FORM 10-KSB
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

         [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                   For the fiscal year ended December 31, 2001

                                       OR

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

For the transition period from                  to                   .
                               ----------------    ------------------

                         Commission File Number 0-16335

                          BIO-MEDICAL AUTOMATION, INC.
           (Name of Small Business Issuer as Specified in its Charter)

             Colorado                                        84-0922701
      -----------------------                            ------------------
      (State or other juris-                              (IRS Employer
       diction of incorpora-                             Identification No.)
       tion or organization)

            10 South Street, Suite 202, Ridgefield, Connecticut 06877
           -----------------------------------------------------------
                    (Address of Principal Executive Offices)

Issuer's telephone number, including area code: (203) 894 - 9755

Securities registered under Section 12(g) of the Exchange Act:

                          $0.10 Par Value Common Stock
                   -------------------------------------------
                                (Title of Class)

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

Check if there is no disclosure of delinquent filers in response to Item 405
of Regulation S-K is not contained in this form, and no disclosure will 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-KSB or any amendment to this Form 10-KSB.    [X]

The Issuer's revenues for fiscal year ended December 31, 2001, were $8,335.

The aggregate market value of the Registrant's voting stock held, as of March
25, 2002, by non-affiliates of the Registrant was $481,762.

As of March 25, 2002, Registrant had 813,028 shares of its $0.10 par value
common stock outstanding.

Transitional Small Business Disclosure Format (check one):    Yes       No  X
                                                                  ---      ---
<PAGE>

                                     PART I

ITEM 1.  BUSINESS.

        Bio-Medical Automation, Inc. was incorporated as a Colorado corporation
on October 13, 1983 under the name OZO Diversified Automation, Inc. In March
1999, in connection with the sale of substantially all of the Company's assets
the Company changed its name to Bio-Medical Automation, Inc. ("BMA" or the
"Company").

        On March 9, 1999, the Company completed the sale of substantially all of
its assets to JOT Automation, Inc. (the "JOT Transaction"). As a result of the
JOT Transaction, the Company's historical business, the depaneling and routing
business, is considered to be a "discontinued operation" and, consequently,
provides no benefit to persons seeking to understand the Company's financial
condition or results of operations.

        Following the JOT Transaction the Company devoted its efforts to the
development of a prototype micro-robotic device (the "micro-robotic device") to
manipulate organic tissues on an extremely small scale. Due to the inability to
complete the micro-robotic device, the Company has determined that it will no
longer pursue the sale or development of its micro-robotic device and, as of
June 30, 2000, the capitalized costs related to the patent underlying the
micro-robotic device have been written off by the Company. The Company has never
derived any revenues from the micro-robotic device and the Company does not
expect that it will ever derive any revenues from this technology.

         The Company's management is currently seeking to arrange for a merger,
acquisition, business combination or other arrangement by and between the
Company and a viable operating entity. The Company has not identified a viable
operating entity for a merger, acquisition, business combination or other
arrangement, and there can be no assurance that the Company will ever
successfully arrange for a merger, acquisition, business combination or other
arrangement by and between the Company and a viable operating entity.

     The Company anticipates that the selection of a business opportunity will
be a complex process and will involve a number of risks, because potentially
available business opportunities may occur in many different industries and may
be in various stages of development. Due in part to depressed economic
conditions in a number of geographic areas, rapid technological advances being
made in some industries and shortages of available capital, management believes
that there are numerous firms seeking either the limited additional capital
which the Company will have or the benefits of a publicly traded corporation, or
both. The perceived benefits of a publicly traded corporation may include
facilitating or improving the terms upon which additional equity financing may
be sought, providing liquidity for principle shareholders, creating a means for
providing incentive stock options or similar benefits to key employees,
providing liquidity for all shareholders and other factors.


                                       2
<PAGE>

     In some cases, management of the Company will have the authority to effect
acquisitions without submitting the proposal to the shareholders for their
consideration. In some instances, however, the proposed participation in a
business opportunity may be submitted to the shareholders for their
consideration, either voluntarily by the Board of Directors to seek the
shareholders' advice and consent, or because of a requirement of state law to do
so.

     In seeking to arrange a merger, acquisition, business combination or other
arrangement by and between the Company and a viable operating entity,
management's objective will be to obtain long-term capital appreciation for the
Company's shareholders. There can be no assurance that the Company will be able
to complete any merger, acquisition, business combination or other arrangement
by and between the Company and a viable operating entity.


Risk Factors Affecting Operating Results and Market Price of Stock
------------------------------------------------------------------

     You should carefully consider the risks described below before making an
investment decision concerning the common stock of the Company. The risks and
uncertainties described below are not the only ones we face. If any of the
following risks actually occur, our business, financial condition or results of
operations could be materially and adversely affected. In that case, the trading
price of our common stock could decline, and you may lose all or part of your
investment.

The Company Has Limited Resources
---------------------------------

     The Company has limited resources and has had no revenues from operations
for the fiscal years ended December 31, 2001 and December 31, 2000. On March 9,
1999, the Company sold substantially all of its assets and essentially ceased
all operations. Currently, the sole source of revenue for the Company is
interest income. The Company will only earn revenues through the acquisition of
or merger with a target company (an "Acquisition"). There can be no assurance
that any target company (a "Target"), at the time of the Company's consummation
of an Acquisition of the Target, or at any time thereafter, will derive any
material revenues from its operations or operate on profitable basis. The
current assets of the Company, may not be sufficient to fund any Acquisitions.
Based on the Company's limited resources, the Company may not be able to
effectuate its business plan and consummate an Acquisition. There can be no
assurance that determinations ultimately made by the Company will permit the
Company to achieve its business objectives.

The Company Will Need Additional Financing in Order to Execute Its Business
Plan
----------------------------------------------------------------------------

     The Company has had only nominal revenues to date and will be entirely
dependent upon its limited available financial resources to implement its
business plan. The Company cannot ascertain with any degree of certainty the
capital requirements for the execution of its business plan. In the event that
the Company's limited financial resources prove to be insufficient to implement
its business plan, the Company will be required to seek additional financing. In
addition, in the event of the consummation of an Acquisition, the Company may
require additional financing to fund the operations or growth of the Target.

                                       3
<PAGE>

Additional Financing May Not Be Available to the Company
--------------------------------------------------------

     There can be no assurance that additional financing will be available on
acceptable terms, or at all. To the extent that additional financing proves to
be unavailable when needed, the Company would, in all likelihood, be compelled
to abandon plans for Acquisitions, and would have minimal capital remaining to
pursue other Targets. The failure by the Company to secure additional financing,
if needed, could also have a material adverse effect on the continued existence
of BMA. The Company has no arrangements with any bank or financial institution
to secure financing and there can be no assurance that any such arrangement, if
required or otherwise sought, would be available on terms deemed to be
commercially acceptable and in the best interests of the Company.


The Company May Not Be Able to Borrow Funds
-------------------------------------------

     While there currently are no limitations on the Company's ability to borrow
funds, the limited resources of the Company and limited operating history will
make it difficult to borrow funds. The amount and nature of any borrowings by
the Company will depend on numerous considerations, including the Company's
capital requirements, the Company's perceived ability to meet debt service on
any such borrowings and the then prevailing conditions in the financial markets,
as well as general economic conditions. There can be no assurance that debt
financing, if required or sought, would be available on terms deemed to be
commercially acceptable by and in the best interests of the Company. The
inability of the Company to borrow funds required to effect or facilitate an
Acquisition may have a material adverse effect on the Company's financial
condition and future prospects. Additionally, to the extent that debt financing
ultimately proves to be available, any borrowings may subject the Company to
various risks traditionally associated with indebtedness, including the risks of
interest rate fluctuations and insufficiency of cash flow to pay principal and
interest. Furthermore, a Target may have already incurred borrowings and,
therefore, the Company will be subjected to all the risks inherent thereto.

Competition for Acquisitions
----------------------------

     The Company expects to encounter intense competition from other entities
having business objectives similar to those of the Company. Many of these
entities, including venture capital partnerships and corporations, blind pool
companies, large industrial and financial institutions, small business
investment companies and wealthy individuals, are well-established and have
extensive experience in connection with identifying and effecting Acquisitions
directly or through affiliates. Many of these competitors possess greater
financial, technical, human and other resources than the Company and there can
be no assurance that the Company will have the ability to compete successfully.
The Company's financial resources will be limited in comparison to those of many
of its competitors. This inherent competitive limitation may compel the Company
to select certain less attractive acquisition prospects. There can be no
assurance that such prospects will permit the Company to achieve its stated
business objectives.


