U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                ----------------

                                   FORM 10-QSB

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

                  For the quarterly period ended June 30, 2000

                            ------------------------

                        Commission File Number: 000-26555

                            ------------------------

                           ACCUIMAGE DIAGNOSTICS CORP.
                 (Name of Small Business Issuer in its Charter)




                Nevada                                  33-0713615
---------------------------------------         -------------------------------
    (State or other jurisdiction of                   (I.R.S. Employer
    incorporation or organization)                  Identification Number)

400 Oyster Point Blvd., Suite 114, South San Francisco, California   94080-1917
--------------------------------------------------------------------------------
(Address of principal executive offices)                             (Zip Code)

                    Issuer's telephone number: (650) 875-0192


Indicate by check mark whether the registrant has (1) filed all reports required
to be filed by  Section  13 or 15(d) of the  Securities  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 filing  requirements  within
the past 90 days.

                                 Yes _X_ No ___

The number of shares  outstanding  of the issuer's  common stock was  10,981,534
shares of common  stock,  par value $.001,  as of August 10, 2000.  No shares of
preferred stock are outstanding.

Transitional Small Business Disclosure Format:

                                  Yes___ No _X_


<PAGE>

                           ACCUIMAGE DIAGNOSTICS CORP.

                                   Form 10-QSB
                                  June 30, 2000

TABLE OF CONTENTS

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements                                                 3

        Balance Sheets as of June 30, 2000 (unaudited) and
        September 30, 1999                                                    3

        Statements of Operations (unaudited) for the Three and Nine Months
        Ended June 30, 2000 and 1999                                          4

        Statements of Cash Flow (unaudited) for the Three Months
        Ended June 30, 2000 and 1999                                          5

        Notes to Financial Statements                                         6

Item 2.  Management's Discussion and Analysis of
             Financial Condition or Plan of Operations                        7

PART II.  OTHER INFORMATION

Item 2.  Changes in Securities                                               10

Item 4.  Submission of Matters to a Vote of Securities Holders               10

Item 6.  Exhibits and Reports on Form 8-K                                    10


Signature                                                                    10


                                       2
<PAGE>

PART I.  FINANCIAL INFORMATION
Item 1.  Financial Statements

                           ACCUIMAGE DIAGNOSTICS CORP.
                                 BALANCE SHEETS
                JUNE 30, 2000 (UNAUDITED) AND SEPTEMBER 30, 1999
<TABLE>
<S>                                                           <C>                 <C>

ASSETS                                                           June 30, 2000     September 30, 1999
Current Assets                                                   (UNAUDITED)

            Cash                                                 $   744,034       $     34,201
            Accounts Receivable                                      610,682            188,744
            Less Allowance for Doubtful accounts                     (24,427)           (16,619)
            Other receivable                                           -                 31,274
            Inventory                                                 38,009             44,957
            Prepaid Insurance                                            -                  745
            Prepaid Rent                                                 -                3,744
            Licenses For Resale                                       16,370             16,370
                                                              -----------------------------------------
Total Current Assets                                               1,384,668             303,416

Property and Equipment                                                53,440              61,351

Other Assets
            Security Deposits                                          3,820               3,820
            Deposits & License Fees                                  125,716             125,716
            License TECH                                               5,200               5,200
            License Fee NECTEC                                        10,000              10,000
            Less Accumulated Amortization                            (92,424)            (80,700)
            Goodwill                                                 618,140             618,140
            Acc. Amort-Goodwill                                     (169,995)           (123,633)
                                                              -----------------------------------------
Total Other Assets                                                   500,457             558,543

            TOTAL ASSETS                                          $1,938,565            $923,310
                                                               =========================================

LIABILITIES AND STOCKHOLDERS' EQUITY                              June 30, 2000     September, 30 1999
Current Liabilities

