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



               [ X ]    QUARTERLY REPORT PURSUANT TO SECTION 13 OR
                  15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
                     For the quarter Ended December 31, 1996
                                       or
            [   ]    TRANSITION REPORT PURSUANT TO SECTION 13       
                OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934


                         Commission File Number 1-12992


                          NuMED HOME HEALTH CARE, INC.
        (Exact name of small business issuer as specified in its charter)


                    STATE OF NEVADA                  34-1711764
            (State or other jurisdiction of       (I.R.S. Employer
            incorporation or organization)      identification No.)


             5770 Roosevelt Blvd., Suite, 700, Clearwater, FL  34620
               (Address of principal executive offices)       (Zip Code)     


         Issuer's telephone number, including area code: (813) 524-3227




   Indicate by check mark whether the issuer (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


   The number of shares outstanding of the Issuer's common stock at $.001 par
   value as of January 31, 1996 was 4,913,916 (exclusive of Treasury Shares).

   <PAGE>
                  NuMED Home Health Care, Inc. and Subsidiaries
                           Consolidated Balance Sheets


                                             December 31,      March 31,
                                                 1996            1996
                       ASSETS                          
   Current assets:                                     
     Cash and cash equivalents             $   664,059      $ 1,494,860 
     Cash deposits securing contractual
      arrangements                           1,917,014        1,417,014 
                                            ----------       ---------- 
                                             2,581,073        2,911,874 
     Accounts receivable                     4,702,975        4,788,715 
     Notes receivable                                0          106,966 
     Inventories                                25,126           26,274 
     Prepaids and other current assets         222,846          201,224 
                                            ----------       ---------- 
   Total current assets                      7,532,020        8,035,053 

   Property and equipment, net of
      accumulated depreciation of 
      $185,411 and $117,459, respectively      366,424          259,138 
   Goodwill, net of amortization of
      $1,392,766 in 1996 and $1,103,018
      in 1995                                4,754,368        4,991,154 
   Other intangibles assets, net of
      accumulated amortization of 
      $1,031,600 and $926,187 respectively      98,212          203,627 
   Other                                       164,204           32,109 
                                            ----------       ---------- 
   Total assets                            $12,915,228      $13,521,081 
                                            ==========       ========== 

      LIABILITIES AND STOCKHOLDERS' EQUITY             
   Current liabilities:                                
     Trade accounts payable                   $753,644         $550,117 
     Accrued expenses                        1,796,564        1,943,306 
     Short term portion on line of credit      952,387           20,000 
     Current portion of notes payable-
      acquisitions                             163,681          167,852 
                                            ----------       ---------- 
   Total current liabilities                 3,666,276        2,681,275 
   Long term obligations:                              
     Other                                      21,276           21,999 
     Notes payable-acquisitions, less
      current portion                          505,923          637,028 
                                            ----------       ---------- 
   Total long term obligations                 527,199          659,027 
                                            ----------       ---------- 
   Total liabilities                         4,193,475        3,340,302 
   Stockholders' equity:                               
     Preferred stock, authorized 2,000,000,
      no shares issued or outstanding                0                0 
     Common stock, $.001 par value,
      authorized 48,000,000 shares,
      5,010,219 shares issued                    5,010            5,010 
     Additional paid-in capital             10,706,806       10,708,176 
     Treasury stock, 96,303 and 46,023
      shares, respectively, at cost           (193,569)         (68,138)
     Accumulated deficit                    (1,796,494)        (464,269)
                                            ----------       ---------- 
   Total stockholders' equity                8,721,753       10,180,779 
                                            ----------       ---------- 
   Total liabilities and stockholders'
      equity                               $12,915,228      $13,521,081 
                                            ==========       ========== 


   Note:  The balance sheet at March 31, 1996 has been derived from the
   audited financial statements at that date but does not include all of the
   information and footnotes required by generally accepted accounting
   principles for complete financial statements.

                 See notes to consolidated financial statements.