                                       4
<PAGE>

The Company May Be Subject to
Uncertainty in the Competitive Environment of a Target
------------------------------------------------------

     In the event that the Company succeeds in effecting an Acquisition, the
Company will, in all likelihood, become subject to intense competition from
competitors of the Target. In particular, certain industries which experience
rapid growth frequently attract an increasingly large number of competitors,
including competitors with greater financial, marketing, technical, human and
other resources than the initial competitors in the industry. The degree of
competition characterizing the industry of any prospective Target cannot
presently be ascertained. There can be no assurance that, subsequent to a
consummation of an Acquisition, the Company will have the resources to compete
effectively in the industry of the Target, especially to the extent that the
Target is in a high growth industry.

The Company May Pursue an Acquisition With a Target Operating Outside the
United States: Special Additional Risks Relating to Doing Business in a Foreign
Country
-------------------------------------------------------------------------------

        The Company may effectuate an Acquisition with a Target whose business
operations or even headquarters, place of formation or primary place of business
are located outside the United States. In such event, the Company may face the
significant additional risks associated with doing business in that country. In
addition to the language barriers, different presentations of financial
information, different business practices, and other cultural differences and
barriers that may make it difficult to evaluate such a Target, ongoing business
risks may result from the internal political situation, uncertain legal systems
and applications of law, prejudice against foreigners, corrupt practices,
uncertain economic policies and potential political and economic instability
that may be exacerbated in various foreign countries.

Steven N. Bronson is Critical to the Future Success of the Company
------------------------------------------------------------------

     Steven N. Bronson is the Chairman, C.E.O. and President of the Company. The
ability of the Company to successfully carry out its business plan and to
consummate any Acquisitions will be dependent upon the efforts of Mr. Bronson
and the Company's directors. Notwithstanding the significance of Mr. Bronson,
the Company has not obtained any "key man" life insurance on his life. The loss
of the services of Mr. Bronson could have a material adverse effect on the
Company's ability to successfully achieve its business objectives. If additional
personnel are required, there can be no assurance that the Company will be able
to retain such necessary additional personnel.

Mr. Bronson Has Effective Control of the Company's Affairs
----------------------------------------------------------

     Mr. Bronson beneficially owns and controls 664,667 shares of common stock
of the Company, including options to purchase 120,000 shares of common stock,
representing approximately 72.0% of the issued and outstanding shares of common
stock and approximately 72.0% of the voting power of the issued and outstanding
shares of common stock of the Company. In the election of directors,
stockholders are not entitled to cumulate their votes for nominees. Accordingly,
as a practical matter, Mr. Bronson may be able to elect all of the Company's
directors and otherwise direct the affairs of the Company.

                                       5
<PAGE>

There Exist Conflicts of Interest
Relating to Mr. Bronson's Time Commitment to the Company
--------------------------------------------------------

     Mr. Bronson is not required to commit his full time to the affairs of the
Company. Mr. Bronson will have conflicts of interest in allocating management
time among various business activities. As a result, the consummation of an
Acquisition may require a greater period of time than if Mr. Bronson devoted his
full time to the Company's affairs. However, Mr. Bronson will devote such time
as he deems reasonably necessary to carry out the business and affairs of the
Company, including the evaluation of potential Targets and the negotiation and
consummation of Acquisitions and, as a result, the amount of time devoted to the
business and affairs of the Company may vary significantly depending upon, among
other things, whether the Company has identified a Target or is engaged in
active negotiation and consummation of an Acquisition.


There Exist Risks to Stockholders Relating to Dilution:
Authorization of Additional Securities and
Reduction of Percentage Share Ownership Following Merger
--------------------------------------------------------

     The Company's Certificate of Incorporation authorizes the issuance of
5,000,000 shares of common stock. As of March 25, 2002 the Company had
approximately 813,028 shares of common stock issued and outstanding and
approximately 4,186,972 authorized but unissued shares of common stock available
for issuance. Although the Company has no commitments as of this date to issue
its securities, the Company will, in all likelihood, issue a substantial number
of additional shares in connection with or following an Acquisition. To the
extent that additional shares of common stock are issued, the Company's
stockholders would experience dilution of their ownership interests in the
Company. Additionally, if the Company issues a substantial number of shares of
common stock in connection with or following an Acquisition, a change in control
of the Company may occur which may affect, among other things, the Company's
ability to utilize net operating loss carry forwards, if any. Furthermore, the
issuance of a substantial number of shares of common stock may adversely affect
prevailing market prices, if any, for the common stock and could impair the
Company's ability to raise additional capital through the sale of its equity
securities. The Company may use consultants and other third parties providing
goods and services. These consultants or third parties may be paid in cash,
stock, options or other securities of the Company. The Company may in the future
need to raise additional funds by selling securities of the Company which may
involve substantial additional dilution to the investors.



                                       6
<PAGE>

The Company is Authorized to Issue Preferred Stock
--------------------------------------------------

BMA's Articles of Incorporation authorizes the designation and issuance of
1,000,000 shares of preferred stock (the "Preferred Stock"), with such
designations, powers, preferences, rights, qualifications, limitations and
restrictions of such series as the Board, subject to the laws of the State of
Colorado, may determine from time to time. Accordingly, the Board is empowered,
without stockholder approval, to designate and issue Preferred Stock with
dividend, liquidation, conversion, voting or other rights which could adversely
affect the voting power or other rights of the holders of Common Stock. In
addition, the Preferred Stock could be utilized, under certain circumstances, as
a method of discouraging, delaying or preventing a change of control. Although
we do not currently intend to designate or issue any shares of Preferred Stock,
there can be no assurance that we will not do so in the future. It is likely
however, that following a merger, new management may issue such preferred stock,
and it is possible that one or more series of preferred stock will be designated
and/or issued in order to effectuate a merger or financing. As of this date, we
have no outstanding shares of Preferred Stock and we have not designated the
rights or preferences of any series of preferred stock.

The Uncertain Structure of an Acquisition May
Result in Risks Relating to the Market for the Company's Common Stock
---------------------------------------------------------------------

     The Company may form one or more subsidiary entities to effect an
Acquisition and may, under certain circumstances, distribute the securities of
subsidiaries to the stockholders of the Company. There cannot be any assurance
that a market would develop for the securities of any subsidiary distributed to
stockholders or, if it did, any assurance as to the prices at which such
securities might trade.

The Company Expects to Pay No Cash Dividends
--------------------------------------------

     The Company presently does not expect to pay dividends. The payment of
dividends, if any, will be contingent upon the Company's revenues and earnings,
if any, capital requirements, and general financial condition. The payment of
any dividends will be within the discretion of the Company's then Board of
Directors. The Company presently intends to retain all earnings, if any, to
implement its business plan, accordingly, the Board does not anticipate
declaring any dividends in the foreseeable future.

Indemnification of Officers and Directors
-----------------------------------------

     The Company's Certificate of Incorporation provides for the indemnification
of its officers and directors to the fullest extent permitted by the laws of the
State of Colorado. It is possible that the indemnification obligations imposed
under these provisions could result in a charge against the Company's earnings
and thereby affect the availability of funds for other uses by the Company.


                                       7
<PAGE>

Taxation Considerations May Impact the
Structure of an Acquisition and Post-merger Liabilities
-------------------------------------------------------

     Federal and state tax consequences will, in all likelihood, be major
considerations for the Company in consummating an Acquisition. The structure of
an Acquisition or the distribution of securities to stockholders may result in
taxation of the Company, the Target or stockholders. Typically, these
transactions may be structured to result in tax-free treatment to both
companies, pursuant to various federal and state tax provisions. The Company
intends to structure any Acquisition so as to minimize the federal and state tax
consequences to both the Company and the Target. Management cannot assure that
an Acquisition will meet the statutory requirements for a tax-free
reorganization, or that the parties will obtain the intended tax-free treatment
upon a transfer of stock or assets. A non-qualifying reorganization could result
in the imposition of both federal and state taxes, which may have an adverse
effect on both parties to the transaction.

The Company May Be Deemed an Investment
Company and Subjected to Related Restrictions
---------------------------------------------

     The regulatory scope of the Investment Company Act of 1940, as amended (the
"Investment Company Act"), which was enacted principally for the purpose of
regulating vehicles for pooled investments in securities, extends generally to
companies engaged primarily in the business of investing, reinvesting, owning,
holding or trading in securities. The Investment Company Act may, however, also
be deemed to be applicable to a company which does not intend to be
characterized as an investment company but which, nevertheless, engages in
activities which may be deemed to be within the definitional scope of certain
provisions of the Investment Company Act. The Company believes that its
anticipated principal activities, which will involve acquiring control of an
operating company, will not subject the Company to regulation under the
Investment Company Act. Nevertheless, there can be no assurance that the Company
will not be deemed to be an investment company. If the Company is deemed to be
an investment company, the Company may become subject to certain restrictions
relating to the Company's activities, including restrictions on the nature of
its investments and the issuance of securities. In addition, the Investment
Company Act imposes certain requirements on companies deemed to be within its
regulatory scope, including registration as an investment company, adoption of a
specific form of corporate structure and compliance with certain burdensome
reporting, record keeping, voting, proxy, disclosure and other rules and
regulations. In the event of the characterization of the Company as an
investment company, the failure by the Company to satisfy such regulatory
requirements, whether on a timely basis or at all, would, under certain
circumstances, have a material adverse effect on the Company.