            Accounts Payable                                      $    57,195           $ 146,376
            Product Warranty Reserve                                  223,647              84,270
            Sales Tax Payable                                          11,585               4,190
            Wages & Payroll taxes Payable                              34,412              71,464
            Other Accrued Expenses                                     21,954               5,332
            Notes Payable-related party                                52,000              56,500
                                                                -----------------------------------------

Total Current Liabilities                                             400,793             368,132

Stockholders' Equity

Preferred Shares - $0.001 Par Value; 10,000,000                            -                    -
shares Authorized; None issued or outstanding

Common Shares - $0.001 Par Value; 50,000,000 Authorized:               10,981               9,748
10,981,534 shares & 9,748,200 shares issued and outstanding on
June 30, 2000 and September 30, 1999 respectively



Paid-In-Capital                                                     2,469,929            1,740,662
Accumulated Earnings (Deficit)                                       (943,138)          (1,195,232)
                                                                  -----------------------------------------

Total Stockholder's Equity                                          1,537,772              555,178

            TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY             $1,938,565             $923,310
                                                                  =========================================
</TABLE>

    The accompanying notes are an integral part of these financial statements

                                       3
<PAGE>


                           ACCUIMAGE DIAGNOSTICS CORP
                      STATEMENTS OF OPERATIONS (UNAUDITED)
           FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2000 AND 1999

<TABLE>
<S>                                                 <C>             <C>           <C>                    <C>

                                                        For the three months              For nine months
                                                           Ended June 30,                 Ended June 30,
                                                           --------------                 --------------
                                                         2000          1999            2000              1999
                                                         ----          ----            ----              ----

                                                     $  694,567      $  297,826      $  2,372,369        $  760,539
TOTAL REVENUES

COST OF GOODS SOLD                                      204,128         100,195           764,613           193,947
                                                    ----------------------------------------------------------------

                                                        490,439         197,631         1,607,756           566,592


SELLING, GENERAL AND ADMINISTRATIVE
EXPENSES                                                589,978         404,917         1,368,589           906,314

                                                    ----------------------------------------------------------------


OPERATING INCOME (LOSS)                                 (99,539)       (207,286)           239,167         (339,722)
                                                    ----------------------------------------------------------------

OTHER INCOME AND EXPENSES
           Interest Income                               (9,481)           (669)           (13,329)          (2,209)
           Other Income                                      -               -                (200)          (3,602)
           Franchise and Other                              200             600                600              600
                                                    ----------------------------------------------------------------


TOTAL OTHER INCOME AND EXPENSES                          (9,281)            (69)           (12,929)           (5,211)
                                                    ----------------------------------------------------------------


NET INCOME (LOSS)                                     $ (90,258)     $ (207,217)         $  252,096       $  (334,511)
                                                    ================================================================


INCOME(LOSS) PER SHARE-BASIC                          ($0.0083)        ($0.0213)            $0.0246       ($0.0355)


INCOME(LOSS) PER SHARE-DILUTED                        ($0.0077)        ($0.0211)            $0.0228       ($0.0352)


Weighted Average Shares Outstanding
                                          Basic     10,914,253        9,747,100          10,236,497      9,419,822
                                          Diluted   11,731,543        9,831,002          11,053,787      9,503,724
</TABLE>

    The accompanying notes are an integral part of these financial statements

                                       4
<PAGE>


                           ACCUIMAGE DIAGNOSTICS CORP
                       STATEMENTS OF CASH FLOW (UNAUDITED)
                 FOR THE PERIOD OCTOBER 1, 1999 TO JUNE 30, 2000
              and THE PERIOD FROM OCTOBER 1, 1998 TO JUNE 30, 1999
<TABLE>

<S>                                                                     <C>                  <C>

                                                                              June 30,        June 30,
                                                                                2000            1999
                                                                                ----            ----

Cash Flows from Operating Activities
        Net Cash used by Operating Activities:                              $  (9,174)      $ (215,382)
                                                                          ----------------------------------


Cash Flow from Investing Activities:
        Investment in Property and Equipment                                   (6,993)           6,510
                                                                          ----------------------------------

