable to debt forgiveness in the statement of operations
in  the  amount  of  $208,214.


5.   COMMON  STOCK

The Company issued common stock to settle certain debt to related parties and to
settle  accrued  salaries.  The  details  are  as  follows:

In  July  of  2002,  the  Company issued 7,133,770 shares of its common stock to
settle  $71,338  in services to the Company. The common stock was valued at $.01
per  share.

The  Company  issued  6,856,500 shares of its common stock to settle $118,255 in
Accrued  Expenses  and  Notes  Payable  Related  Parties  to officers, directors
employees  of the Company that was not paid. The common stock was valued at $.02
per  share.

The  Company  also  issued 5,250,000 shares of its common stock to a law firm to
settle  an  outstanding  payable  and  consulting  services in a pending merger.

During the year ending March 31, 2002, the Company issued common stock to settle
debts  owed  to  related  parties.  The  details  are  as  follows:

On  May 21, 2001, the Company issued 1,239,730 restricted shares of common stock
to  settle  $120,177  in  related  party  debts.

On February 12, 2002, the Company issued 5,000,000 shares of unrestricted common
stock  to  settle  $100,000  in  related  party  debts.

6.  PREFERRED  STOCK

The  Company  issued 2,000,000 shares of its preferred stock to its directors to
settle  future salary and consulting contracts. The preferred stock was recorded
at  $205,200.  Although the preferred shares were issued April 4, 2003, they are
being  recorded  in  these  financial  statements  so as to make these financial
statements  show  the  proper  reflection  of  the  Company's  position.


                                       F-8
<PAGE>
                      MEDPLUS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



7.   INCOME  TAXES

Deferred  income  taxes  arise  from  temporary  differences  resulting from the
Company's subsidiary utilizing the cash basis of accounting for tax purposes and
the  accrual  basis  for  financial  reporting  purposes.  Deferred  taxes  are
classified  as  current  or  non-current, depending on the classification of the
assets  and liabilities to which they relate. Deferred taxes arising from timing
differences  that  are  not  related  to an asset or liability are classified as
current  or non-current depending on the periods in which the timing differences
are  expected to reverse. The Company's previous principal temporary differences
relate  to  revenue  and  expenses accrued for financial purposes, which are not
taxable  for  financial  reporting  purposes.  The  Company's material temporary
differences  consist  of  bad  debt expense recorded in the financial statements
that  is  not  deductible  for  tax purposes and differences in the depreciation
expense  calculated  for  financial  statement  purposes  and  tax  purposes

As  of  March  31,  2003,  the  Company  has net operating loss carryforwards of
approximately $8,764,761 which expire beginning in fiscal year 2020. As of March
31,  2003,  the  Company  has  recorded a valuation allowance to reduce existing
deferred  tax  assets  since  the  assets  are  not  likely  to  be  realized.

8.  GOING  CONCERN

The  Company's  financial  statements  are  prepared  using  generally  accepted
accounting  principles  applicable  to  a  going concern, which contemplates the
realization  of  assets  and  liquidation of liabilities in the normal course of
business.  However, the Company does not have significant cash or other material
assets,  nor  does it have an established source of revenues sufficient to cover
its  operating  costs  and  to  allow  it  to continue as a going concern. These
factors  raise  substantial  doubt  about the Company's ability to continue as a
going  concern.

9.  OFFER  AND  COMPRIMISE  ACCEPTED  -  On August 7, 2001, the Internal Revenue
Service  accepted  an  offer  of  $  94,500  to  settle  outstanding payroll tax
liabilities  and  release  liens associated with payroll taxes from 1996 through
1999.  The  offer  was due to be paid in January 2002. The accrued payroll taxes
have  been  adjusted  in  these financial statements to reflect this settlement.

10.  SUBSEQUENT  EVENT

There  were no subsequent events that have occurred since the balance sheet date
that  warrant  disclosure  in  these  financial  statements.


                                       F-9
<PAGE>