                                       8
<PAGE>

You Should Not Rely on Forward-Looking
Statements Because They Are Inherently Uncertain
------------------------------------------------

     This document contains certain forward looking statements that involve
risks and uncertainties. We use words such as "anticipate," "believe," "expect,"
"future," "intend," "plan," and similar expressions to identify forward-looking
statements. These statements are only predictions. Although we believe that the
expectations reflected in these forward-looking statements are reasonable, we
cannot guarantee future results, levels of activity, performance or
achievements. You should not place undue reliance on these forward-looking
statements, which apply only as of the date of this document. Our actual results
could differ materially from those anticipated in these forward-looking
statements for many reasons, including the risks faced by us and described on
the preceding pages and elsewhere in this document.

     We believe it is important to communicate our expectations to our
investors. However, there may be events in the future that we are not able to
predict accurately or over which we have no control. The risk factors listed
above, as well as any cautionary language in this document, provide examples of
risks, uncertainties and events that may cause our actual results to differ
materially from the expectations we describe in our forward-looking statements.
Before you invest in our common stock, you should be aware that the occurrence
of the events described in these risk factors and elsewhere in this document
could have a material adverse effect on our business, operating results,
financial condition and stock price.


ITEM 2.  PROPERTIES

      On February 1, 2001, the Company relocated its principal offices from 900
Third Avenue, Suite 201, New York, New York 10022 to 10 South Street, Suite 202,
Ridgefield, Connecticut 06877. The Company currently utilizes a portion of the
premises occupied by the President of the Company, as its corporate office, at
no charge to the Company. The value of the rent for the use of this office was
nominal.


      Prior to February 1, 2001, for its principal offices the Company utilized
a portion of the premises occupied by Catalyst Financial LLC, a full service
brokerage, investment banking and consulting firm, located at 900 Third Avenue,
Suite 201, New York, New York 10022. Mr. Bronson is the principal and owner of
Catalyst Financial LLC. The Company did not pay any rent on these offices during
the period January 1, 2001 through January 31, 2001 and for the fiscal year
ended December 31, 2000.

ITEM 3.  LEGAL PROCEEDINGS

      There are no pending legal proceedings to which the Company is a party or
of which any of its property is the subject as of the date of this report and
there were no such proceedings during the fiscal years ended December 31, 2001
and December 31, 2000.

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

      No matter was submitted to a vote of the Company's security holders during
the fourth quarter of the year ended December 31, 2001.


                                       9
<PAGE>

                                     PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

         (a) MARKET INFORMATION. The Company's common stock is quoted on the OTC
(Over-The-Counter) Bulletin Board and traded under the symbol ("BMAI"). The
following table sets forth the range of high and low closing bid prices for the
Company's common stock for the periods indicated. These prices represent
reported transactions between dealers that do not include retail markups,
markdowns or commissions, and do not necessarily represent actual transactions.


                                  COMMON STOCK
         ------------------------------------------------------------------
         Year/Fiscal Period              High Bid ($)          Low Bid ($)
         ------------------              ------------          -----------
         2001
         First Quarter                       1.50                  1.00
         Second Quarter                      2.25                  1.26
         Third Quarter                       2.10                  1.90
         Fourth Quarter                      2.15                  1.77

         2000
         First Quarter                       1.34375               0.625
         Second Quarter                      1.125                 0.75
         Third Quarter                       1.50                  1.125
         Fourth Quarter                      1.50                  1.00


         (b) HOLDERS. As of March 25, 2002, the Company had approximately 663
holders of record of its $0.10 par value common stock.

         (c) DIVIDENDS. The Company has not declared cash dividends on its
common stock since its inception, and the Company does not anticipate paying any
dividends in the foreseeable future. There are no contractual restrictions on
the Company's ability to pay dividends.


         The following information relates to sales of unregistered securities
by the Company during the fiscal year ended December 31, 2001. All of these
sales of securities were made in reliance upon an exemption from the
registration provisions of the Securities Act of 1933 set forth in Sections
4(2), 4(6) and/or 3(b) thereof and the rules and regulations under the
Securities Act of 1933, including Regulation D, as transactions by an issuer not
involving any public offering and/or sales to a limited number of purchasers who
were acquiring such securities for their own account for investment purposes and
not with a view to the resale or distribution thereof.

           On November 13, 2001, the Company authorized the issuance of 5,000
shares of common stock to Leonard Hagan as consideration for the services he
rendered to the Company as a director. The shares issued to Leonard Hagan had a
fair market value of $9,100. The shares issued to Leonard Hagan are restricted
securities and were issued pursuant to Section 4 (2) of the Securities Act of
1933.

                                       10
<PAGE>

           On November 13, 2001, the Company authorized the issuance of 5,000
shares of common stock to Kenneth Schwartz as consideration for the services he
rendered to the Company as a director. The shares issued to Kenneth Schwartz had
a fair market value of $9,100. The shares issued to Kenneth Schwartz are
restricted securities and were issued pursuant to Section 4 (2) of the
Securities Act of 1933.


ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

     The following discussion and analysis provides information which the
Company's management believes to be relevant to an assessment and understanding
of the Company's results of operations and financial condition. This discussion
should be read together with the Company's financial statements and the notes to
financial statements, which are included in this report.

Disclosure Regarding Forward Looking Statements
-----------------------------------------------

     Except for historical information contained herein, the statements in this
report are forward-looking statements that are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. You can
identify these forward-looking statements when you see words such as "expect,"
"anticipate," "estimate," "may," "believe," and other similar expressions. These
statements are not guarantees of future performance and are subject to certain
risks, uncertainties and assumptions that are difficult to predict. Actual
results could differ materially from those projected in the forward-looking
statements. Forward-looking statements involve known and unknown risks and
uncertainties, which may cause the Company's actual results in future periods to
differ materially, from forecasted results. These and other risks are described
elsewhere herein and in the Company's other filings with the Securities and
Exchange Commission, namely the Company's Form 10-KSB for the year ended
December 31, 2000.

     Bio-Medical Automation, Inc. was incorporated as a Colorado corporation on
October 13, 1983 under the name OZO Diversified Automation, Inc. On March 9,
1999, the Company completed the sale of substantially all of its assets to JOT
Automation, Inc. (the "JOT Transaction"). In connection with the JOT Transaction
the Company changed its name to Bio-Medical Automation, Inc. ("BMA" or the
"Company").

     Following the JOT Transaction the Company devoted its efforts to the
development of a prototype micro-robotic device (the "micro-robotic device") to
manipulate organic tissues on an extremely small scale. Due to the inability to
complete the micro-robotic device, the Company has determined that it will no
longer pursue the sale or development of its micro-robotic device and, as of
June 30, 2000, the capitalized costs related to the patent underlying the
micro-robotic device have been written off by the Company. The Company has never
derived any revenues from the micro-robotic device and the Company does not
expect that it will ever derive any revenues from this technology.

                                       11
<PAGE>

     Currently, the Company has suspended all operations, except for necessary
administrative matters relating to the timely filing of periodic reports as
required by the Securities Exchange Act of 1934. Accordingly, during the the
year ended December 31, 2001, the Company has earned no revenues from
operations.

     The Company's plan of operation is to seek to arrange for a merger,
acquisition, business combination or other arrangement by and between the
Company and a viable operating entity. The Company has not identified a viable
operating entity for a merger, acquisition, business combination or other
arrangement, and there can be no assurance that the Company will ever
successfully arrange for a merger, acquisition, business combination or other
arrangement by and between the Company and a viable operating entity.

     The Company anticipates that the selection of a business opportunity will
be a complex process and will involve a number of risks, because potentially
available business opportunities may occur in many different industries and may
be in various stages of development. Due in part to depressed economic
conditions in a number of geographic areas, rapid technological advances being
made in some industries and shortages of available capital, management believes
that there are numerous companies seeking either the limited additional capital
which the Company will have or the benefits of a publicly traded corporation, or
both. The perceived benefits of a publicly traded corporation may include
facilitating or improving the terms upon which additional equity financing may
be sought, providing liquidity for principle shareholders, creating a means for
providing incentive stock options or similar benefits to key employees,
providing liquidity for all shareholders and other factors.

     In some cases, management of the Company will have the authority to effect
acquisitions without submitting the proposal to the shareholders for their
consideration. In some instances, however, the proposed participation in a
business opportunity may be submitted to the shareholders for their
consideration, either voluntarily by the Board of Directors to seek the
shareholders' advice and consent, or because of a requirement of state law to do
so.