        Net Cash Provided (Used) by Investing Activities                       (6,993)           6,510
                                                                          ----------------------------------


Cash Flow From Financing Activities:
        Proceeds from Short-Term Debt                                             -                  -
            Repayment of Short-Term Debt                                        (4,500)         (75,750)
            Proceeds from sales of Stock                                       730,500          387,000
                                                                            -------------      ---------


            Net Cash Provided (Used) by Financing Activities                   726,000          311,250
                                                                          ----------------------------------

Increase (Decrease) in Cash                                                    709,833          102,378


Cash Balance at beginning of period                                             34,201            2,117
                                                                          ----------------------------------

Cash balance at end of period                                                 $744,034         $104,495
                                                                          ==================================


Supplemental Disclosure:
            Interest Paid                                                           $0               $0
            Income Taxes-Franchise tax                                              $0               $0
            Compensation paid in shares (Non-Cash)                                  $0         $134,410

</TABLE>

   The accompanying notes are an integral part of these financial statements

                                      5
<PAGE>

NOTES TO THE FINANCIAL STATEMENTS

(1)      Basis of Presentation

     In the opinion of the management,  the accompanying  consolidated financial
statements  contain  all  adjustments   necessary  (consisting  of  only  normal
recurring  accruals) to present fairly the financial  position at June 30, 2000,
the results of its  operations  for the three  months and nine months ended June
30, 2000 and June 30, 1999; and a statement of cash flows for the two nine month
periods ended June 30, 2000; and June 30,1999.  Certain information and footnote
disclosures  normally  included  in  financial  statements  that would have been
prepared in accordance with generally accepted  accounting  principles have been
condensed or omitted pursuant to the rules and regulations of the Securities and
Exchange  Commission,  although  management  of the  Company  believes  that the
disclosures in these  financial  statements are adequate to make the information
presented therein not misleading. It is suggested that these condensed financial
statements  and  notes  thereto  be  read  in  conjunction  with  the  financial
statements  and the notes thereto  included in the Company's  September 30, 1999
Form  10-KSB.  The results of  operations  for the three  months and nine months
ended June 30, 2000 are not necessarily  indicative of the results of operations
to be expected for the full fiscal year ending September 30, 2000.

(2)      Interim Period Cost of Goods Sold

     Interim  period  cost of  goods  sold is  calculated  using  the  perpetual
inventory  record.  The Company reports any significant  adjustments that result
from  reconciliations  of the perpetual  inventory record to periodic and annual
physical inventory observations.

(3)      Income Taxes

     Significant  components  of the provision for taxes based on income for the
nine months ended June 30, 2000 and 1999 are as follows:

                                           2000                     1999
                                         -------                 --------
         Current tax expense
                  Federal                $  0                     $   0
                  State                   600                       600
                                       --------                  ---------
                                          600                       600

         Deferred tax expense
                Federal                     0                         0
                State                       0                         0
                                       ---------                 ---------

         Provision for income taxes     $ 600                    $  600
                                       =========                 =========


     At  September  30,  1999,  the Company  has  approximately  $1,188,232  net
operating loss carryforwards available to offset future federal and state income
taxes, which expire through 2010 and 2019.

     The Company has elected to fully  reserve all tax benefits  until such time
as it is able to reasonably expect to realize those benefits.


                                       6
<PAGE>

Item 2. Management's Discussion and Analysis of Financial Condition or Plan
        of Operations

     The following  discussion and analysis  should be read in conjunction  with
AccuImage  Diagnostics (the "Company")  Consolidated  Financial  Statements  and
related Notes thereto contained elsewhere with this document.  Operating results
for the three-month period ended June 30, 2000 are not necessarily indicative of
the results  that may be expected  for any future  periods,  including  the full
fiscal year.  Reference should also be made to the Annual Financial  Statements,
Notes thereto,  and Management's  Discussion and Analysis of Financial Condition
and Results of Operations contained in the Company's Form 10-KSB, filed on March
17, 2000, and the Company's Form 10-QSB, filed on May 15, 2000.