   <PAGE>
                  NuMED Home Health Care, Inc. and Subsidiaries
                      Consolidated Statements of Operations


                                                       
                                          Nine Months Ended December 31,
                                               1996            1995     

   Net revenues                            $18,875,323      $17,493,948 
   Direct expenses                          14,678,754       13,115,996 
                                            ----------       ---------- 
   Gross profit                              4,196,569        4,377,952 

   General and administrative expenses:                
   Salaries and benefits                     2,571,166        2,406,432 
   Operating expenses                          589,638          480,296 
   Professional fees                           329,981          182,922 
   Legal fees                                        0                0 
   Occupancy expenses                          582,362          512,092 
   Insurance                                   192,386          165,452 
   Amortization and depreciation               453,298          468,026 
   Bad debt expense                             37,514            5,583 
                                            ----------       ---------- 
   Total general and administrative          4,756,345        4,220,803 
                                            ----------       ---------- 
   Operating income (loss)                    (559,776)         157,149 

   Other revenues (expenses):                          
   Interest income                              72,969           76,009 
   Interest expense                            (60,871)         (16,596)
   Estimated contractual settlement-
      FYE 6/30/95                             (197,342)               0 
   Estimated contractual settlement-
      FYE 6/30/96                             (567,658)               0 
   Other                                        11,636           (7,779)
                                            ----------       ---------- 
   Total other revenues, net                  (741,266)          51,634 
                                            ----------       ---------- 
   Income (loss) before income taxes        (1,301,042)         208,783 
   Income tax (benefit) expense                 31,183            8,540 
                                            ----------       ---------- 
   Net income (loss) after income taxes    $(1,332,225)     $   200,243 
                                            ==========       ========== 
   Per share:
   Net income (loss) after income taxes    $     (0.27)     $      0.04 
                                            ==========       ========== 

   Shares used in computing per
      share information                      4,934,613        4,911,431 


                 See notes to consolidated financial statements

   <PAGE>
                  NuMED Home Health Care, Inc. and Subsidiaries
                      Consolidated Statements of Operations

                                                       
                                         Three Months Ended December 31,
                                               1996             1995    

   Net revenues                            $ 6,309,810      $ 5,907,603 
   Direct expenses                           4,941,846        4,453,644 
                                            ----------       ---------- 
   Gross profit                              1,367,964        1,453,959 

   General and administrative expenses:
   Salaries and benefits                       839,254          833,200 
   Operating expenses                          204,883          149,789 
   Professional fees                            71,044           49,885 
   Occupancy expenses                          191,591          166,839 
   Insurance                                    21,468           55,635 
   Amortization and depreciation               150,687          156,260 
   Bad debt expense                              4,966                0 
                                            ----------       ---------- 
   Total general and administrative          1,483,893        1,411,608 
                                            ----------       ---------- 
   Operating income (loss)                    (115,929)          42,351 

   Other revenues (expenses):
   Interest income                              13,286           24,007 
   Interest expense                            (22,085)          (2,774)
   Other                                         4,762            6,000 
                                            ----------       ---------- 
   Total other revenues, net                    (4,037)          27,233 
                                            ----------       ---------- 
   Income (loss) before income taxes          (119,966)          69,584 
   Income tax (benefit) expense                 19,422            5,443 
                                            ----------       ---------- 
   Net income (loss) after income taxes      ($139,388)         $64,141 
                                            ==========       ========== 
   Per share:                                          
   Net income (loss) after income taxes         ($0.03)           $0.01 
                                            ==========       ========== 


   Shares used in computing per
      share information                      4,918,705        4,946,173 


                 See notes to consolidated financial statements
   <PAGE>
   <TABLE>
                                            NuMED Home Health Care, Inc. and Subsidiaries
                                           Consolidated Statements of Stockholders' Equity

                                   Nine Months Ended December, 1996 and Year Ended March 31, 1996
   <CAPTION>
                                                                       Unrealized
                                                                         Gain 
                                          Additional                   (Loss) on
                       Common Stock         Paid-in     Accumulated    Marketable        Treasury Stock
                     Shares    Dollars      Capital      (Deficit)     Securities     Shares        Dollars        Total

   <S>             <C>          <C>      <C>            <C>            <C>          <C>            <C>           <C>   
   Balance at
    March 31,
      1995         5,010,219    $5,010   $10,665,403    ($573,764)     ($51,686)    (409,020)      ($492,000)    $9,552,963 

   Net income                                             109,495                                                   109,495 

   Unrealized gain
    on marketable
    securities                                                           51,686                                      51,686 

   Other                                       6,000                                                                  6,000 
                                                                                                             
   Acquisition of
    assets from
    Rehab America,
    Inc.                                      32,637                                 297,715         358,114        390,751 
                                                                                                             