     In seeking to arrange a merger, acquisition, business combination or other
arrangement by and between the Company and a viable operating entity,
management's objective will be to obtain long-term capital appreciation for the
Company's shareholders. However, there can be no assurance that the Company will
be able to complete any merger, acquisition, business combination or other
arrangement by and between the Company and a viable operating entity.

     The Company may need additional funds in order to complete a merger,
acquisition or other arrangement by and between the Company and a viable
operating entity, although there can be no assurance that the Company will be
able to obtain such additional funds, if needed. Even if the Company is able to
obtain additional funds there can be no assurance that the Company will be able
to complete a merger, acquisition or other arrangement by and between the
Company and a viable operating entity.

                                       12
<PAGE>

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

         During the year ended December 31, 2001 ("Fiscal 01"), the Company
earned no revenues from operation and generated interest income of $8,335,
compared to no revenues from continuing operations and interest income in the
amount of $5,559 for the year ended December 31, 2000 ("Fiscal 00").

         During Fiscal 01, the Company incurred expenses of $101,108, a decrease
of $12,851 compared to expenses of $113,959 for Fiscal 00.

         For Fiscal 01 the Company incurred a net loss of $92,773 compared to a
net loss of $108,400 for Fiscal 00.

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

         During Fiscal 01, the Company satisfied its working capital needs from
cash on hand at the beginning of the year and cash generated from interest
income during the year. As of December 31, 2001, the Company had working capital
of $336,194. While this working capital will satisfy the Company's immediate
financial needs, it may not be sufficient to provide the Company with sufficient
capital to finance a merger, acquisition or business combination between the
Company and a viable operating entity. The Company may need additional funds in
order to complete a merger, acquisition or business combination between the
Company and a viable operating entity. There can be no assurances that the
Company will be able to obtain additional funds if and when needed.

         The Company's future financial condition will be subject to its ability
to arrange for a merger, acquisition or a business combination with an operating
business on favorable terms that will result in profitability. There can be no
assurance that the Company will be able to do so or, if it is able to do so,
that the transaction will be on favorable terms not resulting in an unreasonable
amount of dilution to the Company's existing shareholders.

         The Company may need additional funds in order to effectuate a merger,
acquisition or other arrangement by and between the Company and a viable
operating entity, although there is no assurance that the Company will be able
to obtain such additional funds, if needed. Even if the Company is able to
obtain additional funds there is no assurance that the Company will be able to
effectuate a merger, acquisition or other arrangement by and between the Company
and a viable operating entity.

     Consequently, the Company's current financial condition continues to be
entirely dependent upon management's ability to successfully arrange for a
merger, acquisition or other arrangement by and between the Company and a viable
operating entity.

ITEM 7.  FINANCIAL STATEMENTS

     See Financial Statements on pages F-1 through F-14.

ITEM 8.  DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

     None.

                                       13
<PAGE>

                                    PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
         COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

     The following table sets forth the name, age and position of each of our
directors, executive officers and significant employees as of December 31, 2001.
Each director will hold office until the next annual meeting of our stockholders
or until his or her successor has been elected and qualified. Our executive
officers are appointed by, and serve at the discretion of, the Board of
Directors.

Name                    Age     Position
------------------     -----    -----------------------------------------------
Steven N. Bronson        36     Chairman, Chief Executive Officer and President
Leonard Hagan            50     Director
Kenneth Schwartz         46     Director

     Steven N. Bronson has served as a director of the Company since March
25, 2000.  Mr. Bronson is also the President of Catalyst Financial LLC, a
privately held full service securities brokerage and investment banking
firm. During the period of 1991 through September 23, 1998, Mr. Bronson was
the Co-Founder and President of Barber & Bronson Incorporated, a full service
securities brokerage and investment banking firm. In addition, Mr. Bronson is an
officer and director of 4net Software, Inc., a publicly traded corporation.
Additionally, Mr. Bronson has been a member of NIBA since 1991 and served as a
board member from 1993 to 1996.

     Leonard Hagan has served as a director of the Company since March 25, 2000.
Mr. Hagan is a certified public accountant and for the past eight years has been
a partner at Hagan & Burns CPA's, PC in New York. Mr. Hagan received a Bachelors
of Arts degree in Economics from Ithaca College in 1974, and earned his Masters
of Business Administration degree from Cornell University in 1976.
Mr. Hagan is registered as the Financial and Operations Principal for the
following broker-dealers registered with the Securities and Exchange Commission:
Adelphia Capital LLC, Magna Securities Corp., Mallory Capital Group, LLC,
Institutional Edge, LLC and Danske Securities (US), Inc. Mr. Hagan is also a
director of 4net Software, Inc., a publicly traded corporation.

     Dr. Kenneth Schwartz has served as a director of the Company since
March 25, 2000. Dr. Schwartz has been self-employed as a dentist in New
York, New York. Dr. Schwartz received his Bachelor of Sciences from Brooklyn
College in 1977 and earned his D.D.S. from New York University College of
Dentistry in 1982.

     No director, executive officer, promoter or control person of the Company
has, within the last five years: (i) had a bankruptcy petition filed by or
against any business of which such person was a general partner or executive
officer either at the time of the bankruptcy or within two years prior to that
time; (ii) been convicted in a criminal proceeding or is currently subject to a
pending criminal proceeding (excluding traffic violations or similar
misdemeanors); (iii) been subject to any order, judgment or decree, not
subsequently reversed, suspended or vacated, of any court of competent
jurisdiction, permanently or temporarily enjoining, barring, suspending or
otherwise limiting his involvement in any type of business, securities or
banking activities; (iv) been found by a court of competent jurisdiction (in a
civil action), the Securities and Exchange Commission (the "Commission") or the
Commodity Futures Trading Commission to have violated a federal or state

                                       14
<PAGE>

securities or commodities law, and the judgment has not been reversed, suspended
or vacated. There are no family relationships among any directors and executive
officers of the Company.

Committees of the Board of Directors

     During the fiscal year ended December 31, 2001, the Board of Directors held
3 meetings. In view of the Company's lack of operations, during the year ended
December 31, 2001, the Board of Directors did not have any Committees. During
the fiscal year ended December 31, 2001, all of the directors then in office
attended 100% of the total number of meetings of the Board of Directors and the
Committees of the Board of Directors on which they served.

Audit Committee

         On March 26, 2002, the Board of Directors appointed an Audit Committee.
The functions of the Audit Committee are to recommend to the Board of Directors
the appointment of independent auditors for the Company and to analyze the
reports and recommendations of such auditors. The committee also monitors the
adequacy and effectiveness of the Company's financial controls and reporting
procedures. The Audit Committee consists of Messrs. Schwartz and Hagan. The
Audit Committee does not meet on a regular basis, but only as circumstances
require.


Section 16(a) Beneficial Ownership Compliance

     Section 16(a) of the Exchange Act requires the Company's directors and
executive officers, and persons who own more than 10% of a registered class of
the Company's equity securities, to file with the SEC initial reports of
ownership and reports of changes in ownership of common stock and other equity
securities of the Company. Officers, directors and greater than 10% shareholders
are required by SEC regulations to furnish the Company with copies of all
Section 16(a) forms they file.

     To the Company's knowledge, based solely upon a review of the copies of
such reports furnished to the Company and written representations that no other
reports were required, during the year ended December 31, 2001, all Section
16(a) filing requirements applicable to its officers, directors and greater than
10% beneficial owners were complied with.

ITEM 10.  EXECUTIVE COMPENSATION.

Summary Compensation Table(1)

     The following summary compensation table sets forth information concerning
the annual and long-term compensation earned by our chief executive officer and
each of the other most highly compensated executive officers (collectively, the
"Named Executive Officers").

Name/Position          Fiscal year   Annual Salary   Stock Grants  Option Grants
--------------------------------------------------------------------------------
Steven N. Bronson
  CEO and President        2001        $48,000(2)          0               0
                           2000        $48,000(3)          0               0
                           1999           0                0               0


                                       15
<PAGE>

Alvin L. Katz(4)           2001           0                0               0
                           2000           0                0               0
                           1999           0                0               0
----------------------
(1) The Columns designated by the SEC for the reporting of certain bonuses, long
term compensation, including awards of restricted stock, long term incentive
plan payouts, and all other compensation have been eliminated as no such
bonuses, awards, payouts, grants or compensation were awarded during any fiscal
year covered by the table.

(2) On March 30, 2001, the Company issued Mr. Bronson 38,400 shares of common
stock (valued at $1.25 per share on the date of issuance) in lieu of his annual
salary of forty-eight thousand dollars ($48,000) for the period of March 25,
2001 through March 24, 2002.

(3) On May 5, 2000, the Board of Directors authorized the issuance of 64,000
shares of BMA common stock (valued at $.75 per share on the date of issuance) to
its President, in lieu of his annual salary of forty-eight thousand dollars
($48,000) for the period of March 25, 2000 through March 24, 2001.