     The  Company  is  engaged  in the  development,  marketing  and  support of
software for the visualization, analysis and management of medical imaging data.
The software's primary function is to enhance physicians' interpretation of data
from medical imaging modalities such as computed tomography,  magnetic resonance
and ultrasound  through the application of  three-dimensional  computer graphics
and image processing technologies. This enhanced analysis can support physicians
in clinical diagnosis, surgical planning and medical research. Three-dimensional
visualization  allows  communication of findings in a form readily understood by
physicians and others without the specialized  training  otherwise  required for
interpretation of the native images generated by the medical imaging modalities.
Efficiency  gains and cost savings may be realized through  automated  reporting
tools and provision for electronic  distribution of the medical imaging data and
post-processed results via internal networks and the Internet.

Revenue
-------

     For the  three  months  ended  June 30,  2000,  revenue  increased  133% to
$694,567  compared with $297,826 for the same period in 1999.  This increase was
almost  entirely  the  result  of  increased  sales  of  the  Company's  medical
visualization  and  analysis  software.  During 1999,  the Company  successfully
transitioned from distributing  software developed by a third party and licensed
to the Company to  distributing  its own software that was  developed  in-house.
This  transition  was completed  prior to the first quarter of fiscal year 2000,
and the third quarter results reported here are entirely related to sales of the
Company's own software.

Gross Margin
------------

     The gross margin percentage for the quarter was 71% compared to 66% for the
same period in 1999.  This  increase in gross margin is largely due to a reduced
cost of goods  sold  now  that the  Company  is  distributing  its own  software
product,  rather  than  having to pay a  licensing  fee for each sale to a third
party.

Sales and Marketing
-------------------

     The Company's  sales and marketing  expenses for the quarter were $136,914,
compared with  expenses of $47,744 for the same period in fiscal year 1999.  The
increase  reflects  the cost of  increased  sales and  marketing  activity.  The
Company  expects sales and marketing costs to continue to increase as additional
sales  personnel  are recruited and sales  commissions  increase,  although this
forward looking statement will be influenced by the actual sales levels attained
by the Company's sales force.

Research and Development
------------------------

     The Company spent $56,693 on research and development activities during the
quarter,  which  compares  with $83,683 for the same quarter in the prior fiscal
year. The Company  anticipates that software  development costs will increase as
the  Company  continues  its  recruitment  of  additional  software  development
expertise.  The Company does not intend to reduce its  research and  development
effort since maintenance of a competitive  position in the marketplace where the
Company operates requires constant improvement and high-level development of the
Company's software products.

Operational and Administrative
------------------------------

     Operational  and  administrative  expenses  were  $396,371 for the quarter,
compared  with  $273,490  for the  same  quarter  in the  previous  year.
Eighty-eight  percent  (88%) of this  increase  is  explained  by an increase in
headcount and salary expense, with the remaining 12% explained by an increase in
Sales and Marketing  promotions  expense.  The Company believes that operational
and  administrative  costs  will  increase  in  the  future  if the  Company  is
successful  in its efforts to recruit  additional  staff and continue to develop
its  capabilities  in this area.  As a result of  becoming a  reporting  company
pursuant  to the  Securities  Exchange  Act of 1934,  the  Company  will  likely
increase  its  expenditures  on  investor  relations  and  legal  and  financial
expertise.
                                       7
<PAGE>
Results of Operations
---------------------

     Due  to  increased   expenses   for  sales,   marketing,   operations   and
administration, and cost of good sold, the Company's increased revenues resulted
in an operating  loss of ($99,539)  for the three months ended June 30, 2000 and
operating income of $239,167 for the nine months ended June 30, 2000 compared to
operating losses of ($207,286) and ($339,722) for the respective  periods in the
prior fiscal year.