   Shares issued
    under Employee
    Stock Purchase                             3,275                                  81,282          97,772        101,047 
    Plan                                                                                                     
                                                                                                             
   Purchase treasury
    shares                                                                           (21,000)        (38,038)       (38,038)

   Private placement
    of restricted 
    stock for
    consulting
    services                                     861                                   5,000           6,014          6,875 
                   --------- ---------    ----------   ----------       -------      -------        --------     ---------- 
   Balance at
    March 31,
    1996           5,010,219    $5,010   $10,708,176    ($464,269)           $0      (46,023)       ($68,138)   $10,180,779 
                                                                                                             
   Net income
    (loss)                                             (1,332,225)                                               (1,332,225)
                                                                                                             
   Exercise of
    options                                   (1,684)                                 20,000          30,885         29,201 
                                                                                                             
   Purchase of
    treasury
    shares                                                                          (100,000)       (201,000)      (201,000)

   Shares issued
    under Employee
    Stock Purchase
     Plan                                        314                                  29,720          44,684         44,998 
                   --------- ---------    ----------   ----------       -------      -------        --------      --------- 
   Balance at
    December 31,
    1996           5,010,219    $5,010   $10,706,806  ($1,796,494)           $0      (96,303)      ($193,569)    $8,721,753 
                   ========= =========    ==========   ==========       =======      =======        ========      ========= 

   </TABLE>
                 See notes to consolidated financial statements.

   <PAGE>
                  NuMED Home Health Care, Inc. and Subsidiaries
                      Consolidated Statements of Cash Flow  

                                                            
                                            Nine Months Ended December 31,  
                                                     1996            1995   
   Cash flows from operating activities
   Net Income (loss)                           $ (1,332,225)    $   200,243 
   Adjustments to reconcile net income to
    net cash provided by (used in)
    operating activities:
      Depreciation and amortization                 453,297         468,026 
      Cash deposits securing contractual
        arrangements                               (500,000)       (142,014)
      Loss on sale of marketable securities               0           9,235 
      Loss on sale or disposal of property,
        plant and equipment                             268           4,540 
      (Decrease) increase in cash due to net
        changes in operating assets and
        liabilities:                                        
          Accounts receivable - trade                69,634        (534,387)
          Prepaid expenses and other assets         (20,472)       (216,154)
          Deferred charges or other long term
            assets                                 (132,094)      1,062,717 
          Accounts payable and accrued
            expenses                                  9,329         (32,123)
                                                 ----------      ---------- 
   Net cash provided by (used in) operating
    activities                                   (1,452,263)        820,083 
   Cash flows from investing activities                     
   Sale of marketable securities held for
    sale                                                  0          40,965 
   (Purchase) of property and equipment, net       (165,690)       (106,379)
   Acquisition of assets from Rehab America,
    Inc., net of cash acquired                            0      (5,124,818)
   Purchase of accounts receivable from
    factor                                                0        (242,327)
                                                 ----------      ---------- 
   Net cash (used in) investing activities         (165,690)     (5,432,559)

   Cash flows from financing activities
   Proceeds from short-term borrowings            2,162,483         202,384 
   Payments of short-term borrowings             (1,223,668)       (347,536)
   Payments of long-term borrowings                (131,828)        (15,949)
   Proceeds from issuance of stock                   44,998          47,144 
   Purchase of treasury stock                      (201,000)              0 
   Exercise of options                               29,201               0 
   Other                                                  0           6,000 
   (Issuance) collection of note receivable         106,966        (100,000)
                                                 ----------      ---------- 
   Net cash (used in) provided by
    financing activities                            787,152        (207,957)
                                                 ----------      ---------- 
   Increase (Decrease) in cash and cash
    equivalents                                    (830,801)     (4,820,433)
   Cash and cash equivalents at beginning
    of year                                       1,494,860       7,406,142 
                                                 ----------      ---------- 
   Cash and cash equivalents at end of
    period                                       $  664,059     $ 2,585,709 
                                                 ==========      ==========
   Non cash transactions:                                   
   Common stock issued for acquisition of
    assets from Rehab America, Inc. 
    (275,000 shares)                             $        -     $   360,938 
   Common stock issued for consulting
    services (22,715 shares)                     $        -     $    29,813 
   Common stock issued for consulting
    services (5,000 shares)                      $        -     $     6,875 
                                                 ----------      ---------- 
                                                 $        -     $   397,626 
                                                 ==========      ========== 