(4) Alvin L. Katz became CEO on November 1, 1999. Mr. Katz resigned his
position with the Company on March 25, 2000. Mr. Katz was paid no salary
during the years ended December 31, 2000 and December 31, 1999.

         Other Plans. The Company does not currently have any bonus, profit
sharing, pension, retirement, stock option, stock purchase, or other
remuneration or incentive plans in effect.

      Long Term Incentive Plan. The Company has no long-term incentive
plan.

Compensation of Directors
-------------------------

     In fiscal year ended December 31, 2001, no cash compensation was paid to
our directors for their services as directors. However, on November 13, 2001,
the Company issued 5,000 shares of the Company's common stock each to Leonard
Hagan and Kenneth Schwartz, the Company's independent directors, for their
services to the Company.


                                       16
<PAGE>


Employment Contracts
--------------------

     On March 24, 2001, the Company entered into an Employment Agreement with
Steven N. Bronson, the President of the Company. The terms of such Employment
Agreement include the following:

Name                       Title        Salary/Year        Term
-----------------------------------------------------------------
Steven N. Bronson     CEO & President     $48,000         1 year

     A copy of Mr. Bronson's Employment Agreement is attached as an Exhibit to
the Company's for 10-QSB for the quarter ended March 31, 2001 and is
incorporated by reference. On March 30, 2001, the Company issued Mr. Bronson
38,400 shares of common stock in lieu of his annual salary of forty-eight
thousand dollars ($48,000).

         On March 26, 2002, the Board of Directors authorized the renewal of Mr.
Bronson's employment agreement with the Company for another 1 year term.


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

     The following table sets forth as of March 25, 2002, certain information
regarding the beneficial ownership of the common stock outstanding by (i) each
person who is known to the Company to own 5% or more of the common stock, (ii)
each director of the Company, (iii) certain executive officers of the Company
and (iv) all executive officers and directors of the Company as a group. Unless
otherwise indicated, each of the stockholders shown in the table below has sole
voting and investment power with respect to the shares beneficially owned.
Unless otherwise indicated, the address of each person named in the table below
is c/o Bio-Medical Automation, Inc., 10 South Street, Suite 202, Ridgefield,
Connecticut 06877.

                                                   Number of        Percent
Name and Address      Company Position            Shares owned      of class
----------------      ----------------            ------------      --------
Steven N. Bronson     Chairman, CEO               664,647(2)(3)       72.0%
                      and President

Kenneth Schwartz      Director                     22,500(4)           *

Leonard Hagan         Director                      5,000              *

All directors and executive officers
as a group (3 persons)                            692,147             74.2%
-----------------------------
* Owns less than 1%

(1) As used in this table, a beneficial owner of a security includes any person
who, directly or indirectly, through contract, arrangement, understanding,
relationship or otherwise has or shares (a) the power to vote, or direct the
voting of, such security or (b) investment power which includes the power to
dispose, or to direct the disposition of, such security. In addition, a person
is deemed to be the beneficial owner of a security if that person has the right
to acquire beneficial ownership of such security within 60 days.

                                       17
<PAGE>

(2) Includes options and warrants to purchase 120,000 shares of BMA common stock
at exercise prices ranging at $1.125 per share to $1.25 per share. These options
and warrants are set to expire between June 24, 2002 and February 15, 2003.

(3) This amount does not include 30,000 shares of BMA common stock owned by
Mr. Bronson's spouse.  Mr. Bronson expressly disclaims beneficial ownership
of the shares owned by his spouse.

(4) This amount includes 17,500 shares of common stock owned by Dr. Schwartz's
spouse, and Dr. Schwartz expressly disclaims beneficial ownership of the shares
owned by his spouse.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

     Steven N. Bronson is the President of Catalyst Financial LLC f/k/a Catalyst
Financial Corp. ("Catalyst"), a full service securities brokerage and investment
banking firm. Since March 25, 1999, the Company has utilized a portion of the
premises occupied by Catalyst as its executive offices. Due to the reduced level
of the Company's operations, Catalyst has, until further notice, waived the
payment of rent by the Company. No rent was paid by the Company to Catalyst
during the fiscal year ended December 31, 2001.

     Steven N. Bronson is the owner and principal of Catalyst Financial LLC
("Catalyst Financial"), a full service securities brokerage, investment banking
and consulting firm. The Company entered into a Mergers and Acquisitions
Advisory Agreement, dated as of November 13, 2001, with Catalyst Financial (the
"M&A Advisory Agreement"). Pursuant to the M&A Advisory Agreement, Catalyst
Financial agreed to provide consulting services to the Company in connection
with the Company's search for prospective target companies for mergers,
acquisitions, business combinations and similar transactions, and, if
investigation warrants, advising the Company concerning the negotiation of terms
and the financial structure of such transactions. For the services rendered
pursuant to the M&A Advisory Agreement, Catalyst Financial is entitled to
receive a fee in the amount of five percent (5%) of the total consideration of
the specific transaction (the "M&A Fee"). The maximum amount of the M&A Fee is
$500,000 for any single transaction. The term of the Mergers and Acquisitions
Advisory Agreement is three years. A copy of the M&A Advisory Agreement is
attached as an exhibit hereto and is incorporated herein by reference.

ITEM 13.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

     (a) FINANCIAL STATEMENTS:

         Independent Auditors' Report

         Balance Sheet--As of December 31, 2001

         Statements of Operations--Years Ended December 31, 2000, and 2001 and
         Cumulative Amounts from January 1, 2000 through December 31, 2001

         Statements of Stockholders' Equity--Years Ended December 31, 2000,
         and 2001

         Statements of Cash Flows for the Years Ended December 31, 2000, and
         2001 and Cumulative Amounts from January 1, 2000 through December 31,
         2001

         Notes to Financial Statements


                                       18
<PAGE>

     (b) 8-K REPORTS:

         No Current Reports on Form 8-K were filed by the Company during the
fourth quarter of the year ended December 31, 2001.

     (c) EXHIBITS:

         3.1      Articles of Incorporation, incorporated by reference to
                  Registration Statement No. 33-13074-D as Exhibit 3.1

         3.2      Amended Bylaws adopted June 1, 1987, incorporated by
                  reference to Annual Report on Form 10-K for the fiscal year
                  ended December 31, 1987 as Exhibit 3.2.

         3.4      Articles of Amendment to Restated Articles of Incorporation
                  dated March 7, 1991. Incorporated by reference to Annual
                  Report on Form 10-K for fiscal year ended December 31,
                  1990 as Exhibit 3.4.

         3.5      Articles of Amendment to Restated Articles of Incorporation
                  dated March 17, 1999, incorporated by reference to Form 8-K
                  reporting an event of March 9, 1999.

         10.1     OEM Purchase Agreement dated January 15, 1990, between the
                  Company and Ariel Electronics, Inc. incorporated by
                  reference to Annual Report on Form 10-K for the fiscal year
                  ended December 31, 1989 as Exhibit 10.16.

         10.2     Form of Convertible Promissory Note, 12/30/93 Private
                  Placement incorporated by reference to Annual Report on
                  Form 10-KSB for the fiscal year ended December 31, 1993 as
                  Exhibit 10.2.

         10.3     Form of Non-Convertible Promissory Note, 12/30/93 Private
                  Placement incorporated by reference to Annual Report on
                  Form 10-KSB for the fiscal year ended December 31, 1993 as
                  Exhibit 10.3.

         10.4     Form of Note Purchaser Warrant Agreement and Warrant,
                  12/30/93 Private Placement incorporated by reference to Annual
                  Report on Form 10-KSB for the fiscal year ended December 31,
                  1993 as Exhibit 10.4.

         10.5     Form of Promissory Note, 4/1/96.

         10.6     Form of Security Agreement, 4/1/96.

         10.7     Form of Common Stock Purchase Warrant, 4/1/96.

         10.8     Form of Promissory Note, 7/1/96.

         10.9     Form of 4/1/96 Promissory Note Extension, 10/17/96.

         10.10    Form of Common Stock Purchase Warrant, 10/10/96.

                                       19
<PAGE>

         10.11    Asset Purchase Agreement with JOT incorporated by
                  reference to Form 8-K reporting an event of November 4, 1998,
                  and amendment thereto incorporated by reference to Form 8-K
                  reporting an event of December 15, 1998

         10.12    Stock Purchase Agreement, between Bio-Medical Automation,
                  Inc. and Steven N. Bronson, incorporated by reference to the
                  Current Report on Form 8-K filed on April 6, 2000.

         10.13    Employment Agreement between Bio-Medical Automation, Inc.
                  and Steven N. Bronson, dated as of March 24, 2001,
                  incorporated by reference to Quarterly Report on Form 10-QSB
                  for the quarter ended March 31, 2001.

         10.14    Mergers and Acquisitions Advisory Agreement, dated as of
                  November 13, 2001, between Bio-Medical Automation, Inc. and
                  Catalyst Financial LLC. A copy of the Mergers and Acquisitions
                  Advisory Agreement is attached hereto and incorporated herein
                  by reference.






