<PAGE>
                                       
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
                                 FORM 10 - QSB

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

For the quarterly period ended May 31, 1997

(  ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934  (NO FEE REQUIRED)

For the transition period from ______________________ to ____________________.

Commission file number   0-21781
                       ----------------
                                       

                                 SERACARE, INC.
        --------------------------------------------------------------------
        (Exact name of Small Business Registrant as specified in its charter)

                 DELAWARE                                95-4343492
      -------------------------------               -------------------
      (State or other jurisdiction of                (I.R.S. Employer
       incorporation or organization)               Identification No.)

    1925 CENTURY PARK EAST, SUITE 1970
          LOS ANGELES, CALIFORNIA                           90067
  ----------------------------------------                ---------
  (Address of principal executive offices)                (Zip Code)

Registrant's telephone number:  (310) 772-7777
                                ---------------

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

Indicate by check mark whether the registrant has filed all documents and 
reports required to be filed by Section 13 or 15 (d) of the Securities Act of 
1934 subsequent to the distribution of securities under a plan confirmed by a 
court.  Yes ( X )  No (  )

As of June 17, 1997, the issuer had  4,034,465 shares of  its common stock, 
$.001 par value issued and outstanding. Transitional Small Business 
Disclosure Format  Yes___ No_X__.


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                PART  I.  FINANCIAL INFORMATION
                -------------------------------

ITEM 1. FINANCIAL STATEMENTS

UNAUDITED FINANCIAL STATEMENTS ARE PROVIDED AS FOLLOWS:

                                                                        PAGE
                                                                       NUMBER
          SERACARE, INC. AND SUBSIDIARIES 
          CONSOLIDATED FINANCIAL STATEMENTS
          (UNAUDITED)

          Consolidated Balance Sheet as of May 31, 1997                  3

          Consolidated Statements of Operations -
             For the three months ended May 31, 1997 and
             For the three months ended May 31, 1996                     5

          Consolidated Statements of Cash Flows -
             For the three months ended May 31, 1997 and
             For the three months ended May 31, 1996                     6

            Notes to Consolidated Financial Statements                   8


                                       2
<PAGE>
                                       
                        SeraCare, Inc. and Subsidiaries
                          Consolidated Balance Sheet
                                  May 31, 1997
                                   (Unaudited)

ASSETS

CURRENT ASSETS
 Cash and cash equivalents                            $    77,360
 Accounts receivable                                      352,222
 Inventory                                                739,334
 Prepaid expenses and other current assets                 62,149
                                                       ----------
Total current assets                                    1,231,065
                                                       ----------
PROPERTY AND EQUIPMENT, net                             1,038,045
                                                       ----------
LAND AVAILABLE FOR SALE                                    25,000

FDA LICENSES, less accumulated amortization
 of $33,750                                             1,546,665

DONOR BASE AND RECORDS, less accumulated
 amortization of $44,999                                1,023,955

REORGANIZATION VALUE IN EXCESS OF AMOUNTS ALLOCATED
 TO IDENTIFIABLE ASSETS, less accumulated amortization
 of $66,415                                               956,054

GOODWILL, less accumulated amortization of $28,227        889,695

OTHER ASSETS                                              159,422
                                                       ----------
                                                       $6,869,901
                                                       ----------
                                                       ----------


           See accompanying  notes to consolidated financial statements.

                                       3

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                        SeraCare, Inc. and Subsidiaries
                            Consolidated Balance Sheet
                                   May 31, 1997
                                   (Unaudited)


LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
 Accounts payable                                      $  570,325
 Accrued payroll and related expenses                     166,928
 Accrued expenses                                         224,684
 Bridge loans from related parties (Note 3)               522,500
  Current portion of long-term debt                       432,358
  Customer advances (Note 4)                              492,507
                                                       ----------
Total current liabilities                               2,409,302
                                                       ----------
LONG-TERM DEBT                                            594,525
                                                       ----------
SERIES A REDEEMABLE PREFERRED STOCK, 2,500 issued
 and outstanding                                          350,740


STOCKHOLDERS' EQUITY
 Common stock, $.001 par value, 25,000,000 shares
  authorized; 4,149,387 (including 119,875 to be
  issued)  deemed issued and outstanding                    4,149
 Additional paid-in capital                             4,182,956
 Accumulated deficit since February 6, 1996              (671,771)
                                                       ----------
Total stockholders' equity                              3,515,334
                                                       ----------
                                                       $6,869,901
                                                       ----------
                                                       ----------



      See accompanying notes to consolidated financial statements.