                 See notes to consolidated financial statements

   <PAGE>
   NuMED Home Health Care Inc. and Subsidiaries

   Notes to Condensed Consolidated Financial Statements
   (Unaudited)

   December 31, 1996

   NOTE A-BASIS OF PRESENTATION

      The accompanying unaudited condensed consolidated financial statements
   have been prepared in accordance with generally accepted accounting
   principles for interim financial information and with the instructions to
   Form 10-QSB and Article 10 of Regulation S-X.  Accordingly, they do not
   include all of the information and footnotes required by generally
   accepted accounting principles for complete financial statements.  In the
   opinion of management, all adjustments (consisting of normal recurring
   accruals) considered necessary for a fair presentation have been included. 
   Operating results for the three and nine month periods ended December 31,
   1996 are not necessarily indicative of the results that may be expected
   for the year ending March 31, 1997.  For further information, refer to the
   consolidated financial statements and footnotes included in the Company's
   and Subsidiaries' Form 10-KSB for the year ended March 31, 1996.

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

   Results of Operations

        Net Revenues for the three and nine months ended December 31, 1996
   increased by 7% or $402,000 and 8% or $1,381,000, respectively over the
   same periods one year ago.  The acquisition of Parke Home Health Care,
   Inc. (Parke) effective January 1, 1996 accounted for an increase of
   $515,000 and $1,598,000, respectively, for the three and nine month
   periods.  The remaining business experienced a decrease of $113,000 and
   $217,000 which was primarily attributable to decreased volume in the
   Rehabilitation Therapy Division.  During the second quarter, new contracts
   as well as existing business were negatively affected by the uncertainty
   as a result of pending discussions and consideration of an extraordinary
   transaction involving the potential sale of the Company.  During the third
   quarter, the Company successfully obtained 15 new contracts in the
   Rehabilitation Division and 5 new contracts in the Home Health Division. 
   However, the new contracts have not yet offset the diminished business
   experienced in the second quarter.  In December, Whole Person Home Health
   Care in Erie, Pennsylvania received accreditation with commendation from
   the Joint Commission on Accreditation of Healthcare Organizations (JCAHO)
   which has led to increased business in Pennsylvania early in the fourth
   quarter.

        Direct Expenses increased approximately 11% and 12% respectively, for
   the three and nine months ended December 31, 1996.  As a percentage of Net
   Revenues, Direct Expenses increased from 75% for the three and nine months
   periods ending December 31, 1995 to 78% for the same periods ending
   December 31, 1996.  For the three months ended December 31, 1996, Direct
   Expenses, as a percentage of Net Revenues for the Home Health Division
   increased 4% to 73% while Direct Expenses for NuMED Rehabilitation
   increased 3% to 85% of its Net Revenues.  For the nine months ended
   December 31, 1996, Direct Expenses as a percentage of Net Revenues for the
   Home Health Division, increased 3% to 73% of its Net Revenues while Direct
   Expenses for NuMED Rehabilitation increased 4% to 84% of its Net Revenues.

        The Company's Gross Profit has been negatively impacted by five
   primary factors.  First, NuMED has incurred excessive legal costs of
   approximately $192,000 and $50,000 of other costs relating primarily from
   failed acquisitions and a class action suit (see Part II-Other
   Information) during the nine month period ended December 31, 1996. 
   Second, during the third quarter, the Company retroactively modified its
   contract with one of its key Rehabilitation customers that is undergoing a
   Medicare audit (see below). As a result, the Gross Profit of NuMED
   Rehabilitation has also diminished.  The Company is undertaking cost
   containment efforts as well as implementing new monitoring programs to
   reduce the level of Direct Expenses.  Third, the mix of revenue between
   occupational, physical and speech therapy has shifted during the nine
   months ended December 31, 1996.  Physical therapy revenue, which generally
   yields lower gross margins than either occupational or speech therapy,
   constituted a larger percentage of Net Revenues during the nine months
   ended December 31, 1996 as compared to the same period one year ago.  The
   Company is actively pursuing more profitable types of contracts.  Fourth,
   the mix of revenue between home health aides and skilled services has
   shifted during the nine months ended December 31, 1996.  Home health
   aides, which generally yield lower gross margin than skilled services,
   constituted a larger percentage of Net Revenues during the nine months
   ended December 31, 1996.  In general, third party payors are requiring
   that care be provided by lower skilled and less expensive care givers.  To
   counter this trend, the Company is pursuing alternative types of business
   with higher margins.  Fifth, a significant portion of employees in both
   the Home Health and Rehabilitation Therapy Division are full time.  Salary
   costs relating to these full time employees do not fluctuate with changes
   in revenue.  As revenue decreases, these costs result in an increased
   Direct Expense percentage.  The Company is currently evaluating the
   proportion of full and part time employees.