                                       20
<PAGE>

                                   SIGNATURES

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

Dated: March 28, 2002


                                    BIO-MEDICAL AUTOMATION, INC.,
                                    a Colorado corporation


                                    By: /s/ Steven N. Bronson
                                        -------------------------------------
                                        Steven N. Bronson, CEO and President
                                        Principle Executive Officer as
                                        Registrant's duly authorized 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:



/s/ Steven N. Bronson                      /s/ Kenneth Schwartz
---------------------------------          ----------------------------------
Steven N. Bronson                          Kenneth Schwartz
President, Chief Executive                 Director
Officer and Chairman                       March 28, 2002
of the Board of Directors
Principal Executive Officer
March 28, 2002



/s/ Leonard Hagan
---------------------------------
Leonard Hagan
Director
March 28, 2002



                                       21
<PAGE>

                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                          INDEX TO FINANCIAL STATEMENTS


<TABLE>
<CAPTION>
                                                                             Page

<S>                                                                      <C>
Independent Auditor's Report                                                 F - 2

Balance Sheet
       December 31, 2001                                                     F - 3

Statements of Operations
       Years Ended December 31, 2000 and 2001
       and Cumulative Amounts from January 1, 2000 to December 31, 2001      F - 4

Statements of Stockholders' Equity
       Years Ended December 31, 2000 and 2001                                F - 5

Statements of Cash Flows
       Years Ended December 31, 2000 and 2001
       and Cumulative Amounts from January 1, 2000 to December 31, 2001  F - 6 -- F - 7

Notes to Financial Statements                                            F - 8 -- F - 14
</TABLE>





                                      F-1
<PAGE>

                          INDEPENDENT AUDITOR'S REPORT


To the Board of Directors and Stockholders
BIO-MEDICAL AUTOMATION, INC.


We have audited the accompanying balance sheet of Bio-Medical Automation, Inc.
(a development stage company) as of December 31, 2001 and the related statements
of operations, stockholders' equity, and cash flows for each of the two years in
the period ended December 31, 2001 and cumulative amounts from January 1, 2000
to December 31, 2001. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audits 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. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Bio-Medical Automation, Inc. as
of December 31, 2001 and the results of its operations and its cash flows for
each of the two years in the period ended December 31, 2001 and cumulative
amounts from January 1, 2000 to December 31, 2001 in conformity with accounting
principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 2, the Company
sold substantively all of the assets and related operations of its operating
segment in 1999. These factors, among others, raise substantial doubt about the
Company's ability to continue as a going concern. Management's plans in regard
to these matters are described in Note 2. The financial statements do not
include any adjustments that might result from the outcome of this uncertainly.



                              Wheeler Wasoff, P.C.

Denver, Colorado
February 28, 2002


                                      F-2
<PAGE>

                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                                  BALANCE SHEET
                                DECEMBER 31, 2001


                                     ASSETS


CURRENT ASSETS
    Cash                                                           $   341,611
    Interest receivable - officer                                        2,262
                                                                   -----------

       Total Current Assets                                            343,873
                                                                   -----------


                                                                   $   343,873
                                                                   ===========


                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
    Accounts payable and accrued expenses                          $     7,679
                                                                   -----------

       Total Current Liabilities                                         7,679
                                                                   -----------


STOCKHOLDERS' EQUITY (Notes 3 & 5)
   Preferred stock - $.10 par value; authorized - 1,000,000 shares
         Issued - none                                                      --
   Common stock - $.10 par value; authorized - 5,000,000 shares
         Issued and outstanding - 813,028 shares                        81,303
   Capital in excess of par value                                    1,464,884
   Note receivable - officer                                           (50,000)
   Stock issued for deferred compensation                              (11,000)
   Accumulated (deficit)                                              (947,820)
   (Deficit) accumulated during the development stage                 (201,173)
                                                                   -----------

                                                                       336,194
                                                                   -----------

                                                                   $   343,873
                                                                   ===========


   The accompanying notes are an integral part of these financial statements.

                                      F-3
<PAGE>

                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS

                                                                   Cumulative
                                                                  Amounts from
                                  Years Ended                   January 01, 2000
                                  December 31,                   to December 31,
                                      2000            2001            2001

REVENUES
      Interest income              $   5,559       $   8,335       $  13,894
                                   ---------       ---------       ---------

OPERATING EXPENSES
    General and administrative        95,235         101,108         196,343
      Write-off of patent             18,724              --          18,724
                                   ---------       ---------       ---------

                                     113,959         101,108         215,067
                                   ---------       ---------       ---------

NET (LOSS)                         $(108,400)      $ (92,773)      $(201,173)
                                   =========       =========       =========

NET (LOSS) PER COMMON SHARE
    Basic and Diluted              $   (0.16)      $   (0.12)      $   (0.28)
                                   =========       =========       =========

WEIGHTED AVERAGE NUMBER OF
    COMMON SHARES OUTSTANDING -
    Basic and Diluted                684,461         777,444         731,415
                                   =========       =========       =========


   The accompanying notes are an integral part of these financial statements.

                                      F-4
<PAGE>

                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                       STATEMENTS OF STOCKHOLDERS' EQUITY
                     YEARS ENDED DECEMBER 31, 2000 AND 2001

<TABLE>
<CAPTION>
                                                                                                                          Deficit
                                                                                                                        Accumulated
                                               Common Stock       Capital                                                 During
                                                                  in Excess       Note        Deferred    Accumulated   Development
                                           Shares     Amount    of Par Value  Receivable    Compensation    Deficit        Stage
                                         --------   ---------   -----------   -----------   -----------   -----------   -----------
<S>              <C>                      <C>       <C>         <C>           <C>           <C>           <C>           <C>
Balance, January 1, 2000                  643,128   $  64,313   $ 1,312,049   $        --   $        --   $  (947,820)  $        --
Issuance of common stock to officer for
deferred compensation, valued at $.75      64,000       6,400        41,600            --       (48,000)           --            --
per share
Deferred compensation earned                   --          --            --            --        37,000            --            --
Net (loss)                                     --          --      (108,400)
                                         --------   ---------   -----------   -----------   -----------   -----------   -----------
Balance, December 31, 2000                707,128      70,713     1,353,649            --       (11,000)     (947,820)     (108,400)
Issuance of common stock to officer for
deferred compensation, valued at $1.25
per share                                  38,400       3,840        44,160            --       (48,000)           --            --
Deferred compensation earned
                                               --          --            --            --        48,000            --            --
Issuance of common stock for services,
valued at $1.82 per share                  10,000       1,000        17,200            --            --            --            --
Exercise of common stock warrants for
cash at $.75 per share                      7,500         750         4,875            --            --            --            --
Exercise of common stock warrants at
$1.00 per share                            50,000       5,000        45,000       (50,000)           --            --            --
Net (loss)                                     --          --            --            --            --            --       (92,773)
                                         --------   ---------   -----------   -----------   -----------   -----------   -----------
Balance December 31, 2001                 813,028   $  81,303   $ 1,464,884   $   (50,000)  $   (11,000)  $  (947,820)  $  (201,173)
                                         ========   =========   ===========   ===========   ===========   ===========   ===========
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                      F-5
<PAGE>

                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                                     Cumulative
                                                                                 Years Ended        Amounts from
                                                                                 December 31,     January 1, 2000 to
                                                                             2000          2001   December 31, 2001

<S>                                                                       <C>           <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITES
     Net (loss)                                                           $(108,400)    $ (92,773)    $(201,173)
     Adjustment to reconcile net (loss) to net cash(used) by operating
          activities
          Stock issuance for salary                                          37,000        48,000        85,000
          Stock issuance for professional services                               --        18,200        18,200
          Write-off of patent                                                18,724            --        18,724
     Changes in assets and liabilities
          (Increase) in interest receivable                                      --        (2,262)       (2,262)
          (Decrease) increase in accounts payable and accrued expenses      (11,794)        4,080        (7,714)
                                                                          ---------     ---------     ---------

     Net cash (used) by operating activities                                (64,470)      (24,755)      (89,225)
                                                                          ---------     ---------     ---------

CASH FLOWS FROM INVESTING ACTIVITIES

     Net cash (used) in investing activities                                     --            --            --
                                                                          ---------     ---------     ---------

CASH FLOWS FROM FINANCING ACTIVITIES
     Exercise of common stock warrants                                           --         5,625         5,625
                                                                          ---------     ---------     ---------

     Net cash (used) by financing activities                                     --         5,625         5,625
                                                                          ---------     ---------     ---------

NET (DECREASE) IN CASH                                                      (64,470)      (19,130)      (83,600)

CASH, BEGINNING OF PERIODS                                                  425,211       360,741       425,211
                                                                          ---------     ---------     ---------

CASH, END OF PERIODS                                                      $ 360,741     $ 341,611     $ 341,611
                                                                          =========     =========     =========
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                      F-6
<PAGE>


                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                      STATEMENTS OF CASH FLOWS (CONTINUED)
                   YEARS ENDED DECEMBER 31, 2000 AND 2001 AND
          CUMULATIVE AMOUNTS FROM JANUARY 1, 2000 TO DECEMBER 31, 2001


SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES

During the year ended December 31, 2000 the Company issued 64,000 shares of
common stock, valued at $48,000, to its President as salary for the period March
2000 to March 2001.