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

     In the quarter  ending June 30,  2000,  the Company  generated an operating
loss of ($99,539) and secured  financing  through the sale of stock and warrants
with net  proceeds of $672,072.  On June 30,  2000,  the Company had $744,034 in
cash and accounts receivable of $610,682. Accounts payable totaled $57,195.

     The Company  anticipates  that cash  requirements  for the remainder of the
year will be met by a combination of existing cash on hand, further  operational
income and additional equity financing. The Company believes it will have enough
capital  to  ensure  that it will  have  sufficient  resources  to  achieve  its
strategic objectives for the fiscal year ended September 30, 2000.

     During  the  next  twelve  months,   the  Company   anticipates  that  cash
requirements will be met by a combination of operational income and the proceeds
of the equity  financing from the private  placement ended April 30, 2000. There
is no guarantee  that such income will be  forthcoming  and the inability of the
Company to secure additional capital would have a material adverse effect on the
Company's business.

Foreign Currency Transactions
-----------------------------

     All of the Company's transactions are negotiated, invoiced and paid in U.S.
dollars.

Inflation
---------

     Management  believes the Company's  operations and financial condition have
suffered no adverse material effect due to inflation.

Share Price Volatility
----------------------

     During the third  quarter of fiscal year 2000,  the  Company's  share price
continued to experience relative  stability.  The trading price of the Company's
common   stock   could  be  subject  to  wide   fluctuations   in   response  to
quarter-to-quarter   variations  in  operating  results,   changes  in  earnings
estimates  by  analysts,  announcements  of  technological  innovations  or  new
products by the Company or its competitors,  general  conditions in the software
and  computer  industries  and other events or factors.  In addition,  in recent
years the stock  market in general,  and the shares of  technology  companies in
particular, have experienced extreme price fluctuations. This volatility has had
a substantial  effect on the market price of securities issued by many companies
for reasons  unrelated to the operating  performance of the specific  companies.
These broad market  fluctuations  may  adversely  affect the market price of the
common stock.

Year 2000 Impact.
----------------

     The year 2000  computer  problem  refers to the  potential  for  system and
processing  failures  of  date-related  data as a result of  computer-controlled
systems using two digits  rather than four to define the  applicable  year.  For
example,  computer  programs that have  time-sensitive  software may recognize a
date  represented as "00" as the year 1900 rather than the year 2000. This could
result in a system failure or miscalculations  causing disruptions with internal
administrative  and  operational  software,  software  developed by the Company,
software integrated in the Company's products,  and third-party systems to which
the Company's products interface.

     With regard to internal  use of software  products,  the Company  inspected
financial  and  accounting  software  vendors  whose  products are in use by the
Company and reached a level of reasonable  assurance that the software  packages
used by the Company would behave correctly after the onset of year 2000.

     With regard to software developed by the Company,  the software development
team adopted  procedures to avoid potential issues and conducted  "roll-forward"
testing of the Company's  products.  Minor issues that arose during this testing
were corrected far in advance of year 2000.

                                       8
<PAGE>
     With regard to software integrated into the Company's products, the Company
took steps to determine  what  measures in terms of software  upgrades and fixes
needed to be taken in order to render all integrated software products year 2000
compliant  and  adopted  the  appropriate  versions  as part of its  integration
procedure. The Company's installed base was similarly updated.

     With  regard  to  third-party  systems  to  which  the  Company's  products
interface,  the Company conducted a survey of the information transferred to its
products from such third-party  systems in collaboration  with the manufacturers
of these  systems and  modified  its  software in order to render them year 2000
compliant.

     To date, the Company has not  experienced  any year 2000 issues with any of
its internal  systems or products,  and it does not expect to experience  any in
the future. Additionally, it has not experienced any year 2000 issues related to
any of its key third party  suppliers,  distributors  and  customers nor does it
expect to experience any in the future.  Costs  associated with  remediating the
Company's internal systems and software were not material.