        General and Administrative expenses for the three and nine months
   ended December 31, 1996 increased $72,000 or 5% and $536,000 or 13%
   compared to the same periods one year ago.  The overall increase is
   primarily attributable to the acquisition of Parke ($53,000 for the three
   months ended December 31, 1996 and $236,000 for the nine month period
   ending December 31, 1996) and the increased professional fees incurred
   with the defense of and class action litigation (see Part II-Other
   Information) and the proposed acquisition of the Company by CCF Health
   Care Ventures, Inc. (discussions were terminated in August, 1996).
   Operating expenses increased as a result of increased travel relating to
   the proposed sale and other due diligence related activities.

        The Health Care Financing Administration (HCFA) has issued
   reimbursement guidelines (salary equivalency) for physical therapy
   services.  Similar guidelines for occupational and speech therapy services
   are pending, but have not yet been published.  Recently, HCFA has
   instructed its intermediaries to scrutinize payments for occupational and
   speech therapy services using prudent buyer guidelines which generally
   state that a health care provider should not pay in excess of market rates
   for comparable services.  The Company expects that under the general
   direction of HCFA, fiscal intermediaries will continue to aggressively
   scrutinize payments related to therapy service not yet subject to salary
   equivalency.

        One of NuMED Rehabilitation's key customers is currently undergoing a
   routine Medicare audit of its cost report.  The customer's fiscal
   intermediary, in its interpretation of the Medicare prudent buyer
   guidelines, has concluded that the cost of certain professional contract
   therapy services provided by NuMED Rehabilitation exceeded these
   guidelines.  Management believes that the fiscal intermediary conducting
   this audit has applied an overreaching and erroneous interpretation of
   applicable reimbursement guidelines.  

        The intermediary's first calculations indicated total disallowed
   costs of $2.1 million.  The Company's client as well as representatives
   from the Company were successful in reducing the amount of disallowed
   costs from $2.1 million to $899,000.  The Company was contractually
   obligated to repay this key client the amount of Medicare disallowed costs
   and has recorded an estimated aggregate reserve. The estimated settlement
   for the first year (customer's fiscal year ending June 30, 1995) of the
   contract which is currently being audited is approximately $197,000.  The
   estimated settlement for the second year (customer's fiscal year ending
   June 30, 1996) of the contract which is still unaudited is approximately
   $702,000.

        During the second and third quarter of fiscal 1997, NuMED paid a
   total of $899,000 to this customer, representing disallowed costs for the
   client's fiscal years ending 6/30/95 and 6/30/96. The Company is
   optimistic that some or all of the disallowed costs will be recovered in
   the appeal process. $765,000 of the $899,000 disallowed costs has been
   expensed.  The Company has reached an agreement with its client that the
   appeal of 1995 disallowed costs will not be pursued.  However, the Company
   intends to vigorously pursue all avenues of appeal to recover disallowed
   costs for 1996.  There is no guarantee that intermediary negotiations or
   the appeals process will result in a favorable determination.  An adverse
   decision during negotiations with the fiscal intermediary or in the appeal
   process could require NuMED Rehabilitation to further revise its estimate
   and could have a material adverse effect on the Company's financial
   position, liquidity and results of operations.

        As a result of the above audit, the Company has retroactively
   renegotiated its contract with this key customer to be consistent with
   negotiated settlements of the prior years.  Even though management
   believes that the previous contract was well within current regulations,
   management also believes that the renegotiated contract will mitigate
   future large adjustments from prudent buyer interpretations at this
   client.