During the year ended December 31, 2001, the Company:

o    Issued 38,400 shares of common stock, valued at $48,000, to its President
     as salary for the period March 2001 to March 2002.

o    Issued 10,000 shares of common stock, valued at $18,200, to two Board of
     Directors members for compensation.

o    The Company's President exercised warrants to acquire 50,000 shares of the
     Company's common stock at $1.00 per share by entering into a promissory
     note in the amount of $50,000 due March 30, 2003, with interest at 6%
     payable semi-annually.







   The accompanying notes are an integral part of these financial statements.

                                      F-7
<PAGE>

                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

          ORGANIZATION

          Bio-Medical Automation, Inc. (the Company) was incorporated under the
          laws of the State of Colorado on October 13, 1983. The Company had
          been engaged in the design, manufacture and marketing of robotic
          workstations for the electronics industry, including routing and
          depaneling workstations predominately to entities in North America and
          the Pacific Rim. In November 1998 the Company entered into an Asset
          Purchase Agreement (the "JOT Agreement") with JOT Automation, Inc.
          (JOT) a wholly owned Texas subsidiary of JOT Automation Group OYJ, a
          Finnish corporation. Pursuant to the agreement, the Company sold JOT
          all of its assets relating to its depaneling and routing business in
          exchange for $920,000 and the assumption of the operating liabilities
          related to the Company's business assets. The sale was completed on
          March 9, 1999.

          Subsequent to the sale to JOT, the Company's sole continuing operation
          was the continuation of research and development activities on a
          prototype micro-robotic device to manipulate organ tissues on an
          extremely small scale. The Company had filed for a patent application
          for the device. As of December 31, 1999 the Company's research and
          development activities for the device were suspended, pending
          assessment of the economic benefit of continuing research and
          development activities or sale of the patent, as well as assessment of
          other corporate opportunities. In June 2000 the Company determined not
          to pursue further development or sale of the proto-type device and has
          written-off the associated patent costs.

          Commencing January 1, 2000, the Company is considered a development
          stage company as defined by Statement of Financial Accounting
          Standards (SFAS) No.7, as it has no principal operations nor revenue
          from any source.

          INCOME TAXES

          The Company has adopted the provisions of SFAS 109, "Accounting for
          Income Taxes". SFAS 109 requires recognition of deferred tax
          liabilities and assets for the expected future tax consequences of
          events that have been included in the financial statements or tax
          returns. Under this method, the deferred tax liabilities and assets
          are determined based on the difference between the financial statement
          and tax basis of assets and liabilities using enacted tax rates in
          effect for the year in which the differences are expected to reverse.

          (LOSS) PER COMMON SHARE

          Basic (loss) per common share is calculated by dividing net (loss) by
          the weighted average number of common shares outstanding during the
          year. Diluted income per common share is calculated by adjusting
          outstanding shares, assuming conversion of all potentially dilutive
          convertible equity instruments consisting of warrants and options.
          There is no difference in the calculation of basic and diluted loss
          per share for 2000 and 2001. Convertible equity instruments are not
          considered in the calculation of loss per share, as their inclusion
          would be antidilutive.


                                      F-8
<PAGE>

                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

          CASH EQUIVALENTS

          For purposes of reporting cash flows, the Company considers as cash
          equivalents all highly liquid investments with a maturity of three
          months or less at the time of purchase. On occasion, the company has
          cash in banks in excess of federally insured amounts. At December 31,
          2001, there were no cash equivalents.

          USE OF ESTIMATES

          The preparation of 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 reported amounts of revenues and
          expenses during the reporting period. Actual results could differ from
          those estimates.

          SHARE BASED COMPENSATION

          In October 1995, SFAS 123, "Accounting for Stock-Based Compensation"
          was issued. This new standard defines a fair value based method of
          accounting for an employee stock option or similar equity instrument.
          This statement gives entities a choice of recognizing related
          compensation expense by adopting the new fair value method or to
          continue to measure compensation using the intrinsic value approach
          under Accounting Principles Board (APB) Opinion No. 25. The Company
          has elected to utilize APB 25 for measurement; and will, pursuant to
          SFAS 123, disclose supplementally the pro forma effects on net income
          and earnings per share of using the new measurement criteria.

          PATENT COSTS

          The Company had applied for a patent from the U.S. Patent Office for a
          micro-robotic device under development. The costs associated with
          obtaining this patent were capitalized and were to be amortized over
          the life of the patent of seventeen years upon issuance of the patent.

          The patent was the Company's sole asset of continuing operations. In
          1999, the Company incurred research and development costs associated
          with development of the micro-robotic device underlying the patent and
          had, as of December 31, 1999, continued to assess the economic benefit
          of continuing research and development activities or sale of the
          patent.

          In February 2000, the Company entered into an agreement with a
          shareholder which resulted in a change in control of the Company. The
          agreement specified that the Company owns certain intellectual
          property consisting of the patent application and a related Technology
          License Agreement. In June 2000, the Company decided not pursue
          further research and development or sale of the patent and has
          written-off the capitalized costs.

          The Company has adopted SFAS 121, "Accounting for the Impairment of
          Long-Lived Assets to be Disposed of", which requires that long-lived
          assets to be held and used be reviewed for impairment whenever events
          or changes in circumstances indicate that the carrying amount of an
          asset may not be recoverable. The adoption of SFAS 121 has not had an
          impact on the Company's financial statements.

                                      F-9
<PAGE>
                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

          FAIR VALUE

          The carrying amount reported in the balance sheet for cash, note
          receivable, accounts payable and accrued liabilities approximates fair
          value because of the immediate or short-term maturity of these
          financial instruments.

          CONCENTRATIONS OF CREDIT RISK

          Financial instruments which potentially subject the Company to
          concentrations of credit risk consist principally of cash. The Company
          maintains cash accounts at one financial institution. The Company
          periodically evaluates the credit worthiness of financial
          institutions, and maintains cash accounts only in large high quality
          financial institutions, thereby minimizing exposure for deposits in
          excess of federally insured amounts. At December 31, 2001, cash in
          excess of federally insured amounts was approximately $241,000.

          NEW TECHNICAL PRONOUNCEMENTS

          In June 2001, the Financial Accounting Standards Board ("FASB") issued
          SFAS 141 "Business Combinations" and SFAS 142 "Goodwill and Other
          Intangible Assets". SFAS 141 requires all business combinations
          initiated after June 30, 2001 to be accounted for under the purchase
          method. For all business combinations for which the date of
          acquisition is after June 30, 2001, SFAS 141 also establishes specific
          criteria for the recognition of intangible assets separately from
          goodwill and requires unallocated negative goodwill to be written off
          immediately as an extraordinary gain rather than deferred and
          amortized. SFAS 142 changes the accounting for goodwill and other
          intangible assets after an acquisition. The most significant changes
          made by SFAS 142 are: 1) goodwill and intangible assets with
          indefinite lives will no longer be amortized; 2) goodwill and
          intangible assets with indefinite lives must be tested for impairment
          at least annually; and 3) the amortization period for intangible
          assets with finite lives will no longer be limited to forty years. The
          Company does not believe that the adoption of these statements will
          have a material effect on its financial position, results of
          operations or cash flows.

          In June 2001, the FASB also approved for issuance SFAS 143, "Asset
          Retirement Obligations." SFAS 143 establishes accounting requirements
          for retirement obligations associated with tangible long-lived assets,
          including (1) the timing of the liability recognition, (2) initial
          measurement of the liability, (3) allocation of assets retirement cost
          to expense, (4) subsequent measurement of the liability and (5)
          financial statement disclosure. SFAS 143 requires that an asset
          retirement cost should be capitalized as part of the cost of the
          related long-lived asset and subsequently allocated to expense using a
          systematic and rational method. The provisions of SFAS 143 are
          effective for financial statements issued for fiscal years beginning
          after June 15, 2002. The adoption of SFAS 143 is not expected to have
          a material effect on the Company's financial position, results of
          operations or cash flows.