                                       4



<PAGE>
                                      
                       SeraCare, Inc. and Subsidiaries
                     Consolidated Statement of Operations


                                                  For the Three Months ended
                                                             May 31,
                                                   ---------------------------
                                                       1997            1996
                                                   -------------   ------------
                                                   (Unaudited)      (Unaudited)

NET SALES                                           $  1,585,853   $  1,513,526
COST OF SALES                                          1,427,486      1,404,179
                                                    ------------   ------------
GROSS PROFIT                                             158,367        109,347
GENERAL AND ADMINISTRATIVE EXPENSES                      274,976        148,635
                                                    ------------   ------------
OPERATING  (LOSS)                                       (116,609)       (39,288)
 INTEREST EXPENSE                                         48,614         40,141
 OTHER EXPENSE (INCOME), NET                                (942)      (100,722)
                                                    ------------   ------------
NET INCOME (LOSS)                                    $  (164,281)      $ 21,293
                                                    ------------   ------------
                                                    ------------   ------------
EARNINGS (LOSS) PER COMMON SHARE (2)                 $      (.04)      $    .01
                                                    ------------   ------------
                                                    ------------   ------------
WEIGHTED AVERAGE NUMBER OF COMMON
 AND COMMON EQUIVALENT SHARES                          4,149,387      2,115,500
                                                    ------------   ------------
                                                    ------------   ------------


          See accompanying  notes to consolidated financial statements.


                                       5

<PAGE>

                      SeraCare, Inc. and Subsidiaries
                   Consolidated Statements of Cash Flows

                                                     For the Three Months ended
                                                              May 31,
                                                     --------------------------
                                                        1997              1996
                                                     -----------      ----------
INCREASE (DECREASE) IN CASH                          (Unaudited)     (Unaudited)

CASH FLOWS FROM OPERATING ACTIVITIES
 Net income (loss)                                   $  (164,281)     $  21,293
 Adjustments to reconcile net income
 (loss) to cash provided by (used in)
 operating activities:
 Depreciation and amortization                            64,826         27,511
 Changes in operating assets and liabilities:
 Accounts receivable                                    (115,651)      (164,118)
 Inventory                                              (396,830)        73,519
 Prepaid expenses and other
 current assets                                             (120)        14,152
 Other assets                                             (8,483)       (26,697)
 Accounts payable                                        (35,167)        (6,634)
 Accrued payroll and related expenses                    (11,067)       (18,387)
 Accrued expenses                                         62,215       (189,669)
                                                      ----------       --------
Net cash used in operating activities                   (604,558)      (269,030)
                                                      ----------       --------
CASH FLOWS FROM INVESTING ACTIVITIES
 Purchases of property and equipment                    (170,034)       (21,988)
 Additions to FDA licenses                              (232,420)              -
 Additions to donor base and records                    (154,946)              -
                                                      ----------       --------
Net cash used in investing activities                   (557,400)       (21,988)
                                                      ----------       --------


                                     6


<PAGE>

                     SeraCare, Inc. and Subsidiaries
                   Consolidated Statements of Cash Flows
                                 (Continued)

                                                      For the Three Months ended
                                                               May 31,
                                                      --------------------------
                                                         1997           1996
                                                      -----------    -----------
INCREASE (DECREASE) IN CASH                           (Unaudited)    (Unaudited)

CASH FLOWS FROM FINANCING ACTIVITIES
 Repayment of long-term debt                              (83,959)      (82,143)
 Payments on redemption of preferred stock                (38,307)            -
 Proceeds from bridge loans - officers                    325,000             -
 Customer advances                                        492,507             -
                                                       ----------       --------
Net cash provided by (used in) financing activities       695,241       (82,143)
                                                       ----------      --------

NET DECREASE IN CASH AND CASH EQUIVALENTS                (466,717)     (373,161)

CASH AND CASH EQUIVALENTS,
 beginning of period                                      544,077       580,476
                                                       ----------       --------
CASH AND CASH EQUIVALENTS,
 end of period                                          $  77,360     $ 207,315
                                                       ----------      --------
                                                       ----------      --------

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

(a) Cash paid for:
      Interest                                          $  48,614     $  40,141
      State income taxes                                $  16,000     $   8,500




               See accompanying notes to consolidated financial statements.