        In addition, the Company has secured a $500,000 letter of credit for
   future potential disallowances (see Liquidity and Capital Resources) and
   has renegotiated the original terms with the client.  Because of the
   anticipated success of the intermediary negotiations, the client has
   agreed to revoke the $500,000 letter of credit the later of March 20, 1997
   or the receipt of the Notice of Program Reimbursement (NPR) for the fiscal
   year ending 6/30/96.  The Company is optimistic that the NPR will be
   received by March 20, 1997.

        As a result of the foregoing, the Company experienced a net loss of
   approximately $139,000 for the three months ended December 31, 1996 and
   $1,332,000 for the nine months ended December 31, 1996 as compared to net
   income of $64,000 and $200,000, respectively for the same periods one year
   ago.  Excluding the effect of the estimated contractual settlement,
   expenses associated with the potential sale and defense of the class
   action suit, the Company would have incurred a loss of $375,000 for the
   nine month period ending December 31, 1996.
            
   Liquidity and Capital Resources
            
        The Company's working capital and current ratio were $3,866,000 and
   2:1, respectively as of December 31, 1996 as compared to $5,354,000 and
   3:0, respectively, as of March 31, 1996.  Both working capital and the
   current ratio have decreased as a result of operating losses, the payment
   of the estimated Medicare settlement described above and the establishment
   of a letter of credit also described above.

        Cash from Operations decreased $1,452,000 for the nine months ended
   December 31, 1996 primarily due to the net loss and transactions related
   to the estimated Medicare settlement.

        As previously discussed, a fiscal intermediary conducting a routine
   Medicare audit of one of NuMED Rehabilitation's key customer's cost report
   has indicated its position that the cost of certain professional contract
   therapy services provided by NuMED Rehabilitation exceeded the limits
   mandated by Medicare prudent buyer principles.  The Company has expensed
   $765,000 of the $899,000 paid to this client (see Management Discussion &
   Analysis).  Management believes that the position taken by the auditing
   fiscal intermediary is erroneous and intends to vigorously contest and
   appeal disallowed costs related to the client's year ending 6/30/96. 
   There can be no assurance that NuMED Rehabilitation will prevail in its
   position on this matter.  An adverse determination by the fiscal
   intermediary could require NuMED Rehabilitation to revise its estimate and
   further reimburse this customer which could have a material adverse effect
   on the Company's financial position, liquidity and results of operations.

        In addition, the Company has secured a one year $500,000 letter of
   credit, expiring on September 30, 1997, for future potential
   disallowances.  This letter of credit is secured by a Certificate of
   Deposit.  During the third quarter and because of the anticipated success
   of the intermediary negotiations, the client has agreed to revoke the
   letter of credit the later of March 20, 1997 or the receipt of the Notice
   of Program Reimbursement (NPR) for the client's fiscal year ending
   6/30/96.  The Company is optimistic that the NPR will be received by March
   20, 1997.  Upon revocation of the letter of credit, $500,000 will be
   available for working capital.

        The Company has a line of credit in the amount of $1.0 million. 
   Interest on this line accrues at a rate equal to the lender's certificate
   of deposit rate plus 1.75%.  The line of credit is secured by a $1.0
   million certificate of deposit.  Approximately $359,000 of this line was
   utilized to pay the cash portion of the purchase price of the capital
   stock of Parke. Approximately $201,000 was used to repurchase 100,000
   shares of the Company's common stock on August 23, 1996 at a purchase
   price of $2.01 per share.  $440,000 of additional credit was utilized to
   fund working capital and collaterize the letter of credit in connection
   with the foregoing Medicare audit. The outstanding balance is due and
   payable no later February 28, 1998.

        The Company also has a $275,000 and a $150,000 line of credit. 
   Interest on the $275,000 line of credit accrues at a rate equal to the
   lender's certificate of deposit rate plus 2%.  Interest on the principal
   balance outstanding on the $150,000 line of credit accrues at the prime
   rate of interest plus 1/2%.  Any outstanding balances existing under
   either of the foregoing lines of credit are secured by accounts receivable
   or certificates of deposit and other cash accounts. As of December 31,
   1996, $40,000 was outstanding on the $150,000 line of credit and $272,000
   was outstanding on the $275,000 line of credit.  The Company is in
   material compliance with all debt covenants under its lines of credit.