          In August 2001, the FASB also approved SFAS 144, "Accounting for the
          Impairment or Disposal of Long-Lived Assets." SFAS 144 replaces SFAS
          121, "Accounting for the Impairment of Long-Lived Assets and for
          Long-Lived Assets to Be Disposed Of." The new accounting model for
          long-lived assets to be disposed of by sale applies to all long-lived
          assets, including discontinued operations, and replaces the provisions
          of APB Opinion No. 30, "Reporting Results of Operations-Reporting the
          Effects of Disposal of a Segment of a Business," for the disposal of
          segments of a business. SFAS 144 requires that those long-lived assets
          be measured at the lower of carrying

                                      F-10
<PAGE>

                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

          amount or fair value less cost to sell, whether reported in continuing
          operations or in discontinued operations. Therefore, discontinued
          operations will no longer be measured at net realizable value or
          include amounts for operating losses that have not yet occurred. SFAS
          144 also broadens the reporting of discontinued operations to include
          all components of an entity and that will be eliminated from the
          ongoing operations of the entity in a disposal transaction. The
          provisions of SFAS 144 are effective for financial statements issued
          for fiscal years beginning after December 15, 2001 and, generally, are
          to be applied prospectively. The adoption of SFAS 144 is not expected
          to have a material effect on the Company's financial position, results
          of operations, or cash flow.

NOTE 2 - BASIS OF ACCOUNTING

          The accompanying financial statements have been prepared on the basis
          of accounting principles applicable to a going concern which
          contemplates the realization of assets and extinguishment of
          liabilities in the normal course of business. As shown in the
          accompanying financial statements, the Company has accumulated a
          deficit of $947,820 through December 31, 1999 and has incurred a
          deficit since reentering the development stage effective January 1,
          2000 of $201,173. As discussed in Note 1, the Company, in 1999, sold
          all of its assets relating to its historical line of business and
          abandoned, in 2000, its efforts in the research and development of a
          micro-robotic device. As of December 31, 2001, the Company has no
          principal operations or revenue producing activities. These factors
          indicate that the Company may be unable to continue in existence. The
          Company's financial statements do not include any adjustments related
          to the to the carrying value of assets or the amount and
          classification of liabilities that might be necessary should the
          Company be unable to continue in existence. The Company's ability to
          establish itself as a going concern is dependent on its ability to
          merge with another entity or acquire revenue producing activities.

NOTE 3 - STOCKHOLDERS' EQUITY

          COMMON STOCK

          In 2000, the Company issued 64,000 shares of common stock, valued at
          $48,000 ($.75 per share) to its President as compensation for services
          to be rendered to the Company for a one year period commencing March
          25, 2000. At December 31, 2000, deferred compensation related to the
          unearned portion of the shares issued was $11,000.

          In 2001 the Company issued 38,400 shares of common stock, valued at
          $48,000 ($1.25 per share) to its President as compensation for
          services to be rendered to the Company for a one year period
          commencing March 25, 2001. At December 31, 2001, deferred compensation
          related to the unearned portion of the shares issued was $11,000.

          In 2001, the President of the Company (i) exercised warrants for
          50,000 shares of the common stock at $1.00 per share for a note in the
          amount of $50,000 (Note 5) and (ii) exercised warrants for 7,500
          shares of common stock for cash at $.75 per share.

          In 2001, the Company issued an aggregate 10,000 shares of common stock
          (5,000 shares to each of two members of the Board of Directors) for
          services, valued at $1.82 per share.



                                      F-11
<PAGE>

                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 3 - STOCKHOLDERS' EQUITY (CONTINUED)

          Common shares issued for non-cash consideration are valued at the
          trading price of the Company's common stock as of the date the shares
          were approved for issuance.

          WARRANTS

          At December 31, 2000, the Company had warrants outstanding to purchase
          shares of the company's common stock as follows:

          o    100,000 shares at $1.00 per share, expiring April 1, 2001; issued
               in 1996 in conjunction with short-term borrowings.

          o    15,000 shares at $.75 per share, expiring October 1, 2001; issued
               in conjunction with granting an extension on the due date of
               short-term borrowings.

          During 2001, warrants were exercised by the Company's President to
          acquire 7,500 shares for cash at $.75 per share, and 50,000 shares at
          $1.00 per share for a promissory note in the amount of $50,000 (Note
          5). The remaining 57,500 warrants expired.


          OPTIONS

          The status of outstanding options granted by the Company is as
          follows:

                                                         No.      Weighted Avg
                                                         of      Exercise Price
                                                       Shares

           Options Outstanding - January 1, 2000       145,000       $  1.15
                               (145,000 exercisable)                 -------
           Granted in 2000                                   -
                                                       -------
           Options Outstanding - December 31, 2000     145,000       $  1.15
                               (145,000 exercisable)
           Granted in 2001                                   -
                                                       -------
           Options Outstanding - December 31, 2001     145,000       $  1.15
                               (145,000) exercisable)  -------       -------

          The fair value of each option grant is estimated on the date of grant
          using the Black-Scholes option-pricing model with the following
          weighted-average assumptions used for grants: dividend yield of 0%;
          expected volatility of 15.83%; discount rate of 6.0%; and expected
          life of 5 years. No options were exercised or forfeited during 2000 or
          2001.

          At December 31, 2001 the number of options exercisable was 145,000,
          the weighted average exercise price of these options was $1.15, the
          weighted average remaining contractual life of the options was .6
          years and the exercise price was $1.13 to $1.25 per share.

NOTE 4 - INCOME TAXES

          At December 31, 2001, the Company has net operating loss carryforwards
          totaling approximately $870,000 that may be offset against future
          taxable income through 2021 and research and development credits of
          approximately $69,000 through 2013. Due to the change in control of
          the Company in March 2000, the Company's ability to realize the tax
          benefits from the net operating losses and research and development
          credits prior to that date may be significantly limited.

                                      F-12
<PAGE>

                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                         NOTES TO FINANCIAL STATEMENTS.

NOTE 4 - INCOME TAXES (CONTINUED)

          The Company has fully reserved the tax benefits of these operating
          losses and credits because the likelihood of realization of the tax
          benefits cannot be determined. These carryforwards and credits are
          subject to review by the Internal Revenue Service. The approximately
          $168,000 tax benefit of the loss carryforward has been offset by a
          valuation allowance of the same amount. Of the total tax benefit of
          the loss carry forward, $1,800 is applicable to 2001.

          Temporary differences between the time of reporting certain items for
          financial and tax reporting purposes are not considered significant by
          management of the Company.

          There is no current or deferred tax expense for the years ended
          December 31, 2000 and 2001.

NOTE 5 - RELATED PARTY TRANSACTIONS

          In May 2000, the Board of Directors authorized the issuance of 64,000
          shares of common stock (valued at $.75 per share) to the President of
          the Company in leiu of a salary of $48,000. At December 31, 2000, the
          President had earned $37,000, and the balance of $11,000 was earned
          during 2001.

          In 2000 the Company paid its former President/ Director and its former
          Chief Financial Officer $11,919 for services provided to the Company
          prior to the change in control in March 2000.

          In March 2001, the Company issued 38,400 shares of common stock
          (valued at $1.25 per share) to the President of the Company in lieu of
          a salary of $48,000. At December 31, 2001, the President had earned
          $37,000 and the balance of $11,000 is recorded as deferred
          compensation.

          In March 2001, the Company loaned the President $50,000 at 6.0%,
          uncollateralized, due March 30, 2003, to exercise warrants to purchase
          50,000 shares of the Company's common stock at $1.00 per share.

          In November 2001, the Company issued 5,000 shares of common stock
          (valued at $1.82 per share) to each of two members of the Board of
          Directors as compensation for services.

          During 2001 the Company incurred approximately $6,600 in professional
          fees to a firm managed by a member of the Board of Directors.

          In November 2001, the Company entered into a Mergers and Acquisitions
          Advisory Agreement with Catalyst Financial LLC ("Catalyst"), an entity
          whose owner and principal is the President of the Company. Under the
          terms of the agreement, Catalyst will earn a fee, as outlined in the
          agreement, in the event the Company completes a merger. The agreement
          is for a three year period, terminating November, 2004. As of December
          31, 2001, no merger had been completed under the agreement.


                                      F-13
<PAGE>

                          BIO-MEDICAL AUTOMATION, INC.
                          (A Development Stage Company)
                         NOTES TO FINANCIAL STATEMENTS.

NOTE 6 - SEGMENT REPORTING

          In June 1997, SFAS 131, "Disclosure about Segments of an Enterprise
          and Related Information" was issued, which amends the requirements for
          a public enterprise to report financial and descriptive information
          about its reportable operating segments. Operating segments, as
          defined in the pronouncement, are components of an enterprise about
          which separate financial information is available that is evaluated
          regularly by the Company in deciding how to allocate resources and in
          assessing performance. The financial information is required to be
          reported on the basis that is used internally for evaluating segment
          performance and deciding how to allocate resources to segments. The
          Company has no reportable segments at December 31, 2000 and 2001.

NOTE 7 - COMPREHENSIVE INCOME

          There are no adjustments necessary to net income (loss) as presented
          in the accompanying statements of operations to derive comprehensive
          income in accordance with SFAS 130, "Reporting Comprehensive Income".






                                      F-14