Forward-looking Statements
--------------------------

     The  discussion  contained  in this  Management  Discussion  & Analysis  is
"forward  looking" as that term is contemplated by Section 27A of the Securities
Act of 1933 and Section 12E of the Securities  exchange Act of 1934,  including,
without limitation,  statements regarding the Company's  expectations,  beliefs,
intentions or strategies  regarding  future  business  operations  and projected
earnings from its products and services, which are subject to many risks.

     All  forward-looking  statements  included  in this  document  are based on
information available to the Company on the date hereof, and the Company assumes
no  obligation  to update any such  forward-looking  statements.  The  Company's
actual results may differ  materially as a result of certain factors,  including
those set forth hereafter and elsewhere in this Form 10-QSB. Potential investors
should consider  carefully the previously  stated  factors,  as well as the more
detailed  information  contained  elsewhere in this Form 10-QSB,  along with our
10-KSB for September 30,1999, before making a decision to invest in the Company.


                                       9
<PAGE>



PART II - OTHER INFORMATION

Item 2.  Changes In Securities

     On January 25, 2000 the Company commenced a private  placement  offering of
up to 1,285,000  Units at $0.60 per Unit,  each Unit consisting of (i) one share
of Company common stock and (ii) one common stock  purchase  warrant to purchase
one share of Company common stock at an exercise price of $1.50 per share at any
time during a five year term commencing on the date of issuance. As of March 31,
2000,  the Company had received  subscriptions  to purchase  916,667  Units from
three  accredited  purchasers.  On April 24,  2000,  166,667  Units were sold to
Gerhard Sennewald.  On May 1, 2000, 50,000 Units were sold to Neil D'Rozario. On
April 19, 2000, 50,000 Units were sold to the Adams Family Trust.  Additionally,
the Company paid a finder's fee in the amount of $33,000 to Inyoung  Boyd,  wife
of Douglas P. Boyd, Chairman of the Board of the Company,  for services rendered
in connection with the placement of the Units. The issuance of the securities is
exempt from the  registration  requirements  of the  Securities  Act of 1933, as
amended, pursuant to Section 4(2) thereof.

     On June 8, 2000,  the Company  issued 50,000  shares of  restricted  common
stock to Gene Cardinal upon the exercise of an option priced at $0.41 per share.
This option was  exercised  January 4, 2000.  The issuance of the  securities is
exempt from the  registration  requirements  of the  Securities  Act of 1933, as
amended, pursuant to Section 4(2) thereof.

Item 4.  Submission of Matters to a Vote of Securities Holders

     At the Company's Annual Meeting of Stockholders  held on June 29, 2000, the
following matters were submitted to a vote of the stockholders of the Company.

     (i) The election of Douglas P. Boyd,  John Klock,  Alexander  R.  Margulis,
Chris Shepherd, and Robert Taylor as directors to serve a one-year term.

    Nominees                    Shares Voted in Favor          Shares Withheld
    --------                    ---------------------          ---------------
    Douglas P. Boyd                 6,830,291                          0
    John C. Klock.                  6,830,291                          0
    Alexander R. Margulis           6,830,291                          0
    Chris Shepherd                  6,829,291                          1,000
    Robert Taylor.                  6,830,291                          0

     (ii) The  AccuImage  Stock Option Plan was approved by a total of 5,562,611
votes in favor, 75,667 votes against, and 54,000 shares abstaining.

Item 6   Exhibits And Reports On Form 8-K

         (a)      Exhibits:

                  No.  27 - Financial Data Schedule as of June 30, 2000.

         (b)      Form 8-K Reports:  None.




                                   SIGNATURES

In accordance  with the  requirements  of the  Securities  and Exchange Act, the
Registrant  caused  this  report to be signed on its behalf by the  undersigned,
thereunto duly authorized.

                                  ACCUIMAGE DIAGNOSTICS CORP.

August 10, 2000


                                   /s/ Robert Taylor, Ph.D.
                                   -------------------------
                                   Chief Executive Officer



                                       10