        Parke Home Health Care currently has two lines of credit for $100,000
   and $50,000.  Interest accrues on each of the lines at the prime rate of
   interest plus 1%.  Any outstanding balances existing under either of the
   foregoing lines of credit are secured by substantially all of Parke's
   assets.  As of December 31, 1996, there were no amounts outstanding under
   either of Parke's lines of credit.  Parke Home Health Care is in material
   compliance with all debt covenants under its lines of credit.

        The aggregate availability under all of the Company's various lines
   of credit was approximately $263,000 at December 31, 1996.

        Also, in connection with the Parke acquisition, the Company financed
   50% of the acquisition with two 30 month term loans payable to the
   previous owners of Parke. The aggregate outstanding principal balance on
   the notes at December 31, 1996 was approximately $269,000.  Interest
   accrues on the Parke loans at the rate of 8% per annum and is secured by
   the outstanding stock of Parke purchased by the Company. 

        The Company's net income has been and will continue to be impacted
   significantly by the non-cash charge of amortization expense of goodwill
   and intangible assets of the Company.  At December 31, 1996, net goodwill
   and intangible assets of the Company were approximately $4.9 million.  
   The amortization of goodwill and intangible assets in the future will
   decrease net income or increase any net loss. 

        The Company intends to implement a management information system for
   its entire operation in fiscal 1997.  The cost of the system is estimated
   at $1.0 million of which approximately $423,000 will be expended during
   the remainder of fiscal 1997.  During the second and third quarters, the
   Company invested $127,000 in the system.  Management intends to finance
   the system either with a lease over a period of 12-60 months or with the
   use of existing cash.  The Company has entered into a contract totaling
   $142,000 for partial installation.  Twenty five percent of the contract
   was due at execution and the remaining balance is payable in four
   installments with the last payment due on March 1, 1997.

        The Company is aggressively pursuing additional business and has
   successfully replaced certain contracts lost during prior discussions
   involving the potential sale of the Company.  In addition, the Company
   received accreditation with commendation from the Joint Commission on
   Accreditation of Healthcare Organizations (JCAHO) in its Pennsylvania home
   health operations.  It is undertaking cost containment measures and
   evaluating alternative financing arrangements to meet both its short and
   long-term cash requirements.  There can be no assurance that such
   containment measures will be successful or that additional financing will
   be available.  As a result, it is uncertain at this time whether the
   Company will have sufficient capital to meet its working capital needs
   during the immediate 12 month period.

                           Part II - OTHER INFORMATION
    
   Item 1. LEGAL PROCEEDINGS
       
        On January 31, 1996, Robin Fernhoff, individually and on behalf of
   all others similarly situated filed a class action in the United States
   District Court for the Middle District of Florida, Tampa Division against
   NuMED Home Health Care, Inc., Jugal K. Taneja and A.T. Brod & Co., Inc.
   (Case No. 96-200-CIV-T-21C).  The plaintiff alleged that failure to
   disclose the net capital position of A.T. Brod & Co. Inc., caused the
   disclosure in the Company's prospectus dated February 8, 1995, to be
   materially misleading.  The plaintiff also alleged violations of Section
   11 and 12(2) of the Securities Act of 1933, 15 U.S.C. Sections 77k and 77l
   respectively, and sought damages on behalf of the class.  

        In response to the complaint, the Company filed its answer and a
   corresponding motion to dismiss.  On July 25, 1996, the United States
   District Court for the Middle District of Florida, Tampa Division, granted
   the Company's motion dismissing the complaint in its entirety.  In
   response, the Plaintiff filed a subsequent motion to alter or amend the
   judgment granting the Company's motion to dismiss.  The Court has not yet
   ruled on this motion.  Management believes that the action is frivolous
   and without merit and intends to vigorously contest any restated
   allegations.
            
   Items 2 through 5. -not applicable

   Item 6.  EXHIBITS AND REPORTS ON FORM 8-K
        (a). Exhibits.  There are no exhibits filed with this report

        (b). Reports on Form 8-K.  The Company did not file any reports on
        Form 8-K during the quarter ended December 31, 1996.


   <PAGE>
                                   SIGNATURES

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



                                    NuMED Home Health Care, Inc.
    

    Date: February 7, 1997          By:  /s/Jugal K. Taneja
                                    Jugal K. Taneja
                                    Chairman of the Board,
                                    Chief Executive Officer



   <PAGE>
                                  EXHIBIT INDEX


   EXHIBIT NO.         DESCRIPTION

      27          Financial Data Schedule