                                     7

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                SeraCare, Inc. and Subsidiaries
           Notes to Consolidated Financial Statements

1. STATEMENT OF INFORMATION FURNISHED
-------------------------------------

In the opinion of management, the accompanying unaudited financial statements 
contain all adjustments (consisting only of normal and recurring accruals) 
necessary to present fairly the financial position of SeraCare, Inc. and 
Subsidiaries as of May 31, 1997, and the results of their operations and cash 
flows for the three months ended May 31, 1997 and 1996.  These results have 
been determined on the basis of generally accepted accounting principles and 
practices applied consistently with those used in the preparation of the 
audited financial statements included in the Company's Annual Report on Form 
10-K for the fiscal year ended February 28, 1997.

The results of operations for the three month period ended May 31, 1997 are 
not necessarily indicative of the results to be expected for any other period 
or for the entire current fiscal year.

Certain information and footnote disclosures normally included in financial 
statements presented in accordance with generally accepted accounting 
principles have been condensed or omitted in accordance with the rules to 
Form 10-QSB.  The accompanying financial statements should be read in 
conjunction with the Company's audited financial statements and notes thereto 
included in the Company's Annual Report on Form 10-KSB for the fiscal year 
ended February 28, 1997.

2. EARNINGS PER SHARE
---------------------

Earnings (loss) per common share amounts are calculated based upon the 
weighted average number of shares actually outstanding during the period.  
Common stock options and purchase warrants, which are considered common stock 
equivalents, have not been considered in the average number of common shares 
outstanding for the three month period ending  May 31, 1997 as their 
inclusion would be anti-dilutive.

3. BRIDGE LOANS FROM RELATED PARTIES
------------------------------------

During the three months ended May 31, 1997, the Company obtained bridge loans 
totaling $325,000 primarily from an officer of the Company.

4. CUSTOMER ADVANCES
--------------------

During the three months ended May 31, 1997, the Company received cash 
advances from a customer totaling $492,507.  These advances were used 
primarily for working capital related principally to the newly established 
centers.


                                       8

<PAGE>


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

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
----------------------------------------------------

Except for historical information contained herein, the statements in this
report (including without limitation, statements indicating that the Company
"expects," "estimates," "anticipates," or "believes" and all other statements
concerning future financial results, product offerings or other events that
have not yet occurred) are forward-looking statements that are made pursuant to
the safe harbor provisions of the Private Securities Litigation Reform Act of
1995, Section 21E of the Securities Exchange Act of 1934, as amended, and
Section 27A of the Securities Act of 1933, as amended.  Forward-looking
statements involve known and unknown factors, risks and uncertainties which may
cause the Company's actual results in future periods to differ materially from
forecasted results.  Those factors, risks and uncertainties include, but are
not limited to: the positioning of the Company's products in the Company's
market segment; the Company's ability to effectively manage its various
businesses in a rapidly changing environment; new competition for donors and
customers; the inability of the Company to obtain FDA approval of newly
established centers; and the introduction of synthetic products which could
eliminate the need for plasma products.

THREE MONTHS ENDED MAY 31, 1997 AS COMPARED TO THREE MONTHS ENDED MAY 31, 1996
------------------------------------------------------------------------------

                             RESULTS OF OPERATIONS
                             ---------------------
SALES
-----
The Company collected about 39,876 liters of plasma during the three month
period ended May 31, 1997 compared to about 29,704 for the comparable prior
year period or an increase of thirty-four percent.  As a result of the
increased volume, net sales increased by $72,327 to  $1,585,853. The increased
volumes were the result of the acquisitions of Silver State and BHM and the
newly established centers in: Clearfield, Utah; Raleigh, North Carolina; Macon,
Georgia; Pasco, Washington; and Toledo, Ohio.  The newly established centers
were operating under Reference Numbers from the FDA during the period and were
thus not allowed to sell or ship plasma, although they were collecting plasma
during the period.

