Securities and Exchange Commission
                                Washington, D.C.
                                      20549



                                  Form 10-KSB/A



                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


                                        2
<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:

Bid                                               High Bid     Low Bid
---                                               --------     -------

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

     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  (as amended) 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  (as amended) 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,
                                     (as amended)
                                   2002        2003
                                ----------  ----------
Total Assets                    $       0   $       0
Total Liabilities                 446,831     299,700
Working Capital                  (446,831)   (299,700)
Long Term Debt/ Leases                  0           0
Stockholders' Equity (deficit)   (446,831)   (299,700)
</TABLE>



                                        3
<PAGE>
ITEM 7.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL
         ------------------------------------------------------
         CONDITION  AND  RESULTS  OF  OPERATIONS.  (as amended)
         ------------------------------------------------------

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 ($299,700) 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 and notes payable to related parties.
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.

     This  10KSB/A includes amended Consolidated Financial Statements of Medplus
Corporation for the fiscal year ended March 31, 2003 pursuant to an agreement to
rescind  and  reverse  certain transactions  involving the issuance of Preferred
Stock.  These amendments specifically affect the Balance Sheet at March 31, 2003
and  the  Statement of Stockholder Deficiency for the year ended March 31, 2003.

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

     None



                                        4
<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.

<TABLE>
<CAPTION>
                   Capacity in                   Annual Compensation
                   -----------                   -------------------
Individual         which served   Fiscal Year    Salary  Bonus  Other
-----------------  ------------  --------------  ------  -----  -----
<S>                <C>           <C>             <C>     <C>    <C>
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
</TABLE>

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.


                                        5
<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
</TABLE>

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

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.



                                        6
<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 (as amended) and March 31, 2002.

                                                                            Page

          Report of independent accountants (as amended). . . . . . . . . .  F-1
          Balance Sheet at March 31, 2003 (as amended). . . . . . . . . . .  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 (as amended)
               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


<PAGE>

                                        7
<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
September 24, 2003 (As Amended)


                                      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 Receivable
      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
    Notes Payable                                         203,200
    Accrued Payroll Taxes                                  94,500
                                                     -------------

    Total Current Liabilities                             299,700

    Total Liabilities                                     299,700

Comitments and Contingencies


                      S T O C K H O L D E R S ' E Q U I T Y
                      -------------------------------------

Preferred Stock                                                 -
    2,000,000 authorized shares, par value $.001
    no 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                             10,898,799
Retained Earnings                                     (11,243,578)
                                                     -------------

        Total Stockholders' Equity (Deficit)             (299,700)

        Total Liabilities and Stockholders' Equity   $          -
                                                     =============
</TABLE>


        The accompanying notes are integral part of 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 Financial Statements


                                      F-3
<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 Financial Statements


                                      F-4
<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      Stockholders'
                                          Shares     Shared    Par Value   Par Value     Capital      Earnings         Equity
                                        ----------------------------------------------------------  -------------  ---------------
<S>                                     <C>         <C>        <C>         <C>         <C>          <C>            <C>
Balance, March 31, 2001                 19,499,228          -  $   19,499  $        -  $10,414,310  $(11,275,917)  $     (842,108)


Stock Issued                               100,000                    100                    2,400                          2,500

Stock Issued for Debt Reduction          6,239,730                  6,240                  221,437                        227,677

Net Income  (Loss)                                                                                       165,100          165,100
                                        ----------------------------------------------------------  -------------  ---------------
Balance, March 31, 2002                 25,838,958          -      25,839               10,638,147   (11,110,817)        (446,831)
                                        ==========================================================  =============  ===============

Stock Issued for Services                7,133,770                  7,134                   64,204                         71,338

Stock Issued for Consulting Services     5,250,000                  5,250                   85,050                         90,300

Stock Issued for Debt Reduction          6,856,500                  6,857                  111,399                        118,255

Net Income  (Loss)                                                                                      (132,761)        (132,761)
                                        ----------------------------------------------------------  -------------  ---------------
Balance, March 31, 2003                 45,079,228          -      45,079           -   10,898,799   (11,243,578)        (299,700)
                                        ==========================================================  =============  ===============
</TABLE>


        The accompanying notes are integral part of 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
2,000,000  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.

     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.


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


6.   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.

7.   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.

8.   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.

9.   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>

                                  EXHIBIT INDEX

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

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

32.1 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

32.2 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


                                   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:   October 15, 2003                       \By\ Tim C. DeHerrera
                                               ---------------------
                                               Tim C. DeHerrera
                                               Chief Executive Officer

Date:   October 15, 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.

     Signature                   Title                             Date
     ---------                   -----                             ----

\By\ Tim C. DeHerrera          President;                    October 15, 2003
---------------------          Director
Tim C. DeHerrera

\By\ James Voloshin            Secretary, Treasurer          October 15, 2003
-------------------            Director
James Voloshin



<PAGE>