GROSS PROFIT
------------
Gross profit increased by $49,020 or 45 percent in the 1997 period  to $158,367
primarily due to increased volumes of hyperimmune plasma, mostly offset by
higher donor fees, higher salaries and other operating costs resulting from
higher volumes (mainly from the acquisitions of Silver State and BHM) and
increased competition in certain locations.

GENERAL AND ADMINISTRATIVE EXPENSES
-----------------------------------

General and administrative expenses in 1997 were higher by $126,341 or 85
percent primarily due to higher legal and professional fees, increased travel
expenses and higher administrative salaries.


                                       9
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INTEREST EXPENSE
----------------
Interest expense was  $48,614 in the 1997 period compared to $40,141 for the
comparable 1996 period primarily due to the bridge loans in the 1997 period.

INCOME TAXES
------------
As of May 31, 1997,  the tax effects of temporary differences for depreciation,
amortization, and valuation allowances from current and prior periods and net
operating loss carryforwards could give rise to the recording of deferred tax
assets.  The Company is unable to reasonably determine the amounts of net
operating loss carryforwards available to offset against future taxable income.
Furthermore, the Company was unable to determine whether it was more likely
than not that the deferred tax asset would be realized, therefore a 100%
valuation allowance was established.
                                       
NET INCOME
----------
As a result of the above, there was a net loss for the three months ended May
31, 1997 of $164,281 compared to a net income of $21,293 in the 1996 period.
                                       
                                       
                        LIQUIDITY AND CAPITAL RESOURCES
                        -------------------------------
As of  May 31, 1997, the Company's current liabilities exceeded current assets
by $1,178,237.  This was primarily due to cash used in operations and investing
activities offset by the bridge loans from related parties and the customer
advances and is related to the strong growth objectives which are the focus of
the Company's strategic plan.  The Company has established itself in this rapid
growth posture in order to be able to meet the strong increased demand for
plasma which the Company believes will accelerate through fiscal years ending
in 1998 and 1999.  With this strategic focus on growth in the volume of plasma
collected, the short-term impact on the Company's earnings and cash flow has
been to postpone significant profitability and positive cash flows until the
later part of fiscal 1998 when the Company believes that the volumes in several
of the newly established centers will reach maturity, new products will begin
shipping, new sales contracts will bring higher plasma pricing and new
softgoods and supplies pricing will provide for improved gross margins.
Meanwhile, the Company's projected capital requirements for fiscal 1998 include
the establishment of several additional plasma centers. The Company is
currently evaluating alternatives for funding these additional centers and the
required working capital.

Net cash used in operations increased from  $269,030 in 1996 to cash used in
operations of $604,558 for the comparable period in 1997.  The increase was
primarily related to the establishment of the new centers.  Cash flows used in
investing activities for the three months ended May 31, 1997 was $557,400
compared to $21,988 for the comparable prior year period.  This increase in
cash used resulted primarily from the capital requirements of the newly
established plasma collection centers in Clearfield, Raleigh, Macon, Pasco,
and Toledo. Cash flows provided by financing activities was $695,241 for the
current year period compared to cash used of $82,143 for the comparable prior
period. This increase was primarily due to the bridge loans (primarily from
officers) and the customer advances which were used to finance the Companies
expansion program and for working capital.


                                       10
<PAGE>


Management believes that the capital expenditures necessary for this and future
expansion and the related increase in working capital requirements will be
funded by a combination of internally generated cash flows, short-term bridge
financing, private placements and a planned public offering.  Accordingly, the
Company is continually evaluating alternatives for funding.





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<PAGE>





                                  SIGNATURES
                                  ----------

In accordance with Section 12 of the Securities Exchange Act of 1934, the
registrant caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized.

                               SERACARE, INC.
                               --------------
                               (Registrant)

Dated:  July 14, 1997                By:  /s/    Barry D. Plost
                                       ----------------------------------
                                        Barry D. Plost, President & CEO

                                     By:  /s/    Jerry L. Burdick
                                        ---------------------------------
                                        Jerry L. Burdick
                                        Principal  Accounting and
                                        Finance